Speaking primarily of Regulation A and Regulation CF, most offerings I see fall into one of these three categories:

  • Equity – Simply put, offering equity in the business in exchange for the investment.
  • Debt – Where the investor is not getting any actual equity, but rather providing capital that the company will pay back at a later date with some sort of interest or gain for the investor.
  • Hybrid – Here you’ll see combinations of various offering structures used. For example, an issuer that is offering equity, but also proving a dividend on top of the equity.
The key for Reg A and Reg CF, which largely target non-accredited retail investors – issuers need to keep their offering structure simple and easy to understand for investors of all experience levels. I typically recommend that issuers avoid utilizing any more complicated instruments (i.e. convertible notes) as they can quickly confuse prospective investors.
Regulation D allows for slightly more complexity to be involved in the offering structure as you’re typically dealing with more sophisticated investors who will have a better understanding of more complex instruments (i.e. incorporating stock warrants into the offering structure)

About the Author: Ryan Frank

Ryan Frank
Ryan Frank is the CEO & Founder of Funded which provides end-to-end marketing/advertising solutions for equity crowdfunding and private placement capital raises. Ryan has been in the digital marketing industry for 15 years and brings a wealth of knowledge to the equity crowdfunding/capital raise space.

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Brands We Have Worked With

Here are some of the great brands we have worked with planning and executing capital raises:

Reg D + Reg S
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Private Equity Fund / Reg D
Reg A + Reg D
Private Equity Fund / Reg D
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