Regulation A, Regulation S and Intrastate Offerings: Rapid Fire

What this video covers

• Why Regulation A is a qualified public offering, not an unregistered exemption, and what Securities and Exchange Commission qualification means before any sale
• How Tier 1 and Tier 2 differ on state registration, ongoing reports, and the dollar caps of $20 million versus $75 million per rolling 12 months
• What constrains a non-accredited purchaser in an unlisted Tier 2 offering: 10% of the greater of income or net worth, and when the issuer may rely on the purchaser's representation
• Why the 30% selling security holder cap is limited to the first Regulation A offering and one qualified within a year of it
• How the intrastate exemption works: the two-part issuer residency test plus one of four doing-business thresholds, and why a signed residency statement alone is never enough
• When intrastate securities become freely tradable across state lines: six months per security, and how that same six-month clock blocks a second offering in a different state
• What Regulation S requires all at once: an offshore transaction, no directed selling efforts in the United States, and category-specific holding periods from 40 days to one year