Issuers who offer and sell securities or file an S-1 Registration Statement for selling shareholders in connection with a going public transaction will need the assistance of an experienced securities lawyer for the registration process to ensure all required SEC disclosures are provided.
Regulation A provides an exemption from registration that can be used in conjunction with a going public transaction. Regulation A has two tiers each with unique requirements and benefits.
On December 18, 2019 the SEC introduced new rules and guidance for security-based swaps that transcend borders. Many interested parties trade across borders and maintain different international locales. For more information, you can read the Fact Sheet released… Read More
As we write about often on our blog, the regulatory state of CBD is in flux, and owners of CBD companies should be aware of the challenges that they have to face in the current market. The world’s… Read More
Regulation A offers an alternative to the traditional methods of filing a Registration Statement on Form S-1 or Form F-1 to raise capital and go public, while preserving some of the key benefits of those traditional registered offerings. Regulation A’s benefits:
On Wednesday, December 18, 2019, the SEC adopted new rules 15Fi-3, 15Fi-4, and 15Fi-5, which they describe as risk mitigation techniques for uncleared security-based swaps. These rules “establish requirements for registered security-based swap dealers and major security-based swap… Read More
Form S-1 provides flexibility in going public transactions. It allows the issuer to register shares during the going public process on behalf of the issuer or shareholders.
Janardhan Nellore, a 42 year old IT administrator, has been charged with using confidential earnings information, along with his friends, to trade on a Silicon Valley cloud-computing company that he was working for. The scheme netted him and… Read More
Rule 506(c) of Regulation D under the Securities Act of 1933, as amended, allows a company to use general solicitation and advertising to raise an unlimited amount of money from accredited investors. Companies can raise the funds themselves… Read More
On December 17, 2019, Senator Warren published a post on Medium entitled “My Plan to Fight Global Financial Corruption”. In it she writes, “Shell corporations, complex money laundering schemes, and inadequate international financial controls enable nuclear proliferation, terrorism, drug and human trafficking, and tax avoidance. All are major threats to our security, our democracy, and our way of life.”
Swedish multinational corporation Telefonaktiebolaget LM Ericsson, better known as simply “Ericsson”, was charged by the Securities and Exchange Commission (SEC) “with engaging in a large-scale bribery scheme involving the use of sham consultants to secretly funnel money to… Read More
Nanotech Engineering Inc., a solar panel company based in California, has allegedly defrauded over 100 investors, and the SEC has obtained a temporary restraining order and asset freeze against the company and its three executives, Chief Financial Officer… Read More
Tim Leissner, former head of Asian Investment with Goldman Sachs, has been permanently banned from the securities industry by the Securities and Exchange Commission (SEC) due to a scandal involving bribery and the Malaysian state fund 1MDB. According… Read More
Going public transactions can be structured a variety of ways. Many going public transactions involve the filing of a secondary registration statement with the Securities and Exchange Commission (“SEC”) registering shares held by existing stockholders so that the issuer can… Read More
Christopher Collins, the first member of Congress to endorse Donald Trump for President, pleaded guilty to insider trading along with his son, on December 9, 2019. He had to change his plea, after initially claiming he was completely… Read More
On December 11, 2019, Palm Beach Atlantic Financial Group, LLC and its managing member and sole owner, William A. Smith, were charged by the Securities and Exchange Commission (SEC) “with engaging in the fraudulent offer and sale of… Read More
Eran Eyal was charged by the SEC this week for selling unregistered securities and improperly using the funds that he raised. Through his Initial Coin Offering (ICO), Eyal and his company UnitedData, using the name Shopin Tokens, raised… Read More
In our previous blog post, we wrote about the FDA’s recent releases detailing how they were unwilling to label CBD as a safe dietary supplement. In response to the FDA’s decision, two class action lawsuits have been filed… Read More
The FDA released a statement this week detailing how it has warned fifteen different companies for illegally selling products containing cannibidiol (CBD), and the agency addressed safety concerns it has regarding this newly popular ingredient. The violations include… Read More
Though FINRA’s principal mandate is to regulate broker-dealers, historically it has always exercised some oversight of the over-the-counter markets including all tiers of the OTC Markets. Part of that oversight involves processing corporate action requests from issuers of… Read More
On November 25, 2019, the Securities and Exchange Commission amended a complaint to charge four former executives of Outcome Health, a private healthcare advertising company, with fraud in raising nearly half a billion dollars by falsely portraying… Read More
A new type of IPO has gained prevalence recently, as big tech companies such as Slack and Spotify have decided to take their companies public via a Direct Listing Process (DLP), also known as a Direct Placement, or… Read More
Knightsbridge Private Partners, a New York firm, has been accused of making over $2 million from October 2018 to January 2019 by selling fake shares of stock in pre-IPO companies. They offered “pre-IPO” shares of Uber, Airbnb, and… Read More
The Supreme Court this week agreed to hear the case of Liu vs. Securities and Exchange Commission. The issue at hand is “Whether the Securities and Exchange Commission may seek and obtain disgorgement from a court as “equitable relief”… Read More
Seeking to improve the secondary market structure for “thinly traded securities”, the SEC has outsourced the creative process to anyone involved in this market who may have some good ideas. The SEC’s press release “invites exchanges and other… Read More
Rule 506 and Regulation A provide smaller companies with a flexible alternative to raising capital and going public in connection with direct public offering (DPO) and/or traditional initial public offering (IPO).
