The SEC is closed for Labor Day: Monday, September 1

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In honor of Labor Day, the SEC is closed on Monday, September 1, 2014. No files can be received.

Files submitted after 5:30 pm ET, Friday, August 29, 2014 will receive a filing date of September 2, 2014 and will be posted to the public on September 2, 2014 at 6:00 am ET.

As with other holiday closings, the following file types will receive a Friday, August 29, 2014 filing date if filed by 10:00 pm ET on Friday:

  • Form 13H filings
  • Section 16 filings (3, 3/A, 4, 4/A, 5, 5/A)

For any filing with a due date of Monday, September 1, 2014, the SEC will move the due date to the next business day, Tuesday, September 2, 2014.

Have a great long weekend.

How Investors Consume Content Q#9: Do you use an iPad or similar mobile smart device for your stock research?

Initiating an “IR Mobile Strategy” sounds really really really complicated. It once was…but it is not anymore.

You just need to assure your IR website is what is called “responsive.” Responsive simply means the IR website recognizes if the viewer is looking at the site on a desktop / laptop or on a smart device – and then adjusts the view for optimal display in real-time. Furthermore, responsive design will recognize the size of an individual smart device’s screen a la’ phone (tiny) or tablet (not as tiny) and re-adjust accordingly.  A native (free-standing) app is also a sound strategy as many investors are very fond of the speed of apps.

Is mobile important? Yes, as over half of investors report they are mobile with their equity research.

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Click image to enlarge.

If you would like a deeper dive into mobile strategy, take a glance at this blog post.

Lastly, and coincidentally… our IR Room MST clients enjoy both responsive design AND a native app. Request info here.

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Have a great day.

Pump-and-dump and revenge porn: twin trolls of different mothers

A recent briefing issued by Gray Reed & McGraw, P.C. highlighted a lawsuit against a social media platform by an individual accusing the platform of being slack in removing a fake profile, built in their name, that was populated with pornographic images. A spiteful ex-lover built the profile: a terrible, manipulative action.

From Gray Reed:

My guess is this case will likely be removed to federal court (both defendants are out of state) and then summarily dismissed… website operators [name] are not liable for the content created by others under the Section 230 of the Communications Decency Act.

“No provider or user of an interactive computer service shall be treated as the publisher or speaker of any information provided by another information content provider.”

NOTE: The New York Times published an EXCELLENT piece titled Dealing With Digital Cruelty.

Although it pales in comparison (psychological and creepy) –  this mainstream social media lawsuit absolutely reminded me of the recent NanoVircides v Seeking Alpha ruling. NanoVircides asked the court to force Seeking Alpha to disclose the name of an obvious (to most of us in IR) and manipulative stock pumper.

NanoVircides lost, via a core First Amendment Freedom of speech (opinion) position.

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From the Supreme Court of NYS:

It is paramount in an open and free society that we protect the anonymity of those whose “publication is prompted by the desire to question, challenge and criticize the practices of those in power without incurring adverse consequences.”

So, what does this mean for “Investor Relations and Social Media?”

First, it means that the pump-and-dump “conversations” once only held in the deep and creepy board chats are now front and center on mainstream social media platforms. Before “social media,” the lionshare of chat rooms were populated by pumpers happily gaming each another. It was more like gambling than investing. Today, the elevation of these chats into mainstream portals plops the manipulative pump “stock opinions” directly in front of day-traders. Day-traders, although not proactive pumpers, are opportunistic investors.

Second, it means – to quote Talking Heads – same as it ever was. Equities cannot squelch people from expressing their investment “opinions” in social media. Similarly, restaurants and hotels are facing these legal battles over posts in review portals like Yelp and Trip Advisor.

Third, you need to listen to what is being said a bit more. IR – especially micro to small-cap issuers – should set up profiles and alerts in all the stock opinion portals. Begin to understand who the ethical opinion generators are and who the one-pump-wonders are… like the stock pumper that affected NanoVircides. This may begin to help germinate a relationship or at worst… a crisis response strategy.

Fourth, it’s time to stop ignoring social media. If fact, just call it “media.” Sit down with your PR team and make a plan, proactive and reactive. “Media” is not going away.

True, it was once a common and safe strategy to ignore the bulletin board chats… but the inescapable truth of social media is that it is now mainstream for many investors.

Fifth, start building your IR presence NOW. IR should feed the social media portals’ newsflow with your verified and legal-vetted news releases.  This is a safe and simple action.

CLICK HERE to download our whitepaper on how to start building your presence.

