News & Analysis as of

Securities and Exchange Commission (SEC) Rule 504

Whitman Legal Solutions, LLC

Rule 506 Offerings Continue to be Popular with Real Estate Companies

Like an accordionist, real estate sponsors often seek to be innovative. Cutting-edge opportunities like crowdfunding and online selling platforms call to them. However, based on statistics from the Securities and Exchange...more

Ward and Smith, P.A.

Alternatives to Registering a Security Offering

Ward and Smith, P.A. on

There are many ways for a company to raise capital.  Two common ways are for the principals to inject their own cash or arrange for the company to borrow it. But most banks are unwilling to lend to a company that does not...more

Kilpatrick

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

Kilpatrick on

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

Orrick - Finance 20/20

SEC Amends Rules Governing Exempt Offerings

Orrick - Finance 20/20 on

On November 2, the Securities and Exchange Commission (SEC) amended its rules governing exempt offerings. The amendments intend to harmonize the “patchwork” framework currently in place that governs exempt offerings....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

Polsinelli

SEC Adopts Rules to Enhance and Improve “Patchwork” Exempt Offering Framework

Polsinelli on

On November 2, 2020, the Securities and Exchange Commission (“SEC”) adopted final rules under the Securities Act of 1933 (the “Securities Act”) expanding a number of private placement exemptions. The amendments were adopted...more

Steptoe & Johnson PLLC

SEC Securities Act Rules Simplified, Improved

Steptoe & Johnson PLLC on

The SEC amended the rules under the Securities Act of 1933 ("Act") to simplify, harmonize, and improve certain aspects of the exempt offering framework in order to promote capital formation while preserving or enhancing...more

Mintz - Securities & Capital Markets...

SEC Harmonizes and Improves “Patchwork” Private Offering Framework

On November 2, the SEC adopted amendments designed to harmonize and simplify the existing, complicated framework of private offering exemptions—the primary method by which private companies raise capital. The amendments...more

Fenwick & West LLP

SEC Adopts Amendments Facilitating Opportunities for Access to Additional Capital

Fenwick & West LLP on

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

Farrell Fritz, P.C.

Significant Exempt Offering Rule Reforms Approved by SEC to Facilitate Capital Formation

Farrell Fritz, P.C. on

On November 2, 2020, the SEC adopted significant rule amendments to simplify, harmonize and improve the exempt offering framework to facilitate capital formation and investment opportunities in startups and emerging...more

Cozen O'Connor

SEC Votes to Harmonize and Improve “Patchwork” Exempt Offering Framework

Cozen O'Connor on

On November 2, 2020, the U.S. Securities and Exchange Commission (the SEC), by a 3 – 2 vote, amended certain rules under the Securities Act of 1933 (the Securities Act) in order to harmonize, simplify, and modernize the...more

Mayer Brown Free Writings + Perspectives

SEC Open Meeting on Exempt Offering Framework

The Securities and Exchange Commission has announced an open meeting on November 2, 2020 to consider amendments relating to the exempt offering framework.  The SEC had released proposed amendments for public comment in March...more

Cozen O'Connor

SEC Proposes to Expand Private Offerings

Cozen O'Connor on

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

Hinshaw & Culbertson LLP

SEC Proposes Rule Changes Relating to Exempt Offerings Which Would Include Increases to Offering Limits

On March 4, 2020, the SEC proposed a set of amendments designed to simplify and improve the exempt offering framework. The SEC's stated goal is to make it easier for issuers to access the capital markets and to provide...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

Mayer Brown Free Writings + Perspectives

SEC Issues Concept Release on Harmonization of Securities Offering Exemptions

On June 18, 2019, the US Securities and Exchange Commission (SEC) issued a concept release soliciting “comment on possible ways to simplify, harmonize, and improve the exempt offering framework to promote capital formation...more

Sullivan & Worcester

SEC Issues Concept Release on Harmonization of Securities Offering Exemptions

Sullivan & Worcester on

The SEC yesterday requested public comment on ways to simplify, harmonize, and improve the exempt offering framework to expand private investment opportunities while maintaining appropriate investor protections and to promote...more

Sheppard Mullin Richter & Hampton LLP

Not So Fast – Challenges in Reincorporating from California to Delaware

There are several reasons that a California corporation may want to reincorporate to Delaware. Venture capital funds or other investors may demand a reincorporation to Delaware as a condition to financing. Cumulative voting...more

Morrison & Foerster LLP - JOBS Act

SEC Issues Revised C&DIs Reflecting Updates for Prior Amendments to Rules 147 and 504, the Repeal of Rule 505 and Clean-up Changes

On September 20, 2017, the staff of the SEC’s Division of Corporation Finance issued revised compliance and disclosure interpretations (“C&DIs”) for purposes reflecting updates for prior amendments to Securities Act Rules 147...more

Broker-Dealer Compliance + Regulation

The Guide to Social Media and the Securities Laws

The growing use of social media has created challenges for federal securities regulators, who must enforce antifraud rules that were written at a time when the prevailing technology was the newspaper. This Guide...more

McDermott Will & Emery

Capital Markets & Public Companies Quarterly: 2016 Goes Out with a Bang

McDermott Will & Emery on

As 2016 drew to an end, the US Securities and Exchange Commission (SEC) kept up its pace to close out a busy year. In addition to issuing proposed rules for universal proxies, the SEC released several new Compliance &...more

Morrison & Foerster LLP - JOBS Act

Rule 504 Small Entity Compliance Guide

The Securities and Exchange Commission recently released a Small Entity Compliance Guide for Issuers that provides a helpful summary of the exemption....more

Mintz

TechConnect - Your Law Firm Link to Industry News - December 2016

Mintz on

Letter from the Editors - Dear Readers, Our client, Benji Cohen, was running an Energy Markets Division at Macquarie when he had a lightbulb moment. Everywhere he looked valuation models were being put together in...more

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