Top SEC transactions law firms: Q1 – Q3 2014

In plain English, a capital markets transaction is an extremely important contract. For a soon-to-be public company, an S-1 is thee most important contract. However, as discussed last week, (read here) there are many types of transactions – across all three main exchanges: OTC Markets, Nasdaq and NYSE.

Total transactions count for the first two-thirds of 2014 is 1,858… and all of these transactions needed a law firm – if not two or more. In fact, the 1,858  transactions counted listed 450 different law firms. Below is a graph of the top twelve, by transaction count.

We carefully track all capital markets transactions as Vintage executes the drafting sessions for law firms. We have become the intelligent value for transactions: in-house, at a corporate or law office and now more increasing, 100% virtual. You can see an in-house drafting session in this video.

CLICK TO ENLARGE

Top twelve, in order of Q3 ranking. Click to enlarge.

If you are interested in this topic, please click here and opt-in to receive a weekly (Monday) update of transactions and law firms via email.

We also have a whitepaper that explains the ping-pong match an S-1 file plays between an issuer and the SEC. Click here to download it.

Have a great week

PRSA Webinar: The Content that Motivates Investors

The word “content” has become the driving force for corporate communications. But one group within the corporation has ALWAYS been 100% content driven – investor relations. But what exact content drives their audience’s personas… aka drives their investors? Join us to learn at this free, special webinar.

The Content that Motivates Investorsprsa

Examine how PR and IR can Leverage Investor Feedback to Deliver Purposeful Content 

November 19,  2014 ~ ~ 2:00 PM ET 

CLICK HERE to pre-register!  We will send you an email reminder.

.

BLOG-IMAGEHost:

Kent Wissinger, Chair, PRSA Financial Communications Section

.

Panelist Guests:

Jeffrey Goldberger, Managing Partner, KCSA

Alexander Laskin, Associate Professor and Director of Graduate Studies,  Ouinnipiac University, Hamden, CT

Brian Rivel, President, Rivel Research Group

.

Moderator:

Bradley Smith, Director of Marketing, Investor Relations and Compliance Services, PR Newswire / Vintage

.

.

.smith2DOWNLOAD THE REPORT BEFORE THE WEBINAR: 

Using this (click here) investor research report as a guidepost, our panel of industry experts will discuss actionable content that can take your conversations with investors to the next level.

THERE IS NO FEE TO ATTEND THIS WEBINAR and it is sponsored by PRSA’s Financial Communications Section. It is hosted by PR Newswire, CNW and Vintage.

.

.

 

How Investors Consume Content Q#11: For the stocks that you CURRENTLY OWN, do you read their Annual Reports?

The annual report is a key publication, both as a historical document and as a “visual voice” for a company’s future. New research (below) shows that only 17% of your investors report they don’t read it.

With such a high percentage of people reading the annual report, a valuable discussion for companies to have is how to not waste the marketing opportunity the annual report – literally – delivers. In fact, our print processes improve each year to help issuers maintain the “glossy” part and not just wrap the financial SEC 10-K. Both parts tell a story.

One way to investigate your opportunity and budget (and creative design) is to audit your last year’s annual report. Simply upload your 2013 annual report PDF here.

Q11_2014_100072

 

We print hundreds of annual reports. If you’d like to see samples, please contact us here.

Have a great day

IPOs and Transactions: October 20 – 24

There were 34 transactions filed with the SEC last week.

Congratulations to all of the corporations and law firms that selected our transactions services last week including Nephros Inc. w/ Day Pitney LLP and FreeSeas Inc. w/ Sichenzia Ross Friedman Ference LLP.

We appreciate that they selected to work with us and we’re pleased that they found us to be the intelligent value.

