SEC Form S-1 is a registration statement that is used by companies to register securities offerings with the Securities and Exchange Commission (SEC). It is typically used by companies that are going public, or issuing securities to the public for the first time, and is required by the SEC under the Securities Act of 1933. The form provides detailed information about the company’s business, financial condition, management, and the terms of the offering. It also includes financial statements and other information that is intended to help potential investors make informed decisions about whether to invest in the company’s securities.
What is Required to be Disclosed in Form S-1?
SEC Form S-1 requires companies to disclose a wide range of information about their business, financial condition, management, and the terms of the securities offering. The following are some of the key items that must be disclosed in Form S-1:
Company information: This includes the company’s name, address, and contact information, as well as information about its business operations, products and services, and history.
Financial information: Companies must provide financial statements, such as balance sheets, income statements, and cash flow statements, as well as information about the company’s revenue, assets, liabilities, and profits.
Management information: Companies must provide information about their management team, including the names, backgrounds, and experience of key executives and directors.
Offering information: Companies must provide details about the securities being offered, such as the number of shares, the offering price, and the use of proceeds from the offering.
Risk factors: Companies must provide a list of factors that could potentially impact their business or financial performance, such as competition, regulatory changes, or economic conditions.
Use of Proceeds: Companies must disclose the use of proceeds from the offering, such as repayment of debt, working capital, and capital expenditures.
Legal proceedings: Companies must disclose any legal proceedings that could potentially impact their business or financial performance.
Dividend policy: Companies must disclose their dividend policy, if any.
Ownership and related party transactions: Companies must disclose any ownership stakes held by insiders and any related-party transactions.
Financial statement footnotes: Companies must provide footnotes to their financial statements, which provide additional information about the company’s financial position, such as accounting policies and uncertainties.
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