Private Placement Offering Memorandum Sample Contracts

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Us Nuclear Corp. – Private Placement Offering Memorandum 7,000,000 Shares of Common Stock $.30/Share With 35,000 Minimum Purchase (February 17th, 2017)

This Private Placement Offering Memorandum ("PPM" or "Memorandum" or "Offering Memorandum" or "Offering") is issued by US Nuclear Corp., a Delaware corporation, doing business at 7051 Eton Avenue in Canoga Park, California 91303 (the "Company"). The following exhibits are incorporated herein:

Us Nuclear Corp. – Amended Private Placement Offering Memorandum 2,000,000 Shares of Common Stock $.30/Share With 35,000 Minimum Purchase (December 14th, 2016)

This Private Placement Offering Memorandum ("PPM" or "Memorandum" or "Offering Memorandum" or "Offering") is issued by US Nuclear Corp., a Delaware corporation, doing business at 7051 Eton Avenue in Canoga Park, California 91303 (the "Company"). The following exhibits are incorporated herein:

Us Nuclear Corp. – "Creating Radiation and Chemical Sniffing Drones and Innovative Detection Solutions for the Nuclear Energy, Medical and Emergency Response Markets." Private Placement Offering Memorandum 2,000,000 Shares of Common Stock $.30/Share With 35,000 Minimum Purchase (September 2nd, 2016)

This Private Placement Offering Memorandum ("PPM" or "Memorandum" or "Offering Memorandum" or "Offering") is issued by US Nuclear Corp., a Delaware corporation, doing business at 7051 Eton Avenue in Canoga Park, California 91303 (the "Company"). The following exhibits are incorporated herein:

Us Nuclear Corp. – "Creating Radiation and Chemical Sniffing Drones and Innovative Detection Solutions for the Nuclear Energy, Medical and Emergency Response Markets." Private Placement Offering Memorandum 2,000,000 Shares of Common Stock $.30/Share With 35,000 Minimum Purchase (August 30th, 2016)

This Private Placement Offering Memorandum ("PPM" or "Memorandum" or "Offering Memorandum" or "Offering") is issued by US Nuclear Corp., a Delaware corporation, doing business at 7051 Eton Avenue in Canoga Park, California 91303 (the "Company"). The following exhibits are incorporated herein:

Potomac Futures Fund Lp – POTOMAC FUTURES FUND L.P. SUBSCRIPTION/EXCHANGE AGREEMENT to Accompany the Private Placement Offering Memorandum and Disclosure Document Dated May 1, 2012. NOT FOR USE AFTER FEBRUARY 1, 2013. (November 14th, 2012)

CASH SUBSCRIPTIONS Note: only use this section for cash purchases or adding cash to an exchange subscription to meet the minimum

Aaa Capital Energy Fund L.P. II – AAA CAPITAL ENERGY FUND L.P. II SUBSCRIPTION/EXCHANGE AGREEMENT to Accompany the Private Placement Offering Memorandum and Disclosure Document Dated July 1, 2012. NOT FOR USE AFTER APRIL 1, 2013. (November 14th, 2012)

This Subscription/Exchange Agreement must be received by the General Partner no later than 3 business days prior to calendar month-end to be included in the current close. Enter Subscription/Exchange order before sending Agreement to the below address. Client(s) signature MUST be original and therefore can not be faxed or scanned to the General Partner. Account will be debited upon receipt of this Agreement by the General Partner.

Tidewater Futures Fund Lp – TIDEWATER FUTURES FUND L.P. SUBSCRIPTION/EXCHANGE AGREEMENT to Accompany the Private Placement Offering Memorandum and Disclosure Document Dated June 30, 2012. NOT FOR USE AFTER MARCH 31, 2013. (November 14th, 2012)

This Subscription/Exchange Agreement must be received by the General Partner no later than 3 business days prior to calendar month-end to be included in the current close. Enter Subscription/Exchange order before sending Agreement to the below address. Client(s) signature MUST be original and therefore can not be faxed or scanned to the General Partner. Account will be debited upon receipt of this Agreement by the General Partner.

Managed Futures Premier Abingdon L.P. – ABINGDON FUTURES FUND L.P. SUBSCRIPTION/EXCHANGE AGREEMENT to Accompany the Private Placement Offering Memorandum and Disclosure Document Dated November 30, 2012. NOT FOR USE AFTER AUGUST 30, 2013. (November 14th, 2012)

This Subscription/Exchange Agreement must be received by the General Partner no later than 3 business days prior to calendar month-end to be included in the current close. Enter Subscription/Exchange order before sending Agreement to the below address. Client(s) signature MUST be original and therefore can not be faxed or scanned to the General Partner. Account will be debited upon receipt of this Agreement by the General Partner.

Managed Futures Premier Aventis II L.P. – BRISTOL ENERGY FUND L.P. SUBSCRIPTION/EXCHANGE AGREEMENT to Accompany the Private Placement Offering Memorandum and Disclosure Document Dated July 30, 2012. NOT FOR USE AFTER APRIL 30, 2013. (November 14th, 2012)

This Subscription/Exchange Agreement must be received by the General Partner no later than 3 business days prior to calendar month-end to be included in the current close. Enter Subscription/Exchange order before sending Agreement to the below address. Client(s) signature MUST be original and therefore can not be faxed or scanned to the General Partner. Account will be debited upon receipt of this Agreement by the General Partner.

Tactical Diversified Futures Fund L.P. – TACTICAL DIVERSIFIED FUTURES FUND L.P. SUBSCRIPTION/EXCHANGE AGREEMENT to Accompany the Private Placement Offering Memorandum and Disclosure Document Dated June 16, 2012. NOT FOR USE AFTER MARCH 16, 2013. (November 14th, 2012)

CASH SUBSCRIPTIONS Note: only use this section for cash purchases or adding cash to an exchange subscription to meet the minimum

Emerging Cta Portfolio Lp – EMERGING CTA PORTFOLIO L.P. SUBSCRIPTION/EXCHANGE AGREEMENT to Accompany the Private Placement Offering Memorandum and Disclosure Document Dated May 1, 2012. NOT FOR USE AFTER FEBRUARY 1, 2013. (November 14th, 2012)

This Subscription/Exchange Agreement must be received by the General Partner no later than 3 business days prior to calendar month-end to be included in the current close. Enter Subscription/Exchange order before sending Agreement to the below address. Client(s) signature MUST be original and therefore can not be faxed or scanned to the General Partner. Account will be debited upon receipt of this Agreement by the General Partner.

Monaker Group, Inc. – NEXT 1 INTERACTIVE, INC. Private Placement Offering Memorandum September 25, 2009 CONFIDENTIAL THIS DOCUMENT CONTAINS PROPRIETARY AND CONFIDENTIAL INFORMATION AND IS NOT TO BE DISCLOSED TO THIRD PARTIES OR COPIED WITHOUT NEXT 1 INTERACTIVE, INC.'S WRITTEN CONSENT. Next 1 Interactive, Inc. 2400 N Commerce Parkway Suite 105 Weston, FL 33326 (November 19th, 2009)

Offering of Units comprised of shares of common stock, par value $.0001 per share ("Common Stock") and warrant ("Warrants") to purchase common stock.