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What New Title III Investors Should Be Trying to Learn Before Making Their First Crowdfunding Investment

4 May

Whether You Are One of the 188 Million New Non-Accredited Investors or a Small Startup or Existing Business that Wants to Learn More about Issuing a Title III or Title IV Reg. A+ Equity Crowdfunding Campaign You Should Read through All of the Information Below

By Robert Hoskins

Austin, Texas (May 2, 2016) – The best way to educate yourself on the Title III investment/investing marketplace is to perform a thorough competitive analysis on all of the Top Equity Crowdfunding Sites and/or the Top Reg. A+ Equity Crowdfunding Sites in the United States, the United Kingdom and Israel, which is where most of the top crowdfunding platforms are based.

A Crowdfunding Guide to Risks, Returns, Regulations, Funding Portals, Due Diligence, and Deal Terms

A Crowdfunding Guide to Risks, Returns, Regulations, Funding Portals, Due Diligence, and Deal Terms

Our Top 100 Crowdfunding Lists are based on website traffic, which should be a first step in determining how many eyes are being delivered by every site.  This will highlight how many crowdfunding campaigns are being launched as well as how many investors are visiting the equity crowdfunding site on a monthly basis.

There has been a great deal of content generated that covers that the Title III Equity Crowdfunding rules that will begin on May 16, 2016 so I will skip repeating the basic information. Up until the past 12-months not much has been written about how to evaluate the up an coming Title III equity crowdfunding deals.

So the purpose of this article is provide lots or relevant documentation that has been written by leading university legal departments and law firms that will soon be guiding investors and issuers through the process of issuing Title III and Title IV Reg. A+ equity crowdfunding securities.

Great Equity Crowdfunding Research Articles:

1. The Coming ‘Transformation’ in Private Capital Markets – This article provides a really good overview of the equity crowdfunding industry to date.


2. Duke Law School – The Social Network and the Crowdfund Act: Zuckerberg, Saverin, and Venture Capitalists’ Dilution of the Crowd – This provides really good a good overview of how to avoid stock holder dilution and making sure that early stockholders are included fair and justly in every exit strategy. It also provides examples of how Zuckerberg diluted one of his business partners right out of the Facebook fortune.

TABLE OF CONTENTS

    1. CROWDFUNDING OVERVIEW
      A. The Five Models of Crowdfunding
      B. Examples of Crowdfunding
      C. The Transformative Power of Crowdfunding
    2. POLITICAL INFLUENCES
      A. Securities-Law Prohibitions on Crowdfunding
      B. Democratic Push for Crowdfunding
      C. Crowdfunding under the JOBS Act
    3. THEORETICAL TENSIONS
      A. Paternalistic Impulses: The Rule 504 Lesson
      B. Securities Regulation: Disclosure vs. Merit Review
    4. VENTURE CAPITALIST ELITES AND THE MASSES
      A. Vertical and Horizontal Risks
      B. Downside and Upside Risks
      1. Financing Rounds, Exits, and Protecting Crowdfunders

a. Price-Based Anti-Dilution Protection
b. Shares-Based Anti-Dilution Protection
c. Tag-Along Rights
d. Preemptive Rights

5. QUALITATIVE PROTECTIONS FOR CROWDFUNDERS

A. Contractual Provisions
B. Venture Capital–Deal-Terms Disclosure Table
C. Congressional and Regulatory Action

CONCLUSION


3. Harvard Business Law Review – Equity Crowdfunding: The Real and the Illusory Exemption – This document has a good section that discusses investment syndicates and why novice investors should follow lead angel investors until they get the hang of assessing crowdfunding securities risk.

TABLE OF CONTENTS INTRODUCTION

I. BACKGROUND

A. An introduction to crowdfunding
B. The rationale for a new exemption
C. The legislative history of the retail crowdfunding exemption
D. The quiet compromise

II. TWO CROWDFUNDING EXEMPTIONS COMPARED

A. Affordability in small offerings
B. Access to potential investors
C. Investor protection
D. Summary and implications

III. AN INCENTIVES-BASED THEORY OF INVESTOR PROTECTION

A. The public theory and retail crowdfunding
B. The private theory and accredited crowdfunding
C. A theory to describe the spectrum

IV. ASSESSING POTENTIAL SEC ACTION

A. Pooled investments managed by a lead investor
B. Public company regulation
C. Verification
D. Liquidity risk
E. Integration and aggregation
F. Substantial compliance
G. The accredited investor definition

V. RECOMMENDATIONS

A. Strengthen accredited investor bargaining power
B. Encourage retail investors to piggyback
C. Harmonize the resale and substantial compliance rules
D. Generate empirical data and conduct a special study

CONCLUSION


4. David M. Freedman and Matthew R. Nutting – Equity Crowdfunding for Investors: A Guide to Risks, Returns, Regulations, Funding Portals, Due Diligence, and Deal Termswhich I have not read, but the following paragraph descriptions definitely look worth reading while learning the the Title III equity crowdfunding securities investment process.

Preface: The New Angel Investors

In 1977, Mike Markkula became the first angel investor in Apple Computer. His $80,000 stake in Apple grew into about $200 million when the company went public three years later. Few opportunities can generate personal wealth as profoundly as being a founder or early investor in a startup that achieves that sort of grand success. Before 2012, however, angel investing was strictly limited to wealthy and extremely well connected people. Thanks to Title III of the JOBS Act of 2012, tens of millions of average investors will, for the first time in several decades, have an opportunity to invest in growing startups and early-stage companies via equity crowdfunding portals. This book covers not only Title III crowdfunding, but Regulation D offering platforms and intrastate securities exemptions (in at least 18 states) as well.

