Section 4(2)Securities AttorneysUncategorized An In-Depth Review of Private Placements Under Section 4(2) Laura Anthony, Esq.January 25, 2010 Section 4(2) of the Securities Act of 1933 provides that the registration requirements of Section 5 do not apply to “transactions by... 024600
Concurrent Private and Public OfferingsSection 4(a)(2)Uncategorized Compliance When Conducting Concurrent Private and Public Offerings Laura Anthony, Esq.January 19, 2010 The Securities and Exchange Commission’s (SEC) integration guidance in Securities Act Release No. 8828 (August 3, 2007) sets forth a... 026900
Direct Public Offering (DPO)Going PublicRegulation DRule 506 Direct Public Offerings And The Internet Laura Anthony, Esq.June 16, 2010 In today’s financial environment, many Issuers are choosing to self underwrite their public offerings, commonly referred to as a Dir... 028800
Dodd-Frank ActRegulation DSecurities AttorneysUncategorized Dodd-Frank Act Changes Definition Of Accredited Investor Effective Immediately Laura Anthony, Esq.August 13, 2010 On July 21, 2010, President Obama signed into law the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act). A... 017600
Private Investment in Public Equity (PIPE) Equity Line Financing Examined Laura Anthony, Esq.January 16, 2010 In a typical “equity line” financing arrangement, an investor and an Issuer enter into a written agreement whereby the Issuer has th... 030900
Form 10Form 8-KGoing PublicRule 144SEC GuidanceSection 13 Form 10 Registration Statements Laura Anthony, Esq.March 19, 2010 A Form 10 Registration Statement is a registration statement used to register a class of securities pursuant to Section 12(g) of the... 024500
FINRAOTC MarketOTCBBOTCQBOTCQB and OTCQXOTCQXPinksheetsSmall Cap Market Has The OTCBB Been Replaced By The OTCQX And OTCQB? Laura Anthony, Esq.December 9, 2010 Over the past few years, the historical “PinkSheets” has undergone some major changes, starting with the creation of certain “tiers”... 027400
FINRAOTCBBRule 6490 New FINRA Rules For Corporate Actions Laura Anthony, Esq.December 13, 2010 Effective September 27, 2010, the SEC has approved new FINRA Rule 6490 (Processing of Company Related Actions). Rule 6490 requires... 033700
Regulation DRegulation SReverse MergersRule 144Section 3(a)(9)Section 5 Overview of Recognized Exemptions From Section 5 Laura Anthony, Esq.January 8, 2010 The Securities Act of 1933 recognizes two broad types of exemptions to the registration requirements of Section 5, exempt securities... 036900
Private Investment in Public Equity (PIPE) PIPE Transactions, Terms and Requirements Laura Anthony, Esq.June 18, 2010 A PIPE (Private Investment in Public Equity) transaction is typically a private placement of equity or equity-linked securities by a... 041800