• SEC Adopts Final Rules Regarding General Solicitation and Advertising in Private Securities Offerings and Proposes New Form D Requirements
  • July 23, 2013
  • Law Firm: Alston Bird LLP - Atlanta Office
  • On July 10, 2013, the Securities and Exchange Commission held an open meeting at which it adopted amendments to Rule 506 of Regulation D and Rule 144A under the Securities Act of 1933 (the Securities Act), as directed by Section 201(a) of the Jumpstart Our Business Startups Act (the JOBS Act). The revised rules remove the historic restriction on general solicitations in private offerings by allowing issuers who rely on the revised sections of Rule 506 and Rule 144A, including private funds, to publicly advertise the offering of securities and engage in other forms of general solicitation without having to register the transaction with the SEC, provided such issuers comply with the other requirements of such rules. This means that issuers will be permitted to market unregistered securities on the Internet, television, radio and in other mass media, even though unregistered securities can generally only be sold to accredited investors or qualified institutional buyers (QIBs).