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What are the most successful Reg CF crowdfunding raises?
If you define "success" as the amount of capital raised, one can find the complete list of Reg CF raises and sort by "Amount Raised" on the KingsCrowd advanced company search table here:
https://kingscrowd.com/companies/search/?reg_type=RegCF
Since the amendments to Reg CF in March 2021, issuers can... more
If you define "success" as the amount of capital raised, one can find the complete list of Reg CF raises and sort by "Amount Raised" on the KingsCrowd advanced company search table here:
https://kingscrowd.com/companies/search/?reg_type=RegCF
Since the amendments to Reg CF in March 2021, issuers can now raise up to $5 million dollars in a 12 month period.
As of July 30, 2023, 41 companies have raise the maximum $5 million under Regulation Crowdfunding (Reg CF), and an impressive 384 companies have raised between $1 million and $5 million, which includes all the raises that hit the $1.07 million maximum prior to March 2021.
In terms of companies that raised $5 million dollars, some of the ones that sold out their rounds and raised the $5 million the quickest (sometimes within a matter or hours or just a few days) are:
-Replit on Wefunder (April 2022)
-Substack on Wefunder (April 2023)
-Sound of Freedom on Angel Funding (June 2023)
-Mercury on Wefunder (October 2021)
-April on Wefunder (April 2022)
-Cultos on Republic (April 2022)
-Gumroad on Republic (March 2021)
There are a number of other raises that may have sold out their rounds in a matter of hours, but then took a longer time to close their rounds. All of this data can be determined from the KingsCrowd dataset by looking at the start/close dates and the average amount raised per day.
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Are crowdfunding investments made on the Wefunder portal automatically placed in a series LLC formed by Wefunder?
As far as I know Wefunder does do this, but this would be a great question to ask Wefunder. I know many offerings on Wefunder that have been channeled through a series LLC without the issuer's or the investors' knowledge. Also, every crowdfunding lawyer I have spoken to believes that Wef... more
As far as I know Wefunder does do this, but this would be a great question to ask Wefunder. I know many offerings on Wefunder that have been channeled through a series LLC without the issuer's or the investors' knowledge. Also, every crowdfunding lawyer I have spoken to believes that Wefunder's use of the series LLC is not legal so issuers and investors need to be very careful.
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What kind of investor-driven claims could be a problem for companies? What kind of investor-driven claims could be a problem for companies?
While crowdfunding can be an excellent way for companies to raise capital and engage with a broader base of investors, it also comes with certain risks and challenges. One potential problem for companies in a crowdfunding campaign is dealing with investor-driven claims.
Standard private compan... more
- Regulations & Compliance
- Insurance
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What is the biggest challenge for issuers seeking to raise money using investment crowdfunding?
One of the biggest challenges for issuers seeking to raise money using investment crowdfunding is the need to stand out in a crowded marketplace. Investment crowdfunding platforms have gained popularity in recent years, leading to increased competition among issuers seeking funding.
Here are some sp... more
One of the biggest challenges for issuers seeking to raise money using investment crowdfunding is the need to stand out in a crowded marketplace. Investment crowdfunding platforms have gained popularity in recent years, leading to increased competition among issuers seeking funding.
Here are some specific challenges they may face:
1. Market Saturation: With numerous projects and campaigns vying for attention on crowdfunding platforms, it can be difficult for issuers to capture the interest of potential investors. Standing out from the crowd and effectively communicating the value proposition of their project becomes crucial.
2. Investor Education: Investment crowdfunding often involves offering securities or equity in a business, which may require potential investors to have a certain level of financial literacy. Issuers need to educate and inform investors about the risks and potential returns associated with their offering, as well as the legal and regulatory implications.
3. Building Trust and Credibility: Since investment crowdfunding involves soliciting funds from the general public, issuers must work to establish trust and credibility with potential investors. This can be challenging, especially for new or unknown businesses. Providing transparent and comprehensive information about the project, including financials and business plans, is essential.
