Business Transactions Blog

On November 23, 2022, The Securities and Exchange Commission (“SEC”) released its Strategic Plan for fiscal years 2022 through 2026, detailing its mission, vision, values, and goals moving forward through the next four years. Three main goals guide the SEC’s plan: (1) protecting the investing public against fraud, manipulation, and misconduct; (2) developing and implementing...

When raising capital in private offerings, issuers often rely on exemptions from registration under Regulation D of the Securities Act of 1993. Two of the most common exemptions are Rule 506(b) and Rule 506(c). While both exemptions allow private issuers to raise capital without registering with the SEC, each exemption has different requirements, limitations, benefits,...

On October 3, 2022, the Securities and Exchange Commission announced charges against Kim Kardashian for promoting a crypto asset security called EMAX, offered and sold by EthereumMax, on social media without disclosing the payment she received in exchange for the promotion. Kardashian agreed to settle the charges, paying $1.26 million in penalties, disgorgement, and interest,...

Many people start companies because they are passionate about their idea, product, or vision.  Investors love to see that passion in a founder, but they are obviously wanting a return on their investment.  This is where exit strategies come into play, sometimes referred to as a liquidity event.  You could lump things like a dividend...

Common models used to value a company, how these apply to startups, stock valuation, stock option valuation, and comparisons with US GAAP accounting valuation. Common Company Valuation Methods Market Capitalization Most people are familiar with terms like “market cap” if they have any interest in publicly traded stocks.  Market capitalization is a method that can...

So what exactly is a private placement memorandum (PPM) and why do I need one? What is a PPM? A private placement memorandum is an offering document, sometimes called a prospectus, offering circular, or PPM.  The majority of early startups and emerging growth companies commonly raise money through what are known as private placements.  It...

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You developed the next big app. You created the next trendy social media site.  You may have formed an entity and developed a big business plan.  Now how do you get the information and funding needed to grow this potential million-dollar project? This article series will explain, in layman’s terms, some of the things that...