The purpose of this paper is to describe recent amendments to Rule 144 of the Securities Act of 1933 concerning holding periods and resale of privately placed securities.
The paper describes key changes with respect to shortened holding periods, elimination of most requirements for non‐affiliates, and relaxation of requirements for sale of debt securities.
The paper finds that the SEC has adopted significant amendments to Rule 144 that will increase the liquidity of privately placed securities and ease the burden on issuers caused by having to grant burdensome registration rights. The amendments shorten the holding periods before affiliates and non‐affiliates may sell restricted securities and otherwise loosen restrictions on the public resale of equity and debt securities acquired in private placements.
The paper is a useful guide to rule changes written by experienced securities lawyers.
