Quick answer
Compound Real Estate Bonds II, Inc. is offering Unsecured demand promissory notes under Regulation A (Tier 2), the SEC exemption sometimes called a "mini-IPO," at $10.00 per Bond with a minimum investment of $1,000. As of October 20, 2026, the offering was open to investors.
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At a glance
| Status | Open |
|---|---|
| Status detail | Open (website and Compound app accept new accounts) |
| Sector | Real estate lending / fixed income |
| Exemption | Regulation A, Tier 2 |
| Security | Unsecured demand promissory notes ("Bonds") |
| Price | $10.00 per Bond |
| Minimum investment | $1,000 per offering circular (website advertises $500; see notes) |
| Valuation | Not stated (debt offering) |
| Maximum offering | $75,000,000 (7,480,000 Bonds for cash plus 20,000 Bonds for rewards program) |
| Interest rate | 8.5% per annum, compounding daily (fixed) |
| Redemption | On written request, within 5 business days (30 business days if more than $50,000 requested in prior 30 days) |
| Bonds outstanding | 2,114,089 as of July 31, 2026 (2,712,110 sold, 598,021 redeemed) |
| License fee to parent | 2% of value of Bonds sold annually; not collected until at least 2027 |
| How to invest | compoundrealestatebonds.com "Get Started" or the Compound app (iOS/Android) |
| Offering term | Earliest of all Bonds sold, September 18, 2028 (extendable 180 days under Rule 251(d)(3)(i)(F)), or earlier termination by the company |
| Selling agent / intermediary | Self-underwritten / issuer-direct (no broker-dealer engaged; company reserves the right to add one) |
| SEC qualification | September 18, 2026 (post-qualification amendment; original qualification September 18, 2025; amended circular dated September 21, 2026) |
The company
Compound Real Estate Bonds II sells small-denomination bonds to retail investors through its website and mobile app, and plans to use the money to buy or originate mortgages and other real estate interests in the Sunbelt, Southern California and the Greater Toronto area. It is wholly owned by Compound Real Estate Holdings, has no employees of its own, and relies on an affiliated administrative services company. A lending subsidiary began operating in April 2026.
The bonds cost $10 each, pay a fixed 8.5% annual rate compounded daily, and can be redeemed on request, generally within five business days. The company is offering up to $75 million of bonds directly to the public without a broker-dealer; as of July 31, 2026 it had about 2.1 million bonds outstanding, representing a liability of roughly $21.9 million including accrued interest.
What the company says
The following statements come from the issuer's offering circular and investor materials and have not been independently verified by RegAMagazine:
- The website advertises an 8.50% yield with daily interest and compounding, and IRA eligibility through self-directed custodians.
- The company's site claims more than 10,000 investors across its platform and $0 of principal lost since inception.
- The site says investor funds are backed by senior secured real estate loans at 60%-75% loan-to-value plus Treasuries and cash.
Questions we'd ask before investing
- The circular says capital had not been deployed into mortgages as of July 31, 2026; how will an 8.5% compounding payout be funded in the meantime, and what loans have been made since?
- Bond liabilities (about $21.9 million at July 31, 2026) appear to exceed reported total assets (about $20.0 million at June 30, 2026); how does the company plan to close that gap, and what liquidity backs on-demand redemptions?
- Why is the parent's 2% annual license fee on bonds sold only a verbal agreement, and what happens to bondholder returns when the parent starts collecting it (not before 2027)?
Key risks
- Going concern: the auditor's report for the period ended June 30, 2026 includes a substantial-doubt going-concern paragraph, and the company does not expect to be profitable for the next 12 months.
- Unsecured, unguaranteed debt: there is no sinking fund, insurance or guarantee, bonds are not FDIC insured, and terms can be changed by a majority of holders; investors are bound by arbitration and class-action waivers unless they opt out within 30 days.
- Related-party control and fees: the parent receives all profits after bond payments and holds a verbal right to a 2% annual license fee on bonds sold (about $542,422 if it had been collected as of July 31, 2026); management has limited mortgage-lending experience.
- General Reg A risks apply: most Reg A securities have no trading market, the price is usually set by the issuer rather than negotiated, non-accredited investors in Tier 2 offerings are limited to 10% of the greater of annual income or net worth, and you can lose your entire investment. See our Investor Risk Guide.
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RegAMagazine has not received any compensation, in cash, securities or otherwise, from this issuer, its selling agents, or any other party in connection with this profile. RegAMagazine may accept compensation for coverage in the future; if it does, this disclosure will be updated to state the amount, form and source of that compensation.
RegAMagazine.com is an independent publication. This profile is for information only. It is not investment advice, and it is not an offer to sell, a solicitation to buy, or a recommendation of any security. Offers are made only by the issuer's SEC-qualified offering circular. Figures and statements are drawn from the issuer's offering circular, SEC filings and investor materials and have not been independently verified. Regulation A securities are speculative and usually illiquid, and you may lose your entire investment. Read the offering circular, including its risk factors, before investing.
Data as of October 20, 2026.
Sources
- Offering circular filed with the SEC (EDGAR): https://www.sec.gov/Archives/edgar/data/2078250/000182912626010260/compoundbonds2_253g2.htm
- Issuer investment page: https://www.compoundrealestatebonds.com
- SEC EDGAR full-text search for the issuer's filings: https://www.sec.gov/edgar/search/#/q=%22Compound%20Real%20Estate%20Bonds%20II%22
Last verified: October 20, 2026. Offering terms change; check the sources above for current figures.
Cite this page
RegAMagazine. "Compound Real Estate Bonds II, Inc. Reg A+ Offering: Terms, Risks & Profile." RegAMagazine.com, October 20, 2026. https://regamagazine.com/reg-a/compound-real-estate-bonds-ii/