38Th Annual Government-Business Forum on Small Business Capital
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Page 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION 38TH ANNUAL GOVERNMENT-BUSINESS FORUM ON SMALL BUSINESS CAPITAL FORMATION Wednesday, August 14, 2019 9:00 a.m. Creighton University Hixson-Lied Auditorium 602 N. 20th Street Omaha, Nebraska Page 2 Page 4 1 PARTICIPANTS: 1 C O N T E N T S 2 Jay Clayton 2 3 Robert J. Jackson, Jr. 3 4 Hester M. Peirce 4 Welcome Remarks 5 5 Elad Roisman 5 6 Allison Herren Lee 6 Capital Formation Success Stories 32 7 Martha Legg Miller 7 from the Silicon Prairie 8 William Hinman 8 9 9 Harmonization: What a Concept! 10 Anthony R. Hendrickson 10 Exploring Options to Reshape the Offering 115 11 Irina V. Fox 11 Framework 12 Carla Garrett 12 13 13 Adjournment 168 14 14 15 PANEL ONE: 15 16 Allie Esch 16 17 Keith Fix 17 18 Stephanie Luebbe 18 19 Claire McHenry 19 20 Jeff Slobotski 20 21 Heather Dawn Thompson 21 22 John Wirtz 22 23 23 24 24 25 25 Page 3 Page 5 1 PARTICIPANTS(CONT.): 1 P R O C E E D I N G S 2 2 MARTHA LEGG MILLER: All right. 3 PANEL TWO: 3 Well, good morning, everyone, and welcome on behalf 4 Bart Dillashaw 4 of the U.S. Securities and Exchange Commission. I 5 Sara Hanks 5 am pleased to welcome you to the 38th Annual 6 Keith F. Higgins 6 Government-Business Forum on Small Business Capital 7 Jennifer Zepralka 7 Formation. 8 8 We are particularly grateful to the Heider 9 9 College of Business at Creighton University for 10 10 graciously hosting us today and making this event a 11 11 success. I'm thrilled to see in the room today a 12 12 mix of familiar and new faces who are here today to 13 13 talk about small business capital formation, and to 14 14 shape the course of the regulations that we work on. 15 15 The forum is a unique event where members 16 16 of the private and public sectors converge to 17 17 identify and highlight issues that they experience 18 18 in accessing capital and investing in small 19 19 businesses and then formulate solutions on which we 20 20 can take actions. 21 21 For those I have not had the opportunity 22 22 to meet, I am Martha Miller. I'm the SEC's new 23 23 advocate for business small capital formation, a 24 24 long title proportionate to our big mission of 25 25 working to support small businesses consistent with 2 (Pages 2 to 5) Page 6 Page 8 1 the SEC's mission. 1 And familiar with Maha Discovery Festival, 2 For those who are not familiar with the 2 formerly known as Big Omaha, that takes place this 3 forum or who are, you may have noticed that there 3 week, we knew that this region was defining what it 4 has been a change this year, and our new eponymous 4 means to be successful entrepreneurs with Omaha's 5 office is leading the charge with this event. 5 own Silicon Prairie personality. And I think the 6 We owe special thanks to Julie Davis, 6 local chamber of commerce's motto says it best: We 7 Jenny Riegel and Meliga Sullivan (phonetic) on our 7 don't coast. 8 team, as well as the members of the corporation 8 It's both a factual statement for a state 9 finance division who have made this event a success 9 that's situated in the heart of the country far from 10 today in planning what I know will be a thought 10 the coasts, but it's also a statement that really 11 provoking and wonderful day for all involved. 11 reflects recognizing the power of hard work and 12 Beyond the forum, our new office is 12 ingenuity and finding success with businesses. 13 responsible for advocating for policy solutions that 13 And that intentional build-it-yourself 14 encourage capital formation across the spectrum of 14 mentality really reflects the region's pioneer roots 15 small businesses ranging from the smallest startups 15 with those who came here to Nebraska even either 16 all the way to businesses that are accessing our 16 looking to settle on the frontier, coming further 17 public markets and that have public float of under 17 west, or those who decided to venture even further 18 $250 million. 18 into unchartered territory. 19 We have received tremendous support from 19 And it's that interesting culture that 20 across the agency and operationalizing our new 20 really I think permeates a lot of the stories that 21 office, which was formed in January, and what I 21 we're going to hear about today and that we enjoyed 22 think must be record startup time for a government 22 learning about in preparation for this event. 