SEC Adopts Rules Affecting Private Offerings

The SEC adopted new rules under the title "Facilitating Capital Formation and Expanding Investment Opportunities by Improving Access to Capital in Private Markets." The concept release from which this rulemaking arose signaled the potential for a grand harmonization of the various private offering exemptions.¹ This rulemaking achieved important, but far more modest, objectives. The new rules tackle the nuts and bolts of various aspects of private offerings – integration, general solicitation and accredited investor verification, among others – and seek to reduce sources of regulatory friction. The result should help improve the efficiency of the private markets and provide more certainty for issuers that access them.