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Can you explain how overallotment options are typically used?
Generally, the underwriter has the ability to purchase additional registered shares from the Company. For example, assume the Company registers 1 mil shares and an additional 150,000 overallotment. The underwriter could just oversell the offering at the beginning and take down the enti... more
Generally, the underwriter has the ability to purchase additional registered shares from the Company. For example, assume the Company registers 1 mil shares and an additional 150,000 overallotment. The underwriter could just oversell the offering at the beginning and take down the entire 1,150,000 on day one. The underwriter could take down the initial 1 mil on day one and then if the price is going up and the offering has interest, it could keep selling even though it doesn't techically own the 150,000 yet (technically going short) and then cover the short position by buying direct from the company at the IPO price. The overallotment helps the underwriter continue to stablize the price of the stock, post closing.
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Are Reg A+ offerings exempt from individual state “blue sky” laws? Are Reg A+ offerings exempt from individual state “blue sky” laws?
Federal law pre-empts state blue sky law for Tier 2 Regulation A+ offerings. However, even when the state's are prohibited from requiring registration processes, they can require a notice filing and the payment of a fee. Each state does require such notice filing and payment ... more
- Law Firms and Attorneys
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Compliance is a hassle. In addition to handling registered agent needs, can Computershare alleviate administrative burdens.? Compliance is a hassle. In addition to handling registered agent needs, can Computershare alleviate administrative burdens.?
The short answer is, yes! Computershare offers its clients a wide range of tools and services designed to do just that. For example, our transfer agency customers rely on us to properly and securely manage their investor records, transactions, payments and communications. If a company would prefer... more
- Regulations & Compliance
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Blaine McLaughlin answered 8/9/2018
How can VIA Folio work with a company considering a Reg A+ crowdfunded token offering?
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Why should my company consider a blockchain pilot? Why should my company consider a blockchain pilot?
Without knowing the specifics of your industry, we’ll have to answer somewhat generically. In general, there are three good reasons why a company should consider a blockchain pilot project:
1) To Manage Risk. There’s a lot of hype – perhaps too much - about what can be accomplished using... more
- Blockchain & STO
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Recently the SEC declares that a cryptocurrency can "..over time, become something other than a security" if it meets certain requirements. The crypto community consider this as a positive news. However, are there any short-term or long-term concerns regarding this news? Recently the SEC declares that a cryptocurrency can "..over time, become something other than a security" if it meets certain requirements. The crypto community consider this as a positive news. However, are there any short-term or long-term concerns regarding this news?
As it stands today, the vast majority, if not all, token or coin issuances implicate the federal securities laws and involve the sale of securities. Accordingly all offerings should be treated as such. The guidance helps us understand how companies can plan in advanced to either have t... more
- Law Firms and Attorneys
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What are some key factors to consider before implementing a DLT or Blockchain to one's business? What are some key factors to consider before implementing a DLT or Blockchain to one's business?
Concerns related to securities laws are different than the business concerns associated with making technological changes. If your business is not considering an offering or issuance of tokens or coins for fundraising, then you should focus on the technology. However, if you are consid... more
- Law Firms and Attorneys