This private Placement offer will only be available for the next 6 months as the offering will soon expire.
Recently a 4-1 vote by the Securities and Exchange Commission to lift an 80-year-old ban on publicizing shares in private offerings — one of the biggest methods for companies to raise capital. The new rule will take effect 60 days after the SEC publishes it in the Federal Register and companies will still have to verify that they are only selling shares to qualified investors.
Congress told the SEC to lift the ban when they passed the Jumpstart Our Business Startups Act in April of last year. Previously, companies seeking to raise private funds have only been able to advertise to wealthy investors who have net worth of more than $1 million or annual income of at least $200,000, or qualified buyers who manage at least $100 million in securities, for the past two years. So most investors never heard about a deal until it was completed and announced.
The end of the ban will let companies advertise more broadly to the general public, by issuing press releases or tapping social networks.
Accordingly DCA Systems, our parent company hereby offers to the public a Private Placement Memorandum (PPM) to issue 2,500,000 shares of stock at $ 2.00 per share under the SEC Regulation D 505 rule to raise $ 5,000,000.00 in working capital.
Please read the short summary of our PPM below.
PPM Summary: August 28, 2013 pg. 1 of 2 Name: DCA Systems, Inc.
Confidential Private Placement Memorandum
DCA Systems, Inc.
2,500,000 Shares
being offered as
Common Stock
Under the SEC Reg. D 505 Statute
PRICE PER SHARE: $ 2.00
(Each Share consisting of 1 share No Par Value)
THESE SECURITIES HAVE NOT BEEN REGISTERED WITH OR APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY SUCH STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PRIVATE PLACEMENT MEMORANDUM. THIS PRIVATE PLACEMENT MEMORANDUM DOES NOT CONSTITUTE AN OFFER IN ANY JURISDICTION IN WHICH AN OFFER IS NOT AUTHORIZED.
The Information Contained Herein is Confidential and Intended Only for the Entity or Person to Which or Whom It is Given to or Transmitted Electronically.
DCA Systems, Inc., doing business as DCAirSolar Systems (“We”, “Us”, “the “Company” or “DCA”) hereby offers 2,500,000 shares of Common Stock at a price of $2.00 per Share. No Par Value.
The Company, on a “best efforts” basis, is offering the shares (the “Offering”) and all proceeds from the sale of such shares shall be deposited in the Company’s general account upon its acceptance of the subscription. The Company may terminate this Offering at any time.
AN INVESTMENT IN THE SHARES IS HIGHLY SPECULATIVE. THUS, PROSPECTIVE INVESTORS SHOULD CAREFULLY REVIEW AND CONSIDER THE MATTERS DESCRIBED UNDER “RISK FACTORS” HEREIN.
THE SECURITIES OFFERED BY THIS PRIVATE PLACEMENT MEMORANDUM HAVE NOT BEEN REGISTERED WITH OR APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION, ANY STATE SECURITIES COMMISSION OR ANY OTHER REGULATORY AUTHORITY, NOR HAVE ANY OF THE FOREGOING AUTHORITIES PASSED UPON OR ENDORSED THE MERITS OF THIS OFFERING, OR THE ACCURACY OR ADEQUACY OF THIS PRIVATE PLACEMENT MEMORANDUM. ANY SUCH REPRESENTATION TO THE CONTRARY IS UNLAWFUL.
Price to Investors Commissions Proceeds to Company
Per Share $ 2.00 $ 0.00 $ 5,000,000
Total $ 2,500,000 $ 0.00 $ 5,000,000
(1) The Shares shall be offered on a “best efforts” basis by the officers and directors of the Company. The Company reserves the right to utilize the services of one or more placement agents (the “Agent(s)”) in connection with the Offering.
A Portion of the proceeds from this PPM will be used to fund the completion of Manufacturing, Test and Installation of the new DCAirSolar Rooftop Solar Powered HVAC System, the Solair 4PU1 in a Tampa Bay Fast Food Restaurant chain and to fund other R & D projects now in the design phase.
This Private Placement Memorandum will be issued based on the new rules passed into the law by congress and adopted by the SEC recently regarding accredited Investor mandates and advertising to the general public. The new law minimizes the requirements for small businesses to raise capital. Open the link for more information.
Interested parties wishing to invest in this revolutionary venture through our PPM are advised to contact David Curry,
at DavidCurryD-Curry@live.com and request a complete copy of this PPM which includes our business plan and Executive Summary and state the amount of shares you wish to purchase.
We urge you not to delay in responding due to the many potential investors and the limited amount of stock being issued in this Round One solicitation. Investing in our company will reduce the dependence on foreign oil and promote Solar Alternate Energy while reducing the hazards of Climate Change and saving the Planet Earth.
For more information on our company, visit our Twitter site at https://twitter.com/SolarHVAC or email us at dcasystems@live.com
dcasystems 