Jobs Act Program 2 - Private Placements & Other Exempt Offerings
Duration: 91 minutes
The Jumpstart Our Business Startups Act, known as the JOBS Act, passed and signed into law in 2012, makes a number of changes in securities regulations. While some portions went into effect immediately, others awaited rulemaking approval by the SEC, including Title II, for which changes were adopted July 20, 2013, to be effective 60 days after publication. In this second of two courses discussing this legislation, Anna Pinedo, a partner in the New York office of Morrison Foerster, LLP, who focuses on securities and derivatives, and David Lynn, a partner in Morrison Foerster’s Washington, D.C., office as well as co-chair of the firm’s corporate finance practice and a former chief counsel of the SEC’s Division of Corporation Finance, talk about Titles II through VI of the JOBS Act.
The presentation begins with a look at changes to Title II of the JOBS Act that eliminate the ban on general solicitation. Also discussed in connection with Title II are disqualification rules and “matchmaking” services. In explaining Title III, which he says has attracted more attention than any other part of the Act, Lynn talks about crowdfunding and the rules governing it. Pinedo discusses Title IV, sometimes referred to as Regulation A+, which incorporates changes concerning the rules for Regulation A mini public offerings. Finally, Titles V and VI deal with thresholds requiring mandatory registration of equities securities with the SEC. Pinedo and Lynn conclude the presentation by briefly introducing some of the other discussions that have arisen in connection with this legislation, including revisiting the definition of an accredited investor, facilitating companies that want to remain private longer, and a different approach to mandating public disclosures.
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