transcript   Transcript

Deconstructing the Registration Statement; the Securities Regulatory Process

Recorded on: Aug. 21, 2018
Running Time: 03:15:04

Full Transcript:

If you are a Privileged Member, just log in and start reading now! If you are not a Privileged Member, please click here to learn how unlimited access to PLI programs may be right for you and your firm.

To access the streaming media of this presentation, please purchase the corresponding seminar segment.

Taken from the Web Program Securities Filings 2018: Practical Guidance in a Changing Environment Recorded August 2018 in New York

Deconstructing the Registration Statement; the Securities Regulatory Process [03:15:04]
  • Form eligibility considerations (e.g., S-1, S-3)
  • The drafting process and how to add value
  • The confidential review process for “emerging growth companies”
  • Making the initial filing
  • Responding to SEC comments
  • Confidential treatment requests
  • Incorporation by reference
  • Section 5 and the communication rules
  • “Testing the waters”
  • Electronic road shows
  • Liability issues and considerations
  • Risk disclosure
    • Drafting risk factors
    • PSLRA safe harbor rules
    • "Bespeaks caution" doctrine
  • Review Procedures in the Division of Corporation Finance
    • Brief overview of the division
    • Processing '33 Act filings, including confidential submissions
    • Current Staff focus
The purchase price of this Web Program segment includes the following article from the Course Handbook available online:
  • Registration Statements under the Securities Exchange Act of 1934: Form 10 and Form 8-A (June 30, 2017)
    Steven V. Bernard, Alan K. Austin
Presentation Material
  • Deconstructing the Registration Statement; the Securities Regulation Process
    Joshua Wechsler
  • Deconstructing the Registration Statement; the Securities Regulatory Process
    Gideon Schor
  • (s)
    Anne Nguyen Parker ~ Assistant Director, Division of Corporation Finance, U.S. Securities and Exchange Commission
    Gideon Schor ~ Wilson Sonsini Goodrich & Rosati, PC
    Joshua Wechsler ~ Partner, Fried, Frank, Harris, Shriver & Jacobson LLP
    Transcript FAQ's
    • How Can I Access Transcripts?
      You must be a Member in good standing.

    • Can I access the Video?
      Yes, you can access the video if you have the Adobe Flash plugin installed. Click on the video camera icon when you mouse over each paragraph. The media will begin playback at that point.

    • Can I get CLE credit for reading the transcript?
      No, CLE credit cannot be earned for reading a transcript. CLE credit is issued only for verified attendance while watching a web program. If seeking credit, please verify the program's eligibility for credit and expiration date in your jurisdiction on the web segment launch page before commencing the program.
    • twitter
    • LinkedIn
    • YouTube
    • RSS

    All Contents Copyright © 1996-2019 Practising Law Institute. Continuing Legal Education since 1933.

    © 2019 PLI PRACTISING LAW INSTITUTE. All rights reserved. The PLI logo is a service mark of PLI.