Regulation A+ (Reg A+)
An SEC exemption allowing companies to raise up to $75 million from the general public through a streamlined public offering process, sometimes called a mini-IPO.
What is Regulation A+?
Regulation A+, enacted under the JOBS Act of 2012 and expanded in 2021, is an SEC exemption that allows eligible US and Canadian companies to raise capital from the general public — both accredited and non-accredited investors — through a simplified offering process without a full S-1 registration. Reg A+ has two tiers: Tier 1 allows up to $20 million in a 12-month period with state securities law review; Tier 2 allows up to $75 million with SEC review but no state review, and requires audited financials and ongoing SEC reporting. Unlike Reg CF, there are no investor investment limits in Tier 2. Reg A+ offerings are often called 'mini-IPOs' because they allow a company to list shares for broader public trading, creating a path to liquidity for early investors without the cost and complexity of a full IPO.
Example
A real estate technology startup raises $50 million through a Reg A+ Tier 2 offering, selling shares to over 10,000 retail investors via an online offering platform. The company files an Offering Circular (Form 1-A) with the SEC, obtains qualification, and lists the shares on an alternative trading system — achieving broad public ownership at a fraction of the cost of a traditional IPO.
Source: SEC — Regulation A+