PLIs Private Placements and Other Financing Alternatives 2013

Monday, April 15 1:00 PM BST to 1:10 PM BST


PLI presents an expert faculty of leading practitioners and regulators as we analyze current developments in private placements and hybrid financing transactions, including changes brought about by the adoption of the JOBS Act. We will discuss the basics of private placements and other exempt offerings. We will discuss recent changes to Regulation D effected by the Dodd-Frank Act and by the JOBS Act. We will address how changes brought about by the JOBS Act and the relaxation of the prohibition on general solicitation affect basic integration principles. You also will learn about Regulation A+/Section 3(b)(2), crowdfunding, staying private, Rule 701, Rule 144 and tacking issues, Section 4(a)(1-1/2) transactions, block trades, and financings in close proximity to one another. We also will address Regulation FD and other disclosure and communications issues arising in connection with undisclosed offerings.

What you will learn:

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

  • Changes to Regulation D arising from the Dodd-Frank Act and the JOBS ActGeneral solicitation

  • Resales of restricted securities, including the application of Rule 144, tacking issues, Section 4(a)(1-1/2), and block trades

  • Changes to the accredited investor definition, verification of investor status, and the bad actor rule

  • Regulation A+/Section 3(b)(2) and crowdfunding

  • Staying private longer, the modified Exchange Act reporting threshold, and private secondary trading markets

  • Integration principles and addressing offerings conducted in close proximity

  • Applying private placement techniques in hybrid financings, including PIPE transactions, registered direct offerings, and confidentially marketed public offerings

  • Rule 144A offerings and changes brought about by the JOBS Act

  • The effect of Regulation FD on private placements by public companies

  • Stock exchange issues affecting private placements

  • Hedging restricted stock

  • Change of control and other investments in distressed companies

Paul Hastings partner Taisa Markus is a featured panelist to discuss "Rule 144A Offerings" at 3:45 pm. Discussion topics to include:- 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

For additional information and to register, visit the PLI site here.

Get In Touch With Us

Contact Us