0001213900-24-034661.txt : 20240422 0001213900-24-034661.hdr.sgml : 20240422 20240422074000 ACCESSION NUMBER: 0001213900-24-034661 CONFORMED SUBMISSION TYPE: 1-A POS PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20240422 DATE AS OF CHANGE: 20240422 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CWS Investments Inc CENTRAL INDEX KEY: 0001920508 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] ORGANIZATION NAME: 02 Finance IRS NUMBER: 880822121 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 1-A POS SEC ACT: 1933 Act SEC FILE NUMBER: 024-11857 FILM NUMBER: 24859519 BUSINESS ADDRESS: STREET 1: 5004 COLUMBIA RD CITY: ANNANDALE STATE: VA ZIP: 22003 BUSINESS PHONE: 2023042784 MAIL ADDRESS: STREET 1: 5242 PORT ROYAL RD STREET 2: SUITE 1785 CITY: SPRINGFIELD STATE: VA ZIP: 22151 1-A POS 1 primary_doc.xml 1-A POS LIVE 0001920508 XXXXXXXX 024-11857 true CWS Investments Inc VA 2022 0001920508 5313 88-0822121 8 0 5242 Port Royal Road, #1785 North Springfield VA 22151 866-226-5736 Brian Gallagher Other 1963271.00 0.00 13391.00 6553.00 4839329.00 317230.00 0.00 317230.00 2079531.00 4839329.00 53716.00 946637.00 959.00 10155774.00 1.46 1.46 Grant Thornton Common Shares 1000000 000000000 None Class A 1467800 000000000 None 0 0 000000000 None true true Tier2 Audited Equity (common or preferred stock) N N N Y N N 7500000 0 10.0000 0.00 0.00 14678000.00 0.00 14678000.00 Dalmore Group LLC / MIT Associates LLC 866860.00 MIT Associates LLC 5645000.00 N/A 0.00 Grant Thornton LLP 100000.00 Gallagher Law 50000.00 N/A 0.00 N/A 0.00 000121171 88781220.00 *Includes $116,861 paid to Dalmore as of 5/18/23 & anticipated 1% underwriting fee on $75M. Includes Ind. selling broker dealer comp: 4%, Ind. selling broker dealer due diligence & marketing fee: 1%, Wholesaling Fee: 1.5% & $20K in dealer expenses. true AL AK AZ AR CA CO CT DE FL GA HI ID IL IN IA KS KY LA ME MD MA MI MN MS MO MT NE NV NH NJ NM NY NC ND OH OK OR PA RI SC SD TN TX UT VT VA WA WV WI WY DC PR AL AK AZ AR CA CO CT DE FL GA HI ID IL IN IA KS KY LA ME MD MA MI MN MS MO MT NE NV NH NJ NM NY NC ND OH OK OR PA RI SC SD TN TX UT VT VA WA WV WI WY DC PR true PART II AND III 2 ea0204352-1apos_cwsinvest.htm POST-QUALIFICATION AMENDMENT NO. 6 TO FORM 1-A

 

CWS Investments, Inc. Offering Circular
  File No. 024-11857

 

CWS Investments, Inc.

POST QUALIFICATION AMENDMENT NO. 6 DATED APRIL 22, 2024

TO THE OFFERING CIRCULAR DATED JULY 13, 2022

 

This document supplements, and should be read in conjunction with, the offering circular of CWS Investments, Inc. (the “Company,” “we”, “our”, or “us”), dated July 13, 2022 and filed by us with the Securities and Exchange Commission (the “Commission”) on July 13, 2022 (the “Offering Circular”). Unless otherwise defined in this supplement, capitalized terms used in this supplement shall have the same meanings as set forth in the Offering Circular.

 

This supplement’s purpose is to clarify and disclose reduced or no-selling commission discounts for Series A Units purchased by certain persons, in keeping with practices already implemented for other classes of Units.

 

Reduced or No Selling Commission Discounts (“Discounts”) for Series A Units Purchased by Certain Persons

 

As is our practice with the Company’s other classes of Units, We want to explicitly clarify that we may pay reduced or no selling commissions, managing broker-dealer fees, and/or wholesaling fees in connection with the sale of Series A Units in this offering to Investors whose contracts for investment advisory and related brokerage services include a fixed or “wrap” fee feature. We may agree with Investors to reduce the amount of selling commissions payable with respect to the purchase of their shares down to zero:

 

(i)If the investor has engaged the services of a registered investment advisor or other financial advisor who will be paid compensation for investment advisory services or other financial or investment advice, or

 

(ii)If the investor is investing through a bank trust account, the investor has delegated the decision-making authority for investments made through the account to a bank trust department.

 

(iii)If the Company otherwise believes it is in the best interest of furthering the stated goals of the Offering Circular, so long as such Discounts do not disproportionately economically disadvantage other Series A Unit Investors who otherwise qualify above.

 

Please remember that the Company’s Bylaws are the controlling document for all communications, supplements, and amendments to the Offering Circular, and any perceived conflicts in language or representation shall be resolved in favor of what is set out in the Bylaws.

 

The net proceeds to the Company will not be affected by reducing commissions payable in connection with such sales. Neither the dealer manager nor its affiliates will directly or indirectly compensate any person engaged as an investment advisor or a bank trust department by a potential investor as an inducement for such investment advisor or bank trust department to advise favorably for an investment in the shares offered hereby.