At today's Practising Law Institute's Annual Institute on Securities Regulation, SEC Chairman Jay Clayton commented, among other things, on initial coin offerings, or ICOs. As we know, this year alone billions of dollars have been raised in ICOs, where cryptocurrency in the form of a...
A week ago, the Securities and Exchange Commission, as required by the Fixing America's Surface Transportation (FAST) Act, released a proposal to simplify and modernize Regulation S-K, which governs most public company disclosure. None of the proposals individually is that huge, but as a group...
Last week the SEC's Advisory Committee on Small and Emerging Companies finished its work. The Committee is anticipated to be succeeded by the new Small Business Capital Formation Advisory Committee mandated by statute. A few highlights of their final recommendations to the Commission (all good...
The Regulation A+ rules adopted by the SEC in 2015 included scaled reporting obligations to assist in reducing issuers' offering costs as against a traditional IPO. However, if a company is seeking to become a full Securities Exchange Act reporting company, which is required if...
HR 2864, the "Improving Access to Capital Act," passed the US House of Representatives on September 5, 2017 with a lopsided bipartisan vote of 403-3. The short bill directs the SEC to permit full Securities Exchange Act reporting companies to use Regulation A+ for a...
Purveyors of initial coin offerings (ICOs) received a strong lashing from the SEC yesterday in declaring that one particular ICO was a securities offering that should have been fully registered with the SEC or met with an exemption from registration. A very new and exploding...
The Jumpstart Our Business Startups (JOBS) Act of 2012 ushered in a very popular alternative for "emerging growth companies" going public and those utilizing Regulation A+: confidential submission to the SEC of your initial planned registration or offering statement. Unfortunately, companies not considered EGCs or...
On June 19, 2017, the New York Stock Exchange withdrew its proposal, originally submitted in March, to allow companies to list on the big board through a so-called "self-filing" without an IPO. In a self-filing, a company seeks for previously issued shares of stock to...
Duane Morris (and my) client Myomo Inc., a medical robotics company, completed its initial public offering on June 9, 2017 under SEC Regulation A+ created under the Jumpstart Our Business Startups (JOBS) Act of 2012. The historic deal is the first Reg A+ IPO to...
On May 4, 2017, the House Financial Services Committee narrowly, by a vote of 34-26, passed the Financial CHOICE Act of 2017, which now moves to the full House. Most of the bill relates to rollbacks of Dodd-Frank provisions that are better covered by those...