IPOs and Transactions: August 18 – 22

There were 47 transactions filed with the SEC last week.

Congratulations to all of the corporations and law firms that selected our transactions services last week including BNC Bancorp w/ Bryan Cave LLP and Womble Carlyle Sandridge & Rice LLP,  Hydra Industries Acquisition Corp. w/ Ellenoff Grossman & Schole LLP and Skadden, Arps, Slate, Meagher & Flom LLP and Medley Management Inc. w/ Simpson Thacher & Bartlett LLP and Skadden, Arps, Slate, Meagher & Flom LLP.

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

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Registrant Symbol Form Exchange Law firm / Advisor
ABBVIE PRIVATE LTD   S-4 - AbbVie Inc.
MOODY NATIONAL REIT II, INC.   S-11 - Alston & Bird LLP
ONEOK PARTNERS LP OKS S-3 NYSE Andrews Kurth LLP
MEDIACOM BROADBAND LLC   S-4 - Baker Botts L.L.P.
CLORACKS CORP   S-1 - Bauman & Associates Law Firm
GULFSLOPE ENERGY, INC. GSPE S-3 OTC Brewer & Pritchard, PC
REAL GOODS SOLAR, INC. RGSE S-3 Nasdaq Brownstein Hyatt Farber Schreck, LLP
BNC BANCORP BNCN S-4 Nasdaq Bryan Cave LLP
GRAYBAR ELECTRIC CO INC   S-1 - Bryan Cave LLP
OVERSEAS SHIPHOLDING GROUP INC OSGIQ S-1 OTC Cleary Gottlieb Steen & Hamilton LLP
CLORACKS CORP   S-1 - Cloracks Corporation
TRINET GROUP INC TNET S-1 NYSE Cooley LLP
WEB.COM GROUP, INC. WWWW S-3 Nasdaq Cooley LLP
AXALTA COATING SYSTEMS LTD.   S-1 - Cravath, Swaine & Moore LLP
CU BANCORP CUNB S-4 Nasdaq CU Bancorp
UR-ENERGY INC URG S-3 NYSE Davis Graham & Stubbs LLP
PEAPACK GLADSTONE FINANCIAL CORP PGC S-3 Nasdaq Day Pitney LLP
GENERAL MICROWAVE CORP   S-4 - DLA Piper LLP
KRATOS DEFENSE & SECURITY SOLUTIONS, INC. KTOS S-3 Nasdaq DLA Piper LLP
GOLDEN QUEEN MINING CO LTD GQMNF S-3 OTC Dorsey & Whitney LLP
HYDRA INDUSTRIES ACQUISITION CORP.   S-1  - Ellenoff Grossman & Schole LLP
TRINET GROUP INC TNET S-1 NYSE Fenwick & West LLP
ONEOK PARTNERS LP OKS S-3 NYSE GableGotwals
OVERSEAS SHIPHOLDING GROUP INC OSGIQ S-1 OTC Gibson, Dunn & Crutcher LLP
SUMMER INFANT, INC. SUMR S-3 Nasdaq Greenberg Traurig, LLP
WHEELER REAL ESTATE INVESTMENT TRUST, INC. WHLR S-11 Nasdaq Haneberg, PLC
GREAT CHINA MANIA HOLDINGS, INC. GMECD S-1 OTC Harrison Law, P.A.
WHEELER REAL ESTATE INVESTMENT TRUST, INC. WHLR S-11 Nasdaq Harter Secrest & Emery LLP
CU BANCORP CUNB S-4 Nasdaq Horgan, Rosen, Beckham & Coren, L.L.P.
JMP GROUP LLC   S-4 - JMP Group LLC
FIVE OAKS INVESTMENT CORP. OAKS S-3 NYSE Kaye Scholer LLP
BENEFICIAL BANCORP INC.   S-1 - Kilpatrick Townsend & Stockton LLP
AXALTA COATING SYSTEMS LTD.   S-1 - Latham & Watkins LLP
BREITBURN ENERGY PARTNERS LP BBEP S-4 Nasdaq Latham & Watkins LLP
FMSA HOLDINGS INC   S-1 - Latham & Watkins LLP
METALDYNE PERFORMANCE GROUP INC.   S-1 - Latham & Watkins LLP
NORTHSTAR REALTY FINANCE CORP. NRFPRE S-4 NYSE Latham & Watkins LLP