On December 20, 2018, the 2018 Farm Bill was signed into law by the federal government. The 2018 Farm Bill “requires USDA to promulgate regulations and guidelines to establish and administer a program for the production of hemp… Read More
An increasing number of small companies seeking public company status are using Tier 2 of Regulation A in their going public transaction. This process is sometimes referred to as a Regulation A direct listing. Regulation A provides many… Read More
Currently, although many states have legalized marijuana, it is still illegal to sell the drug under federal law. Because of this, under tax code Section 280E, cannabis companies are not allowed to make any deductions in their filings… Read More
Issuers utilizing Regulation A+ are permitted to “test the waters” with potential purchaser and use solicitation materials both before and after the offering statement is filed, subject to compliance with SEC rules on filing and disclaimers. Using Regulation… Read More
SEC Comments – Form S-1 – Going Public Lawyers
Posted onIssuers who offer and sell securities or file an S-1 Registration Statement for selling shareholders in connection with a going public transaction will need the assistance of an experienced securities lawyer for the registration process to ensure all required SEC disclosures are provided.
Category: Blog Posts Tags: Form F-1, Form S--1 filing, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, Form S-1 Capital, Form S-1 Capital Raise, Form S-1 Law Firm, Form S-1 Law Firms, Form S-1 Lawyer, Form S-1 lawyers, Form S-1 Listing, Form S-1 Offering, Form S-1 Prospectus, Form S-1 Registered Offering, Form S-1 Registered Offerings, Form s-1 registration statement filing, Form S-1 Registration Statements, Form S-1 Resale, Form S-1 Resales, Form S-1 Selling Shareholder, Form S-1 Selling Shareholder Requirements, Form S-1 Selling Stockholder, Form S-1 Selling Stockholder Requirements, Form S-1. Registration Statement, Go Public, Go Public Attorney, Go Public Direct, Go Public Lawyer, Going Public, Going Public Attorneys, Going Public Lawyer, Going Public Lawyers, going public transactions, Prospectus, Prospectus Requirements, Register Securities, Registration Statement, Regulation S-K, Reverse Merger, Reverse Merger Transaction, Reverse Mergers, S-1 Going Public, SEC Comments, SEC Registration, SEC Registration Statement, SEC Reporting Requirements, Section 12(b), Section 12(g), Securities Exchange Act, securities offerings Published 2
Regulation A+ Q & A – Regulation A+ Going Public Lawyers
Posted onRegulation A provides an exemption from registration that can be used in conjunction with a going public transaction. Regulation A has two tiers each with unique requirements and benefits.
