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The COVID-19 pandemic has resulted in severe market volatility in U.S. capital markets and the loss of significant equity value for many U.S. public companies.  As a result, many companies may be at risk of losing their status as well-known seasoned issuers (“WKSIs”) under the federal securities laws.  A company qualifying as a WKSI may…

This First Analysis article discusses some key ramifications of coronavirus outbreak for public companies. In addition to a host of significant general business concerns, such as those relating to liquidity and financing opportunities, revenues, supply chain and employee and community health and welfare, the novel coronavirus known as COVID-19 has raised a number of issues…

This practice note includes 10 practice tips that may help you, as counsel to a public company or a repurchase agent, in implementing a stock repurchase program on behalf of your client. A stock repurchase program enables a company to buy back a certain number of its outstanding securities. In recent years, the repurchase activity…

On March 25, 2020, the US Securities and Exchange Commission (SEC) extended the filing periods covered by its previous conditional reporting relief order for certain public company filing obligations impacted by COVID-19. At the same time, the SEC’s Division of Corporation Finance (Division) issued guidance on disclosure considerations and other securities law obligations related to…

On March 12, 2020, the US Securities and Exchange Commission (SEC) adopted amendments to the accelerated filer and large accelerated filer definitions in Rule 12b-2 under the Securities Exchange Act of 1934 (Rule 12b-2). The final amendments are intended to reduce the number of issuers that qualify as accelerated filers and reduce compliance costs for…

The Securities and Exchange Commission announced that it is extending the filing periods covered by its previously enacted conditional reporting relief for certain public company filing obligations under the federal securities laws.

Subject to certain conditions, public companies have a 45-day extension for filings of reports due between March 1 and July 1, 2020.  Today’s…

The heads of the SEC Enforcement Division, in remarks today, reminded market participants of the need to keep a close eye on the persons that may have material nonpublic information.  In the remarks, they noted, “[f]or example, in these dynamic circumstances, corporate insiders are regularly learning new material nonpublic information that may hold an even…

March 26, 2020
4:30 – 5:15 PM ET
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Many companies may be considering capital-raising transactions, including a private placement or PIPE transaction.  Your transaction will be affected by the requirements of the securities exchanges to seek shareholder approval in certain circumstances.

During this webcast, we will address:

  • Change of control issues;
  • Stock sales

…

March 20, 2020
11:00 – 11:30 AM ET
Register here

The novel coronavirus known as COVID-19 has raised a number of issues specific to public companies that file reports with the US Securities and Exchange Commission (SEC). In this special edition COVID-19 update call, we will discuss matters relating to:

  • the application of SEC disclosure

…