• Private Placement Practice under the New Rules Permitting General Solicitation and General Advertising
  • September 3, 2013
  • Law Firm: Fried Frank Harris Shriver Jacobson LLP - New York Office
  • As discussed in our firm memo dated August 6, 2013, the Securities and Exchange Commission issued new rules permitting general solicitation and general advertising in all Rule 144A and select Rule 506 offerings. As a result, issuers may begin to publicly market securities they intend to sell on a private basis, and offering participants need be less worried that an accidental mention of a contemplated offering during an earnings call or at an investor conference in response to a question may be found to constitute general solicitation, possibly resulting in the entire offering being deemed an unregistered public offering in violation of Section 5 of the Securities Act of 1933.