A little known and little used part of Regulation D under the Securities Act is about to get some new attention. In what appears to be a gift to the states after somewhat eviscerating their power with the Regulation A+ changes, the SEC, on October...

Innovative Industrial Properties Inc. is planning to be a real estate investment trust. Its mission, as disclosed in its SEC filing last week for its planned IPO, is to be "focused on the acquisition, ownership and management of specialized industrial properties leased to experienced, state-licensed...

I know too many people battling lyme disease. It is a misunderstood and wrongly made fun of illness. It generally comes from bad tick bites. If you treat it quickly with antibiotics it goes away. If you don't you can face a lifetime of challenges....

We'll be back at the SEC again in a few weeks for their annual Government-Business Forum on Small Business Capital Formation (ye olde GBFSBCF). There we listen to panels in the morning, and have breakout sessions in the afternoon where recommendations are developed and presented....

In the United States, folks in regulated industries such as telecommunications, pharmaceuticals, public companies, energy companies and the like face a risk every day. That is the risk that the regulator will decide to look into whether they might have done something wrong. It might...

Two weeks ago, as many were enjoying their summer vacation, the Securities and Exchange Commission exacted a $340,000 penalty from a company called Health Net Inc. Why? Because in firing employees and asking them to sign termination agreements, in order for the departing employee to...

Hostess Brands LLC, which makes the iconic Twinkies, cupcakes, Ding Dongs and others, is going public by merging with a public "shell" vehicle known as a special purpose acquisition company, or SPAC. Current owners Apollo Global Management and others will give up control but retain...

I have now had a chance to read the 23-page, very well-written, clear and concise DC Circuit court opinion on the Reg A+ challenge brought by two states. The ruling started with a brief history of securities law, how it started with the states but...

Very good news: the DC Circuit today rejected the effort by two states (Massachusetts and Montana) to invalidate the SEC's rules enacted to implement Regulation A+ and Title IV of the Jumpstart Our Business Startups (JOBS) Act of 2012. We are waiting to review the...