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Pastimes : Plastics to Oil - Pyrolysis and Secret Catalysts and Alterna
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To: Joseph B. Schmidt who wrote (26535)7/21/2012 11:34:06 PM
From: Steady_onRead Replies (7) of 53574
 
This covers it pretty well.

thelebrechtgroup.com

"In a typical PIPE transaction, due diligence generally consists of a review of the company’s press releases and filings with the SEC, and probing meetings and conference calls with the company’s management, counsel and accountants. During this due diligence period, particularly during meetings and conference calls, management is susceptible to making selective disclosures of material nonpublic information to PIPE investors, in violation of Regulation FD. However, Regulation FD excludes communications with persons who expressly agree to maintain the information in confidence. Thus, assuming management does not wish to publicly disclose the material information it discloses nonpublicly in the PIPE transaction, it must protect against the misuse of that information by having the PIPE investors and any other recipients of such information expressly agree to maintain it in confidence. The SEC has indicated that an express oral agreement will suffice. However, if a company intends to rely on a person’s agreement to maintain information in confidence, it should document the agreement in writing with legal counsel. Finally, a confidentiality agreement may also be obtained with a person or small group of individuals within a larger organization to prevent disclosure to the larger organization
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