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Regulation D Safe Harbors

Mayer Brown Free Writings + Perspectives

FINRA Releases Updated Guidance for Members Conducting Private Placements

On May 9, 2023, the Financial Industry Regulatory Authority, Inc. (“FINRA”) issued Regulatory Notice 23-08 (the “Notice”), which provides supplemental and updated guidance for members conducting private placements pursuant to...more

Goodwin

Jumpstarting the Next JOBS Act - JOBS Act 4.0

Goodwin on

The Jumpstart Our Business Startups (JOBS) Act was signed into law by President Barack Obama on April 5, 2012 and aimed to improve access to public capital markets for emerging growth companies. While largely considered a...more

Kilpatrick

Recent Amendments to Exempt Offering Rules Include Significant Updates to “Integration” Framework

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On March 15, 2021, several previously-announced amendments to the Securities and Exchange Commission’s exempt offering rules took effect. The rule changes, which were first announced in November 2020, are designed, in the...more

Husch Blackwell LLP

Modernizing The Private Placement Framework: A Summary Of Recent SEC Rulemaking

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The Securities and Exchange Commission (SEC) recently published extensive rules aimed toward modernizing aspects of the private placement framework of the federal securities laws. On January 14, 2021, the Final Rules were...more

Amundsen Davis LLC

SEC Promotes Capital Formation And Expands Investment Opportunities With Amendments To Accredited Investor Definition

Amundsen Davis LLC on

In an effort to provide companies with greater access to capital and to expand investment opportunities for certain investors, the U.S. Securities and Exchange Commission recently expanded the definition of an “accredited...more

McDermott Will & Emery

SEC Amends Exempt Offering Framework

McDermott Will & Emery on

On November 2, 2020, the Securities and Exchange Commission (SEC) voted to amend the framework for exempt offerings under the Securities Act of 1933, as amended (Securities Act). The amendments generally establish a new...more

Hinshaw & Culbertson LLP

SEC Adopts Exempt Offering Rule Changes That Increase Offering Limits and Harmonize Exempt Offerings

Hinshaw & Culbertson LLP on

The Securities and Exchange Commission (SEC) on November 2, 2020, adopted a set of amendments to simplify and improve the exempt offering framework. The amendments are designed to make it easier for issuers to access the...more

Morrison & Foerster LLP

U.S. SEC Adopts Amendments Harmonizing The Exempt Offering Framework

Morrison & Foerster LLP on

On November 2, 2020, the U.S. Securities and Exchange Commission (SEC) voted to amend its rules to harmonize, simplify, and improve the exempt offering framework. The SEC believes that these amendments will promote capital...more

Pillsbury Winthrop Shaw Pittman LLP

SEC Adopts Amendments to Exempt Offering Rules

On November 2, 2020, the Securities and Exchange Commission (SEC) adopted amendments to its exempt offering rules, including Regulation D and Regulation A (Amendments). Many of the Amendments largely harmonize the existing...more

Fenwick & West LLP

SEC Adopts Amendments Facilitating Opportunities for Access to Additional Capital

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The U.S. Securities and Exchange Commission has issued a release adopting amendments (“final rules”) to certain of its rules relating to exemptions from registration under the Securities Act of 1933 (Securities Act). The...more

Proskauer Rose LLP

SEC Amends Rules to Facilitate Capital Raising in Private Offerings

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On November 2, 2020, the Securities and Exchange Commission adopted amendments to facilitate the use of private, or “exempt,” offerings. The changes will impact offerings structured pursuant to Section 4(a)(2), Regulation D...more

BCLP

SEC Modernizes Framework for Exempt Offerings

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In another 3-2 vote, on November 2, 2020 the SEC approved significant amendments to the framework for exempt offerings intended to harmonize and simplify the framework for exempt offerings under the Securities Act of 1933. ...more

Eversheds Sutherland (US) LLP

On track with the SEC - staff proposes rules on streamlining private exemptions

On March 4, 2020, the Securities and Exchange Commission (the SEC) issued a proposed rule (the “Proposed Rule”) on ways to “simplify, harmonize, and improve certain aspects of the exempt offering framework to promote capital...more

Burns & Levinson LLP

Raising Capital: Overview of Exemptions to Registration of Securities in Private Placements

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These are uncertain times. Even before the world-wide COVID-19 pandemic, companies seeking to raise capital in the cannabis industry were facing challenges. However, some experts and insiders I’m hearing from are bullishly...more

Dorsey & Whitney LLP

New SEC Proposed Amendments Seek to Improve and Harmonize Private Offering Exemptions

Dorsey & Whitney LLP on

On March 4, 2020, the Securities and Exchange Commission (the “Commission”) proposed amendments to the private offering exemptive framework under the Securities Act of 1933, as amended (the “Securities Act”) to “simplify,...more

Cozen O'Connor

SEC Proposes to Expand Private Offerings

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On March 4, 2020, the Securities and Exchange Commission (SEC) proposed broad changes to the current private offering framework. Recognizing the growing market for private investments, this is the latest in a series of recent...more

Foley Hoag LLP - Public Companies & the Law

SEC Proposes Amendments to Offering Exemptions

On March 4, 2020, the SEC proposed amendments to existing exemptions from the registration requirements under the Securities Act of 1933 to simplify, harmonize, and improve the existing regulatory framework and to promote...more

Whitman Legal Solutions, LLC

SEC Proposes New Regulation for Integration of Offerings

Suppose you are planning a private musical soiree where a famous string quartet will perform. You have a core group of friends and families who regularly attend these intimate gatherings, and you expect that they will jump at...more

Kramer Levin Naftalis & Frankel LLP

SEC Proposes Rule Changes to Improve Private Placement Rules

On March 4, the Securities and Exchange Commission (the Commission) proposed a set of amendments to the rules and regulations under the Securities Act of 1933, as amended (the Securities Act), to simplify, harmonize and...more

Cooley LLP

Blog: SEC posts proposal to harmonize private securities offering exemptions

Cooley LLP on

As seems to be common practice these days, the SEC cancelled its open meeting scheduled for yesterday morning and instead went ahead and posted its proposal to amend the rules to harmonize and simplify the framework for...more

Goodwin

SEC Commissioner Peirce Proposes Safe Harbor for Blockchain Developers

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Speaking at the International Blockchain Congress in Chicago on February 6, 2020, SEC Commissioner Hester Peirce proposed a safe harbor from U.S. securities laws so that developers of blockchain protocols could offer and sell...more

Whitman Legal Solutions, LLC

SEC Proposes New Accredited Investor Rule

Access to invest in private placement securities reminds me of All-State Orchestra. Private placements provide unique investment opportunities that can help investors diversify their portfolios. Yet, most private placements...more

Dechert LLP

SEC Publishes Concept Release on Harmonization of Securities Offering Exemptions; Comment Deadline Approaching

Dechert LLP on

The U.S. Securities and Exchange Commission published a concept release on June 18, 2019 (Release), seeking public comment “on ways to simplify, harmonize, and improve” the framework for exemptions from registration under the...more

Latham & Watkins LLP

SEC’s Crypto Summer Continues

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SEC issues cease-and-desist orders for unregistered token presales and anti-touting violations. Not content to let the dog days of summer slip by, the US Securities and Exchange Commission (SEC) recently issued two...more

Whitman Legal Solutions, LLC

How Struggling Orchestras are Like Qualified Opportunity Zone Funds

Symphony orchestras are important to their communities and to developing young talent, but they are struggling. Perhaps it’s no coincidence that the downtown areas of many cities also struggle to remain vital, as they...more

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