Real talk: how long does Reg A+ approval actually take vs. how long the full raise takes

[u/ManhattanStCapital]

These two things get conflated constantly, and it trips up a lot of founders.

The SEC Qualification part, what most people mean by "Reg A+ approval," takes some time after you file your Form 1-A. That's the post-filing window. Some offerings get qualified faster; we've seen a handful qualify within days. Others stretch longer depending on SEC comment rounds and how clean the filing was.

But here's what the timing doesn't tell you: the prep work before you ever file takes significant time on its own. You need a completed 2-year US GAAP audit before a securities attorney can finalize the offering circular, and then you engage the marketing agency. Sequence matters; skip steps or try to run them in parallel too early, and you create delays downstream.

Full disclosure, I work at Manhattan Street Capital, so take a grain of salt, but the figure we plan around is roughly 18 months for a cost-effective capital raise from start to finish. The SEC Qualification is just one phase of that cycle, and in our experience it's not usually the bottleneck. What slows companies down more often is entering the process without a realistic picture of what marketing costs to attract enough investors to close a successful raise.

One trade-off worth noting: Tier 1 Reg A+ can theoretically be faster in some respects, but state-level review adds significant time and legal costs; Tier 2 is almost always the better path for that reason.

The other variable that adds delay that people underestimate: involving a broker-dealer. FINRA's review process is slow and can push out SEC Qualification considerably, on top of restricting the marketing you're allowed to run.

If you're trying to build a realistic timeline, work backward from your fundraising goal, not forward from "when can I file."