4. Compliance with Regulations: Issuers seeking to raise money through investment crowdfunding must adhere to regulatory requirements, which can vary across jurisdictions. Navigating these regulations and ensuring compliance can be complex and time-consuming. Failing to comply with the applicable rules can lead to legal issues and regulatory penalties.
5. Post-Funding Obligations: After a successful crowdfunding campaign, issuers have ongoing responsibilities to their investors. This includes providing regular updates, financial reporting, and potentially managing a large investor base. Meeting these obligations and maintaining investor relations can be demanding for issuers, especially if they have limited resources or experience in investor management.
Addressing these challenges requires careful planning, a compelling value proposition, effective marketing and communication strategies, and a solid understanding of the legal and regulatory landscape. Issuers should also consider leveraging their existing networks, engaging with the crowdfunding community, and seeking professional guidance to increase their chances of success.
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In the context of regulated investment crowdfunding, what is "testing the waters" and what are the pros and cons?
In the context of regulated investment crowdfunding, "testing the waters" refers to the practice of gauging investor interest and soliciting indications of interest for a potential securities offering before formally launching the offering. This practice is permitted under certain regulations, such ... more
In the context of regulated investment crowdfunding, "testing the waters" refers to the practice of gauging investor interest and soliciting indications of interest for a potential securities offering before formally launching the offering. This practice is permitted under certain regulations, such as Title II of the JOBS Act in the United States.
The pros of testing the waters in regulated investment crowdfunding include:
1. Market Validation: Testing the waters allows companies to assess market demand and investor interest in their offering before committing significant resources to a full campaign. It helps validate the viability of the investment opportunity and reduce the risk of launching a campaign that may not attract sufficient investor participation.
2. Feedback and Refinement: By engaging with potential investors during the testing the waters phase, companies can gather feedback and insights that can be used to refine their offering. This feedback can help identify areas for improvement, address investor concerns, and fine-tune the investment proposition.
3. Building Investor Relationships: Testing the waters provides an opportunity to establish relationships with potential investors early on. By interacting with them, sharing information, and answering questions, companies can build rapport, trust, and a sense of community around their offering. This can be beneficial when the formal campaign is launched, as these relationships can potentially lead to investment commitments.
4. Marketing Advantage: Engaging in testing the waters activities can help generate buzz and create awareness about the upcoming investment opportunity. It allows companies to start building a following, generating interest, and capturing potential investor leads, which can be leveraged during the formal campaign.
However, there are also potential cons to consider:
1. Legal and Regulatory Compliance: While testing the waters allows companies to solicit indications of interest, they must ensure compliance with relevant securities laws and regulations. There are restrictions on what can be communicated, limitations on the solicitation methods, and requirements to avoid actual investment acceptance until the formal campaign is launched. Companies need to carefully navigate the legal requirements to avoid any compliance issues.
2. Resource Intensity: Testing the waters can require significant time, effort, and resources. Companies need to develop marketing materials, engage with potential investors, respond to inquiries, and track indications of interest. This can create additional workload and costs, particularly for small businesses or startups with limited resources.
3. Potential Lack of Conversion: While testing the waters can provide an indication of investor interest, it does not guarantee that those who express interest will actually convert into investors during the formal campaign. There is a risk that the initial interest does not translate into actual investment commitments, which may impact the success of the crowdfunding campaign.
Overall, testing the waters in regulated investment crowdfunding offers several potential benefits in terms of market validation, feedback, relationship building, and marketing advantage. However, it also presents challenges related to legal compliance, resource allocation, and the uncertainty of converting indications of interest into actual investments.
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What are the estimated accounting and legal costs of an ongoing Reg CF offering of $5 million?
