REG A - Regulation A allows companies to raise money under two different tiers. It is very important for you to know which tier the offering is being conducted under. Companies are required to indicate the tier under which the offering is being conducted on the cover of the offering circular.
Tier 1
Under Tier 1, a company can raise up to $20 million in any 12-month period. For Tier 1 offerings, the offering circular must be filed with and is generally subject to review and qualification by the staff at the SEC as well as by the securities regulator in the states where the offering is being conducted. The financial statements disclosed in a Tier 1 offering do not have to be audited.
Qualification under Regulation A, a company can only accept payment for the sale of its securities once its offering materials have been qualified by the staff at the SEC. Additionally, companies that are conducting a Tier 1 offering must generally have their offering materials qualified by state securities regulators in the states in which the company plans to sell its securities.
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