Reg CF or Investor Crowdfunding

Also called Investor Crowdfunding or Equity Crowdfunding, this raise type allows companies to raise capital from the crowd.

request a demo

Reg CF Done Right

Only with our white-label solution can you own your investor funnel and get a better return on ad spend. Why place your deal right next to your competition’s? Get a better return on your investment by keeping your deal on your website, and raise capital while building your brand. Our platform lets you run a self-hosted capital raise that ensures your prospective investors don’t get sold on another deal.

Our superior payments and technology, FINRA-licensed broker-dealer, and registered Transfer Agent deliver a scalable structure that sets you up for success.

Capital Raise

Our standardized structure ensures large numbers of early-stage investors don't become a burden to the company, and keeps founders in control before and after conversion.

Capital Raising
12(g) Exempt

Using our registered Transfer Agent exempts issuers from additional reporting requirements from their Reg CF under 12(g) while total assets are less than $25M.

Reg A
Founder Friendly

Reg CF investors are consolidated under a single entry/share class in your cap table before and after conversion, while the ongoing administration of shareholders is handled by the Transfer Agent.

Reg A
We raised over $25 million from investors around the world. DealMaker made the whole process simple and painless.
Dylan White
General Counsel, Synaptive Medical
Equity Crowdfunding
Reg D
DealMaker was instrumental in our client raising over $80 million. The size, scope and efficiency of the offering would not have been possible without the platform and team.
Andrew disipio
Partner, Bennett Jones LLP
Investor Crowdfunding
Reg D

DealMaker is the capital-raising tool of the future.

Conor Kearns
CFO,Carbon Streaming Corp
Capital Raise
Reg D

DealMaker is like a video game. I login and keep seeing the numbers go up and up!

Eli dusenbury
CFO, Chemesis International
Reg A
Reg D
The reason I keep recommending DealMaker to many of our clients, is from a cost consideration, they’re incredibly reasonable, and really the care and promptness from informational requests from their team.
Nate Dodson
Attorney, Crowdfunding Lawyers
Reg D
Reg D
We’ve raised capital privately before… using DealMaker through the Reg A we filed was, for the first time, almost effortless. [Investors] found our company, learned about us, and invested directly. It was a major game changer for our brand and our raise.
Troy Levy
CEO & President, Tropical Racing
Reg D
Reg D
We are considering DealMaker Marketplace to cross-pollinate and drive more eyeballs to our deal, and we can share how we are doing, our milestones and strategic wins
Troy Levy
CEO & President, Tropical Racing
Reg D
Reg CF

Trusted by leading global organizations

Companies of all sizes use DealMaker to launch and market their offerings to investors across the globe.

Reg CF Case Study

Capital Raising

Trust Stamp Hits Reg CF Maximum $5M in Oversubscribed Offering

Learn how Trust Stamp used DealMaker to close an oversubscribed, maximum Reg CF offering before uplisting to the Nasdaq.

News & insights from our experts

Frequently Asked Questions

If I run a successful Reg CF offering, will I become a 12(g) Reporting Company?

Not necessarily. Section 12(g) of the Securities Exchange Act says that if, on the last day of its fiscal year, an issuer has assets of $10 million and a class of equity securities held of record by either 2,000 persons or 500 persons who are not accredited investors, it has to register that class of securities with the SEC.

However, the Act specifically exempts investors acquired from Reg CF offerings, so long as the issuer files the regular annual reporting for Reg CF companies (Form C-AR), engages a Transfer Agent (like DealMaker Shareholder Services), and has less than $50M in annual revenue.

What is a Crowd SAFE?

A SAFE (Simple Agreement for Future Equity) is an agreement between a company and an investor. An investor invests capital into a company using a SAFE and, in exchange for the capital, the investor receives the right to purchase stock in a future equity round (if and when one occurs), subject to certain parameters of the SAFE.

As Regulation Crowdfunding was signed into law in 2012 and grew in popularity through the 2010s, a variation of the standard SAFE was introduced by some crowdfunding portals in 2016. The standard terms and process for a Reg CF offering using the Crowd SAFE involve a “Nominee” to consolidate the relationship with (and rights of) investors within a single individual, and a “Custodian” to hold the securities for investors.

What are the pros and cons of the traditional Crowd SAFE?

The traditional Crowd SAFE and process sacrifices investors’ control over their holdings and makes the company reliant on a middleman (the Custodian or portal) on an ongoing basis, accruing cost.  It allows the intermediary to own investor data and continue to retarget them with deals, which is of no benefit to a company or founder.  While it claims to minimize ongoing administration and reporting requirements, the reality is that both of these goals can be accomplished more easily without creating an intermediary custodian, by a properly structured direct relationship with investors.  This can be done by relying on i.) a registered Transfer Agent to manage shareholders and ii.) the existing exemption from 12g reporting requirements for Reg CF shareholders. 

Does my Reg CF offering need a custodian?

No. The practice of using a custodian has been introduced largely to benefit the organizations controlling the custodians themselves, creating a long-term reliance on them as a middleman. The benefits of this structure can be achieved a more cost-effective, issuer-controlled structure. Most online platforms act as the custodian themselves, and are not incentivized to share this information.

What is an SPV?

An SPV (Special Purpose Vehicle) is an entity set up for the purpose of investing into a company. When investing, investors’ capital is pooled into the SPV, and the SPV invests into the company as a single entity. The use of SPVs is a useful tool in Venture Capital (where General Partners may pool the capital from other Limited Partners as they evaluate investment opportunities), but introduces further complexity and lack of transparency for investors in Reg CF offerings, where keeping costs down is crucial.

What are the Pros and Cons of an SPV?

Most issuers’ primary motivation for considering an SPV structure is to organize their Cap table. SPVs are often a poor fit for this if i.) the investors are subscribing to Reg CF or Reg A+ offerings (as these investors are already exempt from 12(g) reporting requirements) or ii.) the anticipated size of the offering exceeds 2,000 investors (as this is the limit for a single SPV, and new entities will need to be formed).

Does my offering need an SPV?

No. SPVs are an unnecessary tool in Reg CF and Reg A+ offerings. When SPVs are used, most online platforms are directly involved in their setup, and therefore are not incentivized to share this information.