On March 27, 2012, Congress passed the Jumpstart Our Business Startups (JOBS) Act
, a bipartisan effort in both the House and the Senate to ease the regulatory burdens on smaller companies and facilitate capital formation. President Obama signed the legislation into law on April 5, 2012.
Among other things, the JOBS Act creates a transitional "on-ramp" for a new category of issuer, emerging growth companies, to encourage them to pursue IPOs. It also includes a measure that amends the Securities Act of 1933 to permit companies to conduct offerings to raise up to $50 million through a "mini-registration" process similar to Regulation A.
We have created this site to cover the Act's key provisions in further detail through our client alerts, multimedia presentations and other resource links found below. Please also visit our blog at mofojumpstarter.com
, which provides current updates and commentary related to the Act.
Download a copy of our book, JOBS Act Quick Start: A brief overview of the JOBS Act (2013)
, by Nilene Evans, David Lynn and Anna Pinedo.
Client Alerts, Articles, and Related Resources
Title I: Reopening American Capital Markets to Emerging Growth Companies
Title II: Access to Capital for Job Creators
Title III: Crowdfunding
Title IV: Small Company Formation
Title V: Private Company Flexibility and Growth; Title VI: Capital Expansion
Presentations, Podcasts and Webcasts
- SEC Implements Title II of the JOBS Act; The “Bad Actor” Provisions (August 1, 2013)
- What Do the New General Solicitation Rules Really Mean for Private Capital Raising? (July 18, 2013)
- SEC Implements Title II of the JOBS Act (July 11, 2013)
- JOBS Act: Rulemaking Status and Assessing its First Year (March 7, 2013)
- The JOBS Act: Growing Momentum (January 8, 2013)
- IPO University: How to Plan, Execute an IPO and Operate as a Newly-Public Company (October 16, 2012)
- JOBS Act Update (September 21, 2012)
- JOBS Act, Theory and Practice (July 18, 2012)
- Crowdfunding Offerings Teleconference
- The New World of IPOs: Dissecting the JOBS Act (TheCorporateCounsel.Net Webcast)
- JOBS Act & More: How Private Placements and Reg D Are Changing (TheCorporateCounsel.Net Webcast)
- How will the JOBS Act affect non-U.S. issuers?
- Smaller Public Offerings: Stepping Stone to IPO, or IPO Alternative?
- ALI-ABA Webcast: JOBS Act - A Revolution in Private Offerings
- JOBS Act: Get a Jumpstart with Practice Pointers: Private Offerings after the JOBS Act and Section 3(b) Exempt Offerings
Topics include: Lifting of the General Solicitation/General Advertising Ban on Rule 506 Offerings; Analogous changes to Rule 144A; Practical documentation implications for private placements and Rule 144A offerings; New 3(b)(2) Exemption Details/Comparison to Reg A; 3(b)(2) offerings as a precursor to an IPO or an alternative to a Rule 144A equity offering; Preemption; Role of an investment bank in a 3(b)(2) offering.
- JOBS Act: Get a Jumpstart with Practice Pointers: Registered Offerings after the JOBS Act
Topics Include: Immediate effectiveness; Emerging Growth Company Definition Confidential Submission of Registration Statements; Content of Registration Statement; Pre- and Post-Filing Written and Oral Communications to QIBs and Institutional Accredited Investors; Permissible Research and Research Activities; and Documentation issues to address.
- PLI Webinar - The JOBS Act: A Dialogue with Senior Staff from the SEC Division of Corporation Finance and Private Practitioners (April 11, 2012)
Topics include: Procedures for confidential draft registration statement submissions by emerging growth companies; Test the waters communications by emerging growth companies; Scaling of regulations during the on-ramp phase-in period for emerging growth companies; Implementing changes to the general solicitation and general advertising ban in Rule 506 offerings; New offering exemptions; Implementing changes to the holder of record threshold for mandatory registration
- JOBS Act Addresses "Urgent Need" For Startups (reprinted with permission, Bloomberg)
Topics include: The JOBS Act and its implications for business startups looking to go public or access the capital markets.
- Private Placements and Other Financing Alternatives 2012
Topics include: Current developments including the impact of the JOBS Act on private placements and hybrid financing transactions, will cover recent changes to Regulation A, other changes to the private offering regime, Private Investments in Public Equity (PIPEs), registered direct offerings, wall-crossed offerings, and change-of-control transactions. The basics of private placements and other exempt offerings, Regulation FD and other disclosure and communications issues arising in connection with undisclosed offerings,as well as regulatory and litigation developments involving private offerings.
- Global Capital Markets & the U.S. Securities Laws 2012
Topics include: Domestic and international regulatory and market developments, featuring an engaging group of expert practitioners and senior regulators for an in-depth look at how the U.S. securities laws work in the context of a rapidly evolving global regulatory environment.
- Registered Offerings after the JOBS Act
Topics include: Immediate effectiveness; Emerging Growth Company Definition; Confidential Submission of Registration Statements; Content of Registration Statement; Pre- and Post-Filing Written and Oral Communications to QIBs and Institutional Accredited Investors; and Permissible Research and Research Activities; and Public reporting after the registered offering.
- Private Offerings after the JOBS Act
Topics include: Lifting of the General Solicitation/General Advertising Ban on Rule 506 Offerings; Analogous changes to Rule 144A; Matching services; and Timetable.
- Exempt Public Offerings After the JOBS Act - Crowdfunding
Topics include: Background on crowdfunding; Offering Thresholds; Offering Mechanics; Role of Brokers and Funding Portals; Funding Portal Regulation; Ongoing post-offering obligations; and Timetable.
- Exempt Public Offerings After the JOBS Act - Section 3(b) Exempt Offerings
Topics include: Background on Regulation A; New Section 3(b)(2) Exemption; A Comparison to Regulation A; Preemption; Ongoing post-offering reporting obligations; and Timetable.
- Exchange Act Registration Thresholds After the JOBS Act
Topics include: For issuers other than banks and bank holding companies; For banks and bank holding companies; and Exemptions relating to employee compensation plan and crowdfunding securities.
Links to Other Legal and Government Resources