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5 Tips for Frictionless Capital Raising

Posted on by Oscar Jofre Tags: , , , , , ,

Raising capital can be a tricky process. Fortunately, with the JOBS Act and its exemptions from SEC registration under RegA+, RegCF, or RegD, entrepreneurs can now access capital raising 24/7/365. Here are five tips to help you make the most of this opportunity and enjoy frictionless capital raising.

Use Mobile Apps for Online Investments

Mobile apps are becoming an increasingly popular way to access capital markets and make investments online. When a company raises capital under a JOBS Act exemption, a mobile app can streamline the investment process for investors. For example, the KoreID Mobile App allows investors to manage current and pending investments and reinvest with ease. KoreID allows investors to securely manage their personal information so that they don’t have to reenter the same information each time they go to invest.

Utilize Affinity Marketing

What better way to raise capital than to leverage your existing network of customers? Customers that align with your company’s mission and values can become powerful brand ambassadors when they invest. This type of marketing also helps give potential investors a sense of trust and familiarity, which can be invaluable when it comes to securing investments. By utilizing affinity marketing, you can easily create an affinity network and unlock new capital-raising opportunities.

Seek the Crowd

Over the last year, the amount of venture capital funding has dropped significantly. Instead, online capital formation facilitated by the JOBS Act has become a powerful player in the private capital market. RegA+ and RegCF allow companies to raise capital from the general public, creating a wider pool of potential investors. And, since online capital raising is open 24/7/365, these sources of capital can be a valuable alternative to traditional funding routes.

Have a Plan and Tailor Your Pitch

Before you even consider approaching potential investors, you should always have an airtight business plan in place. This includes your stated objectives, financial projections, and any other details that provide an in-depth look into your venture. Once you’ve mapped out the specifics of your venture, it’s time to start crafting a tailored pitch that resonates with potential investors. Creating a compelling presentation with the right balance of facts, figures, and storytelling can help draw investors in and establish trust. Think about the investors you are pitching to and tailor your pitch accordingly. Are they venture capitalists and angel investors? Or are you targeting family and friends or seeking equity crowdfunding? Each type of investor has different requirements, so it’s key to understand who you are pitching to and adjust your strategy accordingly. Regardless of who you’re targeting, it’s vital that you fully understand your business plan, because investors will ask you questions that a memorized sales pitch might not answer adequately. By doing this, you can ensure that the capital-raising process is as seamless as possible.

Prioritize Compliance

When raising capital, adhering to securities regulations is essential for success. While there are many components to compliance, using a broker-dealer is one of the first things that any company should consider when raising capital. Broker-dealers can also help you navigate the complexities of securities regulations. By selecting an experienced and reliable broker-dealer, you’ll have peace of mind knowing that the process is compliant and secure. With these raises sometimes having thousands of investors on a cap table, you want to be sure that your investors are managed properly and that your raise is in compliance with the law.

Raising capital for your venture doesn’t have to be a daunting task. By following these five tips for frictionless capital raising, you can make the process as smooth as possible so you can be well on your way to securing the funds needed for growth. 

 

SEC Amends Broker-Dealer Record-keeping Requirements

Posted on by Oscar Jofre Tags: ,

The SEC’s long-time policy for broker-dealers is to keep records of their business activities in a non-rewritable, non-erasable format – otherwise known as WORM (Write Once Read Many). But with new amendments to Rule 17a-4, broker-dealers are provided an audit trail alternative to keeping data in WORM format. Beginning May 3, 2023, firms will be required to comply with the new record-keeping regulations.

 

The final amendments grant flexibility to broker-dealers when meeting these requirements. They can choose to either: (1) preserve documents in WORM format, or (2) preserve electronic records in a system that maintains a timestamped audit trail. These can take the form of cloud-based systems, distributed ledger technology, or other emerging technologies.

 

This rule can be interpreted in a few different ways. First, firms can retain some electronic records with an audit trail and preserve other records with the WORM requirement. Second, firms may use an electronic recordkeeping system that meets the audit trail and WORM requirements. Either way, broker-dealers should ensure their programs are compliant as of May 3rd, 2023, or face the stiff penalties associated with non-compliance.

 

With the compliance date approaching, broker-dealers should review their record retention practices and expand the review beyond WORM vs Audit Trail alternatives. By proactively evaluating existing record retention practices and identifying any gaps before the compliance date, broker-dealers can ensure that their records are up-to-date and compliant with the new regulations.

 

Seeking Opportunities in Times of Crisis

Posted on by Oscar Jofre Tags: , , ,

The collapse of Silicon Valley Bank has sent shockwaves through the financial sector, sending bank stocks plummeting, heightening stresses, and leaving many people with feelings of anxiety and uncertainty about the future. However, amidst this chaos lies a unique opportunity to innovate and create jobs, which can stand as a shining message of hope. We see this as a time for ingenuity and entrepreneurial spirit to uncover a unique solution to this crisis and serve as the spark that sets off further development in the sector. This blog will discuss how opportunity and crisis are closely linked, showcasing the potential for businesses to use this moment of disruption as a chance for growth and renewal.

The Innovation Opportunity

 

When crises arise, they can often be overwhelming and unsettling. But, in times like these also lies a unique opportunity for entrepreneurs to shine, by innovating solutions that meet the challenges of the moment. This is an opportune time for businesses to:

 

  • Make a meaningful difference.
  • Find creative solutions to problems.
  • Identify new markets for their services.
  • Develop products that can meet the unique needs of those affected by this crisis.
  • Offer creative solutions that can help bring stability and growth back to the sector.

 

When businesses take advantage of these types of opportunities, it can result in job growth and increased economic activity. But, to take advantage of this opportunity, companies need access to capital that can fund innovation and job creation. Fortunately, RegA+ and RegCF exist to fund businesses. And because retail investors can make investments into companies through these JOBS Act exemptions, it provides companies a source of capital even if there is decreased venture capital or private equity activity.

 

Raising Capital During a Crisis

 

In times of crisis and disruption, finding capital can also be difficult. This is especially true for start-ups that do not have access to the same resources as large businesses. Fortunately, there is a range of ways that companies can raise capital, such as through RegA+, and RegCF. 

 

Through RegA+, companies can raise up to $75 million from both accredited and nonaccredited investors. And since it offers companies the ability to turn current customers into investors and brand ambassadors, the exemption can bring a company tremendous value and help to grow the business. A Reg A raise is excellent for companies that have a wide customer base or need to raise a large amount of capital.

