For companies seeking efficient access to growth capital, Regulation D (Reg D) and Regulation A (Reg A) offer powerful alternatives to a traditional IPO. When structured correctly and distributed through experienced broker-dealers, these exemptions allow issuers to raise capital while maintaining regulatory compliance and market credibility.
At Red Rock Securities Law, we work closely with issuers to design capital-raising strategies that align business objectives with securities law requirements—helping companies raise capital with confidence.
Reg D: Efficient Capital from Accredited Investors
Reg D remains the most widely used exemption for private offerings and Issuers typically rely on Rule 506(b) or Rule 506(c) depending on their fundraising and marketing goals.- Rule 506(b) supports relationship-driven capital raises without general solicitation.
- Rule 506(c) allows broader marketing and general solicitation, provided all investors are accredited and properly verified.
Reg A: Expanding Reach and Investor Access
Reg A—often referred to as a “mini-IPO”—allows issuers to raise up to $75 million annually and, under Tier 2, accept investments from both accredited and non-accredited investors nationwide. For issuers, Reg A offers compelling advantages:- Access to a broader investor base
- Increased brand visibility through compliant marketing
- Potential for greater liquidity than traditional private placements
Why Issuers Choose Red Rock Securities Law
Raising capital requires more than selecting an exemption—it requires a strategy. Issuers work with Red Rock Securities Law to:- Identify the right exemption based on growth goals and investor profile
- Structure offerings that attract broker-dealer participation
- Prepare clear, compliant disclosures that withstand regulatory scrutiny
