Top 8 Considerations for Significant Stockholders in an IPO

Venture capital, private equity, and other investors in private companies eagerly anticipate a company’s initial public offering, when they collect the returns on their investment. Investors who hold significant equity in a company, however, may have unanticipated obligations, which should be considered well in advance of any initial public offering. These considerations include whether a significant stockholder “controls” the issuer and whether the SEC could deem a significant stockholder an underwriter, thereby triggering certain liabilities, and significant stockholders’ disclosure obligations. O’Melveny has released a primer for significant stockholders that describes these considerations, which you can read here.

This memorandum is a summary for general information and discussion only and may be considered an advertisement for certain purposes. It is not a full analysis of the matters presented, may not be relied upon as legal advice, and does not purport to represent the views of our clients or the Firm. The views expressed in this newsletter are the views of the authors except as otherwise noted.

© 2019 O’Melveny & Myers LLP. All Rights Reserved. Portions of this communication may contain attorney advertising. Prior results do not guarantee a similar outcome. Please direct all inquiries regarding New York’s Rules of Professional Conduct to O’Melveny & Myers LLP, Times Square Tower, 7 Times Square, New York, NY, 10036, T: +1 212 326 2000.