Category: Blog Posts Tags: Form 1-A. Form 1-A offering circular, Form 1-K, Form 1-K Annual Reports, Form 1-K Report, Form 1-SA; Form 1-SA Reports, Form 1-U, Form 1-U Report, Form 1-U Reporting, Form 1-Z Report, Form 10, Form 8-A, Form F-1, Form S--1 filing, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, Form S-1 Lawyer, Form S-1 lawyers, Form s-1 registration statement filing, Form S-1. Registration Statement, Go Public, Go Public Direct, Register Securities, Registration Statement, Regulation 1-SA, Regulation A, Regulation A Disclosures, Regulation A Filings, Regulation A Form 1-k, Regulation A Reporting, Regulation A Reports, Regulation A Rule, Reverse Merger, Reverse Merger Transaction, Reverse Mergers, SEC Registration, SEC Registration Statement, SEC Reporting, SEC Reporting Requirement, SEC Reporting Requirements, SEC Reports, SEC Rule, SEC Temporary Rule, Section 12(b), Section 12(g), Securities Act, Securities Exchange Act, Securities Offering, securities offerings, Semi-annual reports on Form 1-SA
SEC Improves Framework for Cross-border Security-based Swaps
Posted onOn December 18, 2019 the SEC introduced new rules and guidance for security-based swaps that transcend borders. Many interested parties trade across borders and maintain different international locales. For more information, you can read the Fact Sheet released… Read More
Category: Blog Posts Tags: cross-border, Cross-border Security-based Swap, Cross-border Security-based Swaps, dodd-frank, SEC, sec rules, security-based, swaps
Amazon Bans Sale of CBD; Still Shipped Legally by USPS
Posted onAs we write about often on our blog, the regulatory state of CBD is in flux, and owners of CBD companies should be aware of the challenges that they have to face in the current market. The world’s… Read More
Category: Blog Posts Tags: amazon, banned, cbd, cbd oil, cbd sale, regulations, shipped legally, usps
Practical Considerations in Regulation A+ Offerings
Posted onRegulation A offers an alternative to the traditional methods of filing a Registration Statement on Form S-1 or Form F-1 to raise capital and go public, while preserving some of the key benefits of those traditional registered offerings. Regulation A’s benefits:
Category: Blog Posts Tags: Form 1-A. Form 1-A offering circular, Form 1-K, Form 1-K Annual Reports, Form 1-K Report, Form 1-SA; Form 1-SA Reports, Form 1-U, Form 1-U Report, Form 1-U Reporting, Form 1-Z Report, Going Public, offering, Regulation 1-SA, Regulation A, Regulation A Filings, Regulation A Form 1-k, Regulation A Reporting, Regulation A Reports, Regulation A Rule, Regulation CF, Regulation Crowdfunding, Rule 15c2-11, SEC, SEC Registration, SEC Reporting, SEC Reporting Requirement, SEC Reporting Requirements, SEC Reports, SEC Rule, SEC Temporary Rule, Securities Act, Securities Offering, Semi-annual reports on Form 1-SA, tier 1, Tier 2
SEC Adopts New Rules 15Fi-3, 15Fi-4, and 15Fi-5
Posted onOn Wednesday, December 18, 2019, the SEC adopted new rules 15Fi-3, 15Fi-4, and 15Fi-5, which they describe as risk mitigation techniques for uncleared security-based swaps. These rules “establish requirements for registered security-based swap dealers and major security-based swap… Read More
Category: Blog Posts Tags: 15Fi-3, 15Fi-4, 15Fi-5, new, rules, SEC
Form S-1 Registration, Filing and Requirements, Form S-1 and Going Public Lawyers
Posted onForm S-1 provides flexibility in going public transactions. It allows the issuer to register shares during the going public process on behalf of the issuer or shareholders.
Category: Blog Posts Tags: Form 10, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, Form S-1 Capital, Form S-1 Capital Raise, Form S-1 filing requirements, Form S-1 Law Firm, Form S-1 Law Firms, Form S-1 Lawyer, Form S-1 lawyers, Form S-1 Listing, Form S-1 Offering, Form S-1 Prospectus, Form S-1 Registered Offering, Form S-1 Registered Offerings, Form S-1 Registration Statements, Form S-1 Resale, Form S-1 Resales, Form S-1 Selling Shareholder, Form S-1 Selling Shareholder Requirements, Form S-1 Selling Stockholder, Form S-1 Selling Stockholder Requirements, Form S-1. Registration Statement, Go Public, Go Public Attorney, Go Public Lawyer, Going Public, Going Public Attorneys, Going Public Lawyer, Going Public Lawyers, Prospectus, Prospectus Requirements, Regulation S-K, S-1 Going Public
Silicon Valley IT Administrator Charged in Insider Trading Ring
Posted onJanardhan Nellore, a 42 year old IT administrator, has been charged with using confidential earnings information, along with his friends, to trade on a Silicon Valley cloud-computing company that he was working for. The scheme netted him and… Read More
Category: Blog Posts Tags: insider trading, IT, janardhan nellore, palo alto networks, SEC, silicon valley
Accredited Investors and, Regulation D Rule 506(c) – Going Public Attorneys
