Speaking Engagement

PLI's Private Placements and Hybrid Securities Offerings 2017

Tuesday, May 23 12:15 PM EDT to 1:15 PM EDT

New York

Gain an understanding of the changing regulatory framework and market for private offerings.

Designed for corporate and securities attorneys, compliance professionals, control room personnel, bankers and allied professionals who deal with private placements and other exempt and hybrid offerings. Our expert faculty will address the changes to private and exempt offerings brought about by the JOBS Act, including matchmaking platforms, “accredited investor” crowdfunding, offerings using general solicitation, Rule 144A offerings, and the practical implications of these changes for issuers, broker-dealers and investment advisers. In addition, we will address the basics of private placements, sales of restricted securities, Rule 144 and Section 4(a)(1-1/2) transactions and block trades. The panelists will discuss the considerations that have led many companies to remain private longer and defer IPOs, while creating liquidity opportunities for holders through private secondary trading markets. Panelists will address the basics of traditional private placements, PIPE transactions, and Rule 144A transactions, as well as recent

Topics Include:

  • Basic framework relating to exempt offerings, including Section 4(a)(2) and Regulation D

  • Changes to accredited investor definition; accredited investor study

  • Guidance from the SEC Staff on “general solicitation” and “pre-existing substantive relationships”

  • Secondary sales of securities of privately held companies and pre-IPO private placements

  • The bad actor rule and practical implications

  • Special considerations for broker-dealers, investment advisers and funds engaged in private offerings

  • Regulation A+, Rule 144A offerings and other JOBS Act issues

Cathleen McLaughlin, Corporate partner in our New York office will be speaking at the confernece.

May 23, 2017 at 11:15amRule 144A Offerings and 4(a)(2) Debt Private Placements

  • Conditions for safe harbor

  • 144A for life deals

  • 144A offerings for reporting issuers

  • Structuring and marketing considerations and changes resulting from JOBS Act

  • Documentation and settlement issues

  • Overview of the 4(a)(2) debt private placement market and market practice

_Speakers: Stuart D. Fishman, Nicolas Grabar, Cathleen E. McLaughlin

_PLI New York Center1177 Avenue of the Americas, 2nd floorentrance on 45th streetNew York, NY 10036

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