
Early Days of Facebook Fundraising shows Power of Regulation D 506 Offering
For those of us who study early-stage company growth and look to past examples, Facebook is a prime one. From its early days of raising private capital to its often ballyhooed IPO, it is a model for rapid, sustainable, investor growth. However, what is often overlooked is that its path to public markets was paved
- Published in Regulation D

Proposed SEC Amendments to Regulation D, Form D and General Solicitation Modifications
Following the passage of the Jobs Act, none can deny the tectonic shift in securities laws and the government’s approach to capital formation across the board. Accordingly, the ubiquitous Form D is now the target of additional proposed rules that could affect how it will be deployed. Moreover, these proposed amendments can affect the strategies
- Published in Private Placement Memorandum, Regulation D

Rule 506(c) Regulation D “Bad Actor” Rules Recently Clarified by Securities and Exchange Commission
While new Rule 506(c) promises to transform the regulation D fundraising landscape, there are the so called “bad actor” companion rules that any one raising money pursuant to 506(c) must pay close attention to. In particular, on July 10, 2013, the U.S. Securities and Exchange Commission (“SEC”) adopted amendments to Rule 506 of the Securities
- Published in Regulation D

Regulation D Rule 506(c) and Rule 506(d) Overview and Basics
As of September 2013, the Jumpstart Our Business Startups Act of 2012 ( “JOBS Act”) has discontinued a near century old bar on general solicitation and advertising for private offerings. As a result,, startups, and mature private companies may now broadcast to the world at large that such companies are conducting a private offering under
- Published in Regulation D