SEC Publishes Regulation A+ Statistics

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The SEC has published a white paper describing the types of Regulation A+ offerings to date. Facts published include:

  • As of October 31, 2016, prospective issuers have publicly filed offering statements for 147 Regulation A+ offerings, seeking up to approximately $2.6 billion in financing. Of those, approximately 81 offerings seeking up to approximately $1.5 billion have been qualified by the Commission.
  • Tier 2 offerings were on the margin more common among qualified offerings, accounting for 60% of qualified offerings.
  • The offer amount varied with issuer size, with the average issuer was seeking up to approximately $18 million.
  • The majority of offerings were conducted on a best-efforts, self-underwritten basis, consistent with the small offering size and the small size of a typical issuer.
  • Approximately 54% of all offerings and 65% of qualified offerings involved offerings on a delayed or continuous basis.
  • The majority (around 80%) of offerings did not involve testing-the-waters. However, Tier 2 offerings accounted for the majority of testing-the-waters solicitations.
  • Approximately 10% of all offerings involved sales by existing (affiliated or unaffiliated) securityholders.
  • Across qualified offerings, the median time from initial public filing to qualification was 78 days.
  • The median legal cost was reported to be approximately $40,000 ($50,000) based on all filings (qualified offerings).
  • The typical issuer had median assets of approximately $0.1 million across all filings and approximately $0.2 million across qualified filings.
  • Based on all filings with available data, the median issuer had no cash, property, plants and equipment (PP&E), long-term debt, revenue, or net income.
  • The finance, insurance, and real estate sector accounted for the largest number of offerings and total amount offered across issuers.

DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations. Attorney Advertising.

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