News & Analysis as of

Disclosure Requirements Investors Initial Public Offering (IPO)

Orrick, Herrington & Sutcliffe LLP

Tech Debt is Common. What does it mean for IPO readiness from a cybersecurity perspective?

Most high-growth companies have technical debt: work owed to IT or software development due to shortcuts that advance the business. That’s natural. But what if the debt carries security risks? Orrick capital markets partner...more

Kramer Levin Naftalis & Frankel LLP

SEC Adopts Final Rules Regarding SPAC IPOs and SPAC Business Combinations

On Jan. 24, 2024, the Securities and Exchange Commission (SEC) adopted final rules that significantly expand disclosure and other requirements for initial public offerings (IPOs) by special purpose acquisition companies...more

Holland & Knight LLP

A Summary and Early Analysis of SEC Final SPAC Rules

Holland & Knight LLP on

By vote of 3 to 2, the U.S. Securities and Exchange Commission (SEC or Commission) on Jan. 24, 2024, adopted new rules and amendments (SPAC Rules) pertaining to special purpose acquisition companies (SPACs), with the stated...more

Cohen & Gresser LLP

The SEC Adopts New Rules for SPACs

Cohen & Gresser LLP on

On January 24, 2024, the U.S. Securities and Exchange Commission (“SEC”) adopted new rules governing initial public offerings (“IPOs”) of special purpose acquisition companies (“SPACs”) and subsequent combinations between...more

White & Case LLP

The SEC’s Charges Against SolarWinds and its Chief Information Security Officer Provide Important Cybersecurity Lessons for Public...

White & Case LLP on

On October 30, 2023, the US Securities and Exchange Commission ("SEC") announced that it filed charges against SolarWinds Corp. ("SolarWinds" or the "Company") and its Chief Information Security Officer ("CISO") in connection...more

A&O Shearman

Embracing legal tech: A game-changer for IPO success

A&O Shearman on

This tech-driven approach is not just an option; it's a necessity. Michael Bloch, Partner at A&O, explains, "IPOs are incredibly complex, but we are exploring ways to make them less painful for everyone involved through the...more

Proskauer Rose LLP

SEC Strengthens Regulation 13D-G Rules for Beneficial Ownership Reporting

Proskauer Rose LLP on

On October 10, 2023, the Securities and Exchange Commission adopted amendments to the rules governing beneficial ownership reporting under Sections 13(d) and 13(g) of the Securities Exchange Act of 1934. The adopting release...more

Goodwin

Blind Pool REIT IPOs: Real Estate Sponsors Are Getting Ready To Jump Back In

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Coming out of the Great Recession, there was a rush by real estate sponsors to raise “blind pool” capital to take advantage of displacement and distress in the real estate market. From 2009 through 2010, 30 new public real...more

Paul Hastings LLP

Public Company Watch

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In the May edition of our Public Company Watch, we cover key issues impacting public companies, including the SEC’s new disclosure requirements for issuers’ repurchases of equity securities; In Re Edgio Inc. Stockholders...more

Morrison & Foerster LLP

A New Listing Regime for Specialist Technology Companies Has Arrived

On March 24, 2023, the Stock Exchange of Hong Kong Limited (the “Exchange”) issued the long-awaited consultation conclusions (the “Consultation Conclusions”) on the listing regime for Specialist Technology Companies on the...more

Harris Beach PLLC

E.V. Manufacturer Cruises to Victory on Appeal with Specific, Robust Disclosures

Harris Beach PLLC on

New York’s Appellate Division, First Department recently affirmed dismissal, with prejudice, of a securities class action lawsuit against Chinese electric vehicle manufacturer NIO, Inc. The suit, captioned Donlon v. NIO,...more

Vinson & Elkins LLP

SEC Proposes Sweeping Rules Applicable to SPAC IPOs and De-SPAC Transactions

Vinson & Elkins LLP on

On March 30, the commissioners of the Securities and Exchange Commission approved much-anticipated proposed rules relating to special purpose acquisition companies. Originally published in The Texas Lawbook, April 4,...more

McCarter & English, LLP

SEC Proposes Amendments to Rules Affecting SPACs

The commissioners of the SEC have proposed new rules and amendments that would require greater disclosures from special-purpose acquisition companies (SPACs). The proposed rules were made in reaction to concerns over the...more

Fenwick & West LLP

SEC Proposes New Rules to Enhance Disclosure and Investor Protection Relating to SPACs and Projections – Impact on Target...

