Direct Public Offering (DPO)Reverse MergersRule 419SPACsUncategorized Special Purpose Acquisition Companies (SPACs) Laura Anthony, Esq.August 5, 2010 A SPAC is a company organized to purchase one or more operating businesses and which generally intends to raise capital through an i... 040000
Spin-Off Subsidiary Spin-Offs Laura Anthony, Esq.August 4, 2010 A subsidiary spin-off is a transaction where a parent corporation’s stock ownership of a subsidiary is distributed to the parent cor... 035100
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... 051200
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... 040300
Regulation ARule 134Rule 504 Regulation A – An Exemption By Any Other Name Is A Short Form Registration Laura Anthony, Esq.May 12, 2010 Although Regulation A is legally an exemption from the registration requirements contained in Section 5 of the Securities Act of 193... 033900
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... 038900
Securities Attorneys Section 4(6) Registration Exemption for Accredited Investors Laura Anthony, Esq.January 28, 2010 Section 4(6) provides a registration exemption for offerings to accredited investors, if the aggregate offering amounts up to the do... 024500
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... 034000
Form 10Going PublicReverse MergersRule 144Section 13 Rule 144 and the Evergreen Requirement Examined Laura Anthony, Esq.January 22, 2010 Technically Rule 144 provides a safe harbor from the definition of the term “underwriter” such that a selling shareholder may utiliz... 057800
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... 036300