Entoro Reg A+ Monthly Newsletter June 7th

June 7, 2023


Q1 Filings in 2023

Technology, healthcare, and financial services are among the top industries applying for Regulation A+ due to the potential benefits it offers. Regulation A+ is increasingly being used to fund clinical trials, while in financial services, it is used to fund new digital currencies and blockchain-based solutions. Technology companies are also leveraging Regulation A+ to fund research and development, as well as to bring new products and services to market.

How will you use Reg A+?

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What disclosures are required in a Regulation A+ offering?

Regulation A+ requires detailed disclosures that are similar to but far less extensive than for a traditional public offering under the oversight of the SEC. Think of the RedHerring (TM) that you may have seen or heard of.  But with simpler requirements. The process of filing for permission from the SEC to make a Reg A+ offering involves online work using EDGAR.  Form 1A is the document that must be filed with the SEC. Dealing with the SEC is likely to be a multi-step process.

After funding, your company will be required to make regular financial disclosures to the SEC, but they are far less demanding than those required today for a public company on the NASDAQ or NYSE. Companies that make Tier 2 offerings are required to file financial results with the SEC twice per year, and any material change must be posted when it occurs. We will post detailed instructions and videos about dealing with the SEC, and we will offer services to assist you.

Companies that use Tier 1 are not required to make ongoing reports to the SEC, and they do not have to file audited financials prior to the offering. They are required to report material changes in the status of their business to the SEC when they occur.

Compare a reverse merger with Reg A+

Is this like a reverse merger or buying a public shell?

Buying a public shell is one way that mid-sized companies raise equity capital to grow. It is expensive, complex, and it is sometimes difficult to get over the negative history of the old public company that failed in the past (that failure is why the shell was available to be purchased).

In comparison, Regulation A+ offerings are much simpler, less expensive and they are fresh and new.  The limit of $75 million per year per company in Reg A+ does mean that some companies that are raising larger amounts of capital will still need to go the reverse merger route.

Under the new regulation, companies can raise up to $75 million* per year from individual, “Main Street” investors.

Episode 10 - Entoro Competitive Advantages - Youtube

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Entoro Securities is a FINRA-registered Broker-Dealer in all 50 states, Puerto Rico, and the District of Columbia. The top choice for a Reg A+ broker-dealer and will answer all your questions.  We support Issuers through the entire Reg A+ process from pre-filing preparation, to SEC review, marketing selection, and completion of the offering. Call Entoro today and let our team show you how to Reg A+ the right way.


Morgan Sills                                                                  

Director – Investment Banking                                      
Entoro Capital, LLC                                                      
D: +1 832.987.4051                                                      
E: msills@entoro.com        

Christopher Luce, CAP

Managing Director – Reg A+ Sales

Entoro Capital, LLC

D: +1 832.987.3984

E: cluce@entoro.com