Monthly Archives: July 2025

July 1, 2025

Deregulation: Stock Exchanges Are Brainstorming With the SEC

Often, when I whine about the shrinking number of public companies and the absence of a robust pipeline for initial public offerings, I am very focused on the plights of securities lawyers and the companies they represent. But that is pretty self-centered, because the stock exchanges are also sad. There’ve been fewer bell-ringing parties, probably, among other reasons for wanting more listings.

So, it’s not too surprising that the major exchange operators are responding to the SEC’s call for deregulatory feedback. Reuters reported last week that Nasdaq and NYSE reps are among the groups that are sharing ideas with the SEC that could ease the burden of becoming – and remaining – a public company. Reuters describes some of the topics that may be on the table:

One area in focus is an overhaul of current proxy processes, which involves information that companies have to provide shareholders to allow them to vote on various matters.

The reform would make it harder for activist shareholders with small stakes to launch proxy contests and curb repetitive proxy proposals from minority investors, the sources said. It would also lead to less onerous disclosure requirements in preliminary proxy filings, according to the sources.

Another effort involves making it less expensive for companies to list on exchanges and remain public by reducing fees associated with listing, the sources said.

The conversations also include making it easier for companies that went public through deals with special purpose acquisition companies (SPACs) to raise capital, the sources said. In recent years, the SEC had cracked down on SPACs, in which a firm goes public by selling itself to a listed shell company, as a work around listing regulations.

The rollbacks would also make it easier for public companies to raise capital by selling additional shares through follow-on offerings, they said.

Meanwhile, as Dave shared last week, “capital formation” legislation has also advanced in the House. If you have ideas for improving the regulatory framework, don’t forget to add your two cents to the suggestion box!

Liz Dunshee

July 1, 2025

IPOs: Reason for Optimism

It’s important to remember that regulations can only bear so much blame for the lack of initial public offerings. A bigger part of it is the market – where banks steer deal flow, availability of capital and high valuations in private fundraising rounds, and overall public market performance and perceptions. This Bloomberg article says there are reasons for optimism for those of us on Team IPO – with a few caveats:

At nearly the half-way mark of the year, IPOs on US exchanges have raised $29.1 billion, surging 45% versus the same period last year, according to data compiled by Bloomberg.

That’s not nearly as good as it sounds.

Proceeds from IPOs are actually down from last year, when you excise the $12.1 billion of blank-check vehicle listings — an increase of more than 400% from last year. While special purpose acquisition companies have raised a lot of money in listings, some of the underwriters’ fees are deferred until the blank-check merges with a private firm and takes it public. That activity remains depressed compared to the heady levels of 2021.

Excluding SPACs and tiny listings by companies raising less than $50 million, only 33 IPOs have priced this year, down from 41 in the first half of 2024.

I’m going to take a “glass half-full” view of these stats and our current environment. For one thing, the article shares predictions that the second half of 2025 and into 2026 will be a busy time for public offerings.

Second, even though the article disregards “tiny listings,” those deals help disprove the stereotype that today’s public markets are only for later-stage companies with huge valuations. The smaller companies are also an important part of the market – and they’re often pretty fun to work with, too.

Liz Dunshee