Tag Archives: Rule 144A

Front Page PR Offers Broker Dealers General Solicitation Campaigns to Market the Oncoming Wave of Equity Crowdfunding Investment Opportunities to the Next Generation of U.S. Accredited Investors

15 Jul

SEC legalizes Crowdfunding marketing, PR and social media campaigns to solicit investments from Reg. D accredited investors, which include, in general, people with a net worth (excluding their residence) of $1 million, income of $200,000 a year (or $300,000 with their spouse), officers and directors of the issuer and various institutions that have more than $5 million in assets

By Robert Hoskins, Front Page Public Relations

Front Page PR announced new turnkey Crowdfunding marketing programs for FINRA-registered broker dealers that want to begin planning advertising, marketing, media relations, PR and social media campaigns to reach a target audience of accredited investors that have remained allusive for the past 30 years due to securities laws.  On July 10, 2013, the Securities Exchange Commission (SEC) voted to lift rules that strictly prohibited the use of mass marketing strategies to promote investment opportunities to potential investors.

Beginning September 2013, leading broker dealers that want to make a big push into one of the most promising financial opportunities in the last eighty years can now begin working with Front Page PR’s team of marketing experts to start planning targeted marketing campaigns to reach this lucrative new audience of prospective accredited investors.


July 10, 2013 SEC Guidelines passed for Crowdfunding and Title II of the 2012 JOBS Act:


“Aggressive broker dealers are already partnering with popular equity crowdfunding sites such as Circleup.com and MicroVentures.com in order to begin marketing to investment early adopters who are joining popular crowdfunding sites in droves,” said Robert Hoskins, Front Page PR’s Director of Media Relations.  “Adding to the crowdfunding marketing opportunity is the pent-up demand that has been building over the past five years as entrepreneurs and small businesses that have been rejected over and over when seeking traditional bank and small business loans.”

“On the flip side of the crowdfunding market opportunity are millions of qualified investors in the U.S who meet the official SEC guidelines to become accredited investors, which can participate in new equity crowdfunding opportunities, but are unaware of their unique credentials,” Hoskins continued.  “These potential investors have large sums of money sitting in their bank accounts, savings plans and 401k retirement accounts because they simply cannot find attractive deals that will provide a decent return on their investment.”

On September 2, 2013, broker dealers will be able to put together marketing campaigns to educate new investors on the potential to invest in lucrative crowdfunding investment opportunities as well as the best strategies on how to find and evaluate good deals that have serious potential as well as time proven strategies on how to identify red flags and eliminate deals that do not.

Front Page PR encourages broker dealers and equity crowdfunding platforms to contact the firm to begin planning marketing campaigns prior to September 2, 2013, the date when the race begins to build new relationships with millions of new accredited investors via mass marketing communication strategies.

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Mary Jo White, SEC Approves JOBS Act Requirement to Lift General Solicitation Ban on Crowdfunding for Accredited Investors

10 Jul

SEC Eliminates the Prohibition on General Solicitation and General Advertising in Certain Crowdfunding Fundraising Offerings

By Robert Hoskins

The Securities and Exchange Commission today adopted a new rule to implement a JOBS Act requirement to lift the ban on general solicitation or general advertising for certain private securities offerings.

SEC Approves JOBS Act Requirement to Lift General Solicitation Ban

SEC Approves JOBS Act Requirement to Lift General Solicitation Ban

New SEC Rulemaking on Crowdfunding Guidelines for General Solicitation for Accredited Investors

Rule 506

The final rule approved today makes changes to Rule 506 to permit issuers to use general solicitation and general advertising to offer their securities provided that:

  • The issuer takes reasonable steps to verify that the investors are accredited investors.
  • All purchasers of the securities fall within one of the categories of persons who are accredited investors under an existing rule (Rule 501 of Regulation D) or the issuer reasonably believes that the investors fall within one of the categories at the time of the sale of the securities.

Under existing Rule 501, a person qualifies as an accredited investor if he or she has either:

  • An individual net worth or joint net worth with a spouse that exceeds $1 million at the time of the purchase, excluding the value (and any related indebtedness) of a primary residence.
  • An individual annual income that exceeded $200,000 in each of the two most recent years or a joint annual income with a spouse exceeding $300,000 for those years, and a reasonable expectation of the same income level in the current year.

The determination of the reasonableness of the steps taken to verify an accredited investor is an objective assessment by an issuer. An issuer is required to consider the facts and circumstances of each purchaser and the transaction. Nevertheless, in response to commenters’ requests, the final rule provides a non-exclusive list of methods that issuers may use to satisfy the verification requirement for individual investors.

The methods described in the final rule include the following:

  • Reviewing copies of any IRS form that reports the income of the purchaser and obtaining a written representation that the purchaser will likely continue to earn the necessary income in the current year.
  • Receiving a written confirmation from a registered broker-dealer, SEC-registered investment adviser, licensed attorney, or certified public accountant that such entity or person has taken reasonable steps to verify the purchaser’s accredited status.

The existing provisions of Rule 506 as a separate exemption are not affected by the final rule. Issuers conducting Rule 506 offerings without the use of general solicitation or general advertising can continue to conduct securities offerings in the same manner and aren’t subject to the new verification rule.

Rule 144A

Under the final rule, securities sold pursuant to Rule 144A can be offered to persons other than QIBs, including by means of general solicitation, provided that the securities are sold only to persons whom the seller and any person acting on behalf of the seller reasonably believe to be QIBs.

Form D

The final rule amends Form D, which is the notice that issuers must file with the SEC when they sell securities under Regulation D. The revised form adds a separate box for issuers to check if they are claiming the new Rule 506 exemption that would permit general solicitation or general advertising.

What’s Next

The rule amendments become effective 60 days after publication in the Federal Register.

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