Chapter 1: The Foundations of Online Crowdfunding

Internet crowdfunding gained traction around 2003, starting with rewards-based platforms like ArtistShare, Kickstarter, and Indiegogo. They were followed by donation-based platforms like GoFundMe. Securities (debt- and equity-based) offering platforms launched around 2011 in the United States. Equity offering platforms were still open to accredited investors only, however. The JOBS (Jumpstart Our Business Startups) Act of 2012 legalized a new form of equity crowdfunding for all investors regardless of income or net worth. This chapter clarifies the differences between the various kinds of crowdfunding and provides lessons for investors about risk, reward, fraud prevention, and the wisdom of the crowd.

Chapter 2: Equity Offerings under Reg. D

Starting in 2011 in the United States, startups and early-stage companies began offering securities to accredited investors through Web-based offering platforms, under Rule 506 of Regulation D. Issuers could raise an unlimited amount of equity capital via Reg D platforms. Title II of the JOBS Act of 2012 lifted the ban on general solicitation for offerings made under new Rule 506(c). We profile two pioneers in Reg D offering platforms: MicroVentures (focusing on tech startups) and CircleUp (focusing on earlystage consumer products and retail companies).

Chapter 3: Equity Crowdfunding for All Investors

Title III of the JOBS Act of 2012 created a legal framework for equity crowdfunding, whereby all investors (not just wealthy “accredited” investors) can buy securities issued by startups and early-stage companies. The regulations limit the amount of money investors can invest in equity crowdfunding offerings each year, based on their income and/or net worth.

Chapter 4: Intrastate Crowdfunding, Non-accredited Investors

At least a dozen states got a jumpstart on equity crowdfunding, using the “intrastate exemption” to initiate regulatory frameworks for in-state equity crowdfunding. Georgia was the first U.S. state in which an equity crowdfunding portal successfully funded a startup with participation of non-accredited investors.

Chapter 5: Deal Flow

What kinds of companies will offer equity shares on Title III crowdfunding portals? Will they really have high growth potential and be worth investing in? Will there be a big enough supply of offerings to meet the demand of tens of millions of new angel investors? In this chapter we forecast what kinds of companies— in terms of industry, development stage, growth potential, and other characteristics—will represent the most attractive Title III deals for all (including non-accredited) investors.

Chapter 6: Angel Investors

In depth, we discuss the benefits, returns, costs, and risks of investing in startups and early-stage companies via equity crowdfunding. The possibility of earning spectacular return on investment (even if not very likely) is one attraction of angel investing. We discuss how the emergence of equity crowdfunding creates a new class of angel investors, with some of the same motives and benefits as traditional angels but some new ones, too—especially social benefits.

Chapter 7:  How to Navigate through Title III Offerings

This chapter offers a glimpse behind the scenes of equity crowdfunding portals—how they are regulated, the difference between “funding portals” and broker-dealer platforms, how they decide whether to approve or reject issuers’ applications, how investors communicate with each other, and using an investor dashboard.

Chapter 8: How to Invest, Part 1: Portfolio Strategy

A three- to five-year plan for building an equity crowdfunding portfolio Investing in private securities, including Title III offerings, is one way to diversify your investment portfolio. This chapter helps you decide what percentage of your portfolio assets should be devoted to “non-correlated” alternative assets like Title III offerings; identify your primary motives for investing in startups and early-stage companies so you can narrow down the kinds of offerings that you consider; create an equity crowdfunding budget, pinpointing the amount of money that you can invest each year over three to five years; and build a diversified equity crowdfunding portfolio.

Chapter 9: How to Invest, Part 2: Identify Suitable Offerings

How narrow down your choice of Title III offerings, based on your selection criteria—the first of which is identifying your social, personal, and/or financial motivation for investing in startups and early-stage companies.

Chapter 10: Equity Crowdfunding Securities

Title III equity offerings are predominantly C corporation stock, limited liability company membership units, and convertible debt. This chapter covers the fundamentals of each of those securities (including both common and preferred stock), and their advantages and drawbacks for both issuers and investors.

Chapter 11: Deal Terms

We provide concise explanations of the terms of private securities deals, in four categories: economic terms (like price per share, minimum investment, fully diluted valuation, etc.); control terms (protective provisions, veto power, etc.); terms relating to liquidity events and future financing (liquidation preferences, anti-dilution provisions); and other terms (conversion rights, dividends, redemption rights, right of first refusal, etc.).

Chapter 12: How to Invest, Part 3: Due Diligence

How to research an issuer’s management team, financial reports, revenue projections, business strategy, regulatory compliance, and other key indicators. You have the option of conducting due diligence independently, relying on a sophisticated “lead investor,” hiring a professional adviser, and/or collaborating with members of the crowd through on-platform discussions and Q&A forums.

Chapter 13: How to Invest, Part 4: Funding and Post-funding

We talk about the on-platform investment transaction, your rights and obligations as a shareholder, and how to monitor and manage your equity crowdfunding portfolio.

