Tag Archives: EGC

Corp Fin posts FAQs regarding extension of process for confidential submission of draft registration statements

by Cydney Posner

On June 29, Corp Fin announced that it was extending the process for confidential submission of draft registration statements, currently available only for IPOs of emerging growth companies, to IPOs of companies that are not EGCs, as well as for most follow-on offerings made in the first year after going public. The extension of this confidential process will allow more companies to defer the public disclosure of sensitive or competitive information until they are almost ready to market the offering—and potentially to avoid the public disclosure altogether if they ultimately decide not to proceed with the offering. The new process will become available on July 10, 2017. (See this PubCo post.) Subsequently, Corp Fin issued a series of FAQs to provide additional guidance.   Continue reading

Leave a comment

Filed under Securities

You no longer have to be an EGC to…

by Cydney Posner

…submit a confidential draft registration statement for IPOs, as well as for most offerings made in the first year after going public, Corp Fin announced yesterday.  Until now, that beneficial process, first permitted by the JOBS Act, has been available only to emerging growth companies. The extension of this confidential process will allow more companies to defer the public disclosure of sensitive or competitive information until they are almost ready to market the offering—and potentially to avoid the public disclosure altogether if they ultimately decide not to proceed with the offering. According to the press release, the change “will provide companies with more flexibility to plan their offering. The nonpublic review process after the IPO reduces the potential for lengthy exposure to market fluctuations that can adversely affect the offering process and harm existing public shareholders. By requiring a public filing period prior to the launch of marketing, the process incorporates a feature of the EGC review process that provides an opportunity for the public to evaluate those offerings.” The new process will become available on July 10, 2017. Continue reading

Leave a comment

Filed under Securities

SEC adopts JOBS Act inflation adjustments and other technical changes

by Cydney Posner

The SEC has adopted a number of inflation-related adjustments under the JOBS Act, including an adjustment to the revenue cap in the definition of “emerging growth company,” as well as adjustments to the dollar amounts in Reg Crowdfunding. A number of technical amendments were also adopted to conform various rules and forms to self-executing changes effected when the JOBS Act was signed into law.  The various amendments will become effective upon publication in the Federal Register. Continue reading

Leave a comment

Filed under Corporate Governance, Securities

New House bills seek to relax some SEC requirements and help reverse the growth in income inequality

by Cydney Posner

Hat tip to thecorporatecounsel.net blog for identifying these two new House bills. H.R. 5405, Promoting Job Creation and Reducing Small Business Burdens Act, is intended to relax some additional requirements for Emerging Growth Companies (EGCs), and has been passed by the House. It has some good stuff In it, like delaying (maybe even eliminating?) XBRL requirements. The other bill is H.R. 5662, CEO-Employee Pay Fairness Act, just introduced by Rep. Chris Van Hollen on Thursday.  That bill is designed to address income inequality, so you can guess how likely that is to pass in the current House.  Continue reading

Comments Off on New House bills seek to relax some SEC requirements and help reverse the growth in income inequality

Filed under Securities