Hess Legal provides comprehensive legal services for capital raising through exempt offerings, including Regulation CF, Regulation A Tier 2, Regulation D, and Regulation S. We help clients navigate complex regulatory requirements, structure an appropriate capital structure, and achieve their funding goals.
Key Services:
- Capital Raise Strategy and Structuring:
- Advising on the most suitable securities law exemption (Reg A, CF, D, S) based on business needs and market conditions.
- Structuring analysis, including the appropriate capitalization setup, entity formation, restructuring of existing capital stock; Drafting of the necessary documents.
- Provide services across most capital raising platforms and portals, in addition to private non-platform capital raising.
- Preparation and Filing of Offering Documents:
- Drafting and filing Form C or Form 1-A, and related disclosures, updates, and amendments with the SEC, and addressing the requirements of the various public and private platforms and portals.
- Preparing Regulation D and/or Regulation S Private Placement Memorandums, Investor Subscription Agreements, and other key documents.
- Regulatory Compliance:
- Advising on ongoing compliance with federal and state securities laws, including “blue sky” laws.
- Assisting with investor communications and regulatory disclosures to maintain compliance.
- International Offerings and Tax Analysis:
- Guiding clients through international financings under Regulation S and conducting cross-border tax analysis.
- Transaction Support:
- Assisting with related corporate transactions, such as share swaps, asset purchases, mergers, and reorganizations.