Entoro Reg A+ Monthly Newsletter Oct 05

October 5, 2022


With the passage of the Jumpstart Our Business Startups Act (“JOBS Act”) in 2012, companies have been able to raise funds through the Regulation A+ crowdfunding exemption. Reg A+ is a hybrid exemption that is a private placement but with features and functions of a public entity. The Reg A+ exemption has enabled hundreds of businesses to get funding and many to go public. However, there is still a lot of confusion and experimentation surrounding Regulation A+. In order to help interested Reg A+ candidates better understand the funding opportunity Entoro has compiled some statistics. There are currently about 500 Regulation A+ offerings on the market. The average Regulation A+ offering raised around $13 million in 2021. Of these offerings, roughly 30% involve real estate. Regulation A+ offerings raised approximately $1.5 billion in 2021 alone.

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Why a Broker Dealer?

It is not a requirement in Reg A+ that you use a Broker-Dealer. However, some companies have maxed out the available consumer investor pool without achieving their funding goal. An automobile company offering, for example, was a tour-de-force of consumer marketing, but the company ended their raise at $17 million, even though they intended to raise $25 million. Had they included a Broker syndicate they would have easily raised the full amount – brokers wanted in. The fact is, as a practical matter you cannot go back and retrofit a BD Syndicate after you have started your offering. It's a requirement that the syndicate file with FINRA and be included in a company's SEC filing.

What is an appropriate minimum capital raise for my companies' Reg A+ offering?

The SEC is Qualifying offerings with no minimum. The advantage of a low minimum is that when the offering exceeds it, then the first closing can take place, and your company can then pay for the cost of ongoing marketing to investors from investment proceeds. Then closings can be made weekly or similar to get funds to your company bank account.

For offerings to pay for the purchase of an asset such as to buy a company or real estate, then the offering minimum must be sufficient to complete the purchase, which places a heavier upfront cost burden on the offering company.

Episode 2 - Why a Broker Dealer? - 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

Audra Plageman
Director – Investor Relations
Entoro Capital, LLC
D: +1 949.704.1632
E: aplageman@entoro.com


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