Rule 144A

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Rule 144a

SEC rule allowing qualified institutional buyers to buy and trade unregistered securities.

Rule 144A

An administrative rule under the SEC allowing, under certain circumstances, for qualified institutional investors to trade certain securities with other institutional investors without registering the trade with the SEC. The rule requires that the private placement be for investment purposes and not for resale to the general public. These securities are traded on the NASDAQ Portal Market; only NASDAQ members who are qualified institutional investors have access to it. Some firms may trade under Rule 144A as a prelude to an IPO.

Rule 144A

A 1990 SEC rule that facilitates the resale of privately placed securities that are without SEC registration. The rule was designed to develop a more liquid and efficient institutional resale market for unregistered securities.

Rule 144A.

Rule 144A of the Securities Act of 1933 makes it easier for private companies to raise money in US capital markets and for institutional investors to trade restricted securities not registered with the Securities and Exchange Commission (SEC).

Specifically, the rule allows private companies, both domestic and international, to sell unregistered securities, also known as Rule 144 securities, to qualified institution buyers (QIBs) through a broker-dealer. The rule also permits QIBs to buy and sell these securities among themselves. To be a QIB, the institution must control a securities portfolio of $100 million or more.

The NASDAQ Portal Market is an electronic trading platform for Rule 144A securities. Only NASDAQ members and QIBs have access to this platform.

Companies issuing unregistered securities may raise enough capital in the 144A market to remain private. They may also use a 144A offering as an intermediary step toward an initial public offering (IPO).

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References in periodicals archive ?

The offering was conducted pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended (the Securities Act).

United States : Zayo Group, LLC Closes $300M Senior Notes Offering

Rule 144A was adopted in 1990 by the SEC to attract foreign issuers to U.

Private securities exchanges

Russian telecomms company VimpelCom is reportedly to issue USD300m worth of five-year bonds to price by 9 February 2005, with UBS and JP Morgan managing the Rule 144a deal.

VimpelCom to issue USD300m 5-year bonds

In a Rule 144A offering, an investment bank or syndicate of investment banks purchases the securities from the company and then resells the securities to investors at a higher price.

The winding road to reward: Rule 144A securities offerings can be a good source of capital for mutual insurance companies, but getting there requires effort

The Discount Notes were offered only to qualified institutional buyers, as defined in Rule 144A under the amended Securities Act of 1933, and certain investors outside of the United States under Regulation S under the Securities Act.

Haights Cross completes $73.74 million senior discount note offering

Securities issued under Rule 144A do not have to file a public registration statement with the Securities and Exchange Commission, but can be sold only to qualified financial institutions.

The impact of Rule 144A debt offerings upon bond yields and underwriter fees

Finally, the study analyzes some recent occurrences affecting the market, including a credit crunch in the below-investment-grade segment, the adoption of Rule 144A by the Securities and Exchange Commission, and the changing role of commercial banks.

The economics of the private placement market

But the ultimate impact of Rule 144A on private placement issuers is unclear as yet.

Where can the middle market find capital?

The SEC recently adopted long-awaited Rule 144A, which establishes new requirements covering the purchase and resale of so-called restricted securities.

The adoption of Rule 144A: an alternative for companies entering U.S. capital markets

today announced that it has launched Best Markets[TM] in the United States -- a new private placement platform for common equity offerings by private companies under Rule 144A of the US Securities Act.

Bear Stearns Introduces Best Markets(TM), a New Platform for U.S. Private Placements

has replaced The Bank of New York Mellon as depositary for the Company's Rule 144A and Level I American Depositary Receipt ("ADR") programs, effective as of April 19, 2017.

Russian Federation : Notification of change of depositary

The notes will not be registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws, and are being offered only to qualified institutional buyers in reliance on Rule 144A under the Securities Act and outside the United States in accordance with Regulation S under the Securities Act.