On April 5, 2012, President Obama signed into law the Jumpstart Our Business Startups Act (the “JOBS Act”). The stated objective for the JOBS Act is to increase job creation and economic growth in the United Stated by improving access to the public capital markets for startup and emerging companies, particularly for a newly defined class of emerging growth companies (“EGCs”). This legislation will relax or eliminate certain requirements in connection with securities offerings, reduce ongoing reporting obligations in the United States for ECGs and, potentially, lessen the broker-dealer regulatory requirements imposed on persons who participate in private placements. Some of the rule changes were effective upon enactment of the JOBS Act, while other changes will require rulemaking by the U.S. Securities and Exchange Commission (the “SEC”). For a complete overview of all provisions of the JOBS Act, please click here.

The provisions of the JOBS Act apply to both U.S. and non-U.S. issuers, underwriters and placement agents. This alert summarizes those provisions that will be more relevant for foreign private issuers, including changes to the initial public offering (“IPO”) process for EGCs that may make it more appealing for qualifying foreign private issuers to pursue an IPO in the United States. In addition, this alert discusses the elimination of the ban on general solicitation for Regulation D and Rule 144A offerings and an increased exemption limit for small public offerings.