BGOV Bill Analysis: H.R. 3381, Public Offering Solicitations

A Securities and Exchange Commission rule allowing more companies to “test the waters” with potential investors, to gauge interest in a public offering, would be codified under H.R. 3381.

The September 2019 rule allows all issuers — companies that sell securities — to communicate with investors before or after filing an SEC registration statement, which provides information to investors and is required for public sale.

The measure also would largely codify SEC guidance allowing all issuers to submit draft registration statements confidentially for review before an initial public offering, initial registration of a security, or subsequent offerings. The SEC ...