Podcast Services Company is incorporated in Illinois. It has 200 employees that work in an office building leased by Podcast in Alton, Illinois. Most of Podcast’s employees reside in Illinois, but a few reside in Missouri near St. Louis. All of Podcast’s assets are in Illinois. It sells its services to clients in 20 states. About 35 percent of its business is conducted with clients in Missouri in the St. Louis area. Podcast wants to sell debentures to its employees, the proceeds of which will be used to purchase the building Podcast currently leases in Alton. May Podcast make the offering in compliance with Securities Act Rule 147? What must Podcast do to comply with Rule 147?

Podcast Services Company is incorporated in Illinois. It has 200 employees that work in an office building leased by Podcast in Alton, Illinois. Most of Podcast’s employees reside in Illinois, but a few reside in Missouri near St. Louis. All of Podcast’s assets are in Illinois. It sells its services to clients in 20 states. About 35 percent of its business is conducted with clients in Missouri in the St. Louis area. Podcast wants to sell debentures to its employees, the proceeds of which will be used to purchase the building Podcast currently leases in Alton. May Podcast make the offering in compliance with Securities Act Rule 147? What must Podcast do to comply with Rule 147?