 

Like RegA+, RegCF allows both accredited and nonaccredited investors to invest in the offering. However, offerings are limited to a maximum of $5 million per year. Compared to other regulations, Reg CF is one of the most popular due to its lower cost and ease of implementation. 

 

These options offer companies a way to raise capital to fund innovation, job growth, and other related activities when traditional means might be less available.

 

The collapse of Silicon Valley Bank has sent shockwaves throughout the financial sector. But despite times of crisis like this, entrepreneurs can find unique solutions and opportunities to innovate, create new jobs, and make a meaningful difference. By seeking creative solutions that are tailored to the unique needs of those affected by this crisis, entrepreneurs have the potential to help bring stability and growth back to the sector. In addition, through access to capital through the JOBS Act, businesses can have the resources necessary to fund their growth during a time of disruption. All-in-all, the opportunity is closely linked with times of crisis, providing companies and entrepreneurs with a unique chance for growth and renewal.

What is TradeCheck?

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Through RegA+, RegCF, and RegD, hundreds of companies across the country have been able to raise capital from both retail and accredited investors. The shares held by these investors are freely tradeable (after one year in the case of RegCF or RegD, however, buying and selling these securities requires compliance with a patchwork of regulations that can differ between different jurisdictions.

 

TradeCheck is a solution offered by KoreConX to ensure that state rules governing the resale of unlisted securities are met by providing clarity on state requirements for trading securities, automating compliance checks, and producing reports detailing transactions. TradeCheck is unique in its ability to provide transparency into transaction compliance, helping companies ensure a smooth and compliant trading process. 

 

TradeCheck can be used by all parties involved in a regulation process, including investors, issuers, and intermediaries. To use it, investors simply enter their email addresses into the platform and follow the prompts, where they will be asked to log in with their KoreID and password, and answer a security question before they can access their account. 

 

For issuers, the process begins with KoreConX walking them through the necessary state requirements, and providing a detailed report on which states transactions may be made in and for what time period. Alongside this, the inclusion of the issuer’s information in the Mergent “Securities Manuals” is also a part of this service. Ultimately, TradeCheck helps companies get clearance for all states and territories except California

 

The TradeCheck service also offers additional assurance to the investor or intermediary regarding the correctness of the disclosure available about the company, operating history, and financial statements. This is achieved by providing a third-party audit of the company’s documents to ensure that all the necessary regulations are met. The audit also helps in preventing any fraudulent activity which can result from incorrect disclosure or faulty financial information being provided to an investor. 

 

TradeCheck helps issuers and intermediaries comply with the regulations set by the broker-dealer operating their Alternative Trading System (ATS). It provides automated compliance checks and produces reports detailing transactions, providing transparency for investors in the regulatory compliance process. TradeCheck applies to many different types of securities and brings multiple benefits to investors, intermediaries, and other parties involved in the trading process. Ultimately, TradeCheck helps to reduce risk and increase investor confidence in trading securities.

What is Affinity Marketing?

Posted on by Oscar Jofre Tags: , , , , , , , ,

Affinity marketing is an effective way to increase brand recognition and reach a larger target audience, especially when it comes to raising capital. By leveraging existing connections with customers, companies can improve their visibility and attract more investors. With the right strategy and tools, affinity marketing can be a powerful tool for businesses looking to expand their customer base and create trust between parties. 

 

Affinity marketing is a type of marketing strategy that focuses on creating relationships between a company and its customer base. This connection could be due to things like shared values, such as environmental sustainability or ethical labor practices. The main goal of this approach is to create loyalty and increase brand recognition. The idea behind affinity marketing is that a brand can appeal to an audience that is connected by brand loyalty, shared values, or other aspects that would make them like to make a purchase, return as a customer, or even become investors. 

 

Using the JOBS Act and Affinity Marketing

 

With Regulations A+ and CF, affinity marketing is an effective way to raise capital. By leveraging existing connections with customers, companies can reach a larger target audience and increase their chances of success. When beginning new capital-raising efforts, affinity marketing promotes a sense of trust and credibility.

 

Whether you have had several raises in the past or this is your first capital raise, affinity marketing is an effective way to reach a larger target audience. Leveraging your existing connections can help you gain exposure and attract more investors because people trust the brands they already know. By leveraging this group of investors, you can improve the visibility of your company and reach a larger pool by utilizing these people as a type of brand ambassador for your marketing.

 

Tips For Implementing Affinity Marketing Effectively

 

When implementing an affinity marketing strategy, there are certain steps you should take to ensure success. Here are some tips for using this type of marketing effectively:

 

Identify your target audience: Identify a customer base that shares similar values or had displayed brand loyalty. This will help you create a more tailored marketing plan that is specific to the target audience.

 

Set clear objectives and goals: Setting clear, measurable objectives and goals will help ensure that your affinity marketing strategy is successful. It will also allow you to track progress and make necessary adjustments as needed.

 

Communicate with your partner: Establishing a strong relationship with your affinity marketing partner, like an investor acquisition firm, is essential for success. Communicating regularly and discussing expectations, challenges, and successes will help foster collaboration and ensure successful outcomes.

 

Measure results: Tracking metrics such as customer acquisition rate, customer engagement rate, or return on investment (ROI) is important to determine the success of your affinity marketing strategy.

 

Affinity marketing is an effective way to increase brand recognition and reach a larger target audience. Especially when raising capital. By leveraging existing connections with customers, companies can reach more potential investors and create trust between parties. Additionally, tracking specific metrics can help measure success and ensure that you are meeting your goals. With the right strategy and tools, affinity marketing can be an effective way to increase brand visibility and reach a larger pool of investors.

 

Oscar Jofre to Speak at LSI 2023 Emerging Medtech Summit

Posted on by Oscar Jofre Tags: , , ,

The LSI 2023 Emerging Medtech Summit is an upcoming four-day conference that will provide attendees a detailed look into the current Medtech industry. From March 20th to 23rd, in Dana Point, CA, attendees can join experienced professionals and investors as they discuss topics such as data dilemmas, how to monetize the digital revolution, and raising capital for your Medtech company. Oscar Jofre, CEO of KoreConX will also be present throughout the event offering his expertise for companies looking to raise capital through JOBS Act regulations. With sessions moderated by highly esteemed individuals in their respective fields and panel discussions led by experts, this promises to be a worthwhile experience for all who attend.

