Solicitation of Interest

PURPOSE: This rule prescribes the procedures and the record that needs to be provided to offerees to comply with section 409.2202(17) of the Missouri Securities Act of 2003. (1) Scope of the Exemption. The solicitation of interest exemption under section 409.2-202(17) of the Missouri Securities Act of 2003 (the Act) is only available to issuers that are eligible and relying on an exemption under the Securities Act of 1933. (2) Form and Content. The record to offerees shall consist of a preliminary offering document that meets the following requirements: (A) The outside front cover page shall comply with subsection 230.255(a)(1) of regulation A under the Securities Act of 1933 or shall state— A registration statement pursuant to the Missouri Securities Act of 2003 relating to these securities has been filed with the Missouri Securities Division. This Preliminary Offering Document is being distributed pursuant to the exemption under section 409.2-202(17) of the Missouri Securities Act of 2003. Information contained in this Preliminary Offering Document is subject to completion or amendment. These securities may not be sold nor may offers to buy be accepted prior to the time an offering document which is not designated as a Preliminary Offering Document is delivered and the offering statement filed with the Division becomes qualified. This Preliminary Offering Document shall not constitute an offer to sell or the solicitation of an offer to buy. Under no circumstances shall the issuer collect any funds for the securities while relying upon the exemption under section 409.2-202(17) of the Missouri Securities Act of 2003. and (B) The preliminary offering document shall contain substantially the information required in an offering circular under the form 1-A or form U-7. (3) Filing. The issuer shall file the preliminary offering document and all related documents with the Securities Division as part of the registration statement prior to making any solicitations of interest under the exemption of section 409.2-202(17). (4) No funds can be collected by the issuer for the securities while relying upon the exemption under section 409.2-202(17). AUTHORITY: sections 409.2-202(17), 409.6-605 and 409.6-608, RSMo Supp. 2003.* Emergency rule filed Oct. 10, 2003, effective Nov. 3, 2003, expired April 30, 2004. Original rule filed Oct. 10, 2003, effective April 30, 2004. *Original authority: 409.2-202, RSMo 2003; 409.6-605, RSMo 2003; and 409.6-608, RSMo 2003.