SEC issues rule amendments permitting general solicitation in offerings under Rules 506 and 144A and adopting 'bad actor' disqualification provisions for Rule 506 offerings

On July 10, the SEC adopted highly-anticipated rule amendments that eliminate the prohibition against “general solicitation” and “general advertising” in securities offerings conducted in accordance with Rule 506 of Regulation D and Rule 144A under the Securities Act. The amendments, which implement Section 201(a) of the Jumpstart Our Business Startups Act (JOBS Act), dramatically expand the types of communications that operating companies and private funds may use to solicit investors in private offerings conducted in reliance on the rules. Issuers and persons acting on their behalf in such offerings now will be permitted to find investors through a public process. The rule amendments will be effective on September 23, 2013. The SEC’s adopting release for the amendments (Release No. 33-9415) can be viewed here.

Read more: SEC issues rule amendments permitting general solicitation in offerings under Rules 506 and 144A and adopting “bad actor” disqualification provisions for Rule 506 offerings


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