 

Throughout the event, panels include “Precisely Practicing Medicine with a Trillion Points of Data,” “Powering Up Innovation in a Digital, Connected World,” and “What are Medtech’s Leading Investors Looking for Right Now?” The event will include a wealth of opportunities for networking through breakfast, dinner, cocktails, and more. On the third day of the conference, Oscar Jofre will participate in a panel discussion, with a title yet to be announced.

 

The Summit will be an informative event to learn about the various regulations, trends, and challenges in the Medtech space.

LSI Starts Next Week!

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In 2022, KoreConX partnered with Life Science Intelligence (LSI) to host the Emerging Medtech Summit, an event for investors and strategic partners within the life sciences ecosystem. With the next LSI event in 2023 taking place in Dana Point, California, from March 20th to the 23rd, now is the perfect time for companies in the Medtech industry to learn what they can gain from attending the event.

 

LSI was founded by Scott Pantel, an experienced leader in the Medtech field who believes that making strategic decisions requires data-backed insights. His team of economists, analysts, and market researchers are experts in the healthcare industry and specialize in providing actionable data to identify new trends. This allows LSI to guide its clients to make decisions on reliable information and stay ahead of the competition. LSI’s services are not limited to just the Medtech industry but extend into different areas such as digital health technology, medical devices, and diagnostics.

 

The 2023 LSI Emerging Medtech Summit event covers a wide range of topics that can help Medtech and other companies within the space understand the industry’s landscape. Attendees will have exclusive access to the knowledge of many industry leaders. This is especially critical for strategic decisions related to medical devices, diagnostics, and digital health solutions. 

 

The upcoming 2023 LSI Emerging Medtech Summit is an opportunity to learn from and ask questions directly to Scott Pantel while learning about the various regulations, trends, and challenges in the Medtech space.

On The Silicon Valley Bank Shutdown

Posted on by Oscar Jofre Tags: ,

On Friday, March 10, Silicon Valley Bank was shut down by regulators. This has an impact on a significant number of businesses, both large and small.  While this unfortunate event impacts many businesses and their employees, we felt it important to inform you that there is no direct material effect on KoreConX.

In the weeks and months to come, we will see how the broader market may be affected. We will continue to monitor our clients/vendors to assess the impact of this shutdown and look to be of assistance where we can.

We do not bank with Silicon Valley Bank – SVB as we work with BMO/BMO Harris Bank. We want to assure our employees, clients, partners, shareholders, and fellow ecosystem partners that our company is not directly affected by the SVB shutdown.

During COVID-19, we all came together with our amazing ecosystem of KorePartners to help thousands of companies through difficult times.

We are here to provide you with any assistance you may need. Our ecosystem of partners is very strong and vast, including partners in the banking sector that are prepared to step in to assist.

Do not hesitate to reach out to me personally, as we are here to assist you.

Watch Oscar’s message here.

How Do I Grant Equity to Employees?

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Equity to employees gives workers a share of ownership in the company they work for. Ownership in the form of a percentage can be given in recognition of loyalty, hard work, and dedication, or as an incentive to perform.

 

Giving employees equity can be a great way to retain talented staff. It helps motivate them while also providing an additional layer of reward. Let’s explore the basics of employee equity and explain why it’s such a popular benefit for employers and employees alike.

 

What is Employee Equity?

 

Employee equity is a form of stock ownership given to employees by their employers. It allows them to share in the profits and losses of the company. Depending on the type, employee equity can be awarded as virtual shares or in actual shares.

 

Virtual shares are used to reward employees without having to issue actual shares. This can be a cost-effective alternative for companies that would rather avoid the tax and administrative paperwork that come with granting ownership while retaining control over the company, as virtual shares would not possess voting rights. A virtual share is a commitment by the company to pay bonuses that correlate to the share price or declared dividends. 

 

Employee stock options are options to buy actual issued shares at a pre-set price, independent of whatever the market price of the stock might be on the day the option is exercised. They are used to incentivize higher performance and usually come with a vesting period attached. Companies may also include a buyback clause that allows them to repurchase the shares at any time if they choose to terminate an employee’s employment. Restricted stock and restricted stock units are also forms of employee equity. They are shares given to employees with restrictions, such as a vesting period and a minimum number of years that need to be worked before they can claim the stock.

 

Benefits of Equity for Employees and Employers

 

Equity offers numerous compelling benefits to employees. For one, it allows employees to become owners of the companies they work for. This can provide excellent long-term incentives for high-performance workers, as a company that grows in value will raise the ownership stake of each employee. Equity can also be an effective tool to entice talented job seekers who may not be willing to take a role without some form of ownership in the company. Equity is sometimes accompanied by a reduced salary, which can provide more flexibility in tailoring a compensation package to the needs of the employee. For example, sometimes it may be better to take one’s income as salary, sometimes as dividends, sometimes as revenue from the sale of stock, etc. Stocks can also be a means for deferring income for retirement planning.

 

Employers also benefit significantly from offering equity as part of their compensation packages. For one, it can be an incredibly effective tool for recruiting top talent. Equity attracts job seekers who may not otherwise accept a traditional salary offer alone. Additionally, offering equity allows companies to share the rewards of their growth with the employees who helped create it. This can lead to a more loyal and motivated workforce as employees become invested in the company’s success, and are incentivized to help each other do better. Offering employees equity can reduce costs for employers as they are not paying out large salaries or bonuses. This means that companies can offer attractive compensation packages while still controlling their costs.

 

Granting Equity to Employees

 

When setting up an equity grant program it is important to ensure the program is in line with both industry standards and legal regulations. This requires researching competitive salaries, setting a vesting schedule (which determines how long employees must stay with the company before they receive their full grant), and performing a 409A valuation – an IRS-mandated assessment of your company’s finances, as well as seeking advice from a securities lawyer in your company’s jurisdiction. It is also important to plan for grants and promotions, set an expiration timeline for stock options, and decide whether employees can exercise their equity early. By understanding the basics of granting equity to employees, companies can create an effective grant program that rewards and motivates their team members while remaining competitive with industry standards.

Addressing the Decrease in VC Funding to Women-Led Startups

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In recent years, the number of female entrepreneurs has grown exponentially. Many women have decided to turn their business ideas into reality. Others have leveraged the resources available to expand an existing business. Despite data suggesting that female-led startups outperform male-led startups, studies have shown that women-led startups only received 1.9% or around $4.5 billion of the total venture capital allocated in 2022, a startling statistic when $238.3 billion was raised from VC investments according to PitchBook, a decline from 2.4% the previous year. The gender gap in VC funding to women-led startups has become more pronounced.

