News & Analysis as of September 25, 2024

Rule 506 Offerings

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The Securities Exchance Act is a United States federal statute enacted in 1934 to govern the secondary securities trading market. In addition, the Securities Exchange Act established the Securities and Exchange... more +

The Justice Insiders Podcast: Meet the Securities and Exchange (and Human Resources) Commission

The Latham FPI Guide: Accessing the US Capital Markets From Outside the United States - 2021 Edition

Latham & Watkins LLP on 9/10/2021

Fabry-Pérot Interferometer, SA is a highly successful non-US company known to the world as FPI. FPI is considering doing a debt or equity offering in the United States. What are the key legal issues it, and its underwriters...more

New Law Requires SEC to Expand Regulation A+ To Exchange Act Reporting Companies

Sheppard Mullin Richter & Hampton LLP on 6/20/2018

On May 24, 2018, President Donald J. Trump signed into law the Economic Growth, Regulatory Relief, and Consumer Protection Act (the “Act”). The Act, which primarily focuses on rolling back certain regulatory provisions of the...more

SEC Advisory Committee Recommends Additional Clarity Regarding So-Called “Finders”

Seyfarth Shaw LLP on 10/8/2015

The Securities and Exchange Commission ("SEC") Advisory Committee on Small and Emerging Companies ("Advisory Committee") announced new recommendations to make it easier for small and emerging companies to raise capital using...more

"Corporate Finance Alert: SEC Adopts Regulation A+ to Provide New Exemption for Smaller Capital-Raising Transactions"

Skadden, Arps, Slate, Meagher & Flom LLP on 4/2/2015

On March 25, 2015, the U.S. Securities and Exchange Commission (SEC) adopted the final rules for the new Regulation A+ exemption, which will permit eligible issuers to conduct securities offerings of up to $50 million without...more

Practical Implications of the JOBS Act Changes to Private Placements: Rule 506(c), Crowdfunding, and Reg A+

Pillsbury Winthrop Shaw Pittman LLP on 10/7/2014

Two key features of the JOBS Act – general solicitation in Rule 506 offerings, and the increased thresholds at which an issuer will be required to register a class of securities under the Securities Exchange Act of 1934 (the...more

JOBS Act Quick Start - A brief overview of the JOBS Act - 2014 Update

Broker-Dealer Compliance + Regulation on 7/10/2014

In This Issue: - Introduction - The IPO on-ramp - The IPO Process - Applying Title I to other transactions - Private offerings - Crowdfunding - Regulation A+ - Exchange...more

SEC Staff Issues Interpretive Guidance on Recently Adopted Amendments to Rule 506 Addressing General Solicitation and Bad...

Dechert LLP on 2/3/2014

Effective September 2013, the U.S. Securities and Exchange Commission (SEC) amended Rule 506 of Regulation D to (1) permit, in certain circumstances, an issuer to engage in general solicitation and general advertising in...more

Private Funds In Focus - Winter 2014

Proskauer Rose LLP on 1/27/2014

Year End Update – Compliance: Certain Upcoming U.S. Regulatory Deadlines - The list below briefly summarizes various regulatory obligations and filing deadlines for private fund managers under U.S. rules....more

SEC Issues Rule Proposals to Amend Regulation A

K&L Gates LLP on 1/24/2014

On December 18, 2013, the U.S. Securities and Exchange Commission (“SEC”) issued rule proposals to amend Regulation A, implementing an important part of Title IV of the Jumpstart Our Business Startups Act of 2012 (the “JOBS...more

SEC Grants Second Rule 506 Bad Actor Waiver

Stinson - Corporate & Securities Law Blog on 1/13/2014

On December 26, 2013, the SEC granted its second waiver from disqualification from reliance on Regulation D because of prohibited conduct under new Rule 506(d). The waiver was granted to a Broker-Dealer alleged to have paid...more

SEC Staff Provides More Guidance on Rule 506(d)

Morrison & Foerster LLP - JOBS Act on 1/6/2014

On January 3, 2014 the Staff of the SEC’s Division of Corporation Finance updated the Securities Act Rules Compliance and Disclosure Interpretations to address a number of interpretive issues under the “bad actor”...more

New Rule 506 C&DI’s Require Some Explaining

Allen Matkins on 12/5/2013

Nancy Wojtas, the head of the public companies group at Cooley LLP, alerted me to the fact that the SEC staff yesterday issued 14 new Compliance & Disclosure Interpretations (C&DIs) relating to Rule 506 under Regulation D. ...more

Corporate and Securities Alert: SEC Clears Way for General Solicitation in Private Securities Offerings

Fenwick & West LLP on 8/15/2013

New regulations approved by the Securities and Exchange Commission (SEC) in July 2013 give companies greater freedom to communicate with potential investors in certain private securities offerings, creating both new...more

Effective Compliance Programs Crucial For Companies In New Era Of Capital Raising

Bilzin Sumberg on 8/14/2013

With general solicitation rules becoming effective on September 23, 2013, it has never been more important for companies to implement effective compliance programs when raising capital in private placement offerings. ...more

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