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... 028300
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... 034300
Blank Check CompaniesRule 419Securities Attorneys Rule 419 and Offerings by Shell or Blank Check Companies Laura Anthony, Esq.January 5, 2010 The provisions of Rule 419 apply to every registration statement filed under the Securities Act of 1933, as amended, by a blank chec... 01.4K00
Securities Attorneys A Comprehensive Analysis of Section 5 Laura Anthony, Esq.December 29, 2009 Section 5 of the Securities Act of 1933, as amended, contains the basic registration requirements for all offerings and rules of sec... 023600
Private Investment in Public Equity (PIPE)Private PlacementSEC Guidance When Can Separate Issuer Offerings That Occur Within a Short Time Be Integrated? Laura Anthony, Esq.December 9, 2009 The integration doctrine prevents issuers from circumventing the registration requirements of the Securities Act of 1934 by determin... 037500
Regulation A Regulation A and Rule 504 Laura Anthony, Esq.December 7, 2009 Section 3(b) of the Securities Act gives the SEC authority to exempt from registration certain offerings where the securities to be... 022400
Rule 10b-18SEC Guidance SEC Stock Buyback Rules Examined Laura Anthony, Esq.December 4, 2009 SEC Rule 10b-18 provides issuers with a safe harbor from liability for market manipulation under Sections 9(a)(2) and 10(b) of the E... 029700
SEC GuidanceUncategorized Responsibilities of Independent Directors Increases in Response to Sarbanes Oxley Laura Anthony, Esq.November 10, 2009 Serving as an independent director carries serious obligations and responsibilities. Following the passage of the Sarbanes Oxley... 025200
Rule 147Safe HarborsSEC GuidanceSection 3(a)(11)Securities Attorneys Securities Law Update: Intrastate Offerings Section 3(a)(11) and Rule 147 Examined Laura Anthony, Esq.November 6, 2009 Section 3(a)(11) of the Securities Act of 1933, as amended (Securities Act) provides an exemption from the registration requirements... 031200
Rule 144 SEC Rule 144: Pledged Securities, Holding Periods and Subscriptions Agreements Laura Anthony, Esq.November 5, 2009 Securities which are bona fide pledged may be tacked to the holding period of the pledgor as long as the pledge has full recourse ag... 066100