In August 2020 the SEC says over $1.5T raised with Regulation D (see the full report). The SEC reported to Congress on the use of Regulation D for small businesses. The report stated “in 2019, Regulation D accounted for over $1.5 trillion in reported proceeds. By comparison, in 2019 ‘registered’ offerings accounted for approximately $1.2 trillion in proceeds, and Regulation A accounted for just over $1 billion in reported proceeds. Much like public capital markets, capital raising through Regulation D offerings has been pro-cyclical. Private funds raised the largest amount of financing in the Regulation D market during this period” (see page 7). Note that ‘Registered’ offerings are offerings by public companies. Reg D offerings are private businesses raising capital from private investors. Therefore, the trend is, that private businesses are raising more money from private investors than publicly traded companies.
Given the growth of Regulation D and current amounts of capital being raised, which are nearly $3 trillion in 2022 (see the current report), select groups of Congress are now calling for stricter regulations. One of the proposals on the table is requiring companies to file Form D ‘prior to’ raising capital vs. the current rule, allowing a 15 day window to file ‘after’ raising capital (see current proposals).
$1.5T raised with Regulation D, SEC says
Take a look at the companies currently raising capital with Regulation D (Click Here).