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Employers: 2014 Deadlines to Furnish ISO and ESPP Information Statements and Returns

Employers, from startups to public companies, need to be aware of the following requirements and take action by January 31st if they apply.  Section 6039 of the Internal Revenue Code requires a corporation to furnish a written statement to any employee or former employee who either (i) exercised an incentive stock option within the meaning of Section 422 of the Code (ISO) during 2013 or (ii) during 2013 first transferred legal title to shares acquired under the corporation’s employee stock purchase plan within the meaning of Section 423 of the Code (ESPP).…

Demo Days, Pitch Events and the New Reg D

Trent Dykes, Megan Muir and Kiran Lingam (guest contributor from SeedInvest)

I. Introduction / Background

With the passage of the JOBS Act, the regulation governing most private securities offerings is undergoing a dramatic makeover. Congress tasked the Securities and Exchange Commission (SEC) with developing new rules allowing companies to generally solicit funds, subject to restrictions as determined by the SEC.…

New SEC Rules Disqualifying “Bad Actors” in Private Fundraising

Megan Muir

Earlier this summer, together with some of my partners within DLA Piper (Christopher Paci, Jason Harmon, Darryl Steinhause and Wesley Nissen), I wrote an article about new SEC regulations concerning private offerings. The final rules issued in July 2013 by the SEC go into effect on September 23, 2013.…

Affordable Care Act Employer Mandate Delayed

Employers facing the challenge of deciding how to comply with the Affordable Care Act’s January 1, 2014 health insurance mandate have received a reprieve.

Under the mandate, employers with 50 or more full-time equivalent employees must provide their full-time employees with a minimum level of health insurance or face fines.…

2013 Private Equity Survey Indicates Cautious Optimism

The 2013 Private Equity Survey of McGladrey, done by the research unit of SourceMedia, indicates growth and optimism in the PE sector although the funds remain cautious about the broader economy.

Some findings of the 2013 survey:

  • Funds see “management capabilities and effective strategy and execution as primary drivers of successful portfolios.”
  • Outdated IT systems, under-qualified IT personnel and inadequate infrastructure become apparent following acquisitions, often impacting critical areas of the business.

Pitching Angel Investors: Advice from Jonathan Sposato

Investor and serial entrepreneur Jonathan Sposato has seen enough startup pitches in his day to know what he likes. In this Geekwire post from earlier this year, he shares his three favorite things to hear from founders seeking an investment. One key piece of advice from Joanathan that is simple and straightforward: your investors want to know their money is going to be put to good use.…

Women in Tech: Dr. Eve Riskin, Professor and Assoc. Dean of Engineering

Eve Riskin.pngMegan Muir.jpgCONTRIBUTED BY
Megan Muir

Dr. Eve Riskin is one woman in tech who is actively working to “change the ratio” by increasing the number of women faculty in science, technology, engineering and mathematics (STEM).  As Associate Dean of Academic Affairs for the University of Washington College of Engineering, Professor of Electrical Engineering, and Director of the ADVANCE Center for Institutional Change, she is a leader and a mentor for other women considering academic STEM careers (or second careers, following work in industry).…

Women in Tech: Jenny Lam, Award Winning Designer

Megan Muir

Thumbnail image for Jenny Lam TVA.jpg

Jenny Lam is a co-founder of Jackson Fish Market, a small software startup focused on making beautiful software experiences. The company has shipped over 20 software products in the past 5 years. Their latest product is A Story Before Bed – the first (and only) service that lets parents, grandparents, and children record video of themselves reading children’s books and play it back as often as they like on the Mac, PC, or iPad.…

SEC Proposes General Solicitation Rules

The SEC yesterday proposed rules to permit general solicitation and general advertising in Rule 506 and Rule 144A offerings. A main requirement is that the issuer "takes reasonable steps to verify" that the purchasers are accredited investors. The model the SEC has proposed would neither mandate specific verification steps nor assure issuers and investors that adequate steps have been taken. The model will likely require issuers to obtain reliable third party information most of the time, rather than relying on questionnaires, contractual representations, or similar confirmations from a purchaser.

General Solicitation of Accredited Investors in 2013?

Megan Muir

The SEC has made official what we blogged about yesterday:  Late yesterday it removed from its agenda for today’s meeting the consideration of general solicitation in Rule 506 and Rule 144A offerings.  The SEC also released a separate meeting notice for August 29, 2012, which states it will consider whether to propose rules to eliminate the prohibition against general solicitation and general advertising in securities offerings conducted pursuant to Rule 506 and Rule 144A.…

SEC Rules to Permit General Solicitation Likely to Slip Further…

Earlier this month, the SEC announced that at its meeting tomorrow it would be considering rules to eliminate the prohibition against general solicitation and general advertising in securities offerings conducted pursuant to Rule 506 of Regulation D under the Securities Act and Rule 144A under the Securities Act. However, in response to a flurry of comments, the SEC has clarified it will not be adopting interim final rules at the meeting tomorrow and, instead, would follow the usual rulemaking process of proposing revisions to the rules, receiving public comment on the proposals, considering those comments, and then adopting final rules. This rulemaking process generally takes several month to complete.

Friday the 13th Uber-Style

Friday the 13th was sweet instead of scary this month, with Uber (on-demand car service provider) delivering on-demand frozen treats to customers with the tap of the ice cream cone logo.  TVA Uber Delivery Kerra and Mark 7-13-12.jpgMy colleagues gave this a try and sure enough, in a short while Mark the Ice Cream Man rolled up in an ice cream truck (more like a postal delivery Jeep-type vehicle, actually) and delivered ice cream bars and popsicles as well as some Uber swag.…

Exchanges Must Adopt New Compensation Committee Rules

The SEC has adopted final rules directing national securities exchanges to establish listing standards relating to Compensation Committees, pursuant to Section 952 of Dodd-Frank Wall Street Reform and Consumer Protection Act. These new rules require exchanges to adopt heightened independence standards for compensation committee members and rules permitting compensation committees to engage compensation advisers, at the company's expense, after taking into account certain independence factors relating to such compensation advisers.