The Committee recommended that the Commission adopt rules to increase tick size for smaller exchange-listed companies in the United States that will allow such companies, on a voluntary basis, to choose their own tick size within a limited range designated by the Commission.Read More »
If you conduct multiple private placements, you run the risk that the SEC will say that what you thought were multiple, separate Private Placements was really one big Private Placement. The SEC integrates, or combines, the multiple Private Placements.Read More »
It’s not the JOBS Act itself but rather the SEC’s failure to implement Rules in the JOBS Act that could be beneficial to start up and early stage companies, despite specific time deadlines in the Act itself, that has frustrated Congress’ intention in the JOBS Act.Read More »
Here’s an update about what’s going on with litigation related to China Reverse Mergers. China MediaExpress Holdings Inc., which went public in the U.S. through a reverse merger, was a fraudulent enterprise, a Hong Kong arbitration panel ruled, awarding Starr International Co. as much as $77 million in damages. CME’s shares have been delisted.Read More »
It is important to understand the SEC’s position on using social media to release information in the context of the 2008 release, in which the SEC noted the factors a company should consider in determining whether posting of the information on its website would satisfy Regulation FD.Read More »
Can a posting on Facebook ever satisfy the requirements of Regulation FD? We conclude that in almost every case it cannot. We recommend that in every case in which previously non-disclosed information is posted on a social media site, whether it be Facebook, LinkedIn or Twitter, that the posting be made part of a press release simultaneously issued by the company and simultaneously filed as Regulation FD information on Form 8-K.
We also caution all of our clients to be careful about how they present the information. Our advice is always: Consider what the SEC would say if you put the information in your press release [or social media posting] in an S-1 registration statement reviewed by the staff. If the staff wouldn’t like what you say or how you say it in an S-1, you shouldn’t be saying it in a press release either. We urge all of our clients to have all press releases and postings reviewed by us for input on this matter.Read More »