Posted onRule 506(c) of Regulation D under the Securities Act of 1933, as amended, allows a company to use general solicitation and advertising to raise an unlimited amount of money from accredited investors. Companies can raise the funds themselves… Read More
Category: Blog Posts Tags: Accredited Crowdfunding, Accredited Investor, Accredited Investor Verification, Accredited Investor Verification Provider, Crowdfund, Crowdfunding, Crowdfunding Capital Raise, Crowdfunding Financing, Crowdfunding Lawyer, Direct Listing, Direct Listing Lawyer, Equity, Equity Offering, Exempt Offering, Form C, Form D, Form F-1, Form S--1 filing, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, Form S-1 Lawyer, Form S-1 lawyers, Form s-1 registration statement filing, Form S-1. Registration Statement, General Solicitation, Go Public, Go Public Direct, going public transactions, offering circular, PPM, Private Placement, Private Placement Memorandum, Register Securities, Registration Statement, Regulation CF, Regulation CF Attorney, Regulation CF Attorneys, Regulation CF Capital Raise, Regulation CF Crowdfunding, Regulation CF Funding, Regulation CF Law Firm, Regulation CF Lawyer, Regulation CF Lawyers, Regulation CF offering, Regulation CF Requirements, Regulation Crowdfunding, Regulation Crowdfunding Attorney, Regulation Crowdfunding attorneys, Regulation Crowdfunding Lawyers, Regulation Crowdfunding Offering, Regulation Crowdfunding Reporting, Regulation Crowdfunding Requirements, Regulation Crowdfunding SEC Reporting, Regulation Crowdfunding Securities Offering, Regulation D, Reverse Merger, Reverse Merger Transaction, Reverse Mergers, Rule 504, Rule 504 Attorney, Rule 504 lawyer, Rule 506, Rule 506 (b), Rule 506 Attorney, Rule 506-c, Rule 506(b), Rule 506(b) attorney, Rule 506(b) lawyer, Rule 506(c), Rule 506(c) lawyer, SEC Registration, SEC Registration Statement, SEC Reporting Requirements, Section 12(b), Section 12(g), Section 4(a)(6) Crowdfunding, Section 4(a)(6) Offering, SECTION 4(A)6, Securities Act, Securities Exchange Act, Securities Exemption, Securities Offering, securities offerings
Senator Elizabeth Warren Hopes to Crack Down on Shell Companies
Posted onOn December 17, 2019, Senator Warren published a post on Medium entitled “My Plan to Fight Global Financial Corruption”. In it she writes, “Shell corporations, complex money laundering schemes, and inadequate international financial controls enable nuclear proliferation, terrorism, drug and human trafficking, and tax avoidance. All are major threats to our security, our democracy, and our way of life.”
Category: Blog Posts Tags: corporations, elizabeth warren, human traffickin, Reverse Merger, Shell Companies, taxes, Trump
Telefonaktiebolaget LM Ericsson Charged with FCPA Violations
Posted onSwedish multinational corporation Telefonaktiebolaget LM Ericsson, better known as simply “Ericsson”, was charged by the Securities and Exchange Commission (SEC) “with engaging in a large-scale bribery scheme involving the use of sham consultants to secretly funnel money to… Read More
Category: Blog Posts Tags: bribery, corruption, doj, ericsson, FCPA, international, SEC
Nanotech Engineering, Michael James Sweaney, David Sweaney, and Jeffery Gange Charged by SEC
Posted onNanotech Engineering Inc., a solar panel company based in California, has allegedly defrauded over 100 investors, and the SEC has obtained a temporary restraining order and asset freeze against the company and its three executives, Chief Financial Officer… Read More
Category: Blog Posts Tags: David Sweaney, investment, Jeffery Gange, Michael James Sweaney, nanotech, Nanotech Engineering, offering, SEC Action, SEC Administrative Proceeding, SEC Attorney, SEC Charges, SEC Civil Action, SEC Claim, SEC Defendant, SEC Defense, SEC enforcement, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, Section 17(a), Section 17(b), Securities Fraud, Securities Law Defense, securities law violations fraud, solar panel
Tim Leissner Banned for Life by SEC Due to FCPA Violations
Posted onTim Leissner, former head of Asian Investment with Goldman Sachs, has been permanently banned from the securities industry by the Securities and Exchange Commission (SEC) due to a scandal involving bribery and the Malaysian state fund 1MDB. According… Read More
Category: Blog Posts Tags: 1mdb, David Sweaney, FCPA, goldman sachs, Jeffery Gange, kimora lee simmons, malaysia, Michael James Sweaney, Nanotech Engineering, SEC, SEC Action, SEC Administrative Proceeding, SEC Attorney, SEC Charges, SEC Civil Action, SEC Claim, SEC Defendant, SEC Defense, SEC enforcement, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, Section 17(a), Section 17(b), Securities Fraud, Securities Law Defense, securities law violations fraud, tim leissner
What Is a Secondary Registration Statement?
