Reg. D definition
Examples of Reg. D in a sentence
If you wish to raise money prior to filing the SB-2, you will need to conduct a Reg D 506 as described in another piece, which you can request from GPT.
The undersigned is an “accredited investor” as defined in Regulation D promulgated under the Securities Act of 1933, as amended (“Reg D”), or is one of less than 35 non-accredited investors that participated in the exempt private placement pursuant to Rule 506(b) of Reg D.
Examples may include the addition of a Reg D convertible note offering proceeding or in parallel with the Reg A+ offering, or a simultaneous regional Reg A+ offering in another region.
The Liquidated Damages for a Reg D Offering is 8% of the gross amount raised by Client or its affiliates in the breaching Individual Investment.
If you exceed the limitations set forth above, your account may be charged an Excessive Reg D Transactions Fee and your account will be subject to closure.
Offers and sales of the Units by the Placement Agent or Selected Dealer will be made in compliance with the provisions of Rule 502(c) of Reg D and Section 4(2) of the Securities Act, and the Placement Agent or Selected Dealer will furnish to each investor a copy of the Offering Documents prior to accepting any payments for the Units.
In addition, Bristol agrees to cause the Company to issue one year warrants to purchase 333,333 shares of the company's Reg D 504 Offering at $0.50 per share.
Assuming that (a) a proper Form D is filed in accordance with Rule 503 of Reg D, (b) the offer and the sale of the Units by the Placement Agent was made in compliance with Rule 502(c) of Reg D and (c) the representations of the Subscribers in the Subscription Agreements signed by them are true and correct (which facts have not been independently verified by counsel), the sale of the Units is exempt from registration under the Securities Act and is in compliance with Reg D.
Examples may include the addition of a Reg D convertible note offering preceding or in parallel with the Reg A+ offering, or a simultaneous regional Reg A+ offering in another region.
The Shares will be offered and sold in the United States only, in reliance upon and in compliance with the exemptions from registration provided by Sections 3(b), 4(2) and 4(6) of the Securities Act and Rule 506 of Regulation D thereunder ("Reg D"), and will only be sold to Qualified Institutional Buyers ("QIB's") or "accredited investors" as such terms are defined in Rule 144A promulgated under the Securities Act and Reg D, respectively.