Integration Safe Harbors Chart | Practical Law

Integration Safe Harbors Chart | Practical Law

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Integration Safe Harbors Chart

Practical Law Checklist 3-381-9553 (Approx. 8 pages)

Integration Safe Harbors Chart

by Practical Law Corporate & Securities
MaintainedUSA (National/Federal)
This chart outlines the SEC integration rules and safe harbors applicable to multiple offerings of securities by an issuer. This chart should be used in conjunction with Practice Note, Multiple Offerings: Dealing with Integration. On November 2, 2020, the SEC adopted a set of rule amendments intended to simplify, harmonize, and improve the exempt offering framework to promote capital formation and expand investment opportunities while preserving investor protections. The amendments, in part, establish a new integration framework for determining whether multiple securities transactions should be considered part of the same offering in one broadly applicable rule. The amendments became effective on March 15, 2021. This Checklist should only be used for analysis of the integration of multiple offerings undertaken prior to March 15, 2021. For an explanation of the new integration framework, see Practice Note, Rule 152: Integration Framework for Exempt and Registered Offerings.