Top 10 Practice Tips: Private Placements


This top 10 practice tips discusses practice points that you should be mindful of in steering a private placement transaction from start to finish. In recent years, the staff of the U.S. Securities and Exchange Commission (SEC) has undertaken initiatives to bolster capital formation and to harmonize existing private placement frameworks, including by adopting rules that provide companies more flexibility to access U.S. capital markets. As a result, several exemptions from registration have been introduced, expanded, and revised, providing companies with a broad range of potential private financing opportunities that can be executed more quickly and with less expense than traditional public registered securities offerings. However, the rapidly changing legal and regulatory landscape has also introduced additional nuance and complexity to be considered in the context of these offerings.