Form 8-A and Form 10 Registration Statements

Form 10 and Form 8-A Registration Statements under the Securities Exchange Act Simultaneously or subsequent to the effectiveness of a registration statement under the Securities Act of 1933, as amended (the “Securities Act”) for an initial public offering (IPO) or direct public… Read More

How to Go Public Using Form S-1 – Going Public Lawyers

Using a Form S-1 Registration Statement to Go Public Private companies that go public commonly use a registration statement (“Registration Statement”) on Form S-1 under the Securities Act of 1933, as amended (the “Securities Act”) to go public…. Read More

Can I Use Regulation A+ Be For a Shelf Offering?

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 Regulation A+ is that companies using… Read More

Use of Proceeds In Form S-1 Registration Statements – Form S-1

Companies going public with Form S-1 have several options in how to structure their transaction when registering securities with the Securities and Exchange Commission (“SEC”).  Form S-1 enables issuers to raise capital using the registration statement or register… Read More

Form S-1 Summary Information- Securities Attorney 101

Form S-1 is the most commonly used registration statement statement filing with the Securities and Exchange Commission (“SEC”). This blog post addresses the summary information section of Form S-1. The requirements of the section are located in Items 501 and… Read More

What Are the SEC Reporting Requiements After My Form S-1 ls Effective?

Once the SEC staff declares your company’s Securities Act registration statement on Form S-1 effective, the company becomes subject to the SEC’s reporting requirements under the Securities Exchange Act of 1934.  These rules require your company to file annual reports… 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

Form S-1 Risk Factor Disclosures – Securities Lawyer 101

Form S-1 Risk Factor Disclosures l Securities Lawyer 101 The Securities Act of 1933 is often called the “truth in securities” law.  It has two basic objectives: to require that investors receive financial and other important information about… Read More

What Stock Can Be Registered on Form S-1?

A registration statement on Form S-1 can be used to register various types of securities offerings with the Securities and Exchange Commission (“SEC”).   Form S-1 provides issuers with flexibility in the types of securities that can be registered.  Form… Read More

What are SEC Reporting Requirements? SEC Reporting Requirement Compliance

A company becomes subject to SEC reporting requirements by filing  a registration statement on Form 10  or Form 8-A under the Securities Exchange Act. Upon effectiveness, the company  becomes subject to the SEC’s reporting requirements. These SEC reporting requirements… Read More