CARVER BANCORP INC CARV S-1 Nasdaq Luse Gorman Pomerenk & Schick, P.C.
NATIONAL GENERAL HOLDINGS CORP. NGHC S-1 Nasdaq Mayer Brown LLP
NATIONAL COMMERCE CORP   S-4 - Maynard, Cooper & Gale, P.C.
IMMUNE PHARMACEUTICALS INC IMNP S-3 Nasdaq Mintz, Levin, Cohn, Ferris, Glovsky and Popeo P.C.
HOME BANCSHARES INC HOMB S-4 Nasdaq Mitchell, Williams, Selig, Gates & Woodyard, P.L.L.C.
MOODY NATIONAL REIT II, INC.   S-11 - Moody National REIT Sponsor, LLC
GOLDEN QUEEN MINING CO LTD GQMNF S-3 OTC Morton Law LLP
ONEOK PARTNERS LP OKS S-3 NYSE ONEOK Partners GP, L.L.C.
JMP GROUP LLC   S-4 - Orrick, Herrington & Sutcliffe LLP
NEW PATRIOT TRANSPORTATION HOLDING, INC.   10-12B - Patriot Transportation Holding, Inc.
NORTHSTAR REALTY FINANCE CORP. NRFPRE S-4 NYSE Paul, Weiss, Rifkind, Wharton & Garrison LLP
IMMUNE PHARMACEUTICALS INC IMNP S-3 Nasdaq Pearl Cohen Zedek Latzer Baratz
BREITBURN ENERGY PARTNERS LP BBEP S-4 Nasdaq QRE GP, LLC
BIOLASE, INC BIOL S-3 Nasdaq Sidley Austin LLP
NATIONAL GENERAL HOLDINGS CORP. NGHC S-1 Nasdaq Sidley Austin LLP
NEW ENERGY TECHNOLOGIES, INC. NENE S-1 OTC Sierchio & Company, LLP
MEDLEY MANAGEMENT INC.   S-1  - Simpson Thacher & Bartlett LLP
HYDRA INDUSTRIES ACQUISITION CORP.   S-1  - Skadden, Arps, Slate, Meagher & Flom LLP
MEDLEY MANAGEMENT INC.   S-1  - Skadden, Arps, Slate, Meagher & Flom LLP
HOME BANCSHARES INC HOMB S-4 Nasdaq Smith Mackinnon, PA
NATIONAL COMMERCE CORP   S-4 - Smith Mackinnon, PA
UNIVEST CORP OF PENNSYLVANIA UVSP S-4 Nasdaq Stevens & Lee, P.C.
BENEFICIAL BANCORP INC.   S-1 - Stradley Ronon Stevens & Young, LLP
UNIVEST CORP OF PENNSYLVANIA UVSP S-4 Nasdaq Stradley Ronon Stevens & Young, LLP
ABBVIE PRIVATE LTD   S-4 - Sullivan & Cromwell LLP
NORTHSTAR REALTY FINANCE CORP. NRFPRE S-4 NYSE Sullivan & Cromwell LLP
COATES INTERNATIONAL LTD \DE\ COTE S-1 OTC Szaferman, Lakind, Blumstein & Blader, P.C.
ORANJTEK CO.   S-1 - Szaferman, Lakind, Blumstein & Blader, P.C.
TYG SOLUTIONS INC.   S-1 - Szaferman, Lakind, Blumstein & Blader, P.C.
TRINET GROUP INC TNET S-1 NYSE TriNet Group, Inc.
EASTERN VIRGINIA BANKSHARES INC EVBS S-4 Nasdaq Troutman Sanders LLP
CTI INDUSTRIES CORP CTIB S-3 Nasdaq Vanasco Genelly & Miller
BREITBURN ENERGY PARTNERS LP BBEP S-4 Nasdaq Vinson & Elkins L.L.P.
FMSA HOLDINGS INC   S-1 - Vinson & Elkins L.L.P.
WEB.COM GROUP, INC. WWWW S-3 Nasdaq Web.com Group, Inc.
METALDYNE PERFORMANCE GROUP INC.   S-1 - Weil, Gotshal & Manges LLP
EASTERN VIRGINIA BANKSHARES INC EVBS S-4 Nasdaq Williams Mullen
NGL ENERGY PARTNERS LP NGL S-3 NYSE Winston & Strawn LLP
BNC BANCORP BNCN S-4 Nasdaq Womble Carlyle Sandridge & Rice, LLP
DIGITAL CADDIES, INC.   S-1 - Zouvas Law Group, P.C.

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: August 18 – 22

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.