Chapter 14: Liquidity and Secondary Markets

Equity crowdfunding securities are relatively illiquid, especially in the first 12 months that you hold the investment. Secondary markets will probably develop over the next few years to provide liquidity to Title III securities. We look back at how secondary markets developed for accredited investors in the past 10 years, and project how they might develop for all investors in the near future.


5. Charting a New Revolution in Equity Crowdfunding: The Rise of State Crowdfunding Regimes in the Response to the Inadequacy of the Title III JOBS Act – Good analysis of intrastate crowdfunding exemptions.

6. The Next British Invasion is Securities Crowdfunding: How Issuing Non-Registered Securities through the Crowd Can Succeed in the United States – Good analysis of equity crowdfunding in the U.K.

7. Breaking New Ground: The Americas Alternative Finance Benchmarking Report – Research report on peer to peer lending, another form of alternative finance.

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Robert Hoskins, a seasoned Front Page PR veteran provides more than twenty-five years of external communications, media relations, digital social media and SEO skills to Front Page PR’s crowdfunding PR and media relations service portfolio.
(512) 627-6622
@Crowdfunding_PR


Mr. Hoskins is a seasoned marketing veteran with a proven track record of helping entrepreneurs, startups, small businesses as well as Fortune 500 corporations launch successful marketing communications campaigns to gain market traction for a wide variety of products and services.
Hoskins is one of the crowdfunding industry’s foremost crowdfunding advocates and has amassed a huge social media following that is dedicated to supporting donation-, rewards- and equity-based crowdfunding campaigns. Due to the overwhelming demand from the general public for crowdfunding information, he empowers entrepreneurs with some of the internet’s most affordable ($20) online crowdfunding training classes, which provide insight to startups around the world on a 24 x 7 basis.
Hoskins adamantly believes that the crowdfunding industry will empower everyone in the United States to rediscover the possibility of living the American dream with a little hard work, a great business idea and the dedication to researching, planning and launching a well-thought-out crowdfunding campaign. He consults on a regular basis with crowdfunding campaign managers as well as crowdfunding sites, portals and platforms to deliver successful crowdfunding marketing campaigns.
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MicroVentures Opens “500 Startups Fund III” Equity Investment Opportunity to Fund 4-Month Startup Accelerator Programs

27 Feb

Equity Crowdfunding Site Now Seeking Investors to Invest up to $10,000 in Multiple e-commerce, cloud services, mobile, education, digital health, payments and Internet startup companies

By Robert Hoskins

Austin, Texas – MicroVentures, an online equity crowdfunding portal based in Mountain View, California and offices in Austin, Mexico City and San Francisco, announced the launch of a new equity crowdfunding investment fund called “500 Startups Fund III,” which is seeking to sign up accredited equity investors to invest a minimum of $10,000 or more in early stage capital investments. The 500 Startups Fund III makes investments across multiple industry verticals, including e-commerce, cloud services, mobile, education, digital health, payments and Internet among others.

MicroVentures Equity Investment Network of 25,000 Global Investors to Date Have Invested $125 Million in Approximately 900 Startup Companies

MicroVentures Equity Investment Network Has Invested   $125 Million in Approximately 900 Startup Companies

Founded by Bill Clark in 2009, MicroVentures recruited Tim Sullivan, Garrett Paul and Jaclyn Strife from SharesPost in 2012, which is renowned for taking Facebook through its Initial Public Offering (IPO) and went on to found Oceanic Partners. The firm runs something commonly referred to an investment syndicate, where accredited investors who are new to the Angel and Venture Capital investment process follow seasoned, experienced lead investors.

“Over the years, MicroVentures has built a platform that gives investors the ability to diversify investments in early to late stage opportunities. Our level of due diligence and customer support are unique resources angel investors previously did not have access to,” stated Bill Clark, Founder and CEO of MicroVentures. “Investors are increasingly seeking diversification and international exposure. MicroVentures through the 500 Startups Fund III provides both, while reinforcing its long-standing commitment of supporting investor demand for diversified opportunities.”

Using this growth strategy MicroVentures had amassed more than 4,000 investors by the end of 2012 and over the past three years it has grown 625% to a very large pool of more than 25,000 global investors who have invested approximately $125 million in 900 companies.

Unlike typical broker dealers, which only solicit investments ranging from $50,000 to $100,000 and up, the MicroVenture site allows accredited as well as non-accredited investors to invest in a wide variety of funds that range from investments of $1,000, $3,000, and $10,000 and up. This allows investors to diversify their portfolio and spread their eggs across multiple startup baskets, which reduces risk and increases the chance of being able to discover and participate in the next Facebook, Oculus, or Pebble Time Watch at a very early stage.

The 500 Startups runs a four-month Accelerator Program for Startups that culminates in a private, invite-only Demo Day where each startup presents to a group of select investors in an effort to attract additional seed funding. About 30 companies participate in each four-month program offered at its various locations.  Batch 12 began January 2015 in San Francisco.

In addition to investing through its accelerator program, 500 Startups invests globally in early-stage companies through various seed-stage investment funds.

Across numerous funds, 500 Startups has committed approximately $125 million to over 900 portfolio companies.

The inaugural investment fund, Fund I, was formed in July 2010 and achieved an ultimate fund size of $29 million. As of September 30, 2014, the internal rate of return for Fund I stood at 18% with investment exits worth approximately $13 million.