Fenwick & West LLP on

The U.S. Securities and Exchange Commission has proposed new rules and amendments (the Proposed Rules) to enhance disclosure and expand liability in initial public offerings by special purpose acquisition companies (SPACs)...more

Cooley LLP

Gensler on SPACs: treat like cases alike

Cooley LLP on

What could Aristotle possibly have to say about SPACs? In remarks on Thursday before the Healthy Markets Association, SEC Chair Gary Gensler shared his thoughts on the regulation of SPACs with a theme drawn from antiquity:...more

Bradley Arant Boult Cummings LLP

Commission Amends Financial Disclosure Requirements for Business Acquisitions and Dispositions

On May 21, 2020, the Commission adopted amendments to the financial statement disclosure requirements for business acquisitions and dispositions by Commission registrants that also apply to companies undertaking an initial...more

Cooley LLP

Blog: Early SEC Enforcement Trends from Chairman Gary Gensler’s First 100 Days

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Gary Gensler was sworn in as chair of the Securities and Exchange Commission on April 17, 2021. Chairman Gensler has promised to strengthen transparency and accountability in the financial markets. Under Chairman Gensler, we...more

Barnea Jaffa Lande & Co.

Israel Securities Authority: Guidelines for Discussions with Investors Prior to Publication of a Prospectus

A wave of IPOs continues to flood the market, prompting the Israel Securities Authority to publish a new staff position paper discussing three key topics. Information disclosures In principle, the Israeli Securities Law...more

Pillsbury Winthrop Shaw Pittman LLP

SEC Takes Aim at SPACs

March Madness extends into April as the Commission markedly increases its focus on SPACs. Surprise pronouncements call into question use of the PSLRA safe harbor for projections and accounting treatment for warrants....more

Goodwin

SEC Adopts Broad Exempt Offering Reforms

Goodwin on

In the News. The Securities and Exchange Commission (SEC) adopted broad exempt offering reforms; the Department of Labor (DOL) finalized a rule, with significant revisions from the original proposal, on ESG investments; the...more

Mayer Brown Free Writings + Perspectives

Annual Report of the Advocate for Small Business Capital Formation

The Office of the Advocate for Small Business Capital Formation published its annual report to the Committee on Banking, Housing and Urban Affairs of the U.S. Senate and the Committee on Financial Services of the US House of...more

White & Case LLP

SEC Proposes Changes to Financial Disclosure Relating to Business Acquisitions and Dispositions

White & Case LLP on

On May 3, 2019, the Securities and Exchange Commission (the "SEC") proposed amendments to its rules governing disclosure of financial statements by public companies or in initial public offerings ("IPOs") in connection with...more

Cooley LLP

Blog: JOBS Act 3.0?

Cooley LLP on

Will there be a JOBS Act 3.0? The JOBS and Investor Confidence Act of 2018 just passed the House by a vote of 406 to 4, so, even though Senators may often be chary of jumping on the House bandwagon—remember the doomed...more

WilmerHale

Legal Considerations in Pre-IPO Crossover Financings

WilmerHale on

An increasingly common financing strategy for companies expecting to conduct an initial public offering (IPO), particularly in the life sciences space, is to conduct a ‘‘crossover’’ financing shortly prior to the IPO....more

Morrison & Foerster LLP - JOBS Act

Investor Advocate’s Report

Recently, the SEC’s Office of Investor Advocate released the report it is required to file with the Committee on Banking, Housing and Urban Affairs of the U.S. Senate and the Committee on Financial Services of the House of...more

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