SEC Form S-1 Definition By WILL KENTON https://w
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Posted On: 08/10/2021 7:07:56 PM
SEC Form S-1 Definition
By WILL KENTON
https://www.investopedia.com/terms/s/sec-form-s-1.asp
Reviewed by GORDON SCOTT Updated Mar 19, 2020
What is SEC Form S-1?
SEC Form S-1 is the initial registration form for new securities required by the SEC for public companies that are based in the U.S. Any security that meets the criteria must have an S-1 filing before shares can be listed on a national exchange, such as the New York Stock Exchange. Companies usually file SEC Form S-1 in anticipation of their initial public offering (IPO). Form S-1 requires companies to provide information on the planned use of capital proceeds, detail the current business model and competition and provide a brief prospectus of the planned security itself, offering price methodology and any dilution that will occur to other listed securities.
SEC Form S-1 is also known as the registration statement under the Securities Act of 1933. Additionally, the SEC requires the disclosure of any material business dealings between the company and its directors and outside counsel. Investors can view S-1 filings online to perform due diligence on new offerings prior to their issue.
Foreign issuers of securities in the U.S. do not use SEC Form S-1 but instead must submit an SEC Form F-1.
KEY TAKEAWAYS
SEC Form S-1 is an SEC registration required for U.S. companies that want to be listed on a national exchange.
It is basically a registration statement for a company that is usually filed in connection with an initial public offering.
Any amendments or changes that have to be made by the issuer are filed under SEC Form S-1/A.
The issuer is responsible for any material misrepresentations or omissions.
Form S-1 has two parts.
Part I, which is also called the prospectus, is a legal document that requires information on the following: business operations, the use of proceeds, total proceeds, the price per share, a description of management, financial condition, the percentage of the business being sold by individual holders and information on the underwriters.
Part II is not legally required in the prospectus. This part includes recent sales of unregistered securities, exhibits and financial statement schedules.
The issuer will have liability if there are material misrepresentations or omissions.
By WILL KENTON
https://www.investopedia.com/terms/s/sec-form-s-1.asp
Reviewed by GORDON SCOTT Updated Mar 19, 2020
What is SEC Form S-1?
SEC Form S-1 is the initial registration form for new securities required by the SEC for public companies that are based in the U.S. Any security that meets the criteria must have an S-1 filing before shares can be listed on a national exchange, such as the New York Stock Exchange. Companies usually file SEC Form S-1 in anticipation of their initial public offering (IPO). Form S-1 requires companies to provide information on the planned use of capital proceeds, detail the current business model and competition and provide a brief prospectus of the planned security itself, offering price methodology and any dilution that will occur to other listed securities.
SEC Form S-1 is also known as the registration statement under the Securities Act of 1933. Additionally, the SEC requires the disclosure of any material business dealings between the company and its directors and outside counsel. Investors can view S-1 filings online to perform due diligence on new offerings prior to their issue.
Foreign issuers of securities in the U.S. do not use SEC Form S-1 but instead must submit an SEC Form F-1.
KEY TAKEAWAYS
SEC Form S-1 is an SEC registration required for U.S. companies that want to be listed on a national exchange.
It is basically a registration statement for a company that is usually filed in connection with an initial public offering.
Any amendments or changes that have to be made by the issuer are filed under SEC Form S-1/A.
The issuer is responsible for any material misrepresentations or omissions.
Form S-1 has two parts.
Part I, which is also called the prospectus, is a legal document that requires information on the following: business operations, the use of proceeds, total proceeds, the price per share, a description of management, financial condition, the percentage of the business being sold by individual holders and information on the underwriters.
Part II is not legally required in the prospectus. This part includes recent sales of unregistered securities, exhibits and financial statement schedules.
The issuer will have liability if there are material misrepresentations or omissions.
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