• Permissible Use of Free Writing Prospectuses
  • January 4, 2006
  • Law Firm: Sutherland Asbill & Brennan LLP - Washington Office
  • The SEC stated in the Final Rules that it believes "that written communications during the offering process are unnecessarily restricted, even with the substantial relaxations in restrictions on communications resulting from [the other Reforms]." In addition, the SEC indicated that it intended to resolve the tension that previously existed between ongoing issuer communications and the Securities Act in favor of ongoing communications. As a result, the Final Rules permit what has been termed as "free writing prospectuses" to be used after a registration statement has been filed and if certain other conditions are satisfied without violating the "gun-jumping" provisions of Section 5 of the Securities Act.