Bass, Berry & Sims attorney Jay Knight will serve as a faculty member for Practising Law Institute’s (PLI) program, “Private Placements and Hybrid Securities Offerings 2021.” This program includes multiple sessions for attendees which cover the analysis and discussion on the changing regulatory framework and market for private and hybrid offerings. Jay will co-present in three sessions on April 19, 2021.
In the 10:00 AM EST session titled, “Rule 506(c); Rule 504; General Solicitation; and New Test the Waters Communications,” Jay will co-present with Meredith B. Cross of WilmerHale, Sara Hanks of CrowdCheck and Jennifer A. Zepralka of the U.S. Securities and Exchange Commission Office of Small Business Policy. Panelists will discuss Rule 506(b) versus Rule 506(c), investor verification and amendments, guidance from the SEC staff on general solicitation, and Rule 504 and amendments to the rule and generic test the waters communication, among others.
For the 11:45 AM EDT session titled, “Financings in Close Proximity to One Another,” Jay and panelists will cover the historic integration framework of five factors test and no action letter guidance, the SEC’s Concept Release discussion of integration, new integration safe harbors and hypothetical scenarios and integration analysis. Jay’s co-panelists for this session include Meredith B. Cross of WilmerHale, Thomas J. Kim of Gibson Dunn & Crutcher and Jennifer A. Zapralka of the U.S. Securities and Exchange Commission Office of Small Business Policy.
Jay’s final session at 1:45 PM EDT, titled, “Resales of Restricted Securities; Secondary Sales of Securities of Privately Held Companies,” will discuss Rule 144 overview and satisfying Rule 144 conditions, Section 4(1-1/2) versus Section 4(a)(7); legal opinions regarding resales, liquidity opportunities for existing security holders, concept Release questions raised on secondary sales and legal considerations for secondary sales of privately held company stock. His co-presenters include Christopher H. Giampapa of Equity Zen and Raphael M. Russo of Paul, Weiss, Rifkind, Wharton & Garrison LLP.
The PLI Private Placements and Hybrid Securities Offerings 2021 program will be held on April 19-20, 2021. For more information and registration, please visit the PLI website.