Without sufficient capital even a well-run business with great potential may fail. The financing of a start-up company tends to follow a predictable pattern, with money being raised from the same types of investors over and over and over. A typical equity investment cycle for a start-up company might be: issuance of founders' shares, sales to "friends and family," sales to a mixed bag of accredited and nonaccredited investors, venture capital financing ("VC") and initial public offering or acquisition.

This article overviews the most popular exemptions to registration for a private offering, including Regulation D offerings solely to accredited investors.