 

What are the Causes of this Gender Gap?

 

Various factors cause the gender gap in venture capital (VC) funding, but most importantly it’s due to an overall lack of access to resources, networks, and mentors that can help female entrepreneurs succeed. Male investors dominate most venture capital firms, making it difficult for women to receive funding. Furthermore, women are not as well-represented in the technology industry. That is a key factor in obtaining VC investments due to the high growth potential of tech companies.

 

How Does This Affect Female Entrepreneurs?

 

The gender gap in VC funding can have a huge negative impact on the success of female entrepreneurs. Without adequate startup capital, developing a successful business and scaling it to profitability is difficult. This is especially true compared to male-led startups that receive more access to resources that can help foster growth.  And it’s a vicious circle. Less investment in woman-run companies makes it harder for them to succeed, which feeds the perception that they’re not good investments. With a drop in the female-owned businesses in VC funds, alternative means of capital raising like RegA+ and RegCF offer female entrepreneurs a chance to access the capital they need.

 

The Benefits of Alternative Capital Raising Options for Women-led Startups

 

With VC funding becoming increasingly difficult to attain, there are other options that female entrepreneurs can tap into to secure the resources needed for their companies. RegA+ and RegCF offer two alternatives that allow private companies to raise capital through more accessible means.

 

Regulation A+ is a type of private offering, exempt from SEC reporting requirements, that allows companies to raise up to $75 million from accredited and non-accredited investors. This makes it an attractive option for female entrepreneurs looking for significant sources of capital. Regulation Crowdfunding allows companies to raise up to $5 million from both accredited and non-accredited investors as well. The main advantage of this type of capital raising is that it is typically more cost-effective than a RegA+ raise. For early-stage companies, it is the ideal option.

 

What Can Female Entrepreneurs Do To Combat this Gender Gap?

 

The best way for female entrepreneurs to fight the gender gap in VC funding is by taking advantage of alternative capital-raising options. By utilizing RegA+ and RegCF, female entrepreneurs gain access to much-needed resources to launch their businesses and scale them. Additionally, female entrepreneurs need to continue networking with potential investors and other entrepreneurs to build their own trust networks. By leveraging the power of these networks, female entrepreneurs can gain access to capital from a diverse pool of investors.

Overall, the gender gap in venture capital funding is an issue that needs to be addressed and overcome by women-led companies. Regulation A+ and Regulation Crowdfunding offer two viable solutions for female entrepreneurs to gain access to the resources they need.

To sum up: With these capital-raising options, female entrepreneurs can take their businesses to the next level.

How Do I Know if My Cap Table is Ready?

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A cap table (short for capitalization table) is essential for any company looking to raise capital. It provides a detailed breakdown of the equity owned by shareholders, enabling founders to understand how their offerings will be impacted and make sound decisions regarding their finances. When properly managed, cap tables help potential investors feel confident in their investments as they provide a clear picture of the company’s ownership. As such, understanding your cap table and ensuring it is up to date is important when assessing if your company is ready to move forward with fundraising efforts.

 

Must-Haves for Proper Cap Table Management

 

When it comes to cap table management, remember to include this elements:

 

  • Voting rights
  • Share issuance
  • Past and current shareholders
  • List any future projections for additional capital raises or dilution
  • Track all options grants, vesting schedules, and related information
  • The amount of money each shareholder has invested in the company
  • Include details about convertible notes, warrants, and other debt instruments
  • Clearly list all shareholders, their ownership percentages, and the date of their investments

 

All of the above must be taken into consideration and recorded accurately to ensure proper cap table management. With these basics accounted for, founders can feel confident that their cap table contains the necessary information so they can be ready to raise capital. Still, some dos and don’ts should also be observed to ensure the best possible outcome for organizations raising capital.

 

Cap Table Dos: 

 

  • Ensure that all information is readily available in an easy-to-understand way
  • Maintain accurate and up-to-date information
  • Take into account dilution from future funding rounds, options pools, and performance issues

 

Cap Table Don’ts 

 

  • Overlooking the potential for dilution when raising capital
  • Failing to update it when new shareholders invest
  • Hesitating to consult a legal or financial advisor with any questions that arise
  • Neglecting the importance of understanding the cap table and its implications

 

By following these dos and don’ts, organizations can avoid potential pitfalls in the capital raising process and ensure an efficient, effective raise for all involved parties. A well-maintained cap table ensures transparency between investors, founders, and shareholders.

 

Best Practices for Managing a Cap Table

 

Though having a comprehensive cap table is vital, keeping it updated and organized requires consistent effort. To ensure your cap table remains accurate, it’s essential to follow the best practices for managing a cap table, including:

 

  • Updating the tables regularly as new investments come in or out
  • Keeping multiple copies of the tables in both digital and physical form
  • Storing the cap table in a secure location with proper backups for redundancy
  • Utilizing a FINRA broker-deal with knowledge of and experience handling cap tables for JOBS Act raises
  • Monitoring new regulations and laws to ensure the cap table is compliant with all applicable standards

 

By following these best practices for managing a cap table, companies can ensure accuracy, transparency, and compliance when looking to benefit from raising capital. It will also give investors confidence that they have all the information they need to make informed decisions.

KoreClient Spotlight: Steve Beaman, Chairman & Chief Executive Officer of Elevare Technologies

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Elevare Technologies is a technology company aiming to lead the digital economy revolution through Virtualization as a Service (VaaS). They promote and accelerate virtual adoption globally creating custom virtual experiences and worlds for teams, clients, and partners. Businesses can digitize their current physical office and access a digital twin-layout with cutting-edge Web 3.0 solutions.

 

Virtualization as a Service

 

“Elevare Technologies was created to help digitize the American business economy. We are creating a movement from the real world into the virtual world. It is the best of the two worlds. We specialize in offering a digital office system where businesses can build a digital twin of their current physical office and then have a digital office adjacent to it,” said Elevare CEO, Steve Beaman. 

 

The company is developing a powerful virtual meeting solution, the Eleverse. That provides organizations with the ability to connect, collaborate and communicate seamlessly in a secure and private online environment. The technology allows users to conduct presentations and video conferencing while providing a reliable platform for communication and integrating a powerful AI assistant. Similar to familiar video conferencing platforms like Zoom, Microsoft Teams, or Google Meet, private meeting rooms come with a unique ID code that makes the virtual space secure and private. Without the private meeting code, uninvited individuals are unable to join in, ensuring security for businesses’ sensitive information. 

