MoFo Authors Announce New Exempt and Hybrid Securities Offerings, Second Edition


Corporate Finance | Capital Markets

Press Release

NEW YORK, Nov. 28, 2011 /PRNewswire-USNewswire/ -- As attention in the United States has turned to promoting economic activity, the dialogue related to regulatory burdens and their effect on capital formation has taken on a new sense of urgency. In that regard, Practising Law Institute (PLI) is proud to announce the new Exempt and Hybrid Securities Offerings, Second Edition. This timely, up-to-date three-volume treatise provides comprehensive guidance and practice-tested instruction on structuring exempt and hybrid offerings.

The new Second Edition tackles many of the issues facing companies seeking to access the capital markets. New chapters focus on the basics of Regulation A and the Regulation A reform debate; private secondary trading markets; the use of special purpose vehicles to invest in the securities of privately held companies; the issues that arise for companies that choose to defer becoming a public company, such as the 500-holder rule; and the current debate regarding private placement reform.

Written by Anna T. Pinedo and James R. Tanenbaum (Morrison & Foerster LLP), Exempt and Hybrid Securities Offerings, Second Edition compiles their expertise as noted securities practitioners responsible for creating several of today's leading exempt and hybrid offering methodologies.

"Since the start of the financial crisis, exempt and hybrid transactions have become even more important, as fully marketed, traditional underwritten offerings have become more difficult to execute," says Ms. Pinedo.

"Some of the best known and largest companies, including financial institutions, have been able to take advantage of at-the-market offerings or confidentially marketed offerings to raise capital," added Mr. Tanenbaum.

Packed with checklists, transactional timelines, SEC guidance, and a wealth of time-saving sample documents, Exempt and Hybrid Securities Offerings, Second Edition describes the relative advantages and drawbacks of the most commonly used forms of exempt and hybrid offerings, while clearly explaining the mechanics of conducting private placements, traditional PIPE transactions, structured PIPE transactions, institutional (debt) private placements, Rule 144A offerings, Regulation S offerings, expedited shelf takedowns or wall-crossed or pre-marketed offerings, registered directs, and at-the-market offerings.

The authors have included practice pointers, extensive appendices and a separate forms volume. A CD-ROM containing the forms is also included. The three-volume Exempt and Hybrid Securities Offerings, Second Edition is $345 and is available for a 30-day free examination. To order a copy, please visit

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