News & Analysis as of

Initial Public Offering (IPO) Securities and Exchange Commission (SEC) New Guidance

Latham & Watkins LLP

FPIs in SPAC Land - Considerations for Foreign Private Issuers in Connection With SPACs

Latham & Watkins LLP on

Special Purpose Acquisition Companies that are Foreign Private Issuers or acquire Foreign Private Issuers should be mindful of new SEC rules, especially SEC Guidance on timing of Foreign Private Issuer status. Originally...more

Mintz - Securities & Capital Markets...

Recent SEC Rules and Guidance Impose New Obligations on SPACs and Reverse Mergers

On January 24, 2024, the US Securities and Exchange Commission (SEC) adopted final rules relating to special purpose acquisition companies (SPACs) and other shell companies. The new rules are effective on July 1, 2024....more

Latham & Watkins LLP

SEC Adopts Rules and Guidance on SPACs

Latham & Watkins LLP on

On January 24, 2024, the SEC adopted rules and guidance to impose a variety of new requirements on SPACs. The effective date of the rules is 125 days after publication in the Federal Register, an unpredictable process that...more

King & Spalding

SPAC Sweeps: FINRA Releases Guidance After Announcing Its Latest Series of Targeted Exams

King & Spalding on

After a period of astounding growth in the special purpose acquisition company (SPAC) market, FINRA recently joined the SEC in announcing further scrutiny of broker-dealers and their affiliates involved in SPAC offerings,...more

Opportune LLP

SEC Throws Wrench In SPAC Boom

Opportune LLP on

On April 12, 2021, the U.S. Securities and Exchange Commission (SEC) issued guidance directed at the accounting for warrants utilized by many special purpose acquisition companies (SPACs). Significant valuation work and...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

Fenwick & West LLP

SEC’s New Guidance on Liability Risks Likens SPACs to IPOs

Fenwick & West LLP on

John Coates, Acting Director of the Division of Corporation Finance at the U.S. Securities and Exchange Commission (SEC), issued a public statement providing insight into the SEC’s views on the application of federal...more

Dorsey & Whitney LLP

SPAC Talk: Important Considerations for Private Companies Evaluating a SPAC Going-Public Transaction

Dorsey & Whitney LLP on

One of the hottest going-public trends in 2020 and 2021 has been the rise of SPACs - Special Purpose Acquisition Companies - as a vehicle for private companies to go public. SPACs are shell companies that are formed, funded...more

Proskauer Rose LLP

SPAC Disclosures – SEC Focuses in on Conflicts of Interests

Proskauer Rose LLP on

On December 22, 2020, the staff of the Securities and Exchange Commission's Division of Corporation Finance issued new guidance with disclosure considerations for special purpose acquisition companies ("SPACs"). The new...more

Eversheds Sutherland (US) LLP

Considerations for the 2020 proxy season

Companies preparing for their annual shareholder meetings will need to consider a variety of factors, including new guidance from the Securities and Exchange Commission (SEC) and recommendations from Glass, Lewis & Co. (Glass...more

Perkins Coie

Blockchain Week in Review - July 2019

Perkins Coie on

U.S. Developments - Regulatory Developments - SEC and FINRA Issue Joint Statement on Digital Asset Custody Issues - On July 8, 2019, the U.S. Securities and Exchange Commission (SEC) and the Financial Industry...more

Robins Kaplan LLP

Your Daily Dose of Financial News

Robins Kaplan LLP on

Shared workspace giant We Work is joining the growing wave of major start-ups planning to go public this year. And like many of its unicorn peers (as we’ve documented), the company “shows no sign of turning a profit anytime...more

White & Case LLP

SEC Adopts Amendments to Modernize and Simplify Disclosure Requirements - And Provides Guidance on the Significantly Streamlined...

White & Case LLP on

On March 20, 2019, the SEC voted to adopt amendments to modernize and simplify disclosure requirements for public companies, investment advisers, and investment companies. The amended rules, which are based on amendments...more

Skadden, Arps, Slate, Meagher & Flom LLP

US Government Shutdown Ends – SEC Issues Guidance to Address Significant Backlog of Filing Reviews and Shareholder Proposals

On January 25, 2019, President Donald Trump signed into law a continuing resolution that immediately reopened the federal government through February 15, 2019. The three-week continuing resolution is a welcome development,...more

Skadden, Arps, Slate, Meagher & Flom LLP

Capital Markets Alert – Public Market Advocacy Groups Release Guidance

On April 27, 2018, the Securities Industry and Financial Markets Association (SIFMA), the U.S. Chamber of Commerce and Nasdaq, along with certain technology and biotechnology groups, released a policy paper titled “Expanding...more

A&O Shearman

SEC Extends IPO Accommodations by Permitting Exclusion of Interim Financial Information in Confidential Draft Registration...

A&O Shearman on

On August 17, 2017, the SEC’s Division of Corporation Finance issued guidance further extending an important accommodation provided to companies contemplating going public. Under the updated guidance, all issuers, including...more

Pillsbury Winthrop Shaw Pittman LLP

SEC Reduces Financial Information Requirements for Draft Registration Statements

On August 17, 2017, the Securities and Exchange Commission (SEC) updated its June 29, 2017 guidance on the confidential review process for draft registration statements and financial information that may be omitted from draft...more

Skadden, Arps, Slate, Meagher & Flom LLP

Corporate Finance Alert: SEC Issues New Guidance on Draft Registration Statements, Including Omission of Interim Financial...

On August 17, 2017, the staff (Staff) of the Securities and Exchange Commission (SEC) issued new guidance that will streamline significantly the confidential submission process for emerging growth companies (EGCs) and...more

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