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Our fundraising is conducted pursuant to Rule 506c of Regulation D.
Section 201(a) of the JOBS Act requires the SEC to eliminate the prohibition on using general solicitation under Rule 506 where all purchasers of the securities are accredited investors and the issuer takes reasonable steps to verify that the purchasers are accredited investors.
To implement Section 201(a), the SEC adopted paragraph (c) of Rule 506c. Under Rule 506(c), issuers can offer securities through means of general solicitation, provided that:
An “accredited investor” includes a natural person who:
An “accredited investor” may also be an entity such as a bank, partnership, corporation, nonprofit or trust, when the entity satisfies certain criteria. The JOBS Act requires that issuers wishing to engage in general solicitation take “reasonable steps” to verify the accredited investor status of purchasers. Rule 506(c) sets forth a principles-based method of verification which requires an objective determination by the issuer (or those acting on its behalf) as to whether the steps taken are “reasonable” in the context of the particular facts and circumstances of each purchaser and transaction. Among the factors that an issuer should consider under this principles-based method are:
In addition to this flexible, principles-based method, Rule 506(c) includes a non-exclusive list of verification methods that issuers may use, but are not required to use, when seeking greater certainty that they satisfy the verification requirement with respect to natural person purchasers. This non-exclusive list of verification methods consists of:
Our videos and other presentations on investment opportunities (our “Presentations”) are neither an offer to sell nor the solicitation of an offer to buy any security. Only the offering materials can make such an offer. Therefore, a copy of the offering materials must be made available to you in connection with the offering. The Presentations must be considered in conjunction with the offering materials in order to understand fully all of the implications and risks of the offering of securities to which it relates.
To understand a private offering fully, you should read the entirety of the offering materials carefully, including the “Risk Factors” sections, before making a decision to invest. Some of the more significant risks include the following: the referenced investments are risky speculative investments; there will not be any market for such investments; there is no assurance that the companies underlying the investment may ever be sold; and you will not have the benefit of an independent review of the final terms of such investments. If the investment sponsor loses or is unable to retain key personnel, such sponsor may be delayed or unable to implement the business plan. The relevant operating team has a limited operating history and limited experience operating in the relevant industry and our business is not diversified.
It is important to note that private offerings are complex and best intended for sophisticated investors, and may have high costs of ownership. Private Investments carry certain unique risks which should be carefully considered and fully understood by individual investors before investing.
The referenced securities will be offered via offering materials. You can request these documents by sending an email to [ ]. Carefully review these documents prior to making an investment decision. Risks may include loss of principal or the possibility that the investor will own the referenced assets at a depressed price. Securities discussed in this video are not registered with the SEC but are issued pursuant to an exemption from registration. Before Investors make any investment, they should read the offering materials for complete information about such issuer and the securities being offered. Investors should understand the characteristics, risks, and rewards of each investment before making a decision to invest in the security. Investors should contact their own accounting, tax or legal advisors to review the suitability of any investment. Investment are issued as non-registered securities. Non-registered securities are exempt from SEC registration and are issued under the JOBS ACT, Regulation D, Section 506(c).
Brighter Utilities, LLC is not a broker/dealer, does not give legal or accounting advise, and does not sell securities or give any investment advice.