Posted onGoing public transactions can be structured a variety of ways. Many going public transactions involve the filing of a secondary registration statement with the Securities and Exchange Commission (“SEC”) registering shares held by existing stockholders so that the issuer can… Read More
Category: Blog Posts Tags: Direct Listing, Direct Listing Requirements, Direct Public Offering, Foreign Company, Foreign Issuer, Foreign Private Issuer, Form 10, Form F-1, Form F-1 Attorney, Form F-1 Attorneys, Form F-1 Capital, Form F-1 Capital Raise, Form F-1 Law Firm, Form F-1 Law Firms, Form F-1 Lawyer, Form F-1 lawyers, Form F-1 Offering, Form F-1 Prospectus, Form F-1 Quiet Period, Form F-1 Registered Offering, Form F-1 Registered Offerings, Form F-1 Registration Statement, Form F-1 Registration Statements, Form F-1 Resale, Form F-1 Resales, Form F-1 Selling Shareholder, Form F-1 Selling Shareholder Requirements, Form F-1 Selling Stockholder, Form F-1 Selling Stockholder Requirements, Form S--1 filing, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, Form S-1 Capital, Form S-1 Capital Raise, Form S-1 filing requirements, Form S-1 Law Firm, Form S-1 Law Firms, Form S-1 Lawyer, Form S-1 lawyers, Form S-1 Listing, Form S-1 Offering, Form S-1 Prospectus, Form S-1 Quiet Period, Form S-1 Registered Offering, Form S-1 Registered Offerings, Form S-1 Registration Statements, Form S-1 Resale, Form S-1 Resales, Form S-1 Selling Shareholder, Form S-1 Selling Shareholder Requirements, Form S-1 Selling Stockholder, Form S-1 Selling Stockholder Requirements, Form S-1. Registration Statement, Go Public, Go Public Attorney, Go Public Lawyer, Going Public, Going Public Attorney, Going Public Attorneys, Going Public Law Firm, Going Public Lawyer, Going Public Lawyers, Listing, OTC Markets, OTC Markets OTCQB, OTC QB, Prospectus, Prospectus Requirements, Regulation A, Regulation A Attorney, Regulation A Attorneys, Regulation A Lawyer, Regulation A Lawyers, Regulation CF, Regulation S-K, Rule 415, S-1, S-1 Filing, S-1 Going Public, S-1 Registration, S-1 SEC Filing, SEC Quiet Period, SEC Reporting, SEC Reporting Obligations, Secondary Registration, Selling Shareholder, Selling Shareholder Registration Statement
U.S. Rep Christopher Collins Pleads Guilty to Insider Trading
Posted onChristopher Collins, the first member of Congress to endorse Donald Trump for President, pleaded guilty to insider trading along with his son, on December 9, 2019. He had to change his plea, after initially claiming he was completely… Read More
Category: Blog Posts Tags: christopher collins, congress, insider trading, SEC, SEC Action, SEC Administrative Proceeding, SEC Attorney, SEC Charges, SEC Civil Action, SEC Claim, SEC Defendant, SEC Defense, SEC enforcement, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, Section 17(a), Section 17(b), Securities Fraud, Securities Law Defense, securities law violations fraud, Trump, white house
William Smith and Palm Beach Atlantic Financial Group Charged by SEC
Posted onOn December 11, 2019, Palm Beach Atlantic Financial Group, LLC and its managing member and sole owner, William A. Smith, were charged by the Securities and Exchange Commission (SEC) “with engaging in the fraudulent offer and sale of… Read More
Category: Blog Posts Tags: atlantic financial, fraud, palm beach, SEC, SEC Action, SEC Administrative Proceeding, SEC Attorney, SEC Charges, SEC Civil Action, SEC Claim, SEC Defendant, SEC Defense, SEC enforcement, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, Section 17(a), Section 17(b), Securities Fraud, Securities Law Defense, securities law violations fraud, william smith
SEC: Crypto Founder Used ICO Funds for Dating and Rent
Posted onEran Eyal was charged by the SEC this week for selling unregistered securities and improperly using the funds that he raised. Through his Initial Coin Offering (ICO), Eyal and his company UnitedData, using the name Shopin Tokens, raised… Read More
Category: Blog Posts Tags: cryptocurrency, eran eyal, ICO, ICO Fraud, ICO Offering, SEC, SEC Action, SEC Administrative Proceeding, SEC Attorney, SEC Charges, SEC Civil Action, SEC Claim, SEC Defendant, SEC Defense, SEC enforcement, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, Section 17(a), Section 17(b), Securities Fraud, Securities Law Defense, securities law violations fraud, shopin, tokens, unregistered securities
