Since it passed into law in April of this year, the JOBS Act has had entrepreneurs and small investors spinning like tops, wondering and speculating about utilization, implementation, and details. Of particular interest on this blog have been the the general solicitation and crowdfunding provisions. But the bill had more than that. It also had provisions to make it easier for companies to go public.

Going Public Provisions

My colleagues  Marcus J. Williams and Andrew J. Bond recently wrote an article about these provision that you’ll want to refer: JOBS Act article. It covers a lot of ground, but the basics are:
  • The confidential submission process in connection with an exchange offer or merger - An emerging growth company can use confidential “test-the waters communications” with qualified institutional buyers and institutional accredited investors (but not retail accredited investors) in connection with an exchange offer or merger.
  • The determination of “emerging growth company” status - A company qualifies as an “emerging growth company” if its initial public offering was or will be completed after December 8, 2011, and it had total annual gross revenues of less than $1 billion during its most recently completed fiscal year.
  • Financial statement disclosure requirements for emerging growth companies in registration statements and periodic reports - The JOBS Act gives certain emerging growth companies the option to provide two years of audited financial statements (and corresponding management discussion and analysis disclosure) as opposed to three years in connection with exchange offers or mergers.
If you are a regular reader of this blog then you know that I am really excited about these rule changes.