The estimated accounting and legal costs for an ongoing Regulation Crowdfunding (Reg CF) offering of $5 million can vary depending on several factors, such as the complexity of the offering, the location of the startup, and the specific legal and accounting services obtained. However, I can provide ... more
The estimated accounting and legal costs for an ongoing Regulation Crowdfunding (Reg CF) offering of $5 million can vary depending on several factors, such as the complexity of the offering, the location of the startup, and the specific legal and accounting services obtained. However, I can provide you with a general breakdown of the potential costs involved. Please note that these figures are estimates and can vary significantly:
1 - Legal Costs:
- Startup Formation: When establishing a Reg CF entity, there are legal costs associated with forming the startup, such as incorporating the company, drafting corporate documents, and other regulatory compliance requirements. These costs can range from $2,000 to $10,000 or more, depending on the complexity and location of the startup.
- Offering Documentation: Drafting the offering documents, including the Form C, subscription agreement, and other required disclosures, can cost between $5,000 and $20,000, depending on the complexity of the offering and the legal services obtained.
- Compliance and Regulatory Filings: Ongoing compliance with SEC regulations and filing requirements may incur additional legal costs. These costs can vary based on the complexity and frequency of filings required by the Reg CF entity, but it's advisable to budget a few thousand dollars annually.
2 - Accounting Costs:
- Financial Statement Preparation: Reg CF requires the preparation and disclosure of financial statements. The cost of preparing these statements can range from $3,000 to $10,000, depending on the complexity and the level of detail required.
- Ongoing Accounting and Bookkeeping: Maintaining accurate financial records, bookkeeping, and financial reporting over the four-year term of the Reg CF offering will require accounting services. The cost of these services can range from a few thousand dollars to tens of thousands of dollars per year, depending on the complexity of the business and the frequency of reporting required.
It's important to note that these estimates are general and can vary significantly based on the specific circumstances of the startup, the location, the legal and accounting service providers chosen, and other factors. It's advisable to consult with professionals in the legal and accounting fields to get more accurate estimates based on your specific situation.
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What is the average cost of investor acquisition for regulated investment crowdfunding under Reg CF?
The average cost of investor acquisition for regulated investment crowdfunding under Regulation Crowdfunding (Reg CF) can vary widely depending on several factors. These factors include the specific marketing strategies employed, the quality and attractiveness of the investment opportunity, the targ... more
The average cost of investor acquisition for regulated investment crowdfunding under Regulation Crowdfunding (Reg CF) can vary widely depending on several factors. These factors include the specific marketing strategies employed, the quality and attractiveness of the investment opportunity, the target audience, and the platform used for the crowdfunding campaign. Additionally, the industry and market conditions can also influence the cost.
Since there are no standardized or publicly available data on the average cost of investor acquisition specifically for Reg CF, it is challenging to provide a precise figure. However, it's common for crowdfunding platforms and issuers to allocate a significant portion of their budget towards marketing and investor outreach.
Some of the expenses typically associated with investor acquisition in Reg CF campaigns may include:
1: Marketing and Advertising: This can involve digital marketing efforts such as social media advertising, content creation, search engine optimization, pay-per-click campaigns, and email marketing. Costs can vary depending on the scale and complexity of the marketing strategy employed.
2: Public Relations: Engaging with media outlets and influencers to generate press coverage and increase visibility for the crowdfunding campaign.
3: Platform Fees: Crowdfunding platforms often charge fees for hosting and facilitating the campaign. These fees can be a percentage of the funds raised or a flat fee.
4: Professional Services: Engaging legal, accounting, or consulting services to ensure compliance, provide guidance, and support the crowdfunding campaign.
5: Investor Outreach: Costs associated with directly reaching out to potential investors, attending industry events or conferences, hosting webinars, or other methods of engaging with the target audience.
It's important to note that the success and cost-effectiveness of a Reg CF campaign also depend on the quality of the investment opportunity, the clarity and attractiveness of the campaign materials, and the ability to effectively communicate the value proposition to potential investors.
As crowdfunding campaigns can vary significantly, it is advisable to consult with crowdfunding professionals, platforms, or experienced marketing specialists who can provide more specific insights and guidance based on your particular circumstances.
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Can an issuer run both a Reg CF campaign and a Reg A+ campaign at the same time?
