This CLE webinar will provide strategies for counsel advising private companies on alternative routes to go public with the goal of accessing capital markets. The panel will discuss recent trends for going public, outlining a variety of APO options, benefits associated with each and regulatory changes to consider.

Description
Alternative Public Offerings (APOs) are used by small companies seeking to go public, with the ultimate goal of attracting capital markets. With investors not willing to underwrite small IPOs, but willing to invest in public companies, APOs provide a faster and more cost-efficient alternative.

APOs mainly refer to reverse mergers, but other options are a direct public offering (DPO), a spin-off followed by reverse merger, a private placement offering followed by a secondary public offering, or private placement followed by a holding period and filing Form 15c2-11.

While reverse mergers continue to gain popularity, regulations affecting reverse mergers have changed over the past few years. Significantly lower costs, less stringent regulatory scrutiny, and a faster route to go public provide good reasons to take a closer look at IPO alternatives.

Listen as our authoritative panel of attorneys examines alternative devices for private companies to go public to access capital investments, and their application in strategic deals, focusing on trends in APOs and best practices in completing the transaction.

Outline

• Alternatives to IPOs
  • Reverse mergers
  • Direct Public Offering (DPO)
  • Spinoff followed by a reverse merger
  • Private placement offering followed by a secondary public offering
  • Private placement followed by a holding period
• Benefits of APOs
• Regulatory Changes and Updates
  • Rule 144 changes
  • Form 8-k ("super" 8-k)
• Capital raising in connection with APOs
• Best practices
  • Negotiating the terms
  • Drafting transaction documents
  • Finalizing the closing
  • Filing and reporting requirements

Benefits
The panel will review these and other key questions:

• What are the key considerations to decide whether to structure the transaction as an APO, and to decide which APO option to use?
• What considerations should be given when negotiating, drafting, and finalizing the APO?
• What are the recent regulatory changes affecting APOs?
• What are some capital raising options for APOs?

Following the speaker presentations, you'll have an opportunity to get answers to your specific questions during the interactive Q&A.

Faculty
Donald C. Reinke, Partner
Reed Smith, San Francisco
He has extensive experience in the areas of venture capital finance, public securities offerings, mergers and acquisitions, and other general corporate representation of emerging growth companies, as well as venture funds and investment banks.  He is currently a Deputy Chair of the firm's Global Emerging Company/Venture Capital Practice.

Eleazer Klein, Partner
Schulte Roth & Zabel, New York
He is known for his expertise in the development and implementation of alternative investment structures for private equity investments and structuring and negotiating private investments in public equity, or PIPEs, and related products. He works on approximately 200 PIPE or PIPE market-related transactions every year for large private investment groups and investment banks in the U.S. and abroad.

David N. Feldman, Partner
Richardson & Patel, New York
He is considered one of the country's leading experts on reverse mergers. His practice focuses on corporate and securities matters, particularly mergers and acquisitions, private equity, debt, venture capital and other financings. He is a frequent speaker on issues related to formation, management and acquisition of public shell companies and implementation of reverse mergers.

Registration & Additional Information: Please click here.