Articles Posted in Public Offerings

Forward-Looking Statements in SEC Registration Statements
Corporate Securities Legal

February 23, 2026

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Before a company can go public, it must file a registration statement with the U.S. Securities and Exchange Commission (SEC). This filing provides potential investors with critical information needed to make informed investment decisions. Investors expect transparency regarding a company’s history, financial condition, market position, and—importantly—its anticipated future performance. Forward-looking statements are designed to address…

Mandatory Arbitration Provisions No Longer Impede SEC Registration Statement Approval
Corporate Securities Legal

February 12, 2026

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What Is a Mandatory Arbitration Provision? A mandatory arbitration provision requires investors to arbitrate claims arising under the federal securities laws with the issuer of the securities, rather than pursuing those claims in federal court. In the context of an SEC registration statement, this is commonly referred to as an issuer-investor mandatory arbitration provision. According to…

Reporting Pay Versus Performance Executive Compensation Plans
Corporate Securities Legal

February 11, 2026

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What Are Pay Versus Performance Disclosure Rules? Public companies are required under U.S. Securities and Exchange Commission (SEC) rules to periodically provide transparent disclosures to investors and the public regarding executive compensation, partcularly when compensation is tied to equity awards such as stock and stock options. These requirements are collectively referred to as equity plan disclosure…

Public Companies On Otc Markets Can Now Report With Regulation A+ Disclosure Regime
Corporate Securities Legal

February 22, 2019

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Regulation A+ Offers Reporting Companies an Attractive Way to Raise Capital By Christopher A. Wilson Until January 31, 2019, Regulation A+ (“Reg. A”) was not available to reporting companies under the Securities and Exchange Act of 1932. However, in 2018 Congress mandated that the Securities and Exchange Commission (“SEC”) make reporting companies eligible to use…

Spotify: The First Direct Public Offering To The Nyse
Corporate Securities Legal

July 17, 2018

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Spotify, the giant music streaming service from Sweden, began public trading its shares on the New York Stock Exchange (NYSE) in April 2018, but not by the traditional route. In an initial public offering (IPO) a company would enlist the services of banks to prepare the required documents, convince selected investors of the value of…

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