An SEC rule that provides a non-exclusive "safe harbor" exemption from the registration requirements of the Securities Act for certain offers and sales of qualifying securities by certain persons (not including the issuer) as long as the offered securities are sold only to qualified institutional buyers (QIBs).

For a discussion of the requirements of Rule 144A, see Practice Note, Resales Under Rule 144A and Section "4(1½)".

For a discussion of the documentation for and timing of a securities offering under Rule 144A and Regulation S, see Practice Note, Raising Capital Under Rule 144A and Regulation S: The Lawyer's Role.

For a model purchase agreement for a Rule 144A/Regulation S offering of debt securities, see Standard Document, Purchase Agreement: Rule 144A/Regulation S Offering of Non-Convertible Debt (US Issuer).