Fund II was formed in April 2012 raising almost $45 million. Fund II has achieved $2 million in exits and a net internal rate of return of 27% as of September 30, 2014.

While Fund I and Fund II are closed to new investments, the 500 Startups is the fundraising process for four other funds: Fund III, Annex Fund, 500 Luchadores and 500 Durians.

Under its status as a FINRA-registered broker-dealer, MicroVentures offers both primary and secondary investment opportunities through their user-friendly, online equity crowdfunding platform. Series 7 licensed brokers develop personal relationships with Accredited and Sophisticated Investors to provide high-touch customer service, and support investment in startups with confidence.

The crowdfunding portal provides access to a flow of curated, vetted startup investment opportunities and allows novice investors to review due diligence, disclosures and speak with experienced licensed financial professionals prior to making an investment.

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1st Texas Equity Crowdfunding Community Outreach Event to Unveil Texas Crowdfunding Portals at Texas St. University

11 Feb

Learn How to Raise Money for Startups and Businesses with Texas Equity Crowdfunding Sites and a Crowd of 20 Million Accredited & Unaccredited Investors


Texas Equity Crowdfunding Event Agenda

Mission: To educate entrepreneurs, startups and any existing Texas-based business on how they can utilize a Texas Crowdfunding Portal (TCP) to market a Private Placement Memorandum (PPM) to over 20 million non-accredited and accredited Texas investors to raise startup venture capital.

Tonight’s guest speakers will cover the following information:

  1. Information on the new Intrastate Texas Crowd Exemption Rules
  2. What information needs to be filed with the Texas State Securities Board
  3. What type of disclosures are required by every Texas crowdfunding platform
  4. What type of marketing can be used to raise awareness for equity investment opportunities
  5. What qualifications need to be met before investing on Texas crowdfunding platforms
  6. What precautions should be taken prior to making any financial investments

Crowdfunding Platforms:

Crowdfunding Escrow Service:

Question & Answer Session:

  • Panel Discussion Q&A

Research Links:

Texas State Securities Board (TSSB) Crowdfunding Rules:
http://www.ssb.state.tx.us/Important_Notice/Texas_Intrastate_Crowdfunding.php

Texas Crowdfunding Network:
http://www.meetup.com/austin-crowdfunding-network

Texas Crowdfunding Blog:
https://crowdfundingpr.wordpress.com

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Contact:
Robert Hoskins

(512) 627-6622
@Crowdfunding_PR

Texas Investors, Entrepreneurs and Startups are Invited to Attend a Capital Factory Angel Crowdfunding Event in Austin

27 Jan

“Inside Tips and Secrets on What It Takes to Get Angel Investors to Write the First Check”

Angel Investor Panel Discussion and Question and Answer Session will include guest speakers from the Capital Factory and DreamFunded of Texas

 By Robert Hoskins

Austin, Texas DreamFunded of Texas, Inc. announced that Manny Fernandez, CEO/Co-founder, will be the featured keynote speaker at an open-invitation angel/venture capital event, DreamFunded: Angel Investment Crowdfunding, from 6:00 pm to 8:00 pm on Thursday, January 29, 2015 at the Austin-based Capital Factory located at 701 Brazos Street, Austin, TX 78701. Mr. Fernandez’s keynote will provide “Inside Tips and Secrets on What it Takes to Get Angel Investors to Write the First Check” followed by an angel investor panel board discussion/Q&A session.

DreamFunded.com to Launch Texas Equity Crowdfunding Site Pending Approval from the TSSB

DreamFunded.com to Launch Texas Equity Crowdfunding Site Pending Approval from the TSSB

Click below to RSVP for a free seat at this exclusive angel investor presentation:
http://www.meetup.com/austin-crowdfunding-network/events/102002392/

The purpose of the event is to introduce a new generation of financial technology (fin-tech) investing platforms called Texas Crowdfunding Portals (TCPs) that will soon be providing equity investment opportunities to more than 20 million new Texas investors, who will have the legal right (when the TCP is approved by Texas State Securities Board) to invest up to $5,000 per startup company as angel investors. Investors can click here to register.

This new-style of Texas equity crowdfunding represents a vast departure from the old-school practice of working with broker-dealers where only accredited investors could get access to investments in up and coming high-tech, rapid growth areas to potentially spawn the next Uber, Google, or Facebook.

DreamFunded.com has highly vetted startups within its platform for accredited investor members. This streamlines the investment process and makes it much easier for promising entrepreneurs to market their startup to a wide variety of accredited angel investors,” said Manny Fernandez, DreamFunded.com’s CEO. Click here to apply for startup funding at DreamFunded.com.

Currently DreamFunded.com is active for accredited investors only regardless of what state they live in.  When the platform officially opens the site for non-accredited investors, Crowdfunders also known as Issuers will be able to market their private equity investment deals immediately to more than over 3,400 accredited investors.  This represents a large pool worth millions of dollars of seed and venture capital that is ready and seeking to be invested in attractive new Texas business opportunities.

“Our Texas equity crowdfunding portal is awaiting approval from the Texas State Securities Board (TSSB), but the site is currently open to accredited investors,” said Rexford Hibbs, DreamFunded.com’s CFO.

