Form 10 Registration Statements
A Form 10 Registration Statement is a registration statement used to register a class of securities pursuant to Section 12(g) of the Securities Exchange Act of 1934 (“Exchange Act”). To explain a Form...
View ArticleDirect Public Offerings And The Internet
In today’s financial environment, many Issuers are choosing to self underwrite their public offerings, commonly referred to as a Direct Public Offering (DPO). Moreover, as almost all potential...
View ArticleWhy Rule 419 Companies May Revitalize the Small-Cap Market
Are Rule 419 Companies poised to be the next big thing in the small-cap sector? Recently, the small-cap and reverse merger market has diminished substantially. Operating businesses are wary of...
View ArticleStructuring The Private Placement Investment- Development Stage Or Start Up...
The question: As the economy has been gaining strength, so have the number of entrepreneurs seeking private equity investments through pre-packaged structured private placement offerings, and...
View ArticleDirect Public Offering or Reverse Merger; Know Your Best Option for Going Public
Introduction For at least the last twelve months, I have received calls daily from companies wanting to go public. This interest in going public transactions signifies a big change from the few years...
View ArticleThe SEC Establishes Key Exemption to the Broker-Dealer Registration...
On January 31, 2014, the SEC Division of Trading and Markets issued a no-action letter in favor of entities effecting securities transactions in connection with the sale of equity control of private...
View ArticleGuide to Reverse Merger Transaction
What is a reverse merger? What is the process? A reverse merger is the most common alternative to an initial public offering (IPO) or direct public offering (DPO) for a company seeking to go public....
View ArticleSEC Files Dozens of Charges for Violations of the Section 16 and Section 13...
ABA Journal’s 10th Annual Blawg 100 —————————————————————————————————— Introduction On September 10, 2014, the SEC filed 28 separate actions against officers, directors and major shareholders and an...
View ArticleGoing Public Transactions For Smaller Companies: Direct Public Offering And...
Introduction One of the largest areas of my firms practice involves going public transactions. I have written extensively on the various going public methods, including IPO/DPOs and reverse mergers....
View ArticleGoing Public Without An IPO
On April 3, 2018, Spotify made a big board splash by debuting on the NYSE without an IPO. Instead, Spotify filed a resale registration statement registering the securities already held by its existing...
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