SEC Division of Corporate Finance Issues New CD&Is Relating to General Solicitation and Regulation D -

On August 6, the Staff of the Division of Corporate Finance of the Securities and Exchange Commission (Staff) released new Compliance and Disclosure Interpretations (C&DIs) relating to “general solicitation” under Rule 502(c) of the Securities Act of 1933, including guidance as to the Staff’s position that a pre-existing, substantive relationship by an issuer or its agent with an investor is evidence that the offer and sale of securities to such investor did not involve a general solicitation. The new C&DIs also provide guidance relating to Form D (the form filed in connection with a Regulation D offering).