Two Class Action Lawsuits Filed Against CBD Brands
Posted onIn our previous blog post, we wrote about the FDA’s recent releases detailing how they were unwilling to label CBD as a safe dietary supplement. In response to the FDA’s decision, two class action lawsuits have been filed… Read More
Category: Blog Posts Tags: california, cbd, charlotte's web, class actions, fda, infinite product, SEC, SEC Action, SEC Administrative Proceeding, SEC Attorney, SEC Charges, SEC Civil Action, SEC Claim, SEC Defendant, SEC Defense, SEC enforcement, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, Section 17(a), Section 17(b), Securities Fraud, Securities Law Defense, securities law violations fraud, shopin, tokens, unregistered securities
FDA Warns that CBD “has the potential to harm you”
Posted onThe FDA released a statement this week detailing how it has warned fifteen different companies for illegally selling products containing cannibidiol (CBD), and the agency addressed safety concerns it has regarding this newly popular ingredient. The violations include… Read More
Category: Blog Posts Tags: cbd, consumer, fda, harm, products, regulations
FINRA Rule 6490 – FINRA Compliance and Rule 6490 Lawyers
Posted onThough FINRA’s principal mandate is to regulate broker-dealers, historically it has always exercised some oversight of the over-the-counter markets including all tiers of the OTC Markets. Part of that oversight involves processing corporate action requests from issuers of… Read More
Category: Blog Posts Tags: FINRA 6490, FINRA Corporate Action Request, FINRA Rule 6490, FINRA Rule 6490 - FINRA Compliance and Rule 6490 Lawyers, Form F-1, Form S--1 filing, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, Form S-1 Lawyer, Form S-1 lawyers, Form s-1 registration statement filing, Form S-1. Registration Statement, Go Public, Go Public Direct, going public transactions, Public, Register Securities, Registration Statement, Reverse Merger, Reverse Merger Transaction, Reverse Mergers, SEC Registration, SEC Registration Statement, SEC Reporting Requirements, Section 12(b), Section 12(g), Securities Exchange Act, securities offerings
SEC Charges Rishi Shah, Shradha Agarwal, Brad Purdy, Ashik Desai,and Outcome Health
Posted onOn November 25, 2019, the Securities and Exchange Commission amended a complaint to charge four former executives of Outcome Health, a private healthcare advertising company, with fraud in raising nearly half a billion dollars by falsely portraying… Read More
Category: Blog Posts Tags: Brad Purdy, Ashik Desai, Microcap Investor, Microcap Stock, OTC Markets, outcome health, Penny Stock, Penny Stock Action, Penny Stock Bar, Penny Stock Bars, Penny Stock Fraud, Penny Stock Issuer, ponzi scheme, Purdy, Rishi Shah, Rule 10b-5, SEC, SEC Action, SEC Administrative Proceeding, SEC Allegation, SEC Attorney, SEC Case, SEC Charge, SEC Charges, SEC Claim, SEC Complaint, SEC Defendant, SEC Defense, SEC Defense Lawyer, SEC enforcement, SEC Fraud, SEC Injunction, SEC Investigation, SEC Judgment, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Order, SEC Penny Stock Bar, SEC regulation, SEC Suit, SEC Trading Suspension, Section 10(b), Section 5, Securities Act, Securities Exchange Act of 1934, Securities Fraud, securities law, Securities Law Defense, Shradha Agarwal
Non-Traditional IPO: Direct Listing Process (DLP)
Posted onA new type of IPO has gained prevalence recently, as big tech companies such as Slack and Spotify have decided to take their companies public via a Direct Listing Process (DLP), also known as a Direct Placement, or… Read More