NYSE_BOD-BANNER

Registrant Symbol Form Type Exchange Law firm / advisor
PEAK RESORTS INC PEAK S-1 Andrews Kurth LLP
ROSE ROCK MIDSTREAM, L.P. RRMS S-3 NYSE Andrews Kurth LLP
PEAK RESORTS INC PEAK S-1 Armstrong Teasdale LLP
LIBERTY GLOBAL PLC LBTYA S-4 Nasdaq Baker Botts L.L.P.
AMBER GROUP INC S-1 Bauman & Associates Law Firm
SUMMIT FINANCIAL GROUP INC SMMF S-3 Nasdaq Bowles Rice LLP
CONNECTURE INC S-1 Connecture, Inc.
NEPHROS INC NEPH S-1 OTC Day Pitney LLP
FIRST GUARANTY BANCSHARES, INC. FGBI S-1 OTC Day Pitney LLP
FWF HOLDINGS INC. S-1 Diane D. Dalmy  Atty.
CONNECTURE INC S-1 DLA Piper LLP
FEG ABSOLUTE ACCESS TEI FUND LLC N-2 Drinker Biddle & Reath LLP
FCB FINANCIAL HOLDINGS, INC. FCB S-1 NYSE FCB Financial Holdings, Inc.
INNOVATIVE FOOD HOLDINGS INC IVFH S-3 OTC Feder Kaszovitz LLP
GENERAL FINANCE CORP GFNCP S-3 Nasdaq General Finance Corporation
COLLABRX, INC. CLRX S-1 Nasdaq Goodwin Procter LLP
AROWANA INC. S-1 Graubard Miller
CB PHARMA ACQUISITION CORP. S-1 Graubard Miller
TTM TECHNOLOGIES INC TTMI S-4 Nasdaq Greenberg Traurig, LLP
DNA TESTING CENTERS CORP S-1 Hamilton & Associates Law Group, P.A.
BRIDGEWATER PLATFORMS INC. S-1 Harold P. Gewerter, Esq, Ltd.
ULTRA PETROLEUM CORP UPL S-4 NYSE Haynes and Boone, LLP
IKANOS COMMUNICATIONS, INC. IKAN S-1 Nasdaq Ikanos Communications, Inc.
TTM TECHNOLOGIES INC TTMI S-4 Nasdaq Jones Day
YAPPN CORP. YPPN S-1 OTC Joseph I. Emas
FCB FINANCIAL HOLDINGS, INC. FCB S-1 NYSE Kramer Levin Naftalis & Frankel LLP
MIDCON MIDSTREAM, LP S-1 Latham & Watkins LLP
ENER-CORE INC. ENCRE S-1 OTC LKP Global Law, LLP
REVOLUTION LIGHTING TECHNOLOGIES, INC. RVLT S-3 Nasdaq Lowenstein Sandler LLP
FIRST GUARANTY BANCSHARES, INC. FGBI S-1 OTC Luse Gorman Pomerenk & Schick, P.C.
AROWANA INC. S-1 McDermott Will & Emery LLP
CB PHARMA ACQUISITION CORP. S-1 McDermott Will & Emery LLP
CORINDUS VASCULAR ROBOTICS, INC. YIDI S-1 OTC McDermott Will & Emery LLP
SIDOTI & COMPANY, INC. S-1 Morrison & Foerster LLP
MBLOOM BUSINESS DEVELOPMENT CO LLC N-2 Olshan Frome Wolosky LLP
IKANOS COMMUNICATIONS, INC. IKAN S-1 Nasdaq Pillsbury Winthrop Shaw Pittman LLP
SIDOTI & COMPANY, INC. S-1 Rimon Law Group, PC
CONNECTURE INC S-1 Ropes & Gray LLP
LIBERTY GLOBAL PLC LBTYA S-4 Nasdaq Shearman & Sterling LLP
FREESEAS INC. FREE F-1 Nasdaq Sichenzia Ross Friedman Ference LLP
CLUBCORP HOLDINGS, INC. MYCC S-3 NYSE Simpson Thacher & Bartlett LLP
LIBERTY TAX, INC. TAX S-3 Nasdaq Troutman Sanders LLP
GALENA BIOPHARMA, INC. GALE S-3 Nasdaq TroyGould PC
TTM TECHNOLOGIES INC TTMI S-4 Nasdaq Viasystems Group, Inc.
MIDCON MIDSTREAM, LP S-1 Vinson & Elkins L.L.P.
COMMUNICATIONS SALES & LEASING, INC. 10-12B Windstream Holdings, Inc.

Post IPO, thousands of organizations count on us to assure regulatory compliance and target new investors. Click here and opt-in to receive this weekly summary via email.

Click here to review the week’s underwriters.

Have a great week.

