SEC Filing Summary: Mill City Ventures III, Ltd. (8-K)
Business Context and Reporting Period
This Form 8-K was filed by Mill City Ventures III, Ltd. on March 7, 2013, reporting events occurring on the same date. The registrant is incorporated in Minnesota and maintains its principal executive offices in Wayzata, MN.
Key Financial Metrics
The filing does not provide standard financial metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on a specific capital transaction.
Material Changes
On March 7, 2013, the Company completed a private placement of unregistered equity securities. The Company issued an aggregate of 9,450,000 shares of common stock with a par value of $0.001. All shares were sold at a purchase price of $1.00 per share, resulting in total gross proceeds of $9,450,000.
Guidance, Outlook, and Risks
The filing contains no management guidance, outlook, or discussion of general business risks. The transaction was conducted in reliance on the statutory exemption from registration under Section 4(2) of the Securities Act of 1933 and Rule 506, as all investors were accredited. The securities are not registered and may not be offered or sold in the United States absent registration or an applicable exemption.
Key Facts for Investor Verification
- Transaction Type: Unregistered private placement of common stock.
- Shares Issued: 9,450,000 shares.
- Price Per Share: $1.00.
- Total Proceeds: $9,450,000.
- Investor Status: All purchasers were accredited investors.
- Regulatory Basis: Exemption under Section 4(2) and Rule 506 of the Securities Act of 1933.