Category: Blog Posts Tags: 10-K, 10-Q, 15c-211, company, confidential, Confidential Form S-1, Current Report on Form 8-K, current reports, Current Reports on Form 8-K, Direct Listing, direct listing process, Direct Public Offering, Direct Public Offering Attorney, Direct Public Offering Attorneys, Direct Public Offering Lawyer, dlp, DPO, Exchange Act, Financial Industry Regulatory Authority, FINRA, Form 1-A, Form 1-K, Form 1-SA, Form 1-Z, Form 10-K, Form 10-Q, Form 211, Form 8-K, Form 8-K Current Report, Form 8-K SEC Disclosure and Requirements, Form 8k, Form S-1, Form S-1 Attorney, Form S-1 Lawyer, Form S-1 Registered Offering, Form S-1 Registered Stock, Form S-2, Form SEC, Go Public, Go Public Direct, Going Public, Going Public Attorney, Going Public Attorneys, Going Public Lawyer, Going Public Lawyers, Iniital Public Offering, initial public offering, IPO, Market Maker, material information, nasdaq, New York Stock Exchange, nyse, OTC Markets, OTC Markets Alternative Reporting, OTC Markets and Sponsoring Market Maker, OTC Markets Attorney, OTC Markets Group, OTC Markets Lawyer, OTC Markets Link, OTC Markets Market Maker, OTC Markets OTC Pink, OTC Markets OTCQB, OTC Markets OTCQX, OTC Markets Sponsoring Market Maker, OTC Pink, OTCQX, Public Company, Registered Direct Public Offering, Registration Statement, Regulation A, Regulation A Qualification, Regulation A Reporting, Regulation C, Regulation S-K, Regulation S-X, Rule 15c2-11, S-1 registration statement, SEC, SEC Attorney, SEC Change of Control, SEC Comments, SEC compliance, SEC Division of Corporation Finance, SEC Effectiveness, SEC Form 8-K, SEC Qualification, SEC Reporting, SEC reporting issuer, SEC Reporting Obligations, SEC Reporting Requirements, Securities Act, Securities Act of 1933, Securities and Exchange Commission, Securities Attorney, trigger events, Underwriter, Underwriting, What are SEC Reporting Requirements
Knightsbridge Private Partners Accused of Selling Fake Shares of Stock
Posted onKnightsbridge Private Partners, a New York firm, has been accused of making over $2 million from October 2018 to January 2019 by selling fake shares of stock in pre-IPO companies. They offered “pre-IPO” shares of Uber, Airbnb, and… Read More
Category: Blog Posts Tags: airbnb, disgorgement, fake shares, fraud, IPO, knightsbridge, lyft, merits docket, Microcap Investor, Microcap Stock, OTC Markets, Penny Stock, Penny Stock Action, Penny Stock Bar, Penny Stock Bars, Penny Stock Fraud, Penny Stock Issuer, ponzi scheme, Rule 10b-5, SEC, SEC Action, SEC Administrative Proceeding, SEC Allegation, SEC Attorney, SEC Case, SEC Charge, SEC Charges, SEC Claim, SEC Complaint, SEC Defendant, SEC Defense, SEC Defense Lawyer, SEC enforcement, SEC Fraud, SEC Injunction, SEC Investigation, SEC Judgment, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Order, SEC Penny Stock Bar, SEC regulation, SEC Suit, SEC Trading Suspension, Section 10(b), Section 5, Securities Act, Securities Exchange Act of 1934, Securities Fraud, securities law, Securities Law Defense, uber
Supreme Court Adds Securities Law Case against Charles Liu and Xin Wang to Merits Docket
Posted onThe Supreme Court this week agreed to hear the case of Liu vs. Securities and Exchange Commission. The issue at hand is “Whether the Securities and Exchange Commission may seek and obtain disgorgement from a court as “equitable relief”… Read More
Category: Blog Posts Tags: Charles Liu, disgorgement, merits docket, Microcap Investor, Microcap Stock, OTC Markets, Penny Stock, Penny Stock Action, Penny Stock Bar, Penny Stock Bars, Penny Stock Fraud, Penny Stock Issuer, ponzi scheme, Rule 10b-5, SEC, SEC Action, SEC Administrative Proceeding, SEC Allegation, SEC Attorney, SEC Case, SEC Charge, SEC Charges, SEC Claim, SEC Complaint, SEC Defendant, SEC Defense, SEC Defense Lawyer, SEC enforcement, SEC Fraud, SEC Injunction, SEC Investigation, SEC Judgment, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Order, SEC Penny Stock Bar, SEC regulation, SEC Suit, SEC Trading Suspension, Section 10(b), Section 5, Securities Act, Securities Exchange Act of 1934, Securities Fraud, securities law, Securities Law Defense, supreme court, Xin Wang
SEC Invites Outsiders to Submit Proposals for Secondary Market
Posted onSeeking to improve the secondary market structure for “thinly traded securities”, the SEC has outsourced the creative process to anyone involved in this market who may have some good ideas. The SEC’s press release “invites exchanges and other… Read More
Category: Blog Posts Tags: outsiders, proposals, SEC, secondary markets, securities, trading
Regulation A + l Rule 506 l Form S-1 Comparison
Posted onRule 506 and Regulation A provide smaller companies with a flexible alternative to raising capital and going public in connection with direct public offering (DPO) and/or traditional initial public offering (IPO).
