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FINRA Gets It Right on Private Placement Compensation
By David Feldman at 12 October, 2011, 1:28 pm
The Financial Industry Regulatory Authority (formerly the National Association of Securities Dealers) regulates and oversees the brokerage industry. They also decide on limits on broker compensation for various activities. For example, they limit what brokerage firms acting as underwriters in public offerings can earn as compensation. In the past, no such specific limits were placed [...]
Read More >>Help Us Win Top Business Law Blog on LexisNexis!
By David Feldman at 9 October, 2011, 6:32 pm
I am thrilled and humbled that LexisNexis has again nominated our humble blog as a candidate for the Top 25 Business Law Blogs of 2011, featured on the LexisNexis Corporate & Securities Community. LexisNexis invites corporate and securities law professionals to comment on the nominees. If you’d like to support our nomination please comment on [...]
Read More >>SEC Provides Guidance on “Super” Forms 8-K
By David Feldman at 18 September, 2011, 10:47 am
Earlier this week, the SEC’s Division of Corporation Finance issued some guidance with the staff’s observations in its reviews of “super” Forms 8-K filed following reverse mergers. As we know, in 2005 the SEC adopted a rule requiring the filing within four business days after a merger with a reporting shell company. The filing must [...]
Read More >>Will BATS Start Swinging Without Seasoning?
By David Feldman at 31 August, 2011, 9:49 am
Have you ever heard of the BATS stock exchange, also called the BZX Exchange? I hadn’t until recently. Here is the summary they provide on their website: “BATS Global Markets (BATS) is an innovative global financial markets technology company based in the Kansas City, Mo., area with additional offices in New York and London. Driven [...]
Read More >>My SEC-Submitted Comment to the NYSE Amex Seasoning Proposal
By David Feldman at 30 August, 2011, 9:38 am
Yesterday I submitted a comment to the NYSE Amex’s proposed “seasoning” of reverse merged companies on the over-the-counter markets. See prior posts for more details. You can find the comment (it is the only comment to the proposal and the deadline is tomorrow) at http://www.sec.gov/comments/sr-nyseamex-2011-55/nyseamex201155-1.htm, but I reprint it here for your convenience. I urge [...]
Read More >>More Developments in Proposed “Seasoning” Rules
By David Feldman at 28 August, 2011, 4:23 pm
As you know we previously reported that the Nasdaq has proposed requiring reverse merged companies to trade on the over-the-counter markets and meet other criteria for six months before being able to list on Nasdaq. The initial proposal in April said that the 6-month wait would not be required if a company was coming to [...]
Read More >>China: Boon for Litigators in 2011
By David Feldman at 26 August, 2011, 4:08 pm
The new Reverse Merger Report noted that there are three times as many class action lawsuits against Chinese reverse merger companies as there were a year ago. In fact, the RMR says that these suits represented more than 25% of all class action suits brought during the first six months of the year. So China has [...]
Read More >>IPOs Threatened by Market Conditions
By David Feldman at 15 August, 2011, 2:25 pm
The Reverse Merger Wire today reported about a PriceWaterhouseCoopers report that the current stock market turmoil will make it tougher to do traditional initial public offerings for awhile to come. Last week, for example, of 12 companies set to go public, only two achieved it, with lower than expected stock prices. The rest were postponed. [...]
Read More >>NYSE Joins Nasdaq in Proposing “Seasoning” After Reverse Mergers
By David Feldman at 15 August, 2011, 10:27 am
Shoe #2 drops with a thud. The NYSE Euronext announced earlier this month that, like the Nasdaq, it wants reverse merger companies to trade on the over-the-counter market before being allowed to apply to uplist. Luckily, like Nasdaq, it exempts companies coming to the NYSE with a firm commitment underwriting, which is frankly how most companies we [...]
Read More >>Reg A and Rule 144(i) Reform Near Top of Recommendations from SEC Forum
By David Feldman at 10 August, 2011, 10:38 am
Two key initiatives that are close to my heart were among the top recommendations from the SEC’s 29th Annual Government-Business Forum on Small Business Capital Formation (they need to hire a good branding person to work on that name!) held last November. The full report on the event was just released. Each year the SEC [...]
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