An issuer conducting a Regulation A Tier 2 offering shall submit the following prior to the initial offer or sale in this state:
- A completed Uniform Notice of Regulation A – Tier 2 Offering form, or copies of all documents filed with the SEC
- A consent to service of process on Form U-2 if not filing the Uniform Notice
- A non-refundable fee of $200
When to File
A notice filing must be made prior to (i.e. at least one day before) the first offer or sale in Nebraska. Pursuant to Section 8-1120, the filing date of a document is the date when received by the Department, not the date that the notice is mailed. It is the issuer’s responsibility to insure that the Department has received the notice prior to making sales in Nebraska.
Late Filings with Nebraska
A notice filing filed after the date of the offer sales described above will void the exemption in Nebraska.
Renewals and Amendments
At this time, the Department does not require renewal or amendments to be filed.
Method of Sales
All sales of securities pursuant to Regulation A, Tier 2 must be must be effected through a Nebraska-registered agent of a Nebraska-registered broker-dealer, except that this requirement does not apply if no commission or other remuneration is paid directly or indirectly for soliciting any prospective buyer.