IPO Underwriters of the Week: October 20 – 24

Congratulations to the corporations and underwriters that worked with our transaction services team. Whether in-house, your-house or 100% virtual… click here to discover why we are the intelligent value for both traditional and confidential IPOs.

VDR_banner_blog

Registrant Form Underwriter 1 Underwriter 2 Underwriter 3 +
COLLABRX, INC. S-1 Aegis Capital Corp. ~ ~
AROWANA INC. S-1 EarlyBirdCapital, Inc. ~ ~
CB PHARMA ACQUISITION CORP. S-1 EarlyBirdCapital, Inc. ~ ~
PEAK RESORTS INC S-1 FBR Capital Markets & Co. Stifel, Nicolaus & Company, Inc. Robert W. Baird & Co. Inc.
MIDCON MIDSTREAM, LP S-1 Merrill Lynch, Pierce, Fenner & Smith Inc. Barclays Capital Inc. ~
CONNECTURE INC S-1 Morgan Stanley & Co. LLC J. P. Morgan Securities LLC Wells Fargo Securities, LLC / Raymond James & Associates, Inc. / William Blair & Company LLC
FIRST GUARANTY BANCSHARES, INC. S-1 Raymond James & Associates, Inc. ~ ~
SIDOTI & COMPANY, INC. S-1 WR Hambrecht + Co, LLC Sidoti & Company, LLC ~

Post IPO, thousands of organizations count on us to assure regulatory compliance and target new investors.

Have a great week.

Total IPO and SEC transactions: Q1 – Q3 2014

2014 is well-celebrated for the return of IPOs to the capital markets, with 207 IPOs counted by industry watchdog Renaissance Capital.

However, important as they are, IPOs are a small percentage of the year’s success. In fact, these 207 IPO S-1 filings are only NYSE and NASDAQ listed – and less than 27% of the total S-1 filings count of 790.

 

The eight key transactions. Click to enlarge.

Remember, an S-1 is not just for an Initial Public Offering. Public companies submit a Secondary Offering S-1 (and sometimes S-3) file to the SEC anytime they issue new stock for public sale. Post IPO, this S-1 registration is typically to refinance or raise more capital for growth. Click here to download our S-1 workflow whitepaper. 

Total transactions for Q1 – Q3 2014 is 1,858. We carefully track all capital markets transactions as Vintage executes the end-to-end registrations tasks for issuers: typesetting to filings to hardcopy printing. You can see a drafting session in this video.

Transaction types:

  • S-1: General form of registration statement for all companies including face-amount certificate companies
  • S-3: Registration statement for specified transactions by certain issuers
  • S-4 Registration of securities issued in business combination transactions
  • N-2: Initial filing of a registration statement on Form N-2 for closed-end investment companies
  • F-1: Registration statement for securities of certain foreign private issuers
  • S-11: Registration statement for securities to be issued by real estate companies
  • 10-12G: Initial general form for registration of a class of securities pursuant to Section 12(g)
  • 10-12B: Initial general form for registration of a class of securities pursuant to Section 12(b)

A last point is to re-emphasize is that the media (i.e. Jim Cramer shouting and honking horns) tends to focus on the NYSE and NASDAQ IPOs. Hundreds of Emerging Growth Companies and large international companies IPO each year on the OTC Markets. Dig deeper to see growth.

Have a great day.

The most thoughtful discussion on social media risk assessment and management

If you want to read only one report on social media and risk, I recommend Accenture’s whitepaper Comprehensive Approach to Managing Social Media Risk Compliance. You can download it here directly from Accenture. You can also watch a few videos from their team discussing the insights.

Their discussion follows exactly the same conversation path at the NYSE boardroom Summit two weeks ago.

The Accenture conversation:

“At issue here is the fact that traditional risk management policies and procedures were not designed for, quite literally, minute-by-minute monitoring of social media chatter to identify brand, strategy, compliance, legal, and market risks.”

ACCENTURE

One key takeaway: neither the NYSE Boardroom Summit nor the Accenture report make any judgments about  “should I stay or should I go now” in regard to social media. Social media is a given now. The point is to have a senior level discussion about risks and policies.

Our recommendation for using social media without RegFD concerns can be found here.

Have a great day.