What is a 506c Offering?

Rule 506(c) permits fund managers to broadly solicit and generally advertise an offering
Written by
Allocations
Published on
June 19, 2023

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Introduction

  • Rule 506(c) permits fund managers to broadly solicit and generally advertise an offering

Benefits

  • Advertise your deals
  • Reach more investors
  • Comply with SEC

Requirements

  1. All purchasers in the offering are accredited investors,
  2. The issuer takes reasonable steps to verify purchasers’ accredited investor status and
  3. Certain other conditions in Regulation D are satisfied

Accredited investor requirements

An “accredited investor” is a type of investor that satisfies one of the below

1. A natural person with income exceeding $200,000 USD in each of the two most recent years or joint income with a spouse or spousal equivalent exceeding $300,000 USD for those years and a reasonable expectation of the same income level in the current year. OR

2. Any natural person whose individual net worth, or joint net worth with that person’s spouse or spousal equivalent, exceeds $1,000,000 USD. For purposes of calculating net worth: (The person’s primary residence shall not be included as an asset;) OR

3. A director, executive officer, or general partner of the issuer of the securities being offered or sold, or a director, executive officer, or general partner of a general partner of that issuer. OR

4. A natural person holding General Securities Representative (Series 7), Private Securities Offerings Representative (Series 82), or Licensed Investment Adviser Representative (Series 65) registration in good standing.OR

5. “Knowledgeable Employees” of a private fund, but only for investments in that fund.