Veep Capital Introduces Regulation A+ Tier 2 Offerings for Companies, Real Estate and Funds

Under Regulation A+ Tier 2, eligible issuers may raise up to $75 million in a twelve-month period from accredited and non-accredited investors alike — in traditional book-entry form, in tokenized form, or in both simultaneously. The marketplace is expected to be live by the end of August 2026

NEW YORK, Sept. 04, 2026 (GLOBE NEWSWIRE) -- Apex DeFi Labs Inc. today introduced Regulation A+ Tier 2 offerings on Veep Capital™, the issuance marketplace built on VYASA™ — The Enterprise Operating System for Private Capital Markets. The capability opens a single, compliance-native venue in which eligible operating companies, real estate sponsors and fund managers can bring qualified Regulation A+ offerings to the broadest permitted U.S. investor base.

Regulation A+ Tier 2 permits an eligible issuer to raise up to $75 million in any twelve-month period and, unlike Regulation D, is open to non-accredited investors.¹ That distinction changes the arithmetic of a private raise: an issuer is no longer confined to a verified-accredited universe, and an investor is no longer excluded from a private opportunity by income or net worth. Veep Capital operationalizes that opening without loosening the compliance perimeter around it.

Three issuance tracks. One compliance engine.

Every Regulation A+ offering on Veep Capital is configured to one of three tracks, each with its own diligence package, document set and reporting obligations:

— VERSE™ — Company Equity. C-Corp equity and LLC interests. Cap table maintained from the first closing; 1099 reporting handled natively.

— WELLSPRING™ — Real Estate. Commercial and development real estate, including property-level diligence, pro forma, capital stack and environmental review. Investors receive Schedule K-1s generated automatically from allocated capital accounts.

— VIREO™ — Funds. Private equity and real estate fund interests, with fund-level NAV, capital calls, carry tracking and ILPA-standard reporting.

All three tracks run through the same approval sequence, the same investor onboarding, and the same audit trail. Issuers select a track; the platform assembles the corresponding workflow.

Traditional, tokenized — or both at once.

At configuration, an issuer chooses the form its securities will take. The traditional track records ownership in book-entry form with a registered transfer agent, with a path to DTC eligibility and, where an issuer pursues it, a market maker filing and OTC Markets quotation. The tokenized track issues ERC-1400 securities on the Polygon network with transfer restrictions enforced in the smart contract itself, and peer-to-peer secondary transfers available through VELOCITY™ once applicable lock-up periods expire.

Issuers are not required to choose. A dual-track offering runs both formats against a single cap table and a single closing process, allowing an issuer to reach traditional brokerage investors and digital-native investors in the same raise.

Compliance is the product, not a feature bolted onto it.

Reaching non-accredited investors raises the compliance burden rather than lowering it. Veep Capital enforces that burden as a sequence of approval gates, none of which can be skipped or bypassed:

— Issuer onboarding runs through staged review — diligence completeness scoring, Rule 262 bad-actor screening of all covered persons, entity approval, and final offering approval — before an offering can activate.

— Every investor is screened for identity, sanctions, politically exposed status and adverse media before subscription is accepted, with escalation and suspicious-activity workflows handled by dedicated compliance roles.

— The Regulation A+ investment limit applicable to non-accredited investors is enforced automatically at subscription and calculated cumulatively across all active offerings, not per deal. Accreditation remains optional and serves only to remove that limit.

— Subscription funds are held by a third-party escrow agent and released only on approved closings; disbursement is reconciled against the cap table at each closing.

— On the tokenized track, smart contract deployment and token minting each require multi-signature authorization, and every transfer is validated on-chain against whitelist, lock-up and jurisdiction rules before it can settle.

— Every state-changing action produces an immutable audit record aligned to SOC 2 control criteria.

Corporate Advisor commentary

“Regulation A+ has been available for years, but the operational lift has kept most middle-market issuers away from it. What matters here is that the approval sequence is built into the platform rather than reconstructed deal by deal — the gates, the screening, the investment limit math, the closing discipline. That is what makes a public-facing offering administrable at this size.”

Stephen Burnham, Corporate Advisor, Apex DeFi Labs Inc.

“The compliance questions in a Regulation A+ offering are not exotic, but they are unforgiving, and they compound once non-accredited investors are in the book. Building the investor limits, the bad-actor review and the transfer restrictions into the system of record — rather than into a checklist someone has to remember — is the right architectural choice.”

Jamil French, Corporate Advisor, Apex DeFi Labs Inc.

Availability

Regulation A+ Tier 2 offerings are expected to be live on Veep Capital by the end of August 2026. Issuers, placement partners, registered investment advisers and investors may request access at veepcapital.com. Any individual offering will be made available only after the issuer’s offering statement has been qualified by the U.S. Securities and Exchange Commission and only by means of that offering circular.

About Apex DeFi Labs Inc.

Apex DeFi Labs Inc. is a Delaware C-Corporation operating at the intersection of private capital markets, artificial intelligence and real asset management. Through its operating subsidiaries and brand portfolio — including VYASA, Veep Capital, CapSeriesX, DevRaise, Nova Era Labs and OmniHealthX — the company builds infrastructure that makes regulated capital formation accessible to middle-market participants. More information is available at ApexDefiLabs.com.

About VYASA and Veep Capital

VYASA — The Enterprise Operating System for Private Capital Markets is an integrated platform spanning issuance, compliance and identity, cap table and markets, tax and reporting, and distribution. Veep Capital, at veepcapital.com, is the issuance marketplace through which issuers, advisers and investors access the platform.

Media Contact

Pramod Attarde CEO
Apex DeFi Labs Inc. · sales@apexdefilabs.com

IMPORTANT LEGAL NOTICE. This announcement is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy any security, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. Any offering conducted under Regulation A+ will be made only pursuant to an offering statement qualified by the U.S. Securities and Exchange Commission and only by means of the related offering circular. Qualification by the Commission does not constitute approval of the securities or a determination that the offering circular is accurate or complete. Investments in private and early-stage securities are speculative, illiquid and involve a high degree of risk, including the possible loss of the entire investment. Statements regarding expected availability, future capabilities, market conditions and regulatory outcomes are forward-looking and subject to change; actual results may differ materially.

NOT ADVICE. Nothing in this announcement constitutes legal, tax, accounting, regulatory or investment advice, and no statement here should be relied upon as such. Eligibility requirements, investment limits, disclosure obligations and ongoing reporting conditions vary by issuer, offering and jurisdiction, and additional conditions apply. Readers should consult their own legal, tax and financial advisors before making any decision.

TRADEMARKS. VYASA, Veep Capital, VERSE, WELLSPRING, VIREO, VELOCITY, CapSeriesX, DevRaise, Nova Era Labs and OmniHealthX are trademarks of Apex DeFi Labs Inc. Polygon and all other names, marks and logos referenced herein are the property of their respective owners and are used for identification purposes only; their use does not imply any affiliation with or endorsement by their owners.

¹ Regulation A+ Tier 2 is subject to additional eligibility, disclosure, ongoing reporting and investor-limit conditions that are not described here, and availability depends on issuer eligibility and jurisdiction. Prospective issuers and investors should consult their own legal, tax and financial advisors.