10.4. Private Placements: Regulation D

Private placements are critical to capital formation for companies that are either unwilling or unable to go public, such as companies that are too small or too new to undertake a credible IPO. Indeed, private placements often serve as key steps on the road to an IPO for a growing company that needs to prove itself. However, a company that is already publicly traded may also conduct offerings under Reg D. These are called PIPE offerings.

A private placement resembles a smaller version of a public offering in many respects, especially in terms of process, with the key diff