 

Up to 400 people

 

The virtual meeting can occur in a boardroom setting and be modeled after your real-world conference room. Companies can also leverage the virtual auditorium for large-scale meetings for up to 400 people. There is a smart screen capability currently in the works, allowing you to conduct a full presentation in the virtual space. With an integrated AI virtual assistant named Iris that can help with any questions you have during meetings, the workspace is more efficient and productive. There is even a video conferencing feature that allows you to have video conferencing abilities at your fingertips virtually, enabling users to connect with colleagues across the world digitally. At the same time, virtual office spaces can be located within a virtual office building, allowing companies to interact and network with neighboring individuals and companies.

 

To help Elevare achieve its goals, the company is opting to leverage Regulation CF to nurture relationships with investors. The ultimate goal is to make them brand ambassadors. “Crowdfunding can take you to a whole new level. We believe it democratizes [capital raising] and provides an ability to scale. We believe the technology involved gives the form that people will adopt and the functionality that supports the business needs. And we believe that we’ve developed a solution to accommodate this demand,” added Beaman.

___________________

Regulation CF(RegCF), D (RegD), A (RegA+) Disclaimer


This communication may be deemed to be a solicitation of interest under Regulation CF (RegCF), D (RegD), A (RegA+) under the Securities Act of 1933, in which case the following applies:

  • No money or other consideration is being solicited, and if sent in response, will not be accepted;
  • No offer to buy the securities can be accepted and no part of the purchase price can be received until the offering statement is qualified, and any such offer may be withdrawn or revoked, without obligation or commitment of any kind, at any time before notice of its acceptance given after the qualification date;
  • A person’s indication of interest involves no obligation or commitment of any kind; and 
  • An offering statement, which would include a preliminary offering circular, has not yet been filed with the SEC.

Who Does Due Diligence on Companies Using RegCF?

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When it comes to raising capital using Regulation Crowdfunding (RegCF), due diligence is an essential part of the process. Due diligence helps ensure that the company offering securities complies with all applicable laws and regulations and that investors are fully informed about the risks that come with investing. We are going through who does due diligence on companies using RegCF

 

Conducting Due Diligence for Reg CF

 

The responsibility for conducting due diligence on companies using RegCF lies with a variety of parties. To offer securities through a RegCF raise, companies must use an SEC and FINRA-registered Broker-Dealer or crowdfunding platform. The broker-dealer or crowdfunding platform needs to ensure that the issuer provides accurate company information and complies with securities regulations at both the federal and state levels. These parties also ensure that any investors pass KYC and AML checks to ensure they are not bad actors or other people unable to invest.

 

The issuers themselves also have responsibilities when it comes to due diligence. They must provide investors with accurate and complete information about the company, its securities offering, and the risks associated with investing. Investors also have an obligation to thoroughly review any information regarding the investment opportunity so that they can understand its potential risk and determine if it is an appropriate investment.

 

Types of Information Gathered During Due Diligence

 

When conducting due diligence on companies using RegCF, there is an information-gathering process, notably from your Form C, such as:

 

  • Business plans
  • Background checks on key officers
  • Financial statements and tax returns
  • Intellectual property registration filings
  • Proof of ownership in any subsidiaries of the company
  • Legal documents related to the business, such as contracts and bylaws

 

This information provided during the due diligence process allows investors to better understand the company and its business operations. 

 

Protecting Investors and Issuers 

 

Performing due diligence on companies using RegCF is an important part of protecting investors. It helps ensure that only qualified and legitimate businesses can raise capital. It also provides investors with the information they need to make informed decisions about their investments.

 

Due diligence is important for companies raising funds through RegCF because of the number of new-to-the-space investors. Issuers will demand their broker-dealer to complete all due dilligence. Raises can be successful and investors need to be sure of that, as well. Additionally, platforms should also have procedures in place to collect information from companies and investors before they are allowed to raise funds, such as background checks. By doing so, platforms ensure that investors are protected and companies meet all necessary criteria before raising funds.

 

Proper due diligence has clear roles: From broker-dealers and the platforms that facilitate the RegCF transactions to issuers and investors themselves. Accurate and complete information about companies using RegCF protects issuers and investors. For investors, it allows them to make better-informed decisions about their investments. For issuers, it provides an opportunity to demonstrate commitment to compliance and build credibility with investors for a successful raise.

Who Does Due Diligence on Companies using RegA+?

Posted on by Oscar Jofre Tags: , , , , , ,

Due diligence is an essential part of the investment process. Especially following the passage of the JOBS Act in 2012, which expanded Regulation A+ (RegA+), companies now have additional opportunities to seek capital from investors. This has created a need for due diligence on these companies that is both thorough and efficient. In this blog post, we will discuss who does due diligence on companies using RegA+ and who does due diligence on companies using RegA+.

 

What Is Due Diligence?

 

The Securities Act of 1933, a result of the stock market crash years earlier, introduced due diligence as a common practice. The purpose of the act was to create transparency into the financial statements of companies and protect investors from fraud. While the SEC requires the information provided to be accurate, it does not make any guarantees of its accuracy. However, the Securities Act of 1933 for the first time allowed investors to make informed decisions regarding their investments.  

 

In the context of raising capital through RegA+, due diligence means that the issuer has provided all of the necessary information to investors and securities regulators so that they comply with securities laws. This may include information like:

 

  • Funding: The issuer should provide a detailed plan of how the money raised through RegA+ will be used.
  • Products/Services: The issuer should provide a clear description of their products and services, as well as any potential advantages that they may have over the competition.
  • Business Plan: The issuer should provide a detailed and comprehensive business plan outlining their current and future projects, as well as realistic projections based on their financial reports.
  • Management Team: The issuer should disclose information about the company’s officers, founders, board members, and any previous experience in business that may be relevant to investors.

 

Issuers should also use a registered broker-dealer as an intermediary to comply with Regulation A+ (RegA+). By doing this, they will ensure that they are meeting their due diligence requirements.

 

Who Is Responsible for Doing Due Diligence on companies using RegA+?

 

When it comes to due diligence for companies using RegA+, typically, the issuer’s FINRA Broker-Dealer is responsible for conducting due diligence both on the potential investors and the company itself. The broker-dealer will be required to perform regulatory checks on investors such as KYC, AML, and investor suitability to ensure investors are appropriate for the company. Additionally, they will perform due diligence on the issuer so that they can be assured that the company is operating in a manner compliant with securities laws so that they do not present false information to investors. Failing to meet compliance standards can result in the issuer being left responsible for severe penalties, such as returning all money raised to investors. 