Category: Blog Posts Tags: 506, Form 10, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, Form S-1 Capital, Form S-1 Capital Raise, Form S-1 filing requirements, Form S-1 Law Firm, Form S-1 Law Firms, Form S-1 Lawyer, Form S-1 lawyers, Form S-1 Listing, Form S-1 Offering, Form S-1 Prospectus, Form S-1 Registered Offering, Form S-1 Registered Offerings, Form S-1 Registration Statements, Form S-1 Resale, Form S-1 Resales, Form S-1 Selling Shareholder, Form S-1 Selling Shareholder Requirements, Form S-1 Selling Stockholder, Form S-1 Selling Stockholder Requirements, Form S-1. Registration Statement, Go Public, Go Public Attorney, Go Public Lawyer, Going Public, Going Public Attorneys, Going Public Lawyer, Going Public Lawyers, IPO, offering, Prospectus, Prospectus Requirements, Registration Statement, Regulation A, Regulation D, Regulation S-K, Rule 506, Rule 506 Offering, S-1 Going Public, SEC
USDA Releases Draft of Interim Final Rule on Hempmaking
Posted onOn December 20, 2018, the 2018 Farm Bill was signed into law by the federal government. The 2018 Farm Bill “requires USDA to promulgate regulations and guidelines to establish and administer a program for the production of hemp… Read More
Category: Blog Posts Tags: hemp, marijuana, rules, usda
Regulation A Direct Listing: Regulation A Tier 2 Requirements
Posted onAn increasing number of small companies seeking public company status are using Tier 2 of Regulation A in their going public transaction. This process is sometimes referred to as a Regulation A direct listing. Regulation A provides many… Read More
Category: Blog Posts Tags: 1-a, Direct Listing, Direct Public Offering, Direct Public Offerings, DPO, Form S-1, Form S-1. Registration Statement, Go Public, Going Public, IPO, offering, offering circular, Public Company, Raise Capital, Registration Statement, Regulation A, Regulation A Tier 2, SEC, SEC Comments, Securities Offering, testing the waters, Tier 2, Tier 2 Regulation A
Recent Court Dissent Shows Progress for Marijuana Companies
Posted onCurrently, although many states have legalized marijuana, it is still illegal to sell the drug under federal law. Because of this, under tax code Section 280E, cannabis companies are not allowed to make any deductions in their filings… Read More
Category: Blog Posts Tags: 280e, cannabis. gustafson, marijuana, taxes
Does Regulation A+ Allow Testing the Waters?
Posted onIssuers utilizing Regulation A+ are permitted to “test the waters” with potential purchaser and use solicitation materials both before and after the offering statement is filed, subject to compliance with SEC rules on filing and disclaimers. Using Regulation… Read More
Category: Blog Posts Tags: 1-a, Form 1-A. Form 1-A offering circular, Form 1-K, Form 1-K Annual Reports, Form 1-K Report, Form 1-SA; Form 1-SA Reports, Form 1-U, Form 1-U Report, Form 1-U Reporting, Form 1-Z Report, offering, offering circular, Regulation 1-SA, Regulation A, Regulation A Filings, Regulation A Form 1-k, Regulation A Reporting, Regulation A Reports, Regulation A Rule, Regulation CF, Regulation Crowdfunding, SEC, SEC Registration, SEC Reporting, SEC Reporting Requirement, SEC Reporting Requirements, SEC Reports, SEC Rule, SEC Temporary Rule, Securities Act, Securities Offering, Semi-annual reports on Form 1-SA, testing the waters
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What is Going Public?
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What Are The OTC Markets?