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Private Placements & Exempt Offerings

Private placements and exempt offerings provide companies with a streamlined, cost-effective way to raise capital without the extensive disclosure and registration requirements of a public offering. These exemptions—often used by startups, emerging growth companies, and private issuers—allow businesses to access investors efficiently while remaining compliant with federal and state securities laws.

Articles

Rule 506(b) and Rule 506(c) Private Placements under Regulation D

The SEC’s Office of Investor Education and Advocacy recently issued an Investor Bulletin to educate investors about investing in unregistered securities offerings, sometimes called private placements, under Regulation D of the Securities Act. Rule 50…

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SEC Regulation D Rule 506(b) and Regulation D Rule 506(c)

Each offer and sale of a security must be (a) registered with the Securities and Exchange Commission (SEC); or (b) subject to an exemption from registration under the Securities Act of 1933, as amended (the “Securities Act”). Both private and publicl…

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The Section 4(a)(2) Exemption – Exempt Offerings

Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”) provides an exemption from the SEC’s registration statement requirements for transactions by an issuer and do not involve a public offering of securities. Section 4(a)(2…

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Raising Money For Your Business – Private Placement Memorandums

A Private Placement Memorandum is sometimes referred to as a confidential offering circular or an offering memorandum. Private Placement Memorandum’s are used by private companies who intend to stay private and as part of a going public transaction. …

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When Private Placements Go Public – Rule 506-c Attorneys

Rule 506 of Regulation D of the Securities Act of 1933 (the “Securities Act”) provides for a private placement exemption from federal securities registration which is increasingly being used by companies seeking to raise capital prior to going public…

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What is a Private Placement Memorandum? Rule 506 Attorneys

A private placement memorandum (“PPM”) is also referred to as a confidential offering circular or memorandum. PPM’s are used by private companies in going public transactions and by existing public companies to raise capital by selling either debt or…

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Additional Resources

For a deeper understanding of private placements and exempt offerings, explore the resources provided below.

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