Law Blog Category: Uncategorized

SEC Final Amendments On Disclosures For Registered Debt Offerings

August 14, 2020 in Uncategorized

Writing a blog once a week during a time when almost daily events are publish-worthy means that some topics will be delayed, at least temporarily.  Back in March, the SEC adopted final amendments to simplify disclosure requirements applicable to registered debt offerings for guarantors and issuers of guaranteed securities, as well as for affiliates whose Read the full article…

Nasdaq Proposed Rule Changes To Its Discretionary Listing And Continued Listing Standards

August 07, 2020 in Uncategorized

On April 21, 2020, the SEC Chairman Jay Clayton and a group of senior SEC and PCAOB officials issued a joint statement warning about the risks of investing in emerging markets, especially China, including companies from those markets that are accessing the U.S. capital markets (see HERE).  Previously, in December 2018, Chair Clayton, SEC Chief Accountant Wes Bricker and PCAOB Chairman William Read the full article…

SEC Statements On Capital Markets Amid Covid-19

July 31, 2020 in Uncategorized

On June 25, 2020, SEC Chair Jay Clayton gave testimony before the Investor Protection, Entrepreneurship and Capital Markets Subcommittee of the U.S. House Committee on Financial Services on the topic of capital markets and emergency lending in the Covid-19 era.  The next day, on June 26, Chair Clayton, William Hinman, Director of the Division of Corporation Finance, Dalia Read the full article…

SEC Further Comments On Emerging Markets

July 23, 2020 in Uncategorized

On April 21, 2020, the SEC Chairman Jay Clayton and a group of senior SEC and PCAOB officials issued a joint statement warning about the risks of investing in emerging markets, especially China, including companies from those markets that are accessing the U.S. capital markets.  On July 9, 2020, the SEC held an Emerging Markets Roundtable where Chair Clayton reiterated his Read the full article…

SEC Adopts Amendments To Accelerated And Large Accelerated Filer Definitions

July 23, 2020 in Uncategorized

In March, 2020 the SEC adopted amendments to the definitions of an “accelerated filer” and “large accelerated filer.”  The amendments were adopted largely as proposed in May 2019 (see HERE). A company that is classified as an accelerated or large accelerated filer is subject to, among other things, the requirement that its outside auditor attest to, Read the full article…

Proposed 2021 U.S. Budget

July 09, 2020 in Uncategorized

In February, the Office of Management and Budget released the proposed fiscal 2021 United States government budget.  The beginning of the Budget contains a message from President Trump delineating a list of key priorities of the administration including better trade deals, preserving peace through strength, overcoming the opioid crisis, regulation relief and American energy independence.  The Read the full article…

Disclosures Related To COVID-19 – SEC Updates

July 04, 2020 in Uncategorized

Last week the SEC Office of the Chief Accountant (OCA) made a public statement on the importance of high-quality financial reporting for investors in light of Covid-19 on the same day that the Division of Corporation Finance issued an updated Disclosure Guidance Topic No. 9A on operations, liquidity, and capital resources disclosures related to the virus.  Disclosure Guidance Topic Read the full article…

SEC Proposed Rule Changes For Exempt Offerings – Part 5

June 23, 2020 in Uncategorized

On March 4, 2020, the SEC published proposed rule changes to harmonize, simplify and improve the exempt offering framework.  The SEC had originally issued a concept release and request for public comment on the subject in June 2019 (see HERE).  The proposed rule changes indicate that the SEC has been listening to capital markets participants Read the full article…

SEC Proposed Rule Changes For Exempt Offerings – Part 4

June 19, 2020 in Uncategorized

On March 4, 2020, the SEC published proposed rule changes to harmonize, simplify and improve the exempt offering framework.  The SEC had originally issued a concept release and request for public comment on the subject in June 2019 (see HERE). The proposed rule changes indicate that the SEC has been listening to capital markets participants and is supporting increased access to Read the full article…

SPAC IPOs A Sign Of Impending M&A Opportunities

June 15, 2020 in Uncategorized

The last time I wrote about special purpose acquisition companies (SPACs) in July 2018, I noted that SPACs had been growing in popularity, raising more money in 2017 than in any year since the last financial crisis (see HERE).  Not only has the trend continued, but the Covid-19 crisis, while temporarily dampening other aspects of the IPO market, has caused Read the full article…

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