Lynne Bolduc of FKBR Legal Presented “How to Raise Money in the U.S.” as Keynote Speaker at the Planet MicroCap Conference in Vancouver
September 27, 2023
The Planet MicroCap Conference had Lynne Bolduc of FitzGerald Kreditor Bolduc Risbrough LLP as Keynote Speaker at their Vancouver, Canada conference. In her keynote, Lynne discussed “How to Raise Money in the U.S.”
Key Points Made During the Keynote:
There are two types of offerings: Private & Public
Public Offering
Requires a company to file offering documents with SEC and go through review and comment process
Private Offering Determining Factors:
Advertising
Investor Suitability
Private Offerings
Rule 504 Offering: Raise up to $10 million every 12 months
Advertising and general solicitation are not allowed
From an unlimited number of accredited and non-accredited investors
Rule 506(b): Raise unlimited amount of money
Advertising and general solicitation are not allowed
From an unlimited number of accredited and up to 35 non-accredited investors
Rule 506(c): Raise unlimited amount of money
From an unlimited number of accredited investors (no non-accredited investors)
A disclosure document is required and usually takes the form of a private placement memorandum (PPM)
Unlimited advertising and general solicitation are allowed
California 25102(n): Raise $5 million
From an unlimited number of California residents who meet suitability standards
A disclosure document is required and usually takes the form of a PPM
Tombstone advertising is allowed
Public Offerings
Regulation Crowdfunding: Raise up to $5,000,000 every 12 months
From an unlimited number of accredited and non-accredited investors with investment limits
Reg A+: Tier 1: $20 million/Tier 2: $75 million
From an unlimited number of accredited and non-accredited investors
A disclosure document is required to be prepared, filed, and approved by the SEC
Unlimited advertising and general solicitation are allowed
Registration Statement on Form S-1
Traditional IPO (initial public offering)
Underwriter
Can raise an unlimited amount of money
Direct Listing
Same as Traditional IP but no underwriter
SPAC (Special Purpose Acquisition Company)
Same as Traditional IPO but a “shell” company formed for the sole purpose of raising money and then using those funds to acquire operating businesses
About Lynne Bolduc
Lynne Bolduc, Partner at FitzGerald Kreditor Bolduc Risbrough LLP, has nearly 30 years of experience as a corporate and securities attorney. Ms. Bolduc not only represents public companies but also private companies and ventures that are seeking financing in a private or public offering or pursuing transactions, such as a sale, merger, or acquisition. Contact Lynne by phone at (949) 788-8900 or by email to LBolduc@FKBRLegal.com.