Initial Public Offerings

Vonage Directed Share Program

Underwriter fiduciary duties

EBC I v Goldman Sachs NY Ct App 6.07.05
held that underwriters can have fiduciary duties
Some banks have been modifying their
underwriting agreements in response
See Underwriting Agreements

IPO Filings - Pricings - News

Yahoo! Finance

MarketWatch

Hoovers

Nasdaq

SEC approval order 34-48701 10.01.03
Includes full text of rule

NASD Notice to Members 03-79 12.03

Prohibits sales of a "new issue" to any account in which a
restricted person has a beneficial interest
Covers most brokers-dealers, their personnel and affiliates;
certain institutional account portfolio managers
Replaces NASD IM-2110-1: "Free-Riding and Withholding"
Becomes effective on 3.22.04,
until then, NASD members can comply with either old rule or new rule
NASD Amendment # 5 10.22.03
Last changes; simultaneously approved and published for comment
Client mailing - Greenberg Traurig 1.04
Client mailing - Cadwalader 11.03
Client mailing - Shearman & Sterling 10.03

Proposed NASD Rule 2712 9.15.03

Allocations and Distributions of Shares in Initial Public Offerings

Proposed prohibitions on "quid pro quo allocations" and "spinning"

SEC brings charges over IPO allocation practices

NYSE/NASD IPO Advisory Committee recommendations

SEC Accounting FAQs

Cheap stock- stock option valuation issues

Many IPO companies are forced to take a charge for
deferred compensation expense when, in the SEC's view,
the fair value of the common stock underlying the options is subsequently determined to have been greater than the exercise price at time of grant
Charge is typically amortized against income using options' vesting schedule
Charge can be significant, and reduce GAAP net income for years
e.g., see Loudcloud IPO prospectus at p 28-29
~ takes $168 mm deferred compensation expense charge
See Equity compensation accounting

// This display the document title in the html page document.write(document.title);