About Manny Fernandez, CEO, DreamFunded.com

Mr. Manny Fernandez is the founder of SF Angels Group, an angel investing group in San Francisco / Silicon Valley tech startups that is now seeking to invest in Texas-based companies.  Some of DreamFunded’s angel investors include a partner of Capital Factory, an angel member of CTAN and also an early investor of Heritage Bank in Texas.

DreamFunded won the equity crowdfunding leadership award by Startup Grind Monterey Bay.

Manny has been selected to join the prestigious panel of investors at South-by-Southwest Interactive 2015 (SXSW) and is a frequent speaker/judge for pitch contents and conferences across the world.

# # #

Contact:
Robert Hoskins
Front Page PR
(512) 627-6622
@Crowdfunding_PR
@FrontPage_PR

New Texas Equity Crowdfunding Investment Syndicate Created to Help Unaccredited Investors Learn How to Follow Successful Private Equity Investors

18 Jan

 Join the Texas Equity Crowdfunding Syndicate™ to Follow Experienced Private Equity and Seed Capital Investors that Are Investing in Private Placement Memorandums (PPMs) Being Offered to Unaccredited Investors by Top Texas Equity Crowdfunding Sites

By Robert Hoskins

Austin, Texas – If you are new to the world of equity crowdfunding, then one of the safest ways to invest in new Texas startups is to join the Texas Equity Crowdfunding Syndicate™, which is a large group of unaccredited investors that follow the lead of experienced, seasoned and accredited equity investors that have been investing in private equity and seed investment deals for many years with a higher than average track record.  Join our crowdfunding investment syndicate by filling out the form at the bottom of this page. 

Texas Equity Crowdfunding Investment Syndicate for Unaccredited Investors

Texas Equity Crowdfunding Investment Syndicate Allows Unaccredited Investors to Follow Professional Investors

The Texas Equity Crowdfunding Syndicate follows the most prestigious accelerators and incubators in Texas that continuously shop for, discover, and curate deals from the best startups, entrepreneurs and inventors that are seeking seed investments and venture capital.

For the past 80 years, private equity  investments have been solicited behind closed doors through registered broker/dealers that were only allowed to market private equity deals to a small pool of accredited investors.

But now that the SEC has lifted the ban on General Solicitation, equity crowdfunding sites can now market private equity investment opportunities to more than 8.7 million accredited investors in the United States.  

And for Texas-based startups and businesses, the Texas State Securities Board (TSSB) has now legalized equity crowdfunding, which allows more than 20,000,000 Texas residents 18 years or older to invest up to $5,000 per deal in as many companies per year as they want.  That means every Texas business now has the ability to tap into more than $100 billion of Texas venture capital by issuing offers on Texas crowdfunding portals.

To get started and learn how to become a micro venture capitalist, simply fill out the form below and detail what type of crowdfunding investments you are interested in exploring.  All contact information will be kept extremely confidential, but will allow us to help issuers on various Texas crowdfunding sites and portals to send you valuable PPM investment deals for your review on new equity, debt and convertible note offerings.

This information will be delivered via highly targeted, double opt-in newsletters that will only deliver information on the precise information requested.

Hint: Don’t invest in any industry that you don’t fully understand

At any time, investors can change their investment interest categories or delete their name completely from our general solicitation marketing database if they get bombarded by opportunities that do not meet their specific investment objectives.

 

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MassCatalyst Plans to Launch New Auction-Based Equity Crowdfunding Platform in January 2015 in Dallas, Texas

17 Dec

Unlike Rewards-based or Donation-based Crowdfunding, MassCatalyst’s Auction-Based Crowdfunding Portal Will Allow Unaccredited & Accredited Texas Investors to Bid on Equity Shares

By Robert Hoskins

Dallas, TexasMassCatalyst plans to launch a new type of crowdfunding portal that allows investors to bid on equity shares in Texas-based companies in January 2015. The MassCatalyst platform will facilitate both equity and debt crowdfunding ventures for startups and mature companies alike.

MassCatalyst previewed its company back in September at TechCrunch Disrupt (San Francisco) and the platform’s launch couldn’t be more timely. In October, the state of Texas approved rules governing intrastate crowdfunding, which will allow non-accredited investors to take part in investment crowdfunding. Texas is the latest in a series of states seeking to eliminate wealth and income requirements for investors. MassCatalyst founders Bobby Katoli and Jonathan Startz believe that the federal equivalent (i.e., Title III of the JOBS Act) isn’t far behind.

How is MassCatalyst different from other crowdfunding platforms? Donation-based platforms like Kickstarter have paved the way for more advanced models of investment crowdfunding. Unlike other equity and debt platforms, however, MassCatalyst uses a unique auction system—the first known of its kind in the United States. The auction model allows investors to bid on the price per share for equity or the interest rate on debt auctions. The end result is a dynamic and genuine free marketplace for investments in private companies.

Two companies, Glass-Media and Curious Marketplaces, will launch crowdfunding campaigns with MassCatalyst in January 2015. Glass-Media is a marketing company, specializing in interactive projection-based storefront displays, while Curious Marketplaces facilitates community-based, online marketplaces. MassCatalyst has several other companies within the registration phase that it will be presenting to investors early next year.

Starting Dec. 15, investors and businesses can register and begin exploring the platform. MassCatalyst has also launched the The Crowdfunding Channel on YouTube with the goal of helping to educate the public on the industry and fundamental principles of investing.

