Rule 506(b) Securities Offerings: Leveraging 506(b) Placements, Comparison to Rule 506(c) Offerings
Navigating Rules for Solicitation and Accreditation Process for Non-Accredited Investors
Recording of a 90-minute premium CLE/CPE webinar with Q&A
This CLE course will compare and contrast four types of private securities offerings under SEC Rule 506 utilizing different types of solicitation tools:
- Rule 506(b) without using a technology platform to communicate the offering to investors
- Rule 506(b) using a technology platform to communicate the offering to investors
- Rule 506 (c) using a technology platform
- Rule 506 (c) using social media or other forms of general solicitations
The webinar will discuss the benefits and drawbacks of 506(b) offerings, with particular focus on issues of solicitation and recent SEC guidance and no-action letters. The program will address the issues raised by including non-accredited investors in the offering, and authenticating the status of accredited investors.
Outline
- Distinction between Rule 506(b) and Rule 506(c)
- Benefits and drawbacks of 506(b) offerings
- Use of general solicitation and advertising
- Marketing to unaccredited investors
- Determining whether an investor meets the accredited investor definition
- Defining "general solicitation" and use of 506(b) by technology platforms
- Inclusion of non-accredited investors in a 506(b) offering
- Using special purpose vehicles (SPVs) to syndicate offerings
Benefits
The panel will review these and other key issues:
- When may a 506(b) offering be more suited than a 506(c) offering?
- What guidance does the SEC’s 2015 Compliance and Disclosure Interpretations (C&DIs) provide on establishing “preexisting” and “substantive” relationships?
- How does the accreditation process differ between 506(b) and 506(c) offerings?
Faculty
Matthew A. Cordell
Atty
Ward and Smith
Mr. Cordell's practice encompasses a broad spectrum of business and regulatory matters, with a particular emphasis... | Read More
Mr. Cordell's practice encompasses a broad spectrum of business and regulatory matters, with a particular emphasis on financial institutions and financial services. He handles business transactions, securities offerings and reporting, mergers and acquisitions, corporate matters, lending and financing, consumer protection compliance, and privacy and information security issues, as well as a variety of matters involving government and quasi-governmental entities. He is a frequent writer and speaker on privacy and information security issues, as well as on corporate, banking and commercial law matters.
CloseKnox Proctor
Atty
Ward and Smith
Mr. Proctor counsels financial institutions with corporate and regulatory matters, securities reporting, and mergers... | Read More
Mr. Proctor counsels financial institutions with corporate and regulatory matters, securities reporting, and mergers and acquisitions. He also advises on trust issues, securities brokerage, investment advice and asset management services, and insurance services. He serves on North Carolina Bar Association committees that deal with legislative issues affecting financial institutions and trust administration. Prior to joining his firm, he served as related financial services counsel for one of North Carolina's major multi-bank holding companies. He has authored many articles on Rule 506.
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James F. Verdonik
Atty
Ward and Smith
Mr. Verdonik is leader of his firm's Securities Practice Group. His practice focuses on corporate and... | Read More
Mr. Verdonik is leader of his firm's Securities Practice Group. His practice focuses on corporate and securities law, including both transactional and counseling work. His transactional work includes public and private securities offerings, venture capital investments, mergers and acquisitions, and corporate partnership transactions on behalf of both public and private companies. He has advised companies in more than a billion dollars of capital raising transactions.
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