23 office. 23 A century later, Nebraska entrepreneurs--I 24 And the support that our office has 24 love all of the things I've learned about 25 received is really a testament to the commitment of 25 Nebraska--really filled American homes with Page 7 Page 9 1 our commissioners who we have packed on stage today 1 practical and pragmatic inventions and creations 2 here, but the fact that they are here in Omaha and 2 that you may not recognize as necessarily from 3 that they have traveled outside of D.C. really 3 Nebraska. From the first box -- cake box cake mix 4 shines a light on the importance that we at the SEC 4 to TV dinners and Raisin Bran and the Reuben 5 place on supporting smaller and emerging companies. 5 sandwich to time-saving inventions like the pink 6 And I want to especially welcome the SEC's newest 6 hair foam curlers that people used to put their hair 7 commissioner, Allison Lee. I believe this might be 7 in and sleep overnight, to CliffsNotes to expedite 8 your first public event. 8 studying, to the ski lift to get up the mountain 9 COMMISSIONER LEE: Yes. 9 faster, all the way to lifesaving inventions like 10 MARTHA LEGG MILLER: Yeah. 10 the 911 system of emergency communications that 11 Before I delve into the program, I do want 11 became used nationwide. 12 to make an ominous disclaimer on behalf of all of 12 This is the region where ideas take root 13 the speakers from the SEC, that the statements that 13 and innovators figure out how to scale and to grow 14 we make are statements from our own perspective, and 14 their companies. And today, Omaha is perhaps known 15 they don't necessarily represent the entire 15 for the College World Series of baseball, 16 commission or the agency. 16 Omaha Steaks and the oracle of Omaha, 17 And my hope is by me giving that 17 Warren Buffett. 18 disclaimer, instead of us getting to do that ten 18 I highlight these elements of Nebraska's 19 times, we break for lunch about five minutes early 19 entrepreneurial spirit to shine a light on the 20 by cutting that part out of everyone else's remarks. 20 importance of entrepreneurial ecosystems, something 21 So hopefully I've saved forks. 21 that you're going to hear us talk about today, 22 To give a little bit of context for how we 22 because in a world where technology is used to 23 came to Omaha, when we began planning the 23 bridge geographic boundaries, entrepreneurship is 24 2019 forum, we wanted to venture outside of D.C., to 24 still largely a local phenomena, occurring in early 25 take in fresh perspectives of capital formation. 25 stages through networks of founders, funders and 3 (Pages 6 to 9) Page 10 Page 12 1 talent who operate in proximity through networks and 1 capital formation issues. 2 relationships of trust, experience and 2 Participants this afternoon will be able 3 accountability. 3 to participate along three tracks. Again, it's a 4 So now to move more into the program, 4 little bit different than in the past, but we think 5 after opening remarks from our commissioners, we're 5 that this aligns well with the experience that 6 going to hear from leaders in the regional 6 people bring from working within a specific segment 7 entrepreneurship ecosystem starting with 7 of the market. 8 Dean Hendrickson from the Heider College of 8 So we'll have one room that will be the 9 Business. 9 seed and early stage capital room; those looking at 10 After that, we will kick off a panel 10 kind of the first dollars that come into companies. 11 titled Capital Formation in the Silicon Prairie to 11 We'll have another room that will be 12 hear from local experts about how companies and 12 looking at growth and mature capital, and that's 13 investors are finding success in building and 13 looking at when you're trying to access larger 14 growing companies here in the prairie states. 14 amounts of capital to fund kind of subsequent and 15 We will then proceed with a panel titled 15 growth operations. 16 Harmonization: What a Concept, to delve into our 16 And then the third will be public capital; 17 current concept release on harmonization of the 17 looking at those who are accessing our public 18 exempt offering framework.