Regulation M Review:
The Latest Developments

PLI Webcast

05 Mar 2012 01:00 p.m. - 02:00 p.m. EST

Katie Koropey
(212) 336-4048

The SEC’s Regulation M governs the activities of underwriters, issuers, selling security holders, and others in connection with offerings of securities, precluding manipulative conduct by persons with an interest in the outcome of an offering. Specifically, Regulation M, among other things, prohibits issuers, selling security holders, underwriters, broker-dealers and other distribution participants from directly or indirectly bidding for, purchasing or attempting to induce any person to bid for or purchase any security that is the subject of the distribution during the applicable restricted period. An understanding of Regulation M and the latest developments affecting Regulation M is critical for representing issuers, selling security holders and underwriters in many types of securities transactions.

Topics Will Include:
  • An overview of the operation of Regulation M;
  • Proposed amendments to Regulation M, including recently proposed amendments under the Dodd-Frank Act;
  • Regulation M considerations in connection with share repurchase programs;
  • The applicability of Regulation M in popular offering structures, including PIPEs, registered directs, at-the-market offerings and pre-marketed offerings;
  • Regulation M issuers for mergers and acquisitions transactions;
  • Considerations with short selling restrictions in Regulation M; and
  • SEC Enforcement activity under Regulation M.



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