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    Topic search: public offering

  • KYLIANNE HARLEY

    Confidential Submission of Draft SEC Registration Statements

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    Thu Aug 30 15:54:22 CEST 2018

    Draft registration statements may be submitted to the SEC if certain conditions are present. The Jumpstart Our Business Startups Act (the “JOBS Act”) allows an “emerging growth company” to submit a draft of its registration statement and exhibits to the Securities and Exchange Commission (the “SEC”) on a confidential basis. This blog posts addresses the common questions we receive about confidential registration statement submissions. Q. When does an emerging growth company have to file its r...


  • KYLIANNE HARLEY

    Ask Securities Lawyer 101 l Form 12b-25 Q & A

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    Thu Aug 30 15:50:54 CEST 2018

    Securities Lawyer 101 Blog Accelerated filers, non-accelerated filers and smaller reporting companies occasionally have difficulty meeting the Securities and Exchange Commission’s (“SEC”) reporting due dates. Rule 12b-25 adopted by the SEC under the Securities Exchange Act of 1934, provides an extension of the SEC’s reporting due dates. This blog post contains common questions and our responses to common questions we receive about Rule 12b-25 and extensions of filing due dates of periodic...


  • KYLIANNE HARLEY

    Rule 506 Offering Requirements – Rule 506 Attorneys

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    Thu Aug 30 15:42:56 CEST 2018

    Rule 506 Is Amended Rule 506 Offerings are the most common of the Regulation D exemptions from registration under the Securities Act of 1933, as amended (the “Securities Act”). It has been approximately a year since the Securities and Exchange Commission (the “SEC”) adopted new criteria for Rule 506 offerings. Under the new rules for Rule 506 Offerings, issuers may use general solicitation and advertising in their securities offerings if certain conditions are met. The SEC’s new rules also...


  • KYLIANNE HARLEY

    How Do I Resell Restricted Stock ? l Securities Lawyer 101

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    Thu Aug 30 15:41:44 CEST 2018

    Securities Lawyer 101 Blog It has become routine for public companies and private companies going public to mark their stock certificates with “Restrictive Legends”. Generally, restrictive stock legends state that the securities represented by the stock certificate are not covered by a registration statement under the Securities Act of 1933, as amended (“Securities Act”) and may not be resold unless an exemption from registration is available. These Legends provide notice to investors t...


  • KYLIANNE HARLEY

    SEC Registration Statements And Direct Public Offerings Q & A

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    Thu Aug 30 14:55:17 CEST 2018

    SEC registration statements are the most efficient and reliable method for a private company to obtain public company status. Using a registration statement, companies provide transparency to investors and avoid the risks of reverse merger transactions. This blog post addresses some of the most common questions we are asked about SEC registration statements and and the going pubic process. Q. How does a company register a securities offering with the Securities and Exchange Commission (“SEC...


  • KYLIANNE HARLEY

    Tweeting Your Regulation A+ Offering – Going Public Attorneys

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    Thu Aug 30 14:50:40 CEST 2018

    SEC Provides Guidance For Twitter In Regulation A+ Offerings- Testing the Waters On June 19, 2015, new rules expanding Regulation A became effective. The expanded rules are commonly known as Regulation A+. The new rules which were promulgated under the Jumpstart Our Business Startups Act (JOBS Act), create two Tiers of exempt offerings, both of which allow securities to be offered and sold to the general public. Tier 1 offerings allow the issuer to offer and sell up to $20 million in a 12-mo...


  • KYLIANNE HARLEY

    The Role of The Going Public Attorney – Securities Lawyer 101

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    Thu Aug 30 14:49:47 CEST 2018

    The role of the going public attorney is one of the most important in the going public process. The going public attorneys at Hamilton & Associates Law Group have provided private companies with their going public solutions for over 15 years. A skilled OTC Markets going public attorney can design and implement the going public structure most beneficial to your company without the risks associated with reverse merger transactions. We have represented more than 300 market participants in secu...


  • KYLIANNE HARLEY

    What Rules Apply to Investor Relations Activity?

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    Thu Aug 30 14:47:49 CEST 2018

    Investor relations or stock promotion involves the dissemination of information about a public company to increase its stock price and trading volume. The person who publishes this information is sometimes referred to as a “Stock Promoter”. Stock Promoters engaged in investor relations use spam email, internet, direct mail newsletters, stock websites, press releases and phone rooms to increase stocks trading volume and price. While investor relations activities are not per se illegal, Stock Pr...


  • KYLIANNE HARLEY

    Is Stock Scalping Illegal? l Securities Lawyer 101

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    Thu Aug 30 14:46:52 CEST 2018

    Securities Lawyer 101 Blog Stock scalping refers to the illegal and deceptive practice of recommending that others purchase a security while secretly selling the same security. In recent years, the Securities and Exchange Commission (the “SEC”) and Justice Department have brought an increasing number of cases alleging securities violations for stock scalping activity. Stock Promotion entails the dissemination of information about a publicly traded company intended to increase its stock pric...


  • KYLIANNE HARLEY

    The Role of The Going Public Attorney – Securities Lawyer 101

    (Link)

    Thu Aug 30 14:43:52 CEST 2018

    The role of the going public attorney is one of the most important in the going public process. The going public attorneys at Hamilton & Associates Law Group have provided private companies with their going public solutions for over 15 years. A skilled OTC Markets going public attorney can design and implement the going public structure most beneficial to your company without the risks associated with reverse merger transactions. We have represented more than 300 market participants in secu...


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