The SEC Form 424A is a Prospectus Form that a company must file if it has made significant changes to a previously-filed prospectus submitted as part of its Registration Statement. The Form 424A offers significant amendments to a company’s original S-1 filing, beyond merely filling in any blanks left on the S-1. 

A Prospectus is a printed legal document that companies publish prior to selling a security; it details financial information about the company and the securities it is making available for sale (i.e., investment objectives, risks, fees, etc.). Companies are required to file prospectus form 424A in accordance with SEC Rule 424(a).

Prospectuses are important disclosure documents that provide information about the financial security of a company to potential buyers and investors. Information that can be found in the prospectus typically include details of the company’s business, biographies of its directors and officers and their compensation, financial statements, any pending litigation involving the company and any relevant material information about the company, including a listing of the company’s material property holdings. Prospectuses may also contain information about a company’s stock, bond, mutual fund and other investment holdings.

The process of filing and having a 424A approved by the SEC can take anywhere from a few weeks to a few months, depending on amount of material and complexity of the filing. The entire Private Placement Markets team is available throughout this entire process to prepare and submit subsequent amendments, redlines, and correspondence letters.


Service(s) to be Provided:

  • Drafting & Preparation of a Federal Securities Laws Compliant 424A Registration Statement (Offering).

    • Our Custom 424A Registration Statement (Offering) includes (but is not limited to):

      • Offering Structuring and Development of a Presentation Grade 424A Registration Statement (Offering),

      • all SEC Filing(s) as required via the EDGAR,

      • Federal Securities Laws Compliance Review, and

      • Access to our Broker-Dealer Network & International Institutional Investment Banking Network (See &

      • Does Not include any expenses associated with any required Financial Audits, Legal Opinion Letters, Stock Transfer Agents, DTC Registration, Broker Dealer / Market Maker Fees, Shares Registration Fees paid to the SEC, and/or any Listing Fees associated with a Capital Markets Listing. 

To engage us for a Custom 424A Registration Statement (Offering) Preparation:

  1. Private Placement Markets is very selective about the 424A Clients it engages with. Please call our Capital Markets Team or email us as the contact listed to the left, and we will schedule a time to speak regarding your 424B needs.

  2. If there is a mutual interest to engage for the Drafting and Filing of your 424A, we will forward you an engagement letter to be signed, at which time you will be required to submit a retainer equal to 50% of our service charge for the drafting of the Custom 424A Registration Statement (Offering). Our total estimated cost for a Custom 424A Registration Statement (Offering) is a Flat $10,000 USD (50% = $5,000 USD). NOTE: The balance of $5,000 will be due and payable 30 days net from retaining services or upon delivery of a final 424A Registration Statement whichever comes first.

  3. NOTE: If Private Placement Markets prepared the S-1 that is being amended with the 424A, there may be a discount to the 424A. 

  4. Once complete, we will send you an email with information detailing the necessary information we need to get started working on the custom 424A Registration Statement (Offering).

  5. General Time from Start-to-Finish, given the vast number of Registration Statemetns we have done over the past five plus years, approximately two to four weeks (could be shorter, could be longer, much depends on complexity and amount of information). 

Mr. Steve Muehler

Founder & Managing Member

Private Placement Markets

101 California Street

San Francisco, CA 94111


Phone: (877) 259-8066

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Private Placement Markets, LLC (a Delaware Limited Liability Company) provides no depository services and is not insured by the FDIC. Private Placement Markets is an Investment Banking Industry Document Preparation Company and Capital Markets Advisor. Private Placement Markets does not offer, and does not offer to provide any broker dealer or market maker services. Private Placement Markets operates this website (referred to as the “Website”). By accessing this Website and any pages thereof, you agree to be bound by its Terms of Use and Privacy Policy. Past performance is no guarantee of future results. Any historical returns, expected returns, or probability projections may not reflect actual future performance. Private Placement Markets does not provide financial planning services. Private Placement Markets does not provide tax advice and does not represent in any manner that the outcomes described herein will result in any particular tax consequence.


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