Alert February 19, 2008

SEC Issues Adopting Release for Form D Electronic Filing Requirement and Form D Revisions

The SEC issued the formal release (the “Release”) adopting mandatory electronic filing of Form D, which an issuer uses to provide information to the SEC regarding an offering that relies on certain securities offering exemptions under the Securities Act of 1933, as amended, most notably Regulation D.  The Release also discusses amendments to Form D designed to update and simplify certain of its informational and procedural requirements.  Electronic filing of Form D will become mandatory on March 16, 2009 following a phase-in period during which electronic filing will be voluntary. The phase-in period begins September 15, 2008.  More detailed coverage of this development will appear in a future edition of the Alert.