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Specials
David Feldman mentioned in an article on SEC Rule 144(i) in The Corporate Counsel.
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Larry Langs quoted in an article on making startups fit together in the Investor's Business Daily on January 23, 2009
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December 2-4, 2009
David Feldman will speak on a panel at the PIPE Conference, sponsored by DealFlow Media, in Las Vegas on December 2-4, 2009
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November 13, 2009
David Feldman will be a panelist at the Financial Executive Institute seminar entitled, "Where’s the Money? Finding Public vs. Private Capital Today."
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David Feldman's book, Reverse Mergers: Taking a Company Public Without an IPO, now in its third printing, was published in 2006 by Bloomberg Press (available on http://www.amazon.com). View David Feldman's reverse merger blog at www.reversemergerblog.com.
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David Feldman is a contributor to PIPES: Revised and Updated Edition - A Guide to Private Investments in Public Equity (Bloomberg Press, 2005) available on
http://www.amazon.com
.
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Dov Scherzer is the U.S. contributor to the British treatise, Internet Law and Regulation (Sweet & Maxwell, 2d Ed. 1997; 3d Ed. 2002; 4th ed. 2007),
Available Here.
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Dov Scherzer is the U.S. contributor to the British treatise, Electronic Signatures Law and Regulation (Sweet & Maxwell, 1st Ed. 2004),
Available Here.
 
SEC Asked for Guidance on Trading Restriction for Former Shells
PIPEWire (July 01, 2008)
Securities attorney David Feldman is asking the Securities and Exchange Commission to provide guidance on what he calls the "scarlet letter" for shell companies that was introduced in recent changes to Rule 144 of the Securities Act.

Feldman, partner at Feldman Weinstein & Smith, told PIPEwire that he has submitted a request for interpretive guidance from the SEC on the section 144(i) of the rule change.

Changes to Rule 144, which governs when a holder of restricted securities is allowed to freely trade them, took effect Feb.15. Section 144(i) states that if a company was ever once a shell company, and is not current with its financial filings, then its restricted securities can never be freely traded.

PIPE investors have said that the restriction discourages them from investing in companies that are former shells.

The SEC may not have intended to make the rule retroactive, Feldman said. The commission may issue guidance saying the rule does not apply to companies that ceased to be a shell prior to Feb. 15.

A group of attorneys – Brett Director of Schulte Roth & Zabel, Michael Maline of Goodwin Proctor, and Carol McGee of Alston & Bird – spoke about the subject during a recent online seminar. They agreed that having the rule not be retroactive would be preferable to the current interpretation of the rule, but that an immediate change is unlikely.

"Ultimately this will be changed I think, whether its six months or three years I'm not sure," said Feldman.

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