Tagged: general solicitation

October 19, 2017 @ 8:00 pm By Scott Andersen  |  

Even with the flexibility provided to Regulation D private placement offerings by Title II of the JumpStart Our Business Startups (JOBS) Act, U.S. Securities and Exchange Commission (SEC) data has consistently shown that most Regulation D offerings continue to raise capital under traditional Rule 506(b). … Read More

May 9, 2017 @ 6:59 am By Jonathan Nieh  |  

Welcome to Part 1 of a series discussing the various ways an issuer can easily screw up their offering. In this part, we’ll be talking about general solicitation as it applies to Regulation D (Reg D) offerings. For those that are unaware, Reg D is, for… Read More

May 8, 2017 @ 3:41 pm By JD Alois  |  

The Financial Choice Act is a valiant effort to address the profound shortcomings of the Dodd-Frank law. Dodd-Frank has been lambasted as regulatory overreach driven by politicians that really don’t quite understand what they are doing. At worst, Dodd-Frank has institutionalized too big to fail…. Read More

August 10, 2016 @ 10:47 pm By Scott Andersen & George S. Georgiades  |  

General solicitation is growing for securities offerings conducted under Rule 506(c) and Reg A+ Tier II in the US.  A more limited form of general solicitation is also available to issuers participating in offerings pursuant to Title III of the JOBS Act (Crowdfunding).  Issuers may… Read More

April 28, 2016 @ 6:01 pm By JD Alois  |  

The HALOS or Helping Angels Lead Our Startups Act (HR 4498) received solid bi-partisan support this week as it was passed by the House of Representatives on a vote of 325 for and 89 against.  This past March the bill easily made its way through… Read More

March 28, 2016 @ 4:00 am By Samuel Guzik  |  

  It’s been five months or so since the SEC published its long awaited investment crowdfunding rules.  Though Congress dictated that this task be completed by the end of 2012, the SEC missed the mark by nearly three years.  Now, with rules in hand, and… Read More

August 14, 2015 @ 4:00 pm By Anthony Zeoli  |  

Last week the Securities and Exchange Commission (SEC) responded to a “no-action” letter (RE: Citizen VC, Inc.) concerning the establishment of “substantive relationships” with previously unknown potential investors and what constitutes “general solicitation” in the context of a private securities offering. The SEC also issued… Read More

October 7, 2014 @ 8:10 am By Anthony Zeoli  |  

In a prior post “SEC Releases New Guidance On Intrastate Offerings,” I briefly reviewed Compliance and Disclosure Interpretations (“CDIs”)  numbers 141.03, 141.04 and 141.05 released by the SEC in April relating to securities offerings made pursuant to Rule 147 and Section 3(a)(11) of the Securities… Read More

April 15, 2014 @ 10:43 am By Charles Luzar  |  

Intrastate crowdfunding exemptions are on the rise as legislators continue to exhibit interest in allowing small businesses to raise money online. However, several questions remain regarding how to effectively advertise these offerings without running afoul of securities regulations. According to an article in the National… Read More

April 8, 2014 @ 7:02 pm By JD Alois  |  

In a double header day, SEC Commissioner Kara M. Stein also addressed the North American Securities Administrators Association (NASAA) at their 2014 Public Policy conference in Washington, DC. Introduced by NASAA President Andrea Seidt from Ohio, Commissioner Stein dove right in to addressing the pressing… Read More

March 28, 2014 @ 1:02 pm By JD Alois  |  

The Director, Division of Corporation Finance at the Securities and Exchange Commission, Keith Higgins, gave the keynote address at the Angel Capital Association Summit in Washington, DC today. Higgins, who has been in the thick of rulemaking with the JOBS Act and correspondingly all types of… Read More

March 20, 2014 @ 10:26 am By JD Alois  |  

In the keynote address delivered today in London to the Annual Institute on Securities Regulation in Europe, Keith Higgins, Director, Division of Corporate Finance at the SEC, talked JOBS Act and crowdfunding. The speech titled The New World of Capital Formation jumped right into the… Read More

February 18, 2014 @ 11:46 am By Charles Luzar  |  

angelMD shared this video with us featuring Counselor@Law blogger Bill Carleton. In the clip, Carleton explains Rule 506(c) and general solicitation. It’s a good overview of changes brought on by Title II of the JOBS Act. In particular, Carleton does a great job of laying… Read More

January 30, 2014 @ 8:00 am By Georgia Quinn  |  

Dos and Don’ts of General Solicitation and the Use of Social Media in Debt/Equity-Based Crowdfunding Online crowdfunding used to raise capital through the sale of debt and equity interests in companies has opened a new and much needed financing method for small and startup businesses…. Read More

January 25, 2014 @ 1:20 pm By Charles Luzar  |  

Last updated Sunday, January 26 at 11:52 AM Crowdnetic‘s umbrella of crowdfunding-related companies includes CrowdWatch, a deal aggregator for the nascent Rule 506(c) marketplace. It’s comprised of issuers Crowdnetic is calling PIPR’s, or Private Issuers Publicly Raising. As part of the JOBS Act under Title… Read More

January 8, 2014 @ 11:10 am By Charles Luzar  |  

As they do every year, FINRA has released a letter outlining their priorities for the forthcoming year. Regulatory changes prompted by the passage and implementation of the JOBS Act are featured heavily in the letter as risks that mandate diligence on behalf of FINRA. Issues… Read More

December 12, 2013 @ 9:54 am By Charles Luzar  |  

Annemarie Tierney is General Counsel for SecondMarket, an online marketplace for buying and selling illiquid assets in the United States. SecondMarket burst onto the scene during the run-up to the Facebook IPO by facilitating transactions in Facebook shares sold by Facebook employees to members of… Read More

November 20, 2013 @ 11:27 am By Charles Luzar  |  

Howard Leonhardt and his venture firm Leonhardt Ventures are making use of a new exemption under Rule 506(c) of Regulation D to solicit funding from accredited investors. The money will go towards funding a cadre of businesses participating in his Cal-X Stars accelerator. Leonhardt explains… Read More

November 16, 2013 @ 12:12 pm By Charles Luzar  |  

The advertisement at the right was run by a Chicago-based company called American Homeowner Preservation (AHP). The crowdfunding site allows accredited investors to purchase shares of distressed mortgage pools. The irony came when the ad at the right ran on Bankrate.com, a site that specializes… Read More

October 28, 2013 @ 9:50 am By Charles Luzar  |  

Taylor English | Analysis of Crowdfunding Rules Relating to issuers This week we expect many interests in the world of securities to publish their breakdowns of the proposed rules for equity crowdfunding in the United States. We’ll be collecting them throughout the week. Here, law… Read More