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Forums > Insider Trading & Informational Barriers > 144A Securities
 
 


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ACA Webcast Attendee
    11/17/09 at 04:48 PMReply with quote#1

If I have material non-public information about a private company that has issued private or 144A securities, do the securities laws apply just as they do to public companies?  If I have material non-public information about an issuer and want to sell 144A's to a broker who doesn't have the info, is it a violation?

ACA
    11/19/09 at 05:22 PMReply with quote#2

Insider trading is defined as any securities transaction made when the person behind the trade is aware of material, non-public information. Rule 10b-5, which is often cited in insider trading cases, applies to all transactions in all securities regardless of whether or not they are registered under the Securities Act of 1933 or the Securities Exchange Act of 1934 Act. Therefore, it would seem that the securities laws with respect to insider trading would apply to transactions involving 144A securities just as they would to publicly-traded securities. If your specific situation has unique or unusual circumstances, however, you should consult with counsel.

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