Section Description Provided by Instructor
This course focuses on capital raising transactions, beginning with the initial public offering, and then moving to public offerings by mature companies, private placements and other exempt offerings, including those under Rule 144A and Regulation S. Special attention will also be given to the JOBS Act and other recent deregulatory efforts to simplify and expedite the offering process. Close study of the Securities Act of 1933 and the rules thereunder will thus be emphasized. The course will also cover the liability provisions of that Act and those of the Securities Exchange Act of 1934 of concern to offering participants. The regulation of market intermediaries will be covered only with respect to their capital raising activities. Students will also be introduced to the role of counsel in capital raising transactions, as well as the scope and nature of counsel's interaction with securities regulators. Some basic finance with respect to capital raising will be discussed.
Method of Evaluation
J.D. Writing Credit
Corporations is a pre-requisite. The course is also open to LLM students who have completed a course in Corporations or Business Associations.