SEC proposes expansion of “test-the-waters” to all issuersOn February 19, the SEC proposed to expand its “test-the waters” reform to all issuers, including investment companies. The reform, which permits investor views about offerings to be taken into account at an earlier stage than has been the case, is currently available only to “emerging growth companies,” or EGCs.

The current test-the-waters provision was first made available under the Jumpstart Our Business Startups Act, also known as the JOBS Act, but only to EGCs – generally, companies with less than $1 billion in annual revenues. The new reform will make the provisions available to all issuers, including investment companies, and is part of the SEC’s continuing effort to facilitate capital formation generally and, in particular, to encourage more companies to go public.

Further details on the expanded reform will be available shortly in The Securities Edge, our securities and governance blog. If you have any questions in the meantime, please contact Gunster securities law and corporate governance practice leader Bob Lamm.

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This publication is for general information only. It is not legal advice, and legal counsel should be contacted before any action is taken that might be influenced by this publication.

About Gunster

Gunster, Florida’s law firm for business, provides full-service legal counsel to leading organizations and individuals from its 12 offices statewide. Established in 1925, the firm has expanded, diversified and evolved, but always with a singular focus: Florida and its clients’ stake in it. A magnet for business-savvy attorneys who embrace collaboration for the greatest advantage of clients, Gunster’s growth has not been at the expense of personalized service but because of it. The firm serves clients from its offices in Boca Raton, Fort Lauderdale, Jacksonville, Miami, Orlando, Palm Beach, Stuart, Tallahassee, Tampa, The Florida Keys, Vero Beach, and its headquarters in West Palm Beach. With nearly 200 attorneys and 200 committed support staff, Gunster is ranked among the National Law Journal’s list of the 500 largest law firms and has been recognized as one of the Top 100 Diverse Law Firms by Law360. More information about its practice areas, offices and insider’s view newsletters is available at


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