 

However, both investors and issuers have a responsibility for due diligence as well. Investors should research the company thoroughly and make sure they understand all details surrounding the offering before investing their money. This includes reviewing all relevant documents, such as the offering circular, stock subscription agreements, and other related materials that give them a good understanding of the investment opportunity and its potential risks.

 

Issuers also contribute to due diligence as they must work with their FINRA Broker-Dealer to ensure that their offering is compliant with all laws and regulations. This includes verifying all information provided in the offering materials and making sure it meets regulatory requirements. The issuer must also disclose all information that could influence an investor’s decision to purchase the securities. 

 

Due diligence is essential for both investors and issuers when it comes to investments under Regulation A+ (RegA+). Ensure that thorough due diligence is conducted ensures that the offering is conducted in a manner that aligns with the best interests of both investors and the issuer. Ultimately, due diligence is a key component when it comes to investments under Regulation A+ (RegA+) and should not be overlooked.

 

Understanding the JOBS Act for Real Estate

Posted on by Oscar Jofre Tags: , , , , , ,

Real Estate has become increasingly popular as an asset class in recent years and investors are eager to put their money into this space. However, the high capital requirements associated with real estate investments have been a large barrier for many individuals. From February 27th to March 3rd, the KoreSummit event “Real Estate + JOBS Act + Tokenization = Liquidity” will discuss the potential of blockchain technology and tokenization for transforming this industry.

 

Day 1

On day one of the summit, the discussion will be centered around why real estate is an attractive asset class and what steps can be taken to help make it more accessible to a wider range of investors. Douglas Ruark, Frank Bellotti, Nathaniel Dodson, and Oscar Jofre will speak during the first day’s panel, which is sure to provide valuable insight into the industry as well as the potential opportunities that could arise with the use of tokenization and blockchain technology.

 

Day 2

 

The second day of the summit will be focused on fractional ownership, a concept that makes it possible for multiple investors to own a single asset, and attracting the right investors. Laura Pamatian, Oscar Jofre, Peter Daneyko, Richard Johnson, Tyler Harttraft, Andrew Cor, and Jillian Bannister will be leading these discussions, which will provide attendees with an understanding of how fractional ownership can help to make real estate investments more affordable and accessible while attracting the right investors.

 

Day 3

The third day of the summit will be all about identifying which SEC exemption is right for raising Capital. Douglas Ruark, Peter Daneyko, Chris Norton, Nathaniel Dodson, Oscar Jofre, and Louis Bevilacqua will explain how to make the offering to retail, institutional, and accredited investors. These sessions will provide a great opportunity to learn from the experts and gain insight into how to ensure that your projects reach the right investors.

 

Day 4

 

The fourth day of the summit will focus on what companies should do once their real estate offerings are live. Panelists will include Kim LaFleur, Mona DeFrawi, Andrew Corn, Peter Daneyko, Amanda Grange, and Ryan Frank. This session is sure to provide attendees with valuable information about understanding what steps to take once their offering is live.

 

Day 5

 

The final day of the summit will look at private real estate shares and how they can be traded. Peter Daneyko, Kiran Garimella, Lee Saba, James Dowd, Frank Bellotti, and Laura Pamatian will provide insight into the concept of tokenization for private shares and how it can help to bring liquidity to this sector.

 

The upcoming KoreSummit is sure to provide invaluable insight into real estate and how blockchain technology and tokenization can help to make this asset more accessible and liquid. Attendees will have the opportunity to learn from industry leaders and gain valuable knowledge on how to successfully launch and promote their offerings. With the JOBS Act paving the way for real estate tokenization, this summit is an ideal way to get ahead of the curve in what is sure to be a huge market in the years to come. 

 

Sign up for the upcoming KoreSummit here. 

 

The Origins of Blockchain

Posted on by Oscar Jofre Tags: , , , ,

It’s been a little over a decade since Blockchain technology was first introduced, but it’s already revolutionizing the way we do business. By eliminating the need for a central authority in transactions, Blockchain enables secure and tamper-proof data exchanges between parties. This has allowed companies to improve productivity, reduce costs, and ensure accuracy in payments or copyright verification. Let’s explore the Origins of Blockchain

 

A Brief History

 

  • 1979: Ralph Merkle, a computer scientist and Stanford University Ph.D. student, described a public key distribution and digital signatures in his doctoral thesis, an idea he eventually patented. This came to be known as the Merkle tree.
  • 1982: David Chaum, a Ph.D. student at the Univerity of California, Berkeley, described a system for maintaining and trusting computer systems.
  • 1991: Stuart Haber and W. Scott Stornetta proposed a cryptographically secured chain of blocks that would enable timestamping of documents, then proceeded to upgrade their system the following year to incorporate Merkle trees for more efficient document collection.
  • 2008: Someone under the pseudonym Satoshi Nakamoto conceptualized the first Blockchain, from which the technology has evolved and found its way into many applications, from cryptocurrencies to others.
  • 2009: Satoshi Nakamoto released the first whitepaper about Blockchain technology and Bitcoin, detailing how it was well equipped to enhance digital trust due to its decentralization aspect.
  • 2009: The first Bitcoin block was mined by Nakamoto, validating the blockchain concept.
  • 2011: Litecoin is released, becoming the second-ever cryptocurrency to be based on Blockchain technology.
  • 2013: Ethereum launches, introducing a whole new concept of smart contracts and dApps, ushering in the era of Blockchain 2.0.
  • 2015: The world’s first Blockchain-based stock exchange is launched in Estonia.
  • 2016: Hyperledger project begins to take shape with IBM leading the charge for private enterprises to adopt Blockchain technology for internal use.
  • 2017: Bitcoin experiences a monumental rise in price as the cryptocurrency market cap surpasses $100 billion.

 

The Benefits of Blockchain

 

Blockchain technology has a lot to offer from scalability and cost savings. Here’s how it’s been adopted in various sectors over the last decade:

 

Decentralization: A significant benefit of Blockchain technology is its ability to remove the need for a third-party authority. This means that transactions can be carried out securely with much faster processing times and lower costs. Utilizing Blockchain technology for payments and data storage ensures that the exchange of information is accurate, secure, and immutable.

