US private placement: Difference between revisions
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Exemptions from requirement to register under the Securities Act as an investment company | Exemptions from requirement to register under the Securities Act as an investment company | ||
====Rule 3a-7==== | ====Rule 3a-7==== | ||
Rule 3a-7 of the [[Investment Company Act of 1940]] excludes issuers of asset-backed securities (ABS) from the definition of “investment company” where their securities are either rated<ref>In 1 of the 4 highest categories assigned to long-term debt, or an equivalent for short-term debt, by at least one nationally-recognised statistical rating agency.</ref> or purchased exclusively by [[qualified purchaser]]s<ref> | Rule 3a-7 of the [[Investment Company Act of 1940]] excludes issuers of [[asset-backed securities]] (ABS) from the definition of “investment company” where their securities are either rated<ref>In 1 of the 4 highest categories assigned to long-term debt, or an equivalent for short-term debt, by at least one nationally-recognised statistical rating agency.</ref> or purchased exclusively by [[qualified purchaser]]s<ref>Or “[[accredited investor]]s” or “[[qualified institutional buyers]]”</ref> and who do not make public offerings of their securities. | ||
Rule 3a-7 does not qualify for the Volcker “covered fund” exemption. | Rule 3a-7 does not qualify for the Volcker “covered fund” exemption. | ||
Rule 3a-7 under the Investment Company Act of 1940 upon the satisfaction of certain conditions. | [[Self-liquidating securities]] are securities that are backed by assets that generate cash flows to repay the securities. For example, mortgage-backed securities are self-liquidating because they are backed by mortgages that produce monthly payments | ||
Rule 3a-7 under the Investment Company Act of 1940 upon the satisfaction of certain conditions. | |||
====Rule 3c-7==== | ====Rule 3c-7==== | ||
Permits qualifying private funds that do not plan to issue an IPO and which sells to [[qualified purchaser]]s to qualify for the 3C7 exemption | Permits qualifying private funds that do not plan to issue an IPO and which sells to [[qualified purchaser]]s to qualify for the 3C7 exemption | ||
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Common for insurance companies | Common for insurance companies | ||
standard form NAIC form of placement documents | standard form NAIC form of placement documents | ||
{{sa}} | {{sa}} | ||
{{ref}} | {{ref}} | ||
Revision as of 09:44, 28 February 2023
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The Law and Lore of Repackaging
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Risk retention rules
Commodity pool operator
If you have a swap securitised with multiple investors. Physically settled forwards are not included in definition of swap.
Investment Company Act of 1940
Exemptions from requirement to register under the Securities Act as an investment company
Rule 3a-7
Rule 3a-7 of the Investment Company Act of 1940 excludes issuers of asset-backed securities (ABS) from the definition of “investment company” where their securities are either rated[1] or purchased exclusively by qualified purchasers[2] and who do not make public offerings of their securities. Rule 3a-7 does not qualify for the Volcker “covered fund” exemption.
Self-liquidating securities are securities that are backed by assets that generate cash flows to repay the securities. For example, mortgage-backed securities are self-liquidating because they are backed by mortgages that produce monthly payments
Rule 3a-7 under the Investment Company Act of 1940 upon the satisfaction of certain conditions.
Rule 3c-7
Permits qualifying private funds that do not plan to issue an IPO and which sells to qualified purchasers to qualify for the 3C7 exemption
4(a)(2)
Held outside clearing system in definitive global registered form Common for insurance companies standard form NAIC form of placement documents
See also
References
- ↑ In 1 of the 4 highest categories assigned to long-term debt, or an equivalent for short-term debt, by at least one nationally-recognised statistical rating agency.
- ↑ Or “accredited investors” or “qualified institutional buyers”