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Why You Should Attend
Join our expert faculty of leading practitioners and regulators as they discuss and analyze the changing regulatory framework and market for private offerings. We begin by addressing the basics of private placements, sales of restricted securities, Rule 144 and Section 4(a)(1-1/2) transactions and block trades. We also address the changes to private and exempt offerings brought about by the JOBS Act, including matchmaking platforms, “accredited investor” crowdfunding, offerings using general solicitation, Rule 144A offerings, and the practical implications of these changes for issuers, broker-dealers and investment advisers. The panelists will discuss the considerations that have led many companies to remain private longer and defer IPOs, while creating liquidity opportunities for holders through private secondary trading markets. Panelists will also address the basics of traditional private placements, PIPE transactions, and Rule 144A transactions, as well as recent developments affecting each of these capital-raising alternatives.
What You Will Learn
- Review the basic framework relating to exempt offerings, including Section 4(a)(2) and Regulation D
- Hear guidance from the SEC Staff on “general solicitation” and “pre-existing substantive relationships”
- Learn about resales of restricted securities; secondary sales of securities of privately held companies and private secondary markets
- Gain an understanding of pre-IPO private placements and late-stage or “cross-over” private placements
- Understand the special considerations for broker-dealers, investment advisers and funds engaged in private offerings
- How to structure, document, and execute: a private placement to institutional investors, a PIPE transaction, a Rule 144A offering, an At-the-Market offering, and a confidentially marketed public offering (“CMPO”)
Who Should Attend
This program is designed for corporate and securities attorneys, compliance professionals, control room personnel, bankers and allied professionals who deal with private placements and other exempt and hybrid offerings.
Program Level: Overview
Intended Audience: This program is designed for corporate and securities attorneys, compliance professionals, control room personnel, bankers and allied professionals who deal with private placements and other exempt and hybrid offerings.
Advanced Preparation: None