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Equity Crowdfunding Service Providers (CSPs) Needed to Support the Growing Number of Texas Crowdfunding Portals (TCPs) and Texas Crowdfunding Issuers (TCIs)

4 Dec

Join the Texas Crowdfunding Network of securities attorneys, certified financial advisors, securities sales professionals, investment advisors, escrow agents, certified public accounts for Texas issuers

 By Robert Hoskins

Dallas, Texas – Front Page PR announced that the firm is seeking Equity Crowdfunding Service Providers to partner with in order to serve the growing number of Texas Equity Crowdfunding Portals and their Private Placement Memorandum (PPM) Issuers.

The firm is seeking to build an in-depth Texas Crowdfunding Network of securities lawyers, certified financial advisors, brokers, registered representatives, securities sales professionals, investment advisors, banking escrow agents and many other types of ancillary crowdfunding service providers that are authorized to operate within the guidelines of the Texas Intrastate Crowdfunding Exemption Rules.  Click here to join

Texas Crowdfunding Portals, Issuers and Service Providers

Texas Crowdfunding Portals, Issuers and Service Providers

“Per the Texas Intrastate Crowdfunding Exemption Rules, the top equity crowdfunding sites serving Texas are not allowed to provide any type of guidance or consulting services to their private placement issuers,” said Robert Hoskins, Front Page PR’s Director of Crowdfunding. “These service providers will be needed to help is setup corporate structures, write PPMs, select the most appropriate offering structures, establish accurate offering valuations, set up escrow accounts at Texas banks and ensure that offerings meet strict Texas and SEC securities laws.”

The goal of the Texas Crowdfunding Network is to build the beginning foundation for the brand new Texas crowdfunding industry. As with any new industry aligning the fragmented players and putting them into streamlined business directory where all the players can find each other is critical. This will allow TCI’s to find third-party CSPs that will help them put together their PPMs prior to registering their offering with a leading TCP.

The majority of TCPs are still in the process of filling out their Texas State Securities Board Registration forms. Once filed it will still take several weeks to be approved by the state. In the mean time portals are actively recruiting both accredited and unaccredited investors as well as PPM issuers.

Due to the fact that PPM issuers will need help putting together their financial paperwork and the legal rules that prevent portals for giving any guidance, there is a real need for a database of marketing, legal, securities, investment, investor relations, financial planners, document preparation and banking escrow professionals that issuers can turn to get their paperwork in order.

Financial Industry Regulatory Authority (FINRA)

To give newcomers some insight into the securities and investment industry, here are some FINRA definitions of the various players and their typical roles in the fundraising and investment process:

Brokers:

  • What they are:  While many people use the word broker generically to describe someone who handles stock transactions, the legal definition is somewhat different—and worth knowing. A broker-dealer is a person or company that is in the business of buying and selling securities—stocks, bonds, mutual funds, and certain other investment products—on behalf of its customers (as broker), for its own account (as dealer), or both. Individuals who work for broker-dealers—the sales personnel whom most people call brokers – are technically known as registered representatives.
  • What they offer:  Broker-dealers vary widely in the types of services they offer, falling generally into two categories—full-service and discount brokerage firms. Full-service firms typically charge more for each transaction, but they tend to have large research operations that representatives can tap into when making recommendations, can handle nearly any kind of financial transaction you want to make, and may offer investment planning or other services.Discount broker-dealer firms are usually cheaper, but you may have to research potential investments on your own—though the broker-dealer Web sites may have a lot of information you can use.Registered representatives are primarily securities salespeople and may also go by such generic titles as financial consultant, financial adviser, or investment consultant. The products they can sell you depend on the licenses they hold.For example, a representative who has passed the Series 6 exam can sell only mutual funds, variable annuities, and similar products, while the holder of a Series 7 license can sell a broader array of securities. When a registered representative suggests that you buy or sell a particular security, he or she must have reason to believe that the recommendation is suitable for you based on a host of factors, including your income, portfolio, and overall financial situation, your tolerance for risk, and your stated investment objectives.

Investment Advisers:

  • What they are:  An investment adviser is an individual or company who is paid for providing advice about securities to their clients. Although the terms sound similar, investment advisers are not the same as financial advisers and should not be confused. The term financial adviser is a generic term that usually refers to a broker (or, to use the technical term, a registered representative).By contrast, the term investment adviser is a legal term that refers to an individual or company that is registered as such with either the Securities and Exchange Commission or a state securities regulator. Common names for investment advisers include asset managers, investment counselors, investment managers, portfolio managers, and wealth managers. Investment adviser representatives are individuals who work for and give advice on behalf of registered investment advisers.
  • What they offer:  In addition to providing individually tailored investment advice, some investment advisers manage investment portfolios. Others may offer financial planning services or, if they are properly licensed, brokerage services (such as buying or selling stock or bonds)—or some combination of all these services.

Accountants:

  • What they are:  Accountants are trained to provide professional assistance to individuals and companies in areas including tax and financial planning, tax reporting, auditing, and management consulting.
  • What they offer:  A CPA can help you consider the tax implications of financial decisions you make and assist with other tax-related issues, such as preparing annual tax returns. Some CPAs are also certified by the AICPA as Personal Financial Specialists (PFSs), which means they have met AICPA’s education requirements for providing financial planning services, including assessing your overall financial situation, developing a budget, setting goals for saving and investing, and developing a plan for monitoring your progress and reaching your goals.

