Six months after the Securities and Exchange Commission rewrote the rules for offering securities for sale, one fact is clear: Kiss the days of the dowdy, rigidly regulated prospectus goodbye.
Back in December, in an effort to modernize the offering process, the SEC adopted reforms that, among other things, loosened the rules around what companies can say about initial public offerings and secondary offerings. Previously, any written communication outside of the statutory prospectus was an illegal prospectus. With the reforms, eligible issuers have the ability to use a “free writing prospectus”—that is, a written communication, including in electronic form, that constitutes an offer outside the statutory prospectus.
