Frequently Asked Questions (FAQ)

What types of Equity Private Placements are monitored by PrivateRaise?

PrivateRaise currently concentrates its research/analysis efforts on two (2) types of Equity Private Placements:

Private Investments in Public Equity (PIPEs)

Unregistered:
Placements involving equity and/or equity-linked securities that are executed by Issuers in reliance upon certain registration exemptions as provided for under the Securities Act of 1933, as amended (Section 4(2), Regulation D, Regulation S).
Registered Direct:
Placements that involve the issuance of PRE-REGISTERED equity and equity-linked securities (e.g., shelf sale) by an Issuer to a LIMITED number of accredited Investors.

Rule 144A transactions

Placements that involve equity and/or equity-linked securities which are offered or sold by an Issuer ONLY to Qualified Institutional Buyers (QIBs) or to purchasers that the seller and any entity acting on behalf of the seller reasonably believes is a QIB.

Rule 144A Equity Private Placements typically involve intermediaries (e.g., investment banks and/or placement agents) acting as the Initial Purchasers of the securities and often involve the issuance of convertible securities.

Equity Private Placements must meet the following criteria:

Issuance Amount must be AT LEAST US$1.0 Million (at Closing or firmly commited to in the aggregate)

Placement must be executed by either: (i) a public company that is domiciled and/or has a primary listing in the U.S. or (ii) a public, foreign-based company that is dual-listed on any U.S. stock exchange or market and has consistent and/or significant trading activity (with limited exceptions):

• New York Stock Exchange (NYSE)
• American Stock Exchange (Amex)
• NASDAQ Global Select Market (NASDAQ - GS)
• NASDAQ Global Market (NASDAQ - GM)
• NASDAQ Capital Market (NASDAQ - CM)
• Over The Counter (OTC BB and OTC)

Note: PrivateRaise may in the future begin to monitor Equity Private Placements by Issuers who have their primary stock exchange listings outside of the U.S. as well as placements executed by private companies.