RE: "even though the shares can be sold to the public without even posting the formfile, it would all be done in 1 single offering...."
BUT, "one single offering" (a prospectus) can be simultaneously issued to multiple requesting private investors, or a unified group of them, but NOT offered publicly simply ISSUED privately; and then, they can each individually buy some or all up to the total but not exceeding as a combined amount the total in the prospectus.
AJMO - GLTA