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Lifting the Ban on General Solicitations: Impact on Private Funds and Other Issuers

7 August 2013

On August 7, 2013 K&L Gates hosted "Lifting the Ban on General Solicitations: Impact on Private Funds and Other Issuers," in the firm's Boston office.

To listen to a recording of this event, click here.
Password: klgates

For event handout materials, click here.

For presentation materials, click here.

For years, operating companies, private funds and other issuers that have sought to raise capital from investors without having to comply with the time-consuming and expensive regulatory process associated with U.S. public offerings have struggled to comply with equally complicated and restrictive rules that regulate private offerings, such as the outright ban on general solicitation and general advertising. At Congress’ direction under the Jumpstart Our Business Startups Act, the Securities and Exchange Commission has adopted final rules that lift the longstanding ban on general solicitation and advertising for certain private offerings, all in an effort to facilitate capital-raising for job creators. During this complimentary program, we will review the recent rule changes and discuss the potential impact these changes may have on future offerings by private equity funds, hedge funds, operating companies and other issuers.

Topics included:

  • An overview of the rule changes that permit general solicitation and general advertising and related limitations.
  • Requirements applicable to advertisements.
  • Practical guidance on procedures issuers should consider adopting in order to take advantage of the new offering rules.
  • Risk of integration of offerings made in reliance upon the new rules with offerings made under other private placement regimes, both within the United States and abroad.
  • CFTC requirements that continue to prohibit marketing to the public.
  • A discussion of proposed additional rules designed to protect unsophisticated investors from the risks associated with general solicitations, but that, if adopted, could discourage issuers from using general solicitation and general advertising.