The Rise of Unicorns and the Decline of Public Markets

More than 35 years after the adoption of Regulation D, methods of capital-raising have changed dramatically, as amounts raised in exempt offerings now exceed those raised in registered offerings, and even very large private issuers defer registration as public companies. In order to advise clients how to plan their use of the capital markets, practitioners must know not only the rules for different types of exempt offerings but also the underlying reason for the trend toward exempt offerings.