Simultaneous Regulation D and Regulation S Offerings

If you are looking to have both U.S. and non-U.S. investors put money into your business, you can make use of the SEC’s Regulation D and Regulation S. This is where Private Placement Advisors comes in.

The most ambitious crowdfunding offerings are made globally with online general solicitation. Today's most popular exemption, Regulation D's Rule 506(c), covers U.S. investors. Conversely, Regulation S covers non-U.S. investors. Launching two side-by-side offerings can have compelling advantages. The same assets can be used in each offering. Issuers must take care to treat each as distinct and separate offerings. 

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Significantly, Rule 506(c) offerings can be directed to anyone! The accredited investor requirement only kicks in when the issuer takes someone's money, but even that requirement can be waived under some circumstances. 

Please note that both Rule 506 and Regulation S have important resale restrictions, some of which are state-specific. 

Get in touch with us for more information.

Practical tip: before launching a dual offering, set up a separate website for each.

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Private Placements Review

Private Placements Review is a monthly review of recent exempt offerings in cannabis, distressed real estate, Blockchain and other Reg D flavors-of-the-month. Subscribers can listen to any title in the 15-volume Exempt Offerings Handbook Series, including:

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