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Category Archives: IPO On-Ramp

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JOBS Act Quick Start – A Brief Overview of the JOBS Act, 2016 Update

Posted in IPO On-Ramp, JOBS Act News, Private Placements, Public Companies, Venture Capital

JOBS Act Quick Start provides a comprehensive overview of the provisions of the JOBS Act, including the changes brought about in market practice as a result of the IPO on ramp provisions. This 2016 update, which we invite you to read, describes the recent FAST Act improvements, the final rules relating to Regulation A, and the… Continue Reading

2015, A Bad Year for VC-backed IPOs

Posted in IPO On-Ramp, Venture Capital

PitchBook’s 2015 Annual U.S. Venture Industry Report reported a total of 73 venture capital-backed IPOs were conducted in 2015, the lowest number since 2013.  The number of VC-backed IPOs had been climbing since 2009, from 10 IPOs in 2009 to 122 IPOs in 2014.   2015 VC-backed IPOs raised approximately $8 billion, the lowest proceeds collected… Continue Reading

Review of the 2015 Global IPO Market

Posted in IPO On-Ramp

According to Renaissance Capital’s 2015 Annual Review of the Global IPO Market, a total of 310 IPOs were completed in 2015 raising $156.5 billion in proceeds. This is a 35% decrease from 2014’s figures, yet remains higher than activity in 2011, 2012 and 2013. The Asia-Pacific region dominated the market share, making up 44.7% of… Continue Reading

Review of the 2015 U.S. IPO Market

Posted in IPO On-Ramp

A total of 170 IPOs were conducted in 2015, according to Renaissance Capital.  $30 billion of gross proceeds was raised in 2015, with a median deal size of $95.3 million—the lowest figures since 2009.  In their 2015 U.S. IPO Market Report, Renaissance attributed these low figures to a number of factors, including Federal Reserve and… Continue Reading

FINRA’s Equity Research Rule

Posted in FINRA, IPO On-Ramp

A reminder that the new equity research rules, contained in FINRA Rule 2241, became fully effective on December 24, 2015.  The equity research rules, among other things, revise the quiet periods applicable to member firms during which member firms may not publish or distribute equity research reports.  As a reminder, the new quiet periods (which… Continue Reading

NYSE Announces Listing Stats for 2015

Posted in IPO On-Ramp

Last week, the New York Stock Exchange (NYSE) Group announced that it had raised $136 billion from 397 transactions, including IPOs and follow-on financings, in 2015.  59 of these transactions were IPOs, raising $19.1 billion, including 2015’s largest IPO which raised $2.56 billion.  The tech industry remained a dominant sector, with 15 tech IPOs listed on… Continue Reading

Staff Posts C&DIs on FAST Act

Posted in EGCs, IPO On-Ramp, JOBS Act News

See below guidance from the Staff of the Securities and Exchange Commission. Question 1 Question: May an EGC issuer omit interim financial statements from its filing or submission for a period that has financial information that will be included within required financial statements covering a longer interim or annual period at the time of the… Continue Reading

PLI Webcast: FAST Act Securities Law Provisions

Posted in EGCs, Events, IPO On-Ramp, JOBS Act News

On December 16, 2015, at 1:00 p.m. EST, Morrison & Foerster Partners David Lynn and Anna Pinedo will lead a PLI webcast entitled “FAST Act Securities Law Provisions.”  The recently adopted FAST Act amends certain provisions of the JOBS Act, the Securities Act, and the Exchange Act.  In this one-hour webcast, speakers will discuss: The… Continue Reading

FAST Forward: A Summary of the Securities Law Provisions of the FAST Act

Posted in EGCs, IPO On-Ramp, JOBS Act News

On December 4, 2015, President Obama signed the Fixing America’s Surface Transportation Act (“FAST Act”), which includes a number of securities law related provisions that had previously been the subject of individual bills that had received bipartisan support. In this alert, we summarize these provisions. Click here to read our client alert.

FAST Act Signed

Posted in EGCs, IPO On-Ramp, JOBS Act News

President Obama signed into law the FAST Act, a highway transportation bill, that includes a number of important securities law measures that each had been the subject of individual bills with strong bipartisan support. In brief, the FAST Act amends aspects of the JOBS Act by reducing to 15 days (from 21 days) the period… Continue Reading

Quick Guide to REIT IPOs

Posted in IPO On-Ramp

The REIT market has surged during the course of 2015. As part of this resurgence, more and more REITs and real estate companies are going public. To date in 2015, there have been six real estate IPOs, which have raised upwards of $1.4 billion. Our recently updated Quick Guide to REIT IPOs provides an overview… Continue Reading

Complimentary Seminar: Finding the Right Capital Raising Tool

Posted in Biotech, Events, IPO On-Ramp, Private Placements, Public Companies, Venture Capital

On December 15, 2015, in Tel Aviv, Israel, Morrison & Foerster will present a complimentary seminar titled “Finding the Right Capital Raising Tool”. Identifying the right capital-raising tool for a company depends on a number of different factors.  Understanding the alternatives and their best uses will be the focus of our discussion.  Morrison & Foerster Partners… Continue Reading

Brief Updates on Capital Formation and Related Matters

Posted in Capital Formation, Exchange Act Registration Thresholds, General Solicitation, IPO On-Ramp, SEC News

At today’s meeting of the American Bar Association’s Federal Regulation of Securities Committee meeting in Washington, DC, various representatives from the Securities and Exchange Commission provided some comments and updates. During his presentation, the Director of the Division of Corporation Finance, Keith Higgins, reviewed the Staff’s current priorities, which also had been identified by Chair… Continue Reading

Know Your Weaknesses:  PwC reports on disclosing material weaknesses during the IPO process. 

