Topic
Securities Exemptions
14 published works
Free Writings + Perspectives
Exempt and Hybrid Securities Offerings on the “Deep Dive with Dave”
Anna Pinedo joined Dave Lynn, Senior Editor of TheCorporateCounsel.net and host of the Deep Dive with Dave, to discuss the publication of the fourth edition of her treatise, Exempt and Hybrid…
California Corporate & Securities Law Blog
If You Filed This Notice Of Exemption With The DFPI, You Have Filed It In The Wrong Place
Section 25102.5 of the California Corporations Code exempts from the issuer qualification requirement of the Corporate Securities Law of 1968 a "transaction" that is the sale of: (i) a series…
New York Venture Hub
Securities Safety Check for New TV Series “Unicorn Hunters”
A new reality streaming television series called Unicorn Hunters debuts May 10 in which startups will pitch to a panel that includes Apple co-founder Steve Wozniak, and the panelists after…
New York Venture Hub
Issuers May “Test-the-Waters” Before Choosing a Securities Exemption
Perhaps the most vexing threshold issue faced by any company considering a capital raise is which securities exemption to pursue. The chosen exemption largely depends on the targeted amount of…
Elizabeth L. Carter Blog
Introduction to Private Placements : Regulation D
Under the federal securities laws a company may not offer or sell securities unless the offering has been registered with the SEC or an exemption from registration is available. A…
Broker- Dealer Law Corner
FINRA AWC Provides New Defense To Allegation Of “Willfulness”
By Alan Wolper, UB Greensfelder
I dare you. In fact, I double-dog dare you to figure out how or why FINRA decides to charge willfulness in some cases but not in others. Bottom line is…
Free Writings + Perspectives
Exempt & Hybrid Securities Offerings: PIPE Transactions (Free Chapter)
During periods of market volatility, PIPE (private investment in public equity) transactions become an important financing alternative. During the financial crisis, financial institutions and other companies relied on PIPE transactions…
C-Suite Compensation Center
Rule 701 Threshold That Triggers Enhanced Disclosure Is Increased
By Anthony J. Eppert, Emily E. Cabrera
Rule 701 is the most relied upon exemption from SEC registration that is applicable to many private issuers granting compensatory equity awards. As described in more detail in an article…
CAFA Law Blog
“Internal Affairs Doctrine” and the “Securities Exception” Requires District Court to Remand Securities-related Class Action
Fannin v UMTH_Land Dev. L.P., CV 16-641-SLR, 2016 WL 7042078 (D. Del. Dec. 2, 2016) A Delaware district court, when faced with a putative class action whose claims fell solely…
Corporate and Securities Law
Press Releases Sink Private Offering