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It can easily run to 50 or more pages. The document is required for all public issues of securities with two principal exceptions:
a. Loans that mature within nine months.
b. Issues that involve less than $5.0 million.
The second exception is known as the small-issues exemption. Issues of less than $5.0 million are governed by Regulation A, for which only a brief offering statement?rather than the above registration statement?is needed. For Regulation A to be operative, no more than $1.5 million may be sold by insiders.
3. The SEC studies the registration statement during a waiting period. During this time, the firm may distribute copies of a preliminary prospectus...
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