Registration and Filing

PPM is leader in registration and filing services

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Securities Registration Filing Services

At PPM, our dedicated team of securities attorneys specializes in handling securities registration filings for investor offering documents with various regulatory agencies and government bodies. From drafting comprehensive private placement memorandums or prospectuses to filing critical compliance documents such as Form S-1, our team can manage the entire registration process.

What We Offer

• Document Preparation: We prepare and file essential investment disclosure documents, including offering circulars, and manage filings for both public and private placements. This includes Form D for Regulation D private placements and Form S-1 for public offerings.
• Comprehensive Support: Our team leverages extensive industry knowledge and networks to connect you with strategic partners, including broker-dealers, investment advisors, capital introduction consultants, registered underwriters, investment banks, hedge funds, and PIPE funds. This network helps facilitate business growth efficiently and cost-effectively.
• High-Touch Collaboration: Our attorneys work closely with issuers and their key executives—CEOs, CFOs, General Counsels, and compliance officers—throughout the filing and registration process. This hands-on approach ensures thorough management of the entire securities offering lifecycle and aligns with both short-term and long-term business objectives.
• Global Compliance: We assist with compliance and exemption requirements for federal and state securities regulations in the U.S. and internationally. Our services extend to foreign securities rules, covering regions such as the UK, EU, Eastern Europe, the Middle East, and various countries across the Pacific Rim and South America.

Our Expertise

Our in-house securities attorneys, supported by a global network of legal professionals, ensure timely and accurate filings. We maintain strong relationships with securities attorneys in major cities around the world, enabling us to provide seamless service and meet regulatory deadlines effectively.

For all your securities registration and filing needs, trust PPM to deliver expert guidance and support throughout the process. Here is what we can assist with:

List of Securities Registration Filing Services

• 10-K                        (Annual Financials)
• 10-KSB                   (Annual Financials – Small Business)
• 10-K405                 (Annual Financials – Concerning rule 16)
• 10-Q                        (Quarterly Financials)
• 10-QSB                   (Quarterly Financials – Small Business)
• 8-K                          (Current Event)
• 10-C                         (Securities quote on NASDAQ)
• Proxy Statements
• SCD 13-D                (Acquisition Statement)
• SC 14D-1                 (Tender Offer, non-issuer)
• SC 14D-9                 (Tender Offer – solicitation)
• SC 13E-3                  (Private Transaction Rpt)
• SC 13E-4                  (Private Transaction Rpt)
• SCH 13-F                 (Quarterly Manager Report)
• SCH 13-G                 (>=5% Acquisition)
• Form 3                     (New Insider Report)
• Form 4                     (Insider Buy/Sell)
• Form 5                     (Year End Insider Report)
• Registration Statements
• Prospectus

 Issuing Stock Services

• S-1 – Companies reporting under the 1934 Act for less than 3 years. Permits no incorporation by reference and requires complete disclosure in the prospectus.
• S-2 – Companies reporting under the 1934 Act for 3 or more years but not meeting the minimum voting stock requirement. Reference to 1934 Act reports permits incorporation and presentation of financial information in the prospectus or in an Annual Report to Shareholders delivered with the prospectus.
• S-3 – Companies reporting under the 1934 Act for 3 or more years and having at least million of voting stock held by non-affiliates, or as an alternative test, million of voting stock coupled with an annual trading volume of 3 million shares. Allows minimal disclosure in the prospectus and maximum incorporation by reference of 1934 Act reports.
• S-4 – Registration used in certain business combinations or reorganizations.
• S-6 – Filed by unit investment trusts registered under the Investment Act of 1940 on Form N-8B-2.
• S-8 – Registration used to register securities to be offered to employees under stock option and various other employee benefit plans.
• S-11 – Filed by real estate companies, primarily limited partnerships and investment trusts.
• SE – Non-electronically filed exhibits made by registrants filing with the EDGAR Project.
• N-1A – Filed by open-end management investment companies.
• N-2 – filed by closed-end management investment companies.
• N-5 – Registration of small business investment companies.
• N-14 – Registration of the securities of management investment and business development companies to be issued in business combinations under the Investment Act of 1940.
• F-1 – Registration of securities by foreign private issuers eligible to use Form 20-F, for which no other form is prescribed .
• F-2 – Registration of securities by foreign private issuers meeting certain 1934 Act filing requirements.
• F-3 – Registration of securities by foreign private issuers offered pursuant to certain types of transactions, subject to the 1934 Act filing requirements for the preceding 3 years.
• F-4 – Registration of securities issued in business combinations involving foreign private registrants.
• F-6 – Registration of depository shares evidenced by the American Depository Receipts (ADRs).
• F-7 – Registration of certain Canadian issues offered for cash upon the exercises if rights granted to existing security holders.
• F-8 – Registration of certain Canadian issues to be issued in exchange offers or a business combination.
• F-9 – Registration of certain investment grade debit or investment grade preferred securities of certain Canadian issues.
• F-10 – Registration of certain Canadian issues.
• SB-1 – Registration for certain small businesses.
• SB-2 – Registration statement for small businesses. No aggregate offering value of securities.

 MEF Filings

• MEF Filings
  • (Description) Registration pursuant to Securities Act Rule 462(b) of up to an additional 20% of securities for an offering. Applies to 1933 Act registration forms S-1, S-2, S-3, S-11, SB-1, SB-2, F-1, F-2, and F-3.

Partial List of Additional Filings We Assist With

Form 144 This form must be filed as notice of the proposed sale of restricted securities or securities held by an affiliate of the issuer in reliance on Rule 144 when the amount to be sold during any three month period exceeds 500 shares or units or has an aggregate sales price in excess of $10,000.

• Form 424A
  • Prospectus statement filed pursuant to Rule 424(a).
• Form 424B1
  • Prospectus statement filed pursuant to Rule 424(b)(1).
• Form 424B2
  • Prospectus statement filed pursuant to Rule 424(b)(2).
• Form 424B3
  • Prospectus statement filed pursuant to Rule 424(b)(3).
• Form 424B4
  • Prospectus statement filed pursuant to Rule 424(b)(4).
• Form 424B5
  • Prospectus statement filed pursuant to Rule 424(b)(5).
• Form 424B7
  • Prospectus statement filed pursuant to Rule 424(b)(7).
• Form POS AM
  • Post-effective amendments to provide updated prospectus information.
• Form POS EX
  • Post-effective amendment filed solely to add exhibits to a registration statement.
• Form POS462C
  • Post-effective amendment to a registration statement filed under Rule 462(c).

PPM

Our team of captive securities attorneys is ready to assist you with virtually any filing or registration statement needs.  The above listed content is just a glimpse of what we offer.  If you need a specific filing or registration for your securities or offering feel free to reach out to us any time for a free consultation.

Contact Us Today To Schedule Your Free Consultation

Securities Registration Filing  Services via PPM Securities Attorney Staff

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Securities Registration Filing Services via PPM