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ARTICLE · 11 JANUARY 2021

Registered Direct Offerings

In a registered direct offering, commonly known as an RD, a company engages a placement agent to privately and confidentially market its securities on a "best efforts" basis to a targeted group of

United StatesCorporate/Commercial Law

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In a registered direct offering, commonly known as an RD, a company engages a placement agent to privately and confidentially market its securities on a "best efforts" basis to a targeted group of institutional investors. After the placement agent has built the book, the company uses an effective registration statement on Form S-3 to effect a "takedown" from the shelf. While this type of offering has characteristics of a private offering, the shares issued in an RD are registered and freely tradeable. If properly structured on the front end, an RD can be conducted on a short timetable, making it an appealing choice for fundraising in volatile markets.

Pros:

  • Short timeframe - RDs can be completed more quickly than traditional firm commitment offerings.

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