Diedrich Consulting

When It’s Time to Get a CUSIP: A Practical Guide for Issuers Preparing to Issue Securities

If you’re issuing securities—common stock, preferred, warrants, notes, units, or new classes created through a corporate action—there’s a moment when “legal paper” has to become “market-ready.” One of the clearest signals you’re approaching that moment is the need for a CUSIP number. A CUSIP (Committee on Uniform Securities Identification Procedures) is a unique identifier used […]

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Case Study: Rebuilding a Public Media Company After a Death-Spiral Capital Structure

Industry Live event production (concerts/tours), feature film development/production, film distribution Engagement Type Capital stack remediation • Liability negotiation • Dilution-control strategy • Financing redesign • ’34 Act reporting readiness • Audit preparation • Ongoing disclosure controls 1) Starting Condition: Operating Business Working, Capital Structure Failing Operating fundamentals: The issuer had active revenue-generating operations (ticketed concerts/events

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Nevada Corporate Custodianship: A Better Understanding

In Nevada, a corporate custodianship is a court-supervised process where a district court appoints a custodian to take control of a Nevada corporation in specific problem scenarios—most commonly when the company is effectively abandoned or paralyzed (e.g., no functioning management/board, deadlock, or failure to take required corporate steps). The goal is typically to stabilize the

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Accredited Investors: What They Are — and How Diedrich Consulting Finds the Right Ones

Your Attractive HeadingIn private capital markets, you’ll see the phrase “accredited investors only” everywhere—private placements, growth equity raises, PIPEs, special situations, real estate syndications, and pre-IPO deals. But in practice, the real differentiator isn’t whether someone claims they’re accredited. It’s whether they are truly accredited, properly qualified, and—most importantly—actually capable of funding and supporting an

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Substantiating Forward-Looking Statements

Forward-looking statements are a necessary part of being a public company. Investors want to know where you’re going, not just where you’ve been. But in public markets, “vision” without backup isn’t inspiring—it’s a liability. If you give guidance, publish projections, talk about expected revenue, margins, acquisitions, product launches, pipeline conversion, or “path to profitability,” you’re

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SEC Appoints New PCAOB Leadership: What It Signals for Audit Oversight and Public Companies

On January 30, 2026, the U.S. Securities and Exchange Commission (SEC) announced a new leadership slate for the Public Company Accounting Oversight Board (PCAOB)—the audit regulator created by the Sarbanes-Oxley Act of 2002. Per the SEC’s press release, Demetrios (Jim) Logothetis was appointed Chairman, and Mark Calabria, Kyle Hauptman, and Steven Laughton were appointed as

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How Diedrich Consulting Can Help Issuers Use JOBS Act Pathways (Without Stepping on Compliance Landmines)

In April 2012, Congress passed the Jumpstart Our Business Startups (JOBS) Act, a landmark set of reforms intended to make it easier for growing companies to raise capital—both privately and in the public markets—by expanding offering options, modernizing disclosures, and reducing certain early-stage regulatory burdens. The SEC maintains a central hub with the Act’s rulemakings,

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Case Study: Transforming an Obsolete Public Consumer Brand into a National Beverage Platform

Industry Public Consumer Products > Beverage Manufacturing & Bottling (spring water) Engagement Type Audit preparation & reporting readiness • Liability remediation • Capital structure repair (retirements + treasury) • Reverse split execution support • Target identification & acquisition support • Growth capital strategy • Ongoing compliance Executive Summary A publicly traded consumer products company faced

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SEC Publishes Staff Report on Capital-Raising Dynamics: What It Means for Small Businesses and Growing Issuers

On January 8, 2026, the SEC announced that its Office of the Advocate for Small Business Capital Formation published and delivered to Congress its 2025 Staff Report on Capital-Raising Dynamics—positioned as a “comprehensive and data-rich resource” on how capital is being raised across the U.S. small business ecosystem. For founders, CEOs, CFOs, and boards, this

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DTCC Gets SEC Approval for New Cleared Triparty Repo Service: Why It Matters Ahead of the U.S. Treasury Clearing Mandate

On January 7, 2026, DTCC announced it received SEC approval to launch a new Agent Clearing (ACS) Triparty Service within FICC’s existing Agent Clearing Service—delivered using BNY’s Global Collateral platform. Here’s a link to the Press Release While it may read like “plumbing news,” this is a meaningful market-structure milestone: it expands pathways to centrally

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