Practice Note - The FAST Act’s Amendments to the Securities Act: Practical Implications for Issuers and Underwriters

On December 4, 2015, President Obama signed into law the Fixing America’s Surface Transportation Act, commonly referred to as the “FAST Act,” which includes a number of securities law provisions intended to facilitate capital formation by middle-market companies. Among these provisions are reduced disclosure requirements and other benefits that may aid emerging growth companies in the process of going public, streamlined reporting capabilities for smaller reporting companies—a class that is largely comprised of companies with large ownership stakes held by one or more large investors—and a new resale exemption to facilitate private placements of securities, the proceeds of which may be used for general corporate purposes or to fund specific projects, such as acquisitions. This Practice Note discusses the practical implications of these changes for potential issuers and underwriters of securities.

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