Posted in IPO On-Ramp

PwC recently released a study on the effect of disclosing material weaknesses (MWs) during an issuer’s initial public offering.  Disclosing material weaknesses, which are defined by the SEC as “a deficiency, or a combination of deficiencies in Internal Control over Financial Reporting (ICFR) such that there is a reasonable possibility that a material misstatement of… Continue Reading

Complimentary Teleconference: Too Many Exempt Offering Choices?

Posted in Crowdfunding, Events, IPO On-Ramp, Regulation A+, Rule 506

On November 16, 2015 at 12:00 p.m. EST, Morrison & Foerster Partners David Lynn and Anna Pinedo will lead a teleconference on exempt offering choices available to issuers. Now that the final Regulation Crowdfunding has been released, all of the new offering formats contemplated by the JOBS Act will be available to issuers. Of course,… Continue Reading

Guidance for IPO Issuers

Posted in IPO On-Ramp, JOBS Act News

At today’s Practising Law Institute program, the Securities Regulation Institute, the Director of the Division of Corporation Finance of the Securities and Exchange Commission joined a panel discussion on capital markets related developments.  The Director provided brief remarks.  Mr. Higgins noted that IPO issuers are taking advantage of the ability to make confidential submissions and… Continue Reading

The Small IPO

Posted in IPO On-Ramp

There have been any number of economic analyses demonstrating that the public markets remain inhospitable to smaller IPOs and blog posts (many, ours) lamenting the absence of smaller IPOs.  Recently, in preparing for a conference, we came across a number of papers that raise the question as to whether we’ve been lamenting something that no… Continue Reading

West LegalEdcenter Webinar: Foreign Issuers Doing IPOs in the US

Posted in Events, IPO On-Ramp

On Wednesday, October 21, Morrison & Foerster Partner Ze’-ev D. Eiger will host a West LegalEdcenter webinar entitled “Foreign Issuers Doing IPOs in the US”. Foreign issuers seeking to diversify their financing opportunities may consider doing an IPO in the U.S. as the U.S. capital markets remain among the deepest and most active equity markets… Continue Reading

Industry Reports on 3Q U.S. IPO Market Activity

Posted in IPO On-Ramp

Renaissance Capital released its Fall 2015 US IPO Preview in early September, which reported that 131 IPOs were completed, raising $22 billion. The healthcare sector led the IPO market in number of offerings thanks to the increased number of biotech company IPOs. Renaissance predicted that healthcare IPOs would continue to drive IPO activity through the… Continue Reading

NYCBA Event: How to do an IPO

Posted in Events, IPO On-Ramp

On Wednesday, October 21, 2015, Morrison & Foerster Partner Anna Pinedo will speak on a panel entitled “The Basics of IPOs” at the New York City Bar Association’s “How to do an IPO” event.  This event will cover necessary requirements for successful implementation of Initial Public Offerings. The program will provide invaluable, in-depth information regarding… Continue Reading

Complimentary Teleconference: Up-C IPO Tax Considerations

Posted in Events, IPO On-Ramp, Tax

On October 20, 2015, at 12:00 pm EST, Morrison & Foerster Partners Thomas Humphreys and Remmelt Reigersman will lead a teleconference on the Tax Considerations of Up-C IPOs. The IPO market is humming along and so is the use of “Up-C” structures. Under the right circumstances, an Up-C structure has the potential to deliver significant economic… Continue Reading

IFLR Publishes Bankers’ Counsel Poll on Initial Public Offerings

Posted in EGCs, IPO On-Ramp, JOBS Act News, Venture Capital

The International Financial Law Review (IFLR)’s Bankers’ Counsel Poll was compiled with Morrison & Foerster LLP. With input from partners Anna Pinedo and James Tanenbaum, poll questions were formulated. Using recommendations of in-house counsel from the editorial team and Morrison & Foerster, the poll was distributed to counsel at the largest global investment banks that… Continue Reading

The Short Field Guide to IPOs

Posted in IPO On-Ramp

Since the adoption of the Jumpstart Our Business Startups (JOBS) Act, emerging companies have a broader array of financing alternatives, including the opportunity to rely on the accommodations available to emerging growth companies under the Title I “IPO on-ramp” provisions. Our recently updated IPO Field Guide provides an overview of the path to an initial… Continue Reading

Growth Capital-backed IPOs

Posted in IPO On-Ramp

In a paper that will be published in The Financial Review, Professor Jay Ritter presents interesting data on “growth capital-backed IPOs” undertaken in the United States from 1980 to 2012.  The paper excludes life science and biotech companies and generally excludes tech companies and instead looks at “growth capital companies,” which are defined to, among… Continue Reading