Regulation A Testing the Waters – Securities Lawyer 101

When dealing with potential investors, Regulation A Issuers may test the waters when implementing solicitation materials before AND after the Form 1-A  offering statement is filed with the SEC. Testing the waters has become an important part of the Regulation A Offering process.

Does Regulation A+ Allow Testing the Waters?

Issuers utilizing Regulation A+ are permitted to “test the waters” with potential purchaser and use solicitation materials both before and after the offering statement is filed, subject to compliance with SEC rules on filing and disclaimers.  Using Regulation… Read More

Rule 163B and Testing the Waters

On February 19, 2019, the SEC posted a new proposed rule intended to make it possible for all issuers to “test the waters” when contemplating a public offering of securities. Until now, only issuers considered emerging growth companies… Read More

Regulation A+ Testing the Waters – Regulation A Going Public Attorneys

Issuers utilizing Regulation A+ are permitted to test the waters with all potential investors and use solicitation materials both before and after the offering statement is filed, subject to issuer compliance with the rules on filing and disclaimers. … Read More

Form 1-A Offering Circular Requirements – Regulation A Lawyers

Regulation A Form 1-A requires line item disclosures that are subject to SEC review. Form 1-A information can be presented in two formats, each with unique requirements.

What are the Requirements of Regulation CF Crowdfunding?

SECTION 4(A)6 OF THE SECURITIES ACT Section 4(a)(6) of the Securities Act of 1933, as amended (the “Securities Act” is also known as Regulation CF. These rules have made it easier for companies to raise money from a… Read More

How Does Offering Integration Impact Reg A Offerings?

Offering integration can become a problem for some issuers conducting  Regulation A+ (also known as Reg A) offerings.  The Reg A offering integration rules prevent companies from improperly avoiding SEC registration by dividing a single securities offering into multiple securities offerings to take advantage of Securities Act exemptions that would not be available for the combined offering.

Is Regulation A the Same as Regulation A+ ? Securities and Crowdfunding Lawyers

1. Overview of the Regulation A+ Exemption On March 25, 2015, the Securities and Exchange Commission (the “SEC”) created Regulation A+ by adopting final rules to implement Section 401 of the Jumpstart Our Business Startups (JOBS) Act by… Read More

Practical Considerations in Regulation A+ Offerings

Regulation A offers an alternative to the traditional methods of filing a Registration Statement on Form S-1 or Form F-1 to raise capital and go public, while preserving some of the key benefits of those traditional registered offerings. Regulation A’s benefits:

Does Offering Integration Apply in a Regulation A Offering?

The Regulation A + offering integration rules prevent companies from improperly avoiding the SEC’s  registration statement requirements by dividing a single securities offering into multiple securities offerings to take advantage of exemptions that would not be available for the combined offerings. Regulation… Read More

Regulation A+ Now Available For Public Reporting Companies

Benefits of Regulation A+ Amendments On December 19, 2018, the Securities and Exchange Commission (the “SEC”) adopted amendments to Regulation A informally referred to as Regulation A+. The amendment allows companies that are subject to SEC reporting requirements under… Read More

Regulation A Lawyers – Regulation A White Paper

1. Overview of the Regulation A Exemption On March 25, 2015, the Securities and Exchange Commission (the “SEC”) created Regulation A by adopting final rules to implement Section 401 of the Jumpstart Our Business Startups (JOBS) Act by… Read More

Will Going Public Help Me Raise Capital? Going Public Attorneys

Going public is frequently used as a stepping stone by companies seeking to raise capital.

Regulation A l The Colossal Exemption l Securities Lawyer 101

Overview of the Regulation A Exemption The Regulation A offering exemption provides investors with more investment choices and issuers with more capital raising options during their going public transactions. Regulation A is mandated by Title IV of the… Read More

Regulation A+ Guidebook

Overview of the Regulation A+ Exemption On March 25, 2015, The Securities and Exchange Commission (the “SEC”) adopted final rules to implement Section 401 of The Jumpstart Our Business Startups (JOBS) Act by expanding Regulation A into two… Read More

Regulation A+ 2018 Shelf Offerings

Posted by Brenda Hamilton, Securities Attorney Regulation A also known as Regulation A+ provides an existing exemption from registration for smaller issuers of securities. Regulation A+ offerings can be used in combination with direct public offerings and initial public offerings as part of a Going Public Transaction.  One key benefit of… Read More

Regulation A + and Offering Integration

  The Regulation A + offering integration rules prevent companies from improperly avoiding registration by dividing a single securities offering into multiple securities offerings to take advantage of Securities Act exemptions that would not be available for the combined offering.  Regulation A… Read More

Regulation A+ -v- Form S-1 Registration By: Regulation A Attorneys

Almost three years ago, the SEC radically changed Regulation A for smaller companies desiring to raise money by going public.  This seismic shift is called Regulation A+.  In this blog post, we will explain how new Regulation A+… Read More

The Regulation A+ Offering Process – Going Public Attorneys

On June 19, 2015, Regulation A+ became effective. The new rules which were promulgated under the Jumpstart Our Business Startups Act (JOBS Act), create two Tiers of exempt offerings, both of which allow securities to be offered and sold to the… Read More

Tweeting Your Regulation A+ Offering – Going Public Attorneys

SEC Provides Guidance For Twitter In Regulation A+ Offerings- Testing the Waters On June 19, 2015, new rules expanding Regulation A became effective.  The expanded rules are commonly known as Regulation A+. The new rules which were promulgated… Read More

Will My Regulation A Offering Be Integrated?

The Regulation A offering integration rules prevent companies from improperly avoiding registration by dividing a single securities offering into multiple securities offerings to take advantage of Securities Act exemptions that would not be available for the combined offering. Recently… Read More

Raising Capital and Going Public Guide 2014

There are two primary sets of federal securities laws that come into play when a company wants to offer and sell its securities and go public. These are the Securities Act of 1933 (“Securities Act”), and the Securities Exchange Act of… Read More

Raising Capital 101

A private or public company can raise capital in a variety of ways.  Traditional sources of capital for companies include loans from financial institutions such as a bank, or from friends and family as well as receivable financing. … Read More

OTC Pink Listings l Pink Paper Series

Securities Law Blog A private company seeking to go public can obtain a stock ticker or trading symbol assignment from the Financial Industry Regulatory Authority (“FINRA”) if it meets certain requirements. This enables the company to be quoted… Read More

Emerging Growth Company – Going Public Attorneys

Securities Lawyer 101 Blog On April 5, 2012, President Obama signed the Jumpstart Our Business Startups Act (the “JOBS Act”), which was intended to help smaller and emerging growth companies raise capital in the U.S. markets. The JOBS Act amends, and adds… Read More

Form S-1 Registration Statement Filing Requirements

Private companies seeking to raise capital often file a Registration Statement on SEC Form S-1 or Offering Circular on Form 1-A pursuant to Regulation A+ in connection with their going public transaction.  Both options have unique benefits. For Example, All companies qualify to register… Read More