Private Placements and Initial Public Offerings (IPOs): Dallas-Fort Worth
An initial public offering (IPO) of securities occurs when a business wants to raise significant amounts of capital by offering ownership interests in the business to the public at large; hence, the expression ─ go public. Securities offered can include: shares of stock in the company, bonds, notes, debentures, limited partnership units, memberships, and other types of investments.
Business Lawyers Advising Companies in Private Placements and IPOs
Businesses in Texas and elsewhere rely on qualified business attorneys to guide them through private placements and IPOs. Attorney Kaplan has owned and operated manufacturing enterprises. Attorney Herskovitz has been an associate dean and associate professor at Catholic University's Columbus School of Law and an adjunct professor at Georgetown University Law Center.
For advice or assistance when preparing your business to go public and undertake initial public offerings (IPOs) in Texas, Florida, Washington, D.C., or elsewhere, contact Kaplan & Associates, L.L.P., headquartered in the Dallas-Fort Worth area.
SEC, Exchange Act Compliance
All offerings of stock and other securities are subject to federal and state securities laws. An IPO can involve the securities laws of all 50 states and the laws of other countries, if the offering is extended that far. These laws require that an offering go through a complex securities registration process.
Two federal laws apply when a company wants to offer securities:
- The Securities Act of 1933 requires that a company provide its investors with full disclosure of all material facts relating to the investment. This law also requires the company to file a registration statement with the Securities and Exchange Commission (SEC).
- The Exchange Act of 1934 requires publicly held companies to disclose information about business operations, financial conditions, and management on a continual basis.
Given these governing regulations, complex and multiple issues accompany any securities offering. Contact Kaplan & Associates for experienced guidance and, when necessary, appropriate referrals.
Business Plans and Prospectuses
A public offering is generally not undertaken until a company has proven its stability, profitability and growth potential. Additionally, the company must demonstrate that it has a strong business plan with clear and attainable objectives.
Our lawyers are experienced at advising clients on documenting and presenting strong business plans in preparation for making a public offering. We’ll help you draw up a prospectus to disclose all facts about the offering, as required under securities laws. We’ll work with the brokerage house that underwrites the offering.
Private Placements ◦ Canadian IPOs
When fewer than 35 people will invest, your company may be positioned to create a private placement. Past clients of Kaplan & Associates have raised amounts of money in the range of $2 to $4 million through private placements. In this way, they have avoided or postponed scrutiny under the Sarbanes-Oxley Act. Others have created private placements in the U.S. before going public in Toronto, where securities laws may be more advantageous.
Kaplan & Associates works with Canadian law firms in cross-border transactions on behalf of enterprises such as mining and energy companies. Contact the law firm for more information.
