At today's Practising Law Institute conference on Private Placements and Hybrid Securities Offerings program, a representative of the SEC Staff shared some statistics on Rule 506 offerings. Since the September 2013 effective date of the amended Rule 506 rules, based solely on Form D filings there have been approximately 40,000 Rule 506(b) offerings, raising approximately $1.3 trillion in offering proceeds. During the same period, there have been approximately 3,300 Rule 506(c) deals raising approximately $42 billion in offering proceeds. There have been roughly 13 times more offerings made pursuant to Rule 506(b) versus Rule 506(c) and over 30 times more dollars raised in Rule 506(b) offerings than Rule 506(c) offerings. Of course, given that issuers often neglect to file Form Ds, this information may be incomplete.
We also got an update on Regulation A+ offerings. Since the June 2015 effective date, there have been 34 Form 1-As , which are now in the public stage, of which 16 are Tier 1 offerings and 18 are Tier 2 offerings. There are another 16 Form 1-As that are in the confidential stage, and, of these, 6 are Tier 1 and 10 are Tier 2 offerings. Notably, none use broker-dealers.
Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.
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