Mezzanine round
Also called: pre-IPO round
ELI5
A final private round before a possible public listing.
Used in conversation
“The mezzanine round includes public-market investors.”
Definition
A late private financing intended to bridge toward an IPO or other major liquidity event.
Here “Mezzanine round” means: A late private financing intended to bridge toward an IPO or other major liquidity event.
Pitch context
You will see “Mezzanine round” in fundraising decks, data rooms, term sheets and investor conversations when the discussion reaches funding rounds & stages.
Why it matters: In funding rounds & stages, a loose definition can change rights, obligations, approval, disclosure or enforceability.
Caution
Meaning, enforceability and required process vary by jurisdiction and agreement; this definition is not legal advice.
Connected terms
- Pre-IPO roundThe search label “pre-IPO round” can route to both entries.
Sources & evidence · 8
Direct term-level sources and supporting source families.
- U.S. Securities and Exchange Commission — Regulation CrowdfundingDirect source · primary · checked 2026-08-16
- U.S. Securities and Exchange Commission — Regulation ADirect source · primary · checked 2026-08-16
- U.S. Securities and Exchange Commission — Regulation D and exempt offering pathwaysDirect source · primary · checked 2026-08-16
- U.S. Securities and Exchange Commission — Small Business Capital Formation GlossaryDirect source · primary · checked 2026-08-16
- U.S. Securities and Exchange Commission — Exempt OfferingsSupporting source family · primary · checked 2026-08-16
- National Venture Capital Association — Model Legal DocumentsSupporting source family · institutional · checked 2026-08-16
- Y Combinator — Safe financing documentsSupporting source family · practitioner · checked 2026-08-16
- Y Combinator — Series A Term Sheet TemplateSupporting source family · practitioner · checked 2026-08-16