 

Energy: Blockchain is being used to create decentralized energy systems that enable users to buy and sell electricity directly with each other without relying on any central authority. This helps reduce costs while providing more transparent financial transactions.

 

Finance: Banks, payment companies, and other financial institutions are embracing Blockchain technology to reduce costs while increasing the speed of transactions. Blockchain is also being used to enhance security in stock exchanges by providing an immutable ledger to track ownership of stocks and bonds.

 

Media & Entertainment: Companies like Spotify and Facebook are leveraging blockchain technology to explore emerging trends like NFTs. 

 

Supply Chain Management: By eliminating intermediaries, Blockchain technology makes it easier to track shipments and trace products in the supply chain. This not only enhances transparency but also reduces costs while improving customer service.

 

Healthcare: Blockchain technology can play a significant role in streamlining the healthcare industry by providing an immutable ledger to store and share patient records. This will help reduce costs and improve security as sensitive health data is securely stored on the Blockchain.

 

Blockchain technology has come a long way since its introduction over 10 years ago. What started as a revolutionary concept for cryptocurrency has now been widely adopted across various industries. The possibilities are endless and the future looks bright for Blockchain technology.  With its scalability, cost savings, transparency, and security advancements, Blockchain is set to revolutionize many aspects of our lives in the years ahead.

 

Interested in blockchain technology? You’ll like these articles in the KoreConX’s blog:

The Relationship Between Cryptocurrency and Blockchain

Why Is Blockchain Technology Popular?

Online Capital Formation is Always Available, Even When VC Funding Is Not

Posted on by Oscar Jofre Tags: , , ,

The venture capital (VC) industry has been struggling since 2022. Venture funding has dropped by more than 50% since 2022 and late-stage investments have plummeted even more dramatically, down 63%. Online capital raising may be a viable alternative for entrepreneurs seeking funding in an uncertain VC climate.

 

What Is Online Capital Formation?

 

Online capital formation is the process of using digital platforms to raise funds from investors through JOBS Act regulations. Using exemptions from SEC registration such as RegA+ and RegCF, companies can tap into a larger pool of investors beyond traditional VCs and private equity firms. These investments can be accessed by anyone, regardless of their net worth or accreditation status. On the other hand, venture capital firms are typically limited to investing in businesses with high growth potential and start-up costs that require large sums of money. With online capital raising, entrepreneurs can access smaller sums of money from a larger pool of investors. In 2022, companies raised an impressive $494.0 million from RegCF raises and $431.8 from Reg A through over half a million investments. 

 

Benefits of Online Capital Formation

 

Online capital formation offers many benefits for entrepreneurs and investors alike:

 

  1. Access to a larger pool of investors: By using online capital raising platforms, businesses can access a much wider range of investors than traditional VCs or private equity firms. This allows businesses to access capital from individuals and retail investors who may not have the same wealth or investment track record as professional investors.

 

  1. Increased transparency: Online capital raising platforms allow for greater transparency, giving investors more information about an offering before they commit to investing in a particular business. This allows investors to make more informed decisions and reduces the risks associated with investing.

 

  1. Lower cost of capital: Online capital-raising platforms typically charge lower fees than traditional VCs and private equity firms, making it a more cost-effective way to raise funds. Companies are typically able to retain more of their businesses than the VC or private equity route.

 

Available 24/7/365

 

Online capital raising is available 24/7/365, which allows entrepreneurs to access funding when they need it without having to wait for the next round of venture capital or private equity investments. This makes online capital raising a particularly attractive option for businesses that need quick access to funds. This makes online capital raising such as Reg A+, Reg CF, and Reg D an attractive option for companies looking to access funds quickly and efficiently.

 

VCs have traditionally been the go-to source of funding for entrepreneurs, but venture capital investments are dwindling in today’s turbulent economic environment. Online capital raising offers a viable alternative that allows businesses to access a wider pool of investors, increased transparency, and continuous access to capital. With online capital-raising platforms, entrepreneurs can access funding quickly and efficiently without requiring lengthy fundraising cycles. In this challenging economic environment, online capital raising provides a much-needed lifeline for emerging businesses.

Why Use RegCF for Real Estate?

Posted on by Oscar Jofre Tags: , , , ,

The beginning: Why RegCF for Real Estate?

Companies in the real estate industry have a variety of financing options available for their projects, but one that is often overlooked is the use of Regulation Crowdfunding (Reg CF). Equity crowdfunding is becoming an increasingly popular tool among companies due to its potential to provide access to potentially high-yielding investments and the ability to offer new ways for investors to diversify their portfolios. 

 

What is Reg CF for Real Estate?

 

Reg CF is a type of equity crowdfunding that allows companies to raise capital from everyday individuals, not just accredited investors. Unlike traditional real estate investments, the price tag for Reg CF investments is much smaller, making it more appealing to a wide range of investors. Companies can sell securities such as stocks or debt instruments in exchange for investor funds. For real estate, this can be done in various ways such as selling shares in a real estate investment trust (REIT), selling property-specific investments, or launching a syndication.

 

Benefits of Reg CF for Real Estate

 

Using regulation CF for real estate offers a wide range of benefits to both investors and issuers that may not be readily available with other forms of capital raising. These benefits include:

 

It Can Provide Access to High-Yielding Investment Opportunities: Real estate investments can offer higher returns than traditional stocks and bonds, with an average annual return of 12.9% according to a study by the Cambridge Centre for Alternative Finance in 2017. By using Reg CF, investors can tap into this high-potential market and issuers can access the capital to fund their real estate projects.

 

It Offers a More Diverse Investment Portfolio: Real estate equity crowdfunding allows investors to invest in specific projects or properties, rather than having to invest in an entire REIT or development company. This provides more control and transparency for the investor as they can see exactly where their money is going.

 

It Can Offer Lower Investment Requirements: When using Reg CF, the minimum investment is typically much lower than traditional real estate investments, meaning that anyone can invest as little or as much as they want in a given project. This makes it easier for companies to attract a larger pool of potential investors and increase their chances of successfully raising the necessary funds.

 

It Can Help Facilitate Market Research: When using Reg CF, issuers must provide investors with all the information they need to make an informed decision, in-depth market research included. This can increase investor confidence in the project and potentially lead to higher returns for real estate agents.

 

Reg CF is an effective tool in the real estate space, allowing companies to access capital quickly and easily from a wide range of potential investors. As the popularity of crowdfunding continues to grow, it is becoming increasingly important for companies in the real estate space to understand how Reg CF works and how it can be used in conjunction with other financing methods to maximize their fundraising efforts.

