Private Placements: Where Issuers Actually Get Caught

Inside Securities Law with Frederick M. Lehrer · Jul 22, 2026 · 6m

Private Placements: Where Issuers Actually Get Caught

The phrase “private placement” can create a dangerous misunderstanding. Private does not mean informal, unregulated, or outside the SEC’s attention.

A private placement is generally conducted under an exemption from securities registration. It is not an exemption from federal antifraud provisions—and it does not allow an issuer to disregard the specific conditions of the exemption it claims.

In this episode, securities attorney and former SEC enforcement attorney Frederick M. Lehrer explains where issuers commonly create problems when…