Yes, an issuer can run both a Regulation Crowdfunding (Reg CF) campaign and a Regulation A+ (Reg A+) campaign at the same time, as long as they comply with the requirements of both regulations.
Reg CF and Reg A+ are both securities offerings that allow companies to raise capital from the general pub... more
Yes, an issuer can run both a Regulation Crowdfunding (Reg CF) campaign and a Regulation A+ (Reg A+) campaign at the same time, as long as they comply with the requirements of both regulations.
Reg CF and Reg A+ are both securities offerings that allow companies to raise capital from the general public. However, there are some key differences between the two regulations, such as the amount of money that can be raised, the disclosure requirements, and the eligibility criteria for issuers.
Under Reg CF, issuers can raise up to $5 million in a 12-month period, and they must file certain disclosures with the SEC and provide ongoing updates to investors. Reg A+, on the other hand, allows issuers to raise up to $75 million in a 12-month period, and they must file an offering statement with the SEC and provide ongoing reports to investors.
Issuers must ensure that they comply with the requirements of both regulations, which may involve preparing separate disclosures and reports for each offering. They must also consider how the two offerings may impact each other, such as how investors in one offering may perceive the risks and opportunities of the other offering.
Overall, running both a Reg CF campaign and a Reg A+ campaign at the same time requires careful planning and compliance with regulatory requirements.
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It is tax season. Does the US give any tax relief for investing in startups?
Yes - the US offers tax relief for investing in startups through various provisions in the tax code, including Sections 1202, 1244, and 1045.
Section 1202 - Qualified Small Business Stock (QSBS): Investors in qualified small businesses can exclude up to 100% of their capital gains from federal... more
Yes - the US offers tax relief for investing in startups through various provisions in the tax code, including Sections 1202, 1244, and 1045.
Section 1202 - Qualified Small Business Stock (QSBS): Investors in qualified small businesses can exclude up to 100% of their capital gains from federal income tax if they hold the stock for more than five years, subject to certain limits and conditions.
Section 1244 - Small Business Stock Loss Deduction: Investors in certain small businesses can claim an ordinary loss deduction on their income tax return if the investment becomes worthless. This allows the loss to offset other income, with an annual deduction limit of $50,000 for single filers and $100,000 for married couples filing jointly.
Section 1045 - Rollover of Gains from Small Business Stock: Investors in qualified small businesses can defer capital gains tax on the sale of their QSBS if they reinvest the proceeds into another QSBS within 60 days. This rollover provision allows investors to maintain their tax-advantaged status while continuing to invest in the startup ecosystem.
For a more detailed explanation of these tax relief provisions, check out my article on Three Ways the US Gives Tax Relief to Startup Investors.Also, for a more detailed guide that discusses other tax considerations for startup investors, you can check out my article Navigating Startup Investing Taxes - the Comprehensive Guide for Investors.
Please note that none of this should be construed as tax advice and is for informational purposes only - always consult a tax professional.
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How much can a non-accredited investor invest in crowdfunding? Are the rules changing on this?
The limitation on how much a nonaccredited investor can invest during a 12-month period depends on his or her net worth and annual income:
• The greater of $2,500, or 5 percent of the greater of the investor’s annual income or net worth, if either the investor’s annual in... more
The limitation on how much a nonaccredited investor can invest during a 12-month period depends on his or her net worth and annual income:
• The greater of $2,500, or 5 percent of the greater of the investor’s annual income or net worth, if either the investor’s annual income or net worth is less than $124,000; or
• Ten percent of the greater of the investor’s annual income or net worth, not to exceed an amount sold of $124,000, if both the investor’s annual income and net worth are equal to or more than $124,000.
There are no current plans to change these rules, although the dollar amounts may increase from time to time. Under Securities Act Section 4A(h), the Commission is required to adjust the dollar amounts in Section 4(a)(6) “not less frequently than once every five years, by notice published in the Federal Register, to reflect any change in the Consumer Price Index for All Urban Consumers published by the Bureau of Labor Statistics.”
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