§ 207.130.  Notice to purchasers under section 207(m).

 (a)  This section applies to offerings of securities which are registered under section 206 of the act (70 P. S. §  1-206) and to securities transactions which are exempt from registration under sections 203(d) and (p) of the act (70 P. S. §  1-203(d) and (p)) and, if required by rule of the Commission, section 203(r) of the act.

 (b)  The notice to purchasers required by section 207(m)(1) of the act (70 P. S. §  1-207(m)(1)) shall be given in accordance with all of the following:

   (1)  It shall be in writing.

   (2)  Reference to the notice shall be made on the cover page of the prospectus used in connection with the offer and sale of the securities.

   (3)  An explanation of the right of withdrawal contained in section 207(m)(1) of the act, including the procedure to be followed in exercising the right, shall be given in the text of the prospectus.

   (4)  Reference to the right of withdrawal shall be made in any subscription agreement used.

   (5)  The reference to the right of withdrawal described in paragraph (2) shall be conspicuous, by setting it apart from other text and by underlining or capitalization.

 (c)  The notice to purchasers required by section 207(m)(2) of the act shall be given in accordance with all of the following:

   (1)  It shall be in writing.

   (2)  An explanation of the right of withdrawal contained in section 207(m)(2), including the procedure to be followed in exercising the right, shall be given.

   (3)  The explanation of the right of withdrawal shall be conspicuous, by setting it apart from other text and by underlining or capitalization.

 (d)  Timely notice of withdrawal of the purchase shall be deemed to have been given by a purchaser within the 2-business day period set forth in section 207(m) of the act if, during the 2-business day period, a written notice to withdraw from the purchase:

   (1)  Is actually received by the issuer or its affiliate.

   (2)  Is sent electronically, including by E-mail or facsimile.

   (3)  Is deposited in the United States Postal Service, sent registered or certified mail, and all applicable fees are paid by the sender.

   (4)  Is delivered to a messenger or courier service for delivery with applicable fees paid by the sender.

 (e)  The following language illustrates a right of withdrawal notice which complies with section 207(m)(1) of the act.

   ‘‘If you have accepted an offer to purchase these securities made pursuant to a prospectus which contains a written notice explaining your right to withdraw your acceptance pursuant to section 207(m) of the Pennsylvania Securities Act of 1972, you may elect, within two business days after the first time you have received this notice and a prospectus (which is not materially different from the final prospectus) to withdraw from your purchase agreement and receive a full refund of all moneys paid by you. Your withdrawal will be without any further liability to any person. To accomplish this withdrawal, you need only send a written notice (including a notice by facsimile or electronic mail) to the issuer (or underwriter if one is listed on the front page of the prospectus) indicating your intention to withdraw.’’

 (f)  The following language illustrates a right of withdrawal which complies with section 207(m)(2) of the act:

  ‘‘If you have accepted an offer to purchase these securities and have received a written notice explaining your right to withdraw your acceptance pursuant to section 207(m)(2) of the Pennsylvania Securities Act of 1972, you may elect, within two business days from the date of receipt by the issuer of your binding contract of purchase or, in the case of a transaction in which there is no binding contract of purchase, within two business days after you make the initial payment for the securities being offered, to withdraw your acceptance and receive a full refund of all moneys paid by you. Your withdrawal of acceptance will be without any further liability to any person. To accomplish this withdrawal, you need only send a written notice (including a notice by facsimile or electronic mail) to the issuer (or placement agent if one is listed on the front page of the offering memorandum) indicating your intention to withdraw.’’

   The provisions of this §  207.130 amended under sections 202(g) and (i), 203(d), (i.1), (j) and (n)—(t), 204(a), 205(b), 207(g), (j.1) and (n), 209(b), 211(a) and (b), 504(d), 513, 603(a), 606(d) and 609(a) of the Pennsylvania Securities Act of 1972 (70 P. S. § §  1-202(g) and (i), 1-203(d), (i.1), (j) and (n)—(t), 1-204(a), 1-205(b), 1-207(g), (j.1) and (n), 1-209(b), 1-211(a) and (b), 1-504(d), 1-513, 1-603(a), 1-606(d) and 1-609(a)).

   The provisions of this §  207.130 adopted March 29, 1974, effective March 30, 1974, 4 Pa.B. 584; amended December 30, 1999, effective January 1, 2000, 30 Pa.B. 18; corrected April 9, 2004, effective March 4, 2000, 34 Pa.B. 1940. Immediately preceding text appears at serial pages (297502) to (297504).