Lawyers:

  • What they are:  A lawyer is licensed to give legal advice to clients. Lawyers are trained to tell you about the legal impact one financial planning or investment decision might have on another—such as the tax implications of setting up a certain type of trust for your estate.
  • What they offer:  As with other professionals, the range of services lawyers can provide will vary greatly from individual to individual. For example, if one of your financial goals is leaving your assets to particular people or organizations, you will want to work with a lawyer who specializes in estate planning.

Financial Planners:

  • What they are:  Financial planners can come from a variety of backgrounds and offer a variety of services. They could be brokers or investment advisers, insurance agents or practicing accountants—or they have no financial credentials at all. Some will examine your entire financial picture and help you develop a detailed plan for achieving your financial goals. Others, however, will recommend only the products they sell, which may give you a limited range of choices.
  • What they offer:  The breadth and depth of services a financial planner offers will vary from provider to provider. Some create comprehensive plans that delve into every aspect of your financial life, including savings, investments, insurance, college savings, retirement, taxes and estate planning. Others have a more limited focus, such as insurance or securities. Some only prepare plans, while others also sell investments, insurance, or other products. If they sell products, their recommendations typically will correspond with the products or services they sell.For example, an insurance agent will tell you about insurance products (such as life insurance and annuities) but likely won’t discuss other investment choices (such as stocks, bonds or mutual funds). You’ll want to make certain you fully understand which areas of your financial life a particular planner can—and cannot—help with before you hire that person.

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Contact:
Robert Hoskins

Front Page PR
(512) 627-6622
@Crowdfunding_PR
@FrontPage_PR

Front Page PR Targets New Texas Crowdfunding Portals and Private Placement Issuers with Advertising, Marketing and PR Consulting Services

17 Nov

Offers Texas Crowdfunding Portals (TCPs), Texas Equity Private Placement Issuers & Texas Investors Guidance on the Best Strategies to Launch and Market Successful Crowdfunding Campaigns in Texas

By Robert Hoskins

Austin, Texas – Today a new Texas Crowdfunding Exemption Rule goes into effect that will give the state yet another financial tool to encourage more people with creative ideas to start new businesses in Texas. For the first time in 80 years, businesses will be able to sell equity shares in their business to more than 20 million unaccredited investors who live in Texas via new online Texas crowdfunding portals using general solicitation.

Front Page PR is one of the leading Crowdfunding PR firms in America

Front Page PR is one of the leading Crowdfunding PR firms in America

“Already armed with a zero income tax, low overall tax burden, sensible regulations and low housing costs, Texas is now armed with an even more powerful financial tool, Equity Crowdfunding,” said Robert Hoskins, Front Page PR’s Crowdfunding Director. “This new small business financing tool will be the key to helping businesses, entrepreneurs, and new startups in Texas raise venture capital by selling equity shares in their companies to Texas residents.”

Similar to the way that powerful and exclusive Silicon Valley venture capital firms built their wealth during the 1990s by betting on high-tech startups, every legal resident in Texas can now legally become a micro venture capitalist by investing up to $5,000 per deal in local Texas startups and existing businesses. As crowdfunded deals begin to go public, the wealth and economic development that will be created in Texas will be hard to match.

Texas offer investors a wide variety of industries to choose from including application development, software, mobile apps, communications, information technology, high-tech gadgets, video games, aerospace, aviation, bio-tech, life sciences, clean-tech, energy, oil & gas, real estate, film, entertainment, music and many other promising industries.

Already home to 1.7 million small businesses, gaining access to a market of 20+ million new potential investors combined with the SEC’s legalization of general solicitation will make Texas the best and easiest place in America to start a new business and raise venture capital.

And the seeds for a bumper crop of new Texas Crowdfunding Portals are already being planted. SeedInvest.com/Texas, TexasCrowdfunding.com, TexasEquityShares.com are already in the various stages of building their new crowdfunding portals and filing their applications with the Texas State Securities Board, but soon they will be harvesting their first round of Texas crowdfunded startups.

“SeedInvest has worked primarily with angel, venture capital and other accredited investors to match them up with startups in Texas such as Virtuix, based out of Houston,” said Marc Nathan, SeedInvest’s Managing Director of Texas. “But the Texas crowdfunding exemption will allow us to reach a much wider audience of unaccredited investors.”

“There are many great companies that connect technology startups with sophisticated investors, but we’re focused on working with businesses that want to build and grow with support from investors in their own backyard,” said Amy Forsyth, Texas Crowdfunding’s CEO. “To accomplish this goal we’re taking a different approach than most and plan to focus on featuring local small businesses and early-stage companies that are often overlooked, undervalued and under capitalized.”

“Our crowdfunding portal will be seeking high-tech crowdfunding equity issuers that are focused on Internet technologies, e-commerce, smartphone apps, digital properties and platforms, Software as a Service (SasS), etc.,” said Dusty Brogdon, Texas Equity Shares’ CEO. “We are seeking to serve mid-tier crowdfunding equity issuers with a minimum project value of $200,000+ with a long-term goal of taking the business public within two years.”

“Texas is about to see a dramatic surge in demand for Texas crowdfunding portals, equity private placement issuers and investors. Front Page PR is ready to help these companies bring their products and services to the Texas marketplace,” Hoskins continued. “Armed with the right community outreach programs needed to educate entrepreneurs and investors on the new crowdfunding rules, the possibilities for small business formation and growth in Texas will be limitless.”

