The Ins And Outs Of SEC's Expanded 'Test The Waters' Rule

Law360 (October 7, 2019, 3:50 PM EDT) -- On Sept. 25, the U.S. Securities and Exchange Commission adopted new Rule 163B under the Securities Act which permits oral and written communications between prospective issuers and certain potential investors prior to or following the filing of a registration statement, to determine whether such potential investors might have an interest in a contemplated registered securities offering.

Historically, the gun-jumping provisions of Section 5 of the Securities Act restricted oral and written communications with investors prior to the filing of a registration statement. In 2012, Congress passed the Jumpstart Our Business Startups Act, which, pursuant to Section 5(d) of the Securities Act,...

Stay ahead of the curve

In the legal profession, information is the key to success. You have to know what’s happening with clients, competitors, practice areas, and industries. Law360 provides the intelligence you need to remain an expert and beat the competition.


  • Access to case data within articles (numbers, filings, courts, nature of suit, and more.)
  • Access to attached documents such as briefs, petitions, complaints, decisions, motions, etc.
  • Create custom alerts for specific article and case topics and so much more!

TRY LAW360 FREE FOR SEVEN DAYS