Pre-IPO Disclosures – What is included in a prospectus? – (49)

company’s legal undertakings and the exhibits to the registration statement.
Separately from the Form S-1, the company typically must file a registration statement on Form 8-A to register its common stock under the Exchange Act. The Form8-A is required because the company will be subject to the Exchange Act’s reporting requirements after the IPO. The Form 8-A is a simple, typically one- page registration statement and is filed via the EDGAR system.
What is included in a prospectus?
A prospectus describes the offering terms, the anticipated use of proceeds, the company, its industry, business, management and ownership, and its results of operations and financial condition. Although it is principally a disclosure document, the prospectus is also crucial to the selling process.
SEC regulations require certain disclosures in a prospectus. The principal sections of the prospectus are identified below (“smaller reporting companies,” (as defined by the SEC), EGCs and foreign private issuers have less detailed disclosure obligations, particularly with respect to executive compensation):
Summary. The summary is a short overview of the more important aspects of the offering and the company. The summary will cover the type of security offered, a brief description of the company, the amount of securities offered, the trading market for the securities and the use of the proceeds. Generally, the summary section should not exceed three pages.
Financial Statements. The prospectus will include audited financial statements of the company, including balance sheets for each of

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