New M&A Broker Exemption From SEC Registration: Key Elements, Excluded Activities, Practical Considerations
Understanding the Exemption's Benefits, Limitations, and Impact on M&A Deals
Recording of a 90-minute premium CLE video webinar with Q&A
This CLE webinar will analyze the recently enacted federal M&A broker exemption from SEC registration. The panel will discuss the benefits and limitations of the exemption, the practical considerations for complying with broker registration requirements under both federal and state securities laws, and the implications of the new exemption on M&A deals.
- Key terms of the new federal statutory exemption
- M&A broker
- Eligible privately held company
- Excluded activities
- State law requirements
- Practical considerations and next steps
The panel will review these and other key issues:
- What is the background regarding the new federal registration exemption for M&A brokers?
- What are the key terms, elements, and definitions of the new exemption?
- What are the benefits and limitations of the new exemption?
- Does the new federal exemption preempt state broker registration requirements?
- What are the key takeaways and practical considerations of the new exemption on M&A deals?
Daryl B. Robertson
Hunton Andrews Kurth
Mr. Robertson’s practice focuses on business and finance transactions, entity formation, M&A, and securities... | Read More
Mr. Robertson’s practice focuses on business and finance transactions, entity formation, M&A, and securities law. He has experience in sophisticated and complicated business transactions in various practice areas, including corporate, commercial real estate, private equity, oil and gas, and secured lending. He represents entrepreneurs, hospitality firms, REITs, private equity investors, financial institutions and other businesses in a wide variety of matters, including purchases and sales of hotels, restaurants, oil and gas, and other real estate properties, formation of real estate investment funds, sales of REITs, commercial and real estate loans, oil and gas production loans, private and public offerings of securities, securities reporting for public companies, management agreements and leases for hotels, office buildings and oil and gas properties, joint venture and partnership agreements, asset securitizations, merger agreements, purchase and sale agreements, shareholders' agreements, and the structuring and documentation of other transactions of wide variety. Mr. Robertson is a frequent author and lecturer on a variety of legal topics.Close
Eden L. Rohrer
Ms. Rohrer concentrates her practice in securities broker-dealer regulatory, compliance, enforcement defense,... | Read More
Ms. Rohrer concentrates her practice in securities broker-dealer regulatory, compliance, enforcement defense, litigation and arbitration matters in the financial services and fintech industries. She advises emerging and established companies on the development, regulation and operation of funding portals, capital raising platforms and trading platforms, including in connection with angel investing, crowdfunding, in the private and public securities markets. Ms. Rohrer’s practice involves all aspects of broker-dealer regulation, including Self-Regulatory Organization membership, cross border transactions and chaperoning of foreign broker-dealers (under SEC Rule 15a-6). She also provides regulatory guidance to investment banking clients in connection with securities offerings and related trading issues. Ms. Rohrer is a leader in the M&A Broker space as one of the six lawyers who authored the request to the SEC for No-Action relief for mergers and acquisition brokers—the M&A Brokers No-Action Letter. The M&A Brokers Letter allows M&A brokers to receive transaction-based compensation without registering as securities brokers with the SEC.Close