June 2018 Archives - Going Public Lawyers

SEC Expands Smaller Reporting Company Status – Securities Lawyers

On June 28, 2018,  the Securities and Exchange Commission voted to adopt amendments to the “smaller reporting company” (SRC) definition to expand the number of companies that qualify for certain existing scaled disclosure accommodations. The SEC’s new smaller… Read More

Form S-1 Registration Statement Filing Requirements

Private companies seeking to raise capital often file a Registration Statement on SEC Form S-1 or Offering Circular on Form 1-A pursuant to Regulation A+ in connection with their going public transaction.  Both options have unique benefits. For Example, All companies qualify to register… Read More

SEC Orders Merrill Lynch to Return More than $10.5 Million to Harmed Customers

  The Securities and Exchange Commission (“SEC”) announced on June 12, 2018 that Merrill Lynch, Pierce, Fenner & Smith Inc. will pay more than $15 million to settle charges that its employees misled customers into overpaying for Residential… Read More

Going Public Question and Answer – Securities & Going Public Attorneys

Going public is a big step for any company. Companies can go public and become listed on National Securities Exchanges like NASDAQ or the New York Stock Exchange (“NYSE”) or they can have their shares quoted on the… Read More

Going Public Using a Form S-1 Registration Statement

Going Public Using a Form S-1- 2018 Private companies going public commonly use a registration statement (“Registration Statement”) on Form S-1 under the Securities Act of 1933, as amended (the “Securities Act”). When a Form S-1 Registration Statement is… Read More

OTCQB Listing, OTCQB Requirements, OTCQB Reporting

The OTC Markets created the OTCQB Venture Market early-stage and developing U.S. and international companies. To be eligible for quotation on the OTCQB Venture Market, companies must be current in their reporting obligations, have a minimum bid price… Read More

FINRA Enforcement of Non-Members and Penny Stock Issuers

FINRA & Penny Stocks When the subject of penny stock enforcement actions arises, most people think first of the Securities and Exchange Commission (SEC), or erroneously, of OTC Markets Group (OTCM). The SEC has ultimate authority to deal with… Read More

Regulation A+ Amendment – 2018 Regulation A+ Update

Three years after becoming effective, a Regulation A+ amendment has been approved. Last month, the Economic Growth, Regulatory Relief, and Consumer Protection Act (the “Act”) was signed into law and included notable legislation expanding Regulation A+. The Act directs the… Read More

Regulation A+ Testing the Waters – Regulation A Going Public Attorneys

Issuers utilizing Regulation A+ are permitted to test the waters with all potential investors and use solicitation materials both before and after the offering statement is filed, subject to issuer compliance with the rules on filing and disclaimers. … Read More

Regulation A+ Q&A

Regulation A+ expands existing Regulation A. Existing Regulation A provides an existing exemption from registration for smaller issuers of securities. Regulation A+ offerings can be used in combination with direct public offerings and initial public offerings as part of a Going Public Transaction allowing the issuer to avoid the risks… Read More