Regulation A is an exemption from the registration requirements, allowing companies to offer and sell their securities without having to register the offering with the SEC.
Companies relying on a Regulation A exemption can offer and sell their securities to the public under two different tiers that have two different requirements—Tier 1 and Tier 2. Under both tiers, the issuer must file an offering statement on Form 1-A with the SEC.
Tier 1, for offerings of up to $20 million in a 12-month period; and
Tier 2, for offerings of up to $50 million in a 12-month period.
For offerings of up to $20 million, companies can elect to proceed under the requirements for either Tier 1 or Tier 2.
Companies issuing offerings under Tier 1 are not required to produce reports continually. They are only required to issue a report on the final status of the offering.
Companies offering securities under Tier 2 must produce continual reports on the offering, including its final status.
Under Regulation A, other forms we file are:
1-A/A: Pre-qualification amendment for offering statement under Regulation A
1-A POS: Post-qualification amendment to a 1-A offering statement
1-A-W: Withdrawal of offering statement under Regulation A
1-K: Annual Report Pursuant to Regulation A
1-K/A: Amendment to Annual Report Pursuant to Regulation A
How we assist
Download Form 1-A, complete and email to us with your filing codes. We will submit the form on your behalf and send you SEC Acceptance Notice.
This information has been obtained from www.sec.gov and believed to be reliable, but cannot be guaranteed for accuracy. Consult with legal counsel before relying on the information provided.