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Due Diligence in a Rule 144A Regulation S Offering (Lexis Practice Advisor)
This practice note explains the due diligence process for an unregistered offering of debt securities that relies on Rule 144A and/or Regulation S under the Securities Act of 1933.
Resales of Rule 144A and Regulation S Securities (Lexis Practice Advisor)
This practice note discusses the rules and exemptions for reselling securities that are acquired in Rule 144A or Regulation S transactions. The practice note also explains the Section 4(a) (1½) and Section 4(a)(7) exemptions, which allow for private resales of restricted securities to accredited investors under certain circumstances.
Rule 144A Debt Offering vs. 4(a)(2) Debt Placement
This chart briefly summarizes some of the principal differences between a traditional Rule 144A offering of debt securities and an institutional (or “insurance”) private placement of securities.
Comparison of Financing Alternatives
This chart compares and contrasts in summary form different securities offering methodologies for the offer of debt securities by an entity that is not an SEC-reporting company.
Comparison of Offering Alternatives for Financial Institutions
This chart provides a summary comparison of alternative financing approaches that may be useful to non-US-domiciled financial institutions with US branches or subsidiaries.
Comparison of Debt Financing Alternatives
Oftentimes, a domestic (US) or foreign (non-US-domiciled) entity, including a bank or bank holding company, may consider funding alternatives, including the issuance of debt securities to US investors. In this chart we summarize some of the principal features and considerations to be taken into account when choosing among issuing debt securities pursuant to a registration statement, in reliance on the Section 3(a)(2) exemption for bank-issued securities, and in reliance on Rule 144A in a traditional Rule 144A offering involving an initial purchaser.