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million in a privateplacement transaction in December and an additional $3,7 million in option sales according to a recent SEC D filing. million in a privateplacement transaction in December and an additional $3,7 million in option sales according to a recent SEC D filing.
This past Wednesday, the Securities and Exchange Commission (SEC) adopted amendments expanding the definition of “accredited investor” to include individuals who hold certain professional certifications/licenses or have certain “credentials,” as determined by the SEC. Current Definition of “Accredited Investor”.
The sale of equity in private companies is regulated by the Securities Act of 1933, which requires that the company either register with the SEC or meet one of several exemptions (Regulation D). A PrivatePlacement Memorandum (PPM) is a special business plan defined to meet an SEC exemption.
Subject to certain limited exceptions, companies are prohibited from “general advertising” or “general solicitation” in connection with the private offering or sale of securities. Securities and Exchange Commission (SEC) and, accordingly, many entrepreneurs get trapped in the SEC’s wide net.
Crowdfunding: Its Practical Effect May Be Unclear Until SEC Rulemaking is Complete. On April 23, 2012, the SEC published guidance reminding issuers that “any offers or sale of securities purporting to rely on the crowdfunding exemption would be unlawful under federal securities laws” until the SEC adopts new rules.
In other words, in the event of the startup’s “acquisition” (which is often broadly defined to include a merger, change of control or sale of substantially all its assets), the maturity date of the note would be accelerated, and the amount of the loan, plus interest, would become due at the closing of the acquisition. 2) Broker-Dealers.
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