SEC To Allow Issuers To File Draft Initial Registration Statements On A Nonpublic Basis

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On June 29, 2017, the Securities and Exchange Commission announced that it would begin to allow issuers to file draft initial registration statements under the Securities Act of 1933 on a nonpublic basis.
United States Corporate/Commercial Law
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Authored by Alexander Radisich

On June 29, 2017, the Securities and Exchange Commission ("SEC") announced that it would begin to allow issuers to file draft initial registration statements under the Securities Act of 1933 (the "Securities Act") on a nonpublic basis. Any company, foreign or domestic, will be allowed to submit registration statements for nonpublic review, similar to the benefit granted to emerging growth companies under the Jumpstart Our Business Startups Act (JOBS) as long as it confirms in a cover letter that it will publicly file its registration statement at least 15 days prior to any road show or, in the absence thereof, at least 15 days prior to the requested effective date of its registration statement. The SEC also announced that it would begin to accept draft registration statements submitted prior to the end of the 12th month following the effective date of an issuer's initial Securities Act registration statement, or its registration statement under Section 12(b) of the Securities and Exchange Act of 1934, for nonpublic review so long as the issuer confirms in a cover letter that it will publicly file its registration statement and nonpublic draft submission on EDGAR at least 48 hours prior to any requested effective time and date. Report. Press Release.

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SEC To Allow Issuers To File Draft Initial Registration Statements On A Nonpublic Basis

United States Corporate/Commercial Law
Contributor
Orrick logo
Orrick is a global law firm focused on serving the technology & innovation, energy & infrastructure and finance sectors. Founded over 150 years ago, Orrick has offices in 25+ markets worldwide. Financial Times selected Orrick as the Most Innovative Law Firm in North America for three years in a row.
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