What is Tokenization in Real Estate?

Posted on by Oscar Jofre Tags: , , , ,

Real estate tokenization is a new way of dividing property ownership rights using blockchain technology and digital tokens. Tokenization enables fractional real estate ownership, owning just part of a property without having to buy the entire asset. This makes such investments accessible to people without the resources to buy an entire property. So how does real estate tokenization work, and what are the implications for investors, property owners, and other stakeholders?

 

What is Real Estate Tokenization?

 

According to Deloitte, a large amount of our future economy will be powered by tokenization, and the value of blockchain technology is projected to rise about $3.1 trillion by 2030. Investors and realtors alike are using this option more and more often. The total value of tokenized real estate increased from $65 billion in June 2021 to $194 billion in May 2022. 

 

While many countries are developing a legal framework for tokenized assets, not all jurisdictions have implemented regulations yet. It is also important to understand the potential impact of taxes and other fees on profits from tokenized property investments.

 

Distributed Ledger Technology

 

The use of distributed ledger technology (DLT) is key to making real estate tokenization possible. DLT uses blockchain to securely store digital records of fractional ownership shares across a network of computers. Those decentralized digital records allow quick and secure verification of each investor’s ownership stake.

 

Smart Contracts

 

Real estate tokenization can also use smart contracts. A smart contract is a code-based agreement between two or more parties that automatically records transactions on the blockchain when certain conditions are met. Smart contracts facilitate the transfer of shares in a property, automated payment processing and compliance with regulatory requirements. This automation greatly reduces transaction costs.

 

Implications of Real Estate Tokenization

 

Tokenization significantly reduces the costs of investing in real estate, both by increasing the efficiency of transactions and record keeping, and by breaking up assets into affordable chunks. This increases liquidity and market transparency, and brings real estate investment within reach of more people than ever before. 

 

Finally, tokenization provides an additional level of security by protecting investor rights through secure digital records stored on the blockchain. This safeguards investor interests, reducing the risk of fraud or manipulation.

 

Real estate tokenization can revolutionize the way we buy, sell, and invest in properties. Tokenization provides investors with greater liquidity and security, by recording fractional ownership shares in an asset on the blockchain and tracking all subsequent transactions. It also opens up new opportunities for those who may not have had access to traditional real estate investments in the past. However, before investing in tokenized assets, it is important to understand the regulatory landscape and potential risks associated with these types of investments.

KoreClient Spotlight: Greg Tucker, CEO and Co-Founder of Spartan Bitcoin Mining

Posted on by Jason Futko Tags: ,

Greg Tucker has been in the publicly traded arena in some form or fashion for close to 20 years. He served as a President/CEO of a publicly traded company for four years and has assisted multiple CEOs and business owners with communications and messaging for well over a decade. 

Press releases, articles, videos, social media messaging, etc. are all strengths of his and multiple companies have benefitted from his ability to get more eyes on a project via effective messaging and communications. He has also been actively engaged in the Crypto market(s) now for well over five years.

We sat down with Greg recently to discuss his company, Spartan Bitcoin Mining, and what people should expect from this new and novel approach to Bitcoin Mining.

Q: Why Bitcoin Mining and why now?

A: Most people don’t realize that Bitcoin is cyclical and has followed a general trading pattern since its inception. We predict that we could be entering the favorable portion of the latest four-year cycle and we feel great about the business model and the long-term potential of what we are doing. 

Q: Okay, so what can shareholders expect from you and your team?

A:  I’ve seen multiple companies over the past few decades throw around the term “shareholder friendly” with ease, yet their actions, more often than not, do not live up to that claim. Eventually, greed takes over and that’s never a good thing. I’m going to be 60 this year. I live frugally. In the back of my mind, I’ve always told myself that when the time came and under the right circumstances, I would ensure that “shareholder friendly: was the mantra that drove every decision from day one on any new business venture. 

Q: Can you expand on that, maybe share some examples of what you’re talking about?

A: Sure. I think a project like this should be a collaboration where shareholders get a vote, they have a voice and they help guide the overall direction of the company. We will provide multiple channels for shareholder feedback and engage with them as often as possible, at least weekly.

Q: Not everyone understands Bitcoin. In fact, most people don’t.  How do you plan to overcome that hurdle?

A: Excellent point and you’ve hit on my number one frustration when it comes to Crypto, but instead of staying frustrated, I did something about it. I’ve created a video series that will be exclusive to our shareholders. We call it “The Crypto Classroom” and as of now, it is up to 40 videos that lay out exactly what Bitcoin is, how to trade in cryptocurrencies, decentralized platforms, etc. It is all taught and narrated by me, ensuring that you learn it the right way and at your own pace.  But back to your original question… The first three videos specifically explain Bitcoin in a way that is easy to understand and we would recommend that everyone watch those three videos before investing in our company. Oh, and by the way, the video series will expand over time so that it becomes a video library of sorts that is always kept up to date and can be referenced at any time by our folks.

Q: Bitcoin has gone through some lean times as of late. What is your plan for situations like that?

A: We will hold in escrow a specific amount for each mining rig representing 18 months of “what if”. In other words, if Bitcoin were to turn south suddenly, we are prepared and will not run the risk of overextending ourselves. That’s just good business sense on behalf of all involved.

Q: I’ve got to say, your approach to doing everything in a shareholder-friendly manner is refreshing.

A: Look, I’ve been around a long time, and not once have I seen a company live up to that claim 100% of the time. We will. And to ensure that’s the case, I’m putting it in print, on audio and video from day one and will continue to do so to hold all of us accountable to living up to these parameters for the long haul both legally and ethically. I firmly believe that if you don’t have integrity, you are lost; you have nothing.

___________________

Regulation CF(RegCF), D (RegD), A (RegA+) Disclaimer


This communication may be deemed to be a solicitation of interest under Regulation CF (RegCF), D (RegD), A (RegA+) under the Securities Act of 1933, in which case the following applies:

  • No money or other consideration is being solicited, and if sent in response, will not be accepted;
  • No offer to buy the securities can be accepted and no part of the purchase price can be received until the offering statement is qualified, and any such offer may be withdrawn or revoked, without obligation or commitment of any kind, at any time before notice of its acceptance given after the qualification date;
  • A person’s indication of interest involves no obligation or commitment of any kind; and 
  • An offering statement, which would include a preliminary offering circular, has not yet been filed with the SEC.

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