Front Page PR provides a portfolio of crowdfunding marketing communications services, which will be instrumental in bringing these new crowdfunding portals to life and helping them launch successful crowdfunding campaigns for their fundraising campaign managers, including:

  • Crowdfunding portal selection
  • Crowdfunding deal structure
  • Crowdfunding disclosure documents
  • Crowdfunding profiles and pitch videos
  • Community outreach strategies
  • Advertising campaigns
  • Email marketing campaigns
  • PR/media relations campaigns
  • Investor education programs

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Texas Equity Crowdfunding Disclosure Requirements

11 Nov

Texas Crowdfunding Issuer
Disclosure Requirements

Texas Approves Equity Crowdfunding Exemption for Non-Accredited Investors

 

Here are the Texas Crowdfunding Issuer Disclosure Requirements for issuing an equity crowdfunding private placement memorandum (PPM) in the state of Texas:

(i) Disclosure statement. A disclosure statement must be made readily available and accessible to each prospective purchaser at the time the offer of securities is made to the prospective purchaser on the Internet website. The disclosure statement must contain all of the following:

(1) Material information and risk factors. All information material to the offering, including, where appropriate, a discussion of significant factors that make the offering speculative or risky. Guidance on the categories of information to include can be found by reviewing the small business offering to be submitted to the information provided by the Texas State Securities Board on its Internet website. Topics to be addressed include, but are not limited to:

(A) general description of the issuer’s business;
(B) history of the issuer’s operations and organization;
(C) management of the company and principal stockholders;
(D) how the proceeds from the offering will be used;
(E) financial information about the issuer;
(F) description of the securities being offered; and
(G) litigation and legal proceedings.

(2) Disclosures. The issuer shall inform all prospective purchasers and investors of the following:

(A) There is no ready market for the sale of the securities acquired from this offering; it may be difficult or impossible for an investor to sell or otherwise dispose of this investment. An investor may be required to hold and bear the financial risks of this investment indefinitely;

(B) The securities have not been registered under federal or state securities laws and, therefore, cannot be resold unless the securities are registered or qualify for an exemption from registration under federal and state law.

(C) In making an investment decision, investors must rely on their own examination of the issuer and the terms of the offering, including the merits and risks involved; and

(D) No federal or state securities commission or regulatory authority has confirmed the accuracy or determined the adequacy of the disclosure statement or any other information on this Internet website.

(3) Financial statements. Issuers must provide current financial statements certified by the principal executive officer to be true and complete in all material respects. If the issuer has audited or reviewed financial statements, prepared within the last three years, such financial statements must also be provided to investors.

Click here to read the Texas Crowdfunding Issuer Rules.

How to Become a Texas Crowdfunding Issuer (TCI):

To get conduct a Texas equity crowdfunding campaign, Texans need to fill out a Texas Crowdfunding Issuer (TCI) Exemption Notice Form 113.17 and file it with the Texas State Securities Board.

How to Start a Texas Crowdfunding Portal (TCP):

To launch a Texas crowdfunding portal, Texans need to fill out a Texas Crowdfunding Portal (TCP) Registration Form 113.15 and file it with the Texas State Securities Board.

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Texas Crowdfunding Issuer (TCI) Rules for Private Placement Memorandum (PPM) Offerings

11 Nov

Texas Crowdfunding Issuer Rules

Texas Approves Equity Crowdfunding Exemption for Non-Accredited Investors

Here are the Texas Crowdfunding Issuer Rules that detail what it takes to issue a Private Placement Memorandum (PPM) for Equity Crowdfunding Offers in the state of Texas:

(b) Issuer.

(1) The issuer is a Texas entity that has filed a certificate of formation with the Texas Secretary of State and is authorized to do business in Texas and:

(A) At least 80% of the issuer’s gross revenues during its most recent fiscal year prior to the offering are derived from the operation of a business in Texas;

(B) At least 80% of the issuer’s assets at the end of its most recent semiannual period prior to the offering are located in Texas;

(C) The issuer will use at least 80% of the net proceeds of this offering in connection with the operation of its business within Texas; and

(D) The principal office of the issuer is located in Texas.

(2) The issuer is not, either before or because of the offering:

(A) A company that engaged or proposes to engage in the business of investing, reinvesting, owning, holding, or trading in securities;

(B) Subject to the reporting requirements of the Securities and Exchange Act of 1934, Section 13or Section 15(d), 15 U.S.C. §78m and §78o(d); or

(C) a company that has not yet defined its business operations, has no business plan, has no stated investment goal for the funds being raised, or that plans to engage in a merger or acquisition with an unspecified business entity.

Click here to see the Texas Crowdfunding Issuer (TCI) Disclosure Requirements.

How to Become a Texas Crowdfunding Issuer (TCI):

To get conduct a Texas equity crowdfunding campaign, Texans need to fill out a Texas Crowdfunding Issuer (TCI) Exemption Notice Form 113.17 and file it with the Texas State Securities Board.

How to Start a Texas Crowdfunding Portal (TCP):

To launch a Texas crowdfunding portal, Texans need to fill out a Texas Crowdfunding Portal (TCP) Registration Form 113.15 and file it with the Texas State Securities Board.

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