Choice of Entities
Most businesses start as sole proprietorships or partnerships. Most partnerships soon evolve into LLCs to take advantage of limited liability. Many businesses start out as LLCs and then change to a C or S corporations.
Investment Crowdfunding Gone Astray
Learn how not to do a Rule 506(c) offering. The following is a Private Placement Advisors-prepared abstract of a recent SEC order.
Equity and Debt Offerings
There are two common types of securities that companies offer via a Regulation D: equity and debt. Read more to understand the differences.
Direct Public Offerings
If a business files a state level registration that includes a formal offering document, such as a SCOR disclosure statement, it can make an exempt 504 intrastate public offering in more than one state. Find our if your state accepts SCOR filing.
Regulation A+ provides for two tiers of offerings. Regulation A+ may be used by companies organized and with a principal place of business in the United States or Canada.
The exempt offering secondary market, largely governed by Rule 144A, is growing rapidly. What is Rule 144A?
The Pink Sheets
The Pink Sheets represent pricing and financial information for the over-the-counter (OTC) securities markets. Pink Sheets provide broker/dealers, issuers and investors with electronic and print information to improve transparency of the OTC markets.
Regulation S is a safe harbor that occurs when an offering of securities is deemed to come to rest abroad so as not to be subject to registration imposed under Section 5 of the Securities Act. Regulation S includes several safe harbor exemptions for specified transactions.
Real Estate Investment Trusts
The private placement Real Estate Investment Trusts (REIT) market is much larger than the registered traded and registered non-traded REIT market. Is a REIT for you?
Tier I versus Tier II
How do you qualify for Tier I and Tier II? Who is excluded from participating?
Rule 504/Small Company Offering Registration
The Small Company Offering Registration (“SCOR”) offers an optional method of registration that uses a question and answer disclosure document. There are several advantages to a SCOR registration.