Regulation A+ exempt offerings are a fantastic vehicle for raising private capital for your company, project, or fund. The program combines the promotional benefits of a full public offering, allowing anyone to invest (not just accredited investors), and streamlines the compliance interaction with the SEC.
Preparation of a Regulation A+ offering does take more time and involves more granular disclosures than a Regulation D based offering – so here are some tips to help you prepare for a Regulation A+ offering:
– Plan ahead! Regulation A+ offerings can take 4-5 months or longer for Form 1-A preparation, assembly of exhibits, submittal to the SEC, and the SEC qualification timeframe. Get started on your offering preparation as early as you can to avoid delays in launching the offering on your proposed timeline.
– Develop detailed information on the company, its history, current and planned operations, ownership, and management team. Part of our process will be to guide you on the information needed – however it is helpful for the client to engage into the process with information pre-developed regarding the business and operations.
– Corporate clean-up issues are frequently encountered when setting up a sophisticated offering such as a Regulation A+ filing. Key executives should have formal employment agreements with the company and the company’s governance documents should be well developed including bylaws, shareholder agreements, operating agreements, etc.
– Develop a good relationship with your CPA firm. Tier 2 offerings are almost always used for execution of Reg A+ offerings and the Tier 2 will require audited financials. For new entities, or special purpose formed entities for a real estate fund (for example) – the audit is typically just the opening balance sheet as the new entity has no historical financials.
Follow these tips to help make the preparation of your Regulation A+ offering a smooth and efficient process.
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Tuesday July 14, 2020
Category: Corporate News
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