Facilitator Guide

Form S-1 Registration Statements

Facilitator Guide

Form S-1 Registration Statements

Topic: Securities Offerings
Duration: 1 hr
Format: Remote or in person

What’s covered

Requirements of a registration statement under the 1933 Act, including the cover sheet, prospectus, required financial statements and other information
Required sections of the prospectus (Part I of Form S-1)
Additional information required outside the prospectus (Part II of Form S-1)

Before the session

Prepare the Attendees

Send the attendees an invitation for the session. Include this link, which has the videos and exercise they’ll need to prepare.

https://www.hotshotlegal.com/trainings/form-s-1-registration-statements/attendee

Prepare Yourself

Watch the videos and read the exercise so you’re familiar with the Hotshot material.

Course

Form S-1 Registration Statements

A walkthrough of a sample long-form registration statement on Form S-1.
Exercise
PDF

During the session

Part 1: Knowledge Check

Ask attendees these questions to ensure they understand the topic:

What’s a prospectus? How does it differ from other parts of a registration statement for a securities offering?
What’s the “box” of a prospectus?
What’s the “Risk Factors” section and how is it typically put together?
What’s contained in an MD&A?
What information about underwriters is required in Form S-1?
What other information is required in the prospectus?
What information is found in Part II of the registration statement?

Part 2: Group Exercise

Lead a group discussion based on the exercise. To encourage collaboration, divide the attendees into groups to discuss the exercise, then have a representative from each group summarize their views to the larger group. Call on people to share their thoughts and ask others to respond.

Tip for remote sessions: use your web conferencing system’s breakout room feature to divide people into groups.

Part 3: War Stories and Firm Specifics

Share your own experiences and guidance, including:

Anecdotes and war stories (e.g., about a near-disaster or a tough negotiation)
General practice tips (dos and don’ts)
Firm-specific guidance and practices

After the session

To continue their learning, attendees can check out related courses in Hotshot’s Securities Offerings topic.

About Hotshot

Hotshot helps lawyers develop their legal, business, and technology skills through short videos, quizzes, and summaries, and we help law firms and law schools plan and deliver engaging training programs. Our customers include Am Law 200 firms, top law schools, and regional and international firms.