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Registrant Form Underwriter 1 Underwriter 2 Underwriter 3 +
AXALTA COATING SYSTEMS LTD. S-1 Citigroup Global Markets Inc. Goldman, Sachs & Co. Deutsche Bank Securities Inc. / J.P. Morgan Securities LLC / Merrill Lynch, Pierce, Fenner & Smith Inc. / Barclays Capital Inc. / Credit Suisse Securities (USA) LLC / Morgan Stanley & Co. LLC
MEDLEY MANAGEMENT INC. S-1 Goldman, Sachs & Co. Credit Suisse Securities (USA) LLC
TRINET GROUP INC S-1 J.P. Morgan Securities LLC Morgan Stanley & Co. LLC Deutsche Bank Securities Inc. / Stifel, Nicolaus & Company, Inc. / William Blair & Company, L.L.C.
WHEELER REAL ESTATE INVESTMENT TRUST, INC. S-11 Maxim Group LLC Newbridge Securities Corp.
METALDYNE PERFORMANCE GROUP INC. S-1 Merrill Lynch, Pierce, Fenner & Smith Inc. Goldman, Sachs & Co. Deutsche Bank Securities Inc. / Barclays Capital Inc. / Credit Suisse Securities (USA) LLC / RBC Capital Markets, LLC
FMSA HOLDINGS INC S-1 Morgan Stanley & Co. LLC Wells Fargo Securities, LLC Barclays Capital Inc. / Goldman, Sachs & Co. / Jefferies LLC / J.P. Morgan Securities LLC / KeyBanc Capital Markets Inc. / RBC Capital Markets, LLC / Robert W. Baird & Co. Inc. /  Cowen and Company, LLC / PNC Capital Markets LLC / Raymond James & Associates, Inc. / Scotia Capital (USA) Inc. / Simmons & Company International / Tudor, Pickering, Holt & Co. Securities, Inc.
NATIONAL GENERAL HOLDINGS CORP. S-1 Morgan Stanley & Co. LLC UBS Securities LLC
HYDRA INDUSTRIES ACQUISITION CORP. S-1 UBS Securities LLC EarlyBirdCapital, Inc.

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

Have a great week.

…Tuesday, Wednesday, Kudosday…

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If you work in the corporate compliance and securities law niche, you know clients are very close-to-the-vest in regard to “testimonials.” That said, our staff gets a lot of praise daily – and we can’t not share the good news (anonymized for privacy). Sales can offer you full named references.

Here is this weeks’


KUDOS_quoteKudos to Entire Team

Thank you for taking care at this complex multi-filling including working in front of so many rep of [our company]! Your great team did it again! Incredible job of deciphering extremely difficult edits. You guys are absolutely awesome!

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KUDOS_quoteKudos to Transaction team

A sincere “Thank You” for all your special efforts in getting this filing done today… And it goes without saying, but I will say it anyway… Your “regular” day-to-day efforts are always excellent and always appreciated… :-).

 

 

KUDOS_quoteKudos to Entire Team

Good lord guys!!! Thanks a million. Much appreciate the almost miraculous work you just pulled off.

 

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KUDOS_quoteKudos to Typesetting Team

You guys are the best to work with! Our thanks for all the hard (and stunningly accurate!) work over the past few days and drafts!

 

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KUDOS_quoteKudos to Individual Account Representative

Appreciate the customer service and dedication you guys show on our team.  The proofs came back in high quality and fast turnaround. Please let your team know that we are very appreciative.

 

 

 

Thanks to our experts for delivering intelligent value!

 

Boy, when Washington says “JUMP,” EGC IPOs jump!

As reported by the New York Times today…

“Companies have been going public this year at a pace not seen since the dot-com bubble. Investors can thank Washington for that.”

JUMPSTART87% of all U.S.-listed initial public offerings this year are Emerging Growth Companies (EGC).

EGCs are defined (partially) as firms with less than $1 billion in annual revenue. These firms are eligible to file under the Jumpstart Our Business Startups Act. You can read more about ECG JOBS qualifications here.

A very important aspect of the JOBS Act is that companies can file a Confidential IPO – to “test the waters.” After that test they can decide to continue to go public or postpone their IPO till their story or the market is more accepting.

In 2013, 88% of all EGC IPOs were confidential. Of course, there is no measurement of the Confidential IPOs that postpone.

We’ve worked with both Confidential (and traditional) EGC IPOs. The flexibility that the Vintage Transaction Team delivers brought an intelligent value for their (precious) dollars. The expertise that the Vintage Transaction Team delivers makes sure the file is executed correctly.

Download our whitepaper to get an understanding of the IPO process workflow with the SEC.

Have a great day.