MetLife Settles SEC Charges with $10 Million Payment

Due to longstanding internal control failures, MetLife has agreed to pay $10 million to settle the charge that was brought forward by the Securities and Exchange Commission (SEC). According to Reuters, which reported on the news, “The settlement… Read More

SEC Charges Broker-Dealers With Illicitly Profiting in Partial Tender Offer

Bluefin Trading LLC and Critical Trading LLC were charged by the Securities and Exchange Commission (SEC) on December 18, 2019, for violating what is known as the “short tender rule” and “enriching themselves at the expense of other… Read More

Form S-3 Registration Statement Requirements – Securities – Going Public Lawyers

Form S-3 is a short-form registration statement that consists primarily of information about the specific transaction. Form S-3 provides an opportunity not available by any other SEC form.

Illinois pardons over 11,000 people for low-level marijuana offenses

As CNN reports, the Governor of Illinois has decided to issue pardons for over 11,000 citizens of the state who have been convicted of low-level marijuana offenses. This action comes simultaneously with the legalization of weed for all… Read More

Blockchain of Things Inc. (BCOT) Charged by SEC for Unregistered ICO

Blockchain technology company Blockchain of Things Inc. (BCOT) settled charges brought against them by the Securities and Exchange Commission (SEC) on December 18, 2019, for conducting an unregistered initial coin offering (ICO). The New York-based startup Blockchain of… Read More

SEC Proposes to Update Accredited Investor Definition to Increase Access

On December 18, 2019, the Securities and Exchange Commission made an announcement that could be a very big deal for many companies that want to go public to raise money. This announcement was a proposal that shows that… Read More

Confidential Submission of Draft SEC Registration Statements

Confidential registration statements are often filed on Form S-1 as part of a going public transaction.

Ulrick Debo and Kenneth Ciapala Charged By DOJ and SEC

The Boston and New York SEC and DOJ Charge Ulrik Debo and Kenneth Ciapal and Others The Securities and Exchange Commission (SEC) and the Department of Justice (DOJ} charged Ulrik Debo, Kenneth Ciapala, Kenneth Ciapala, and a number… Read More

SEC Proposes Disclosure Rules for Resource Extraction Issuers

The Securities and Exchange Commission (SEC) on December 18, 2019, voted to “propose rules that would require resource extraction issuers to disclose payments made to foreign governments or the U.S. federal government for the commercial development of oil,… Read More

SEC Comments – Form S-1 – Going Public Lawyers

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+ Q & A – Regulation A+ Going Public Lawyers

Regulation 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.

SEC Improves Framework for Cross-border Security-based Swaps

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

Amazon Bans Sale of CBD; Still Shipped Legally by USPS

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

Practical Considerations in Regulation A+ Offerings

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:

SEC Adopts New Rules 15Fi-3, 15Fi-4, and 15Fi-5

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 Filing Requirements, Form S-1 and Going Public Lawyers

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.

Silicon Valley IT Administrator Charged in Insider Trading Ring

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

Accredited Crowdfunding With Rule 506(c)- Going Public Attorneys

 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

Senator Elizabeth Warren Hopes to Crack Down on Shell Companies

Elizabeth Warren is currently running for President as a candidate for the Democratic Party. She is also currently a United States Senator from Massachusetts. She was formerly a Professor at Harvard Law School. She was recently a front-runner… Read More

Telefonaktiebolaget LM Ericsson Charged with FCPA Violations

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, Michael James Sweaney, David Sweaney, and Jeffery Gange Charged by SEC

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 Banned for Life by SEC Due to FCPA Violations

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

What Is a Secondary Registration Statement?

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

U.S. Rep Christopher Collins Pleads Guilty to Insider Trading

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

William Smith and Palm Beach Atlantic Financial Group Charged by SEC

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

SEC: Crypto Founder Used ICO Funds for Dating and Rent

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

Two Class Action Lawsuits Filed Against CBD Brands

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

FDA Warns that CBD “has the potential to harm you”

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

Two TX Reps Propose “Managed Stablecoins are Securities Act of 2019”

Texas Representatives Sylvia Garcia and Lance Gooden have proposed a new bill that could change the way certain cryptocurrencies are regulated, called the “Managed Stablecoins are Securities Act of 2019“.

SEC Charges Rishi Shah, Shradha Agarwal,  Brad Purdy, Ashik Desai,and Outcome Health

  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