SEC

SEC Gives More Comment Time on Nasdaq “Seasoning” Proposal

By at 24 October, 2011, 12:10 pm

I was finally able to review the SEC’s release on September 12 which extended the time to comment on Nasdaq’s proposal to “season” reverse merger companies on the over-the-counter markets for six months before uplisting. It appears the SEC is seeking to harmonize the Nasdaq’s proposal with the similar proposals from the NYSE and NYSE [...]

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Tip of the Week: Make Sure You Should be Public

By at 23 October, 2011, 5:24 pm

I often tell my clients, if you can benefit from being public, and can bear the risks of doing so, you should seriously consider it, regardless of your stage of development. However, in any well formulated decision, it is important to review the pros and cons. There are four well-recognized disadvantages to being public. First, [...]

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Tough Quarter for RM as SEC Roundtable Convenes

By at 17 October, 2011, 10:08 am

I am aboard Amtrak’s fabulous Acela train on the way to participate in a panel at today’s SEC Roundtable on microcap securities in DC. Follow the webcast live starting at 1pm Eastern time at www.sec.gov. I hope to talk about reverse mergers today. About our three year effort to reverse the “evergreen” requirement to remain [...]

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Regulation A Reform Hits the Senate

By at 13 October, 2011, 4:56 pm

Reform of SEC Regulation A has taken a big step forward in the US Congress. As regular blogees know, the House Financial Services Committee approved a bill to increase the amount which can be raised in the “mini public offerings” permitted by Regulation A, and exempt the offering from state merit review under certain circumstances. In [...]

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SEC Roundtable on Microcap Stocks in One Week

By at 9 October, 2011, 6:39 pm

I was honored to be asked by the SEC’s Enforcement Division to speak on a panel at their Roundtable on the Execution, Clearance and Settlement of Microcap Securities to be held the afternoon of October 17, 2011 at the SEC’s Washington headquarters. It will also be webcast live! The roundtable goes from 1pm to 5pm [...]

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House Financial Services Committee Taking Action on Small Business

By at 24 September, 2011, 12:55 pm

In addition to its recent approval of an overhaul of SEC’s Regulation A (which Pres. Obama recently announced he supported), the House Financial Services Committee, led by Chairman Spencer Bachus (R-AL) and Vice Chair David Schweikert (R-AR) held a hearing this week on additional bills that have been proposed to help smaller businesses raise capital. Bottom [...]

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RMR Says BATS Likely to Require Seasoning; What About BX?

By at 19 September, 2011, 7:27 am

The latest issue of The Reverse Merger Report includes an unfortunate comment in its article on the BATS exchange, a new national securities exchange that is soon going to be taking on new listings. Its listing requirements are similar to Nasdaq. We were hopeful that this might be a home for future reverse merged companies [...]

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SEC Provides Guidance on “Super” Forms 8-K

By 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 [...]

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My SEC-Submitted Comment to Nasdaq’s “Seasoning” Proposal

By at 7 September, 2011, 7:58 am

In addition to the comment I provided to the NYSE Amex’s proposal to require reverse merged companies to “season” by trading over-the-counter for a period before applying to uplist (with an exception for a large public offering), I also submitted the comment below with regard to Nasdaq’s similar proposal, which does not even have an [...]

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Will BATS Start Swinging Without Seasoning?

By 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 [...]

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