Colorado Crowdfunding Presented by Vim Fundability Thank You Innovation Pavilion
Jan 13, 2015
Colorado Crowdfunding Presented by Vim Fundability Thank You Innovation Pavilion
Agenda
• Announcements • Overview of Openshop • History of Crowdfunding • Getting Approval, Q&A • Getting Funded, Q&A • CO Crowdfunding Workshop
About Brian Personal I am a dad with two boys, conscious entrepreneur and committed to my spiritual inner journey, my purpose is to live passionately inspired to create connection and full engagement, All-American swimmer in college
Professional •Visionary in my EZOG Style •I am an entrepreneur - over 20 years of experience •I raised almost $2 million in private equity •Board Member Crowdfunding Professional Associations •Founder, CEO of Vim, Inc •Co-Creator of Funding Launchpad, Vim Insights, Vim Quests, Vim Loft, Vim Events, Vim Startups,
Vim Fundability, Vim Lending, Vim Software Programs: Colorado Crowdfunding Intensive
Disclaimer
I am not an attorney, nor play one on television. I am not providing legal advice and you are advised to talk to an attorney with any securities transactions you are engaged in.
Colorado Crowdfunding Part One: History of Crowdfunding
What is Crowdfunding?
•A collective effort from many individuals to fund a charity, event, business, artist and other projects typically online.
•The JOBS Act is a Game Changer –Title II –Title III
Crowdfunding+Worldwide+
Image+Credit:+PleaseFund.us+and+crowdsourcing.org+
Types+of+Crowdfunding+
• Micro&Finance+
Types+of+Crowdfunding+
• Peer+to+Peer(P2P)+
Types+of+Crowdfunding+
• Reward+
Types+of+Crowdfunding+
• Equity+
Early+Crowdfunded+Ventures+
Irish Loan Fund- 1700's
Poli>cians+Join+the+Act+
Power+of+the+Internet+
$10M+Campaign+
$200M,+5M,+7+Months+Online+
Image+Credit:+Gplus.com+
First+$1M+Plus+Equity+Deal+
$128,542,079.00+and+Going+Strong+
Perks+versus+Security+
Perks Based Security Based
!Pros!!!!!!!!!!!!!!!!!!!!!!!Cons !Pros!!!!!!!!!!!!!!!!!!!!!!!Cons
JOBS Act- April 5th 2012
Colorado Crowdfunding Part Two: Getting Approval
Getting Approval
Options For Issue • CO Form RL • CO U-7 SCOR • Reg A • Reg D 504 MAIE Option • Reg D 506 Title II JOBS Act
3 keys for Approval- Investors and Regulators • Disclosure • Documentation • Valuation
Options for Issue
1. Form RL-Limited Registration by Qualification
2. CO U-7 SCOR-Small Company Offering Registration- with Reg D 504
3. Regulation A 4. Reg D 504 MAIE
5. Reg D 506 Exemption Title II JOBS Act
Form RL Key Qualification
80% of raise must be spent in Colorado entity
Majority of employees based in CO All investors must be CO residents Colorado Entity
$1M in 12 months Escrow required Min/Max
Form RL Registration Key Advantages
• Limited documentation • Reviewed financials • The Colorado Division of Securities
(DORA) should decide within 14 business days
• Lowest compliance cost option
SCOR Key Qualifications
-47 States offer a SCOR, filed under uniformed application U-7 -Must file Federal Exemption- Reg D 504 -$1M in 12 months -$1.00 per share min -Can require audited financials, ongoing requirement for audit post funding -Escrow required -Min/Max
Reg A Key Qualifications
-Federal Exemption by Review -Complete and File Form 1-A -Reviewed by the SEC -Verbally "Testing the Waters" -Offering Circular required -Currently up to $5M in 12 months -No set requirement for accounting although SEC can require audited
-No escrow or min/max
Reg D 504 MAIE
-Only generally solicit to Accredited Investors -Must file Reg D 504 with SEC and CDOS -Maximum raise $1M in 12 months --Usually offered through Private Placement Memorandum
-There is no qualification File MAIE Form with CDOS
Reg D 506
-Practically only sell to Accredited Investors -Currently NO advertising or general solicitation- Title II JOBS Act changes this
-Usually audited financials are required -Unlimited amount of capital -Usually offered through Private Placement Memorandum
-There is no qualification
3 Keys for Approval
• Disclosure
• Documentation
• Valuation
What regulators needs to know
Disclosure Disclosure Disclosure You need to let DORA/SEC and the investor
know the whole story
How? First....
Do Your Due Diligence Research Research Research
What are the Risks?
Risk Factor Statements:
• Business Risks • General Risks • Stage of Company Risks
What Disclosure Does for You Helps you answer the questions you need to make your business more successful
Faster approval
Better investor/lender information which provide you protection in case of issues down the road
And
Provide Documentation Forms, Articles, Agreements & all things that
materially affect the operation
Forms
U-7 Form 1-A Form RL Form D MAIE Form
Other Documentation
Private Placement Memorandum Shareholder Agreement Loan Agreement Leases Purchase Orders Expert Opinions Accounting Opinions
Determining Valuation
Takeaways
• Good Disclosure and documentation increases your fundability and speeds up approval.
• Create a valuation that works for you and the investor, must be realistic and fair to both parties.
• The Vim Fundability Decision Tree
Colorado Crowdfunding Part Three: Getting Funded
Getting Funded Agenda
Who is crowdfund investing for? How do you get funded?
Who is it for?
In Addition
You can create social proof and have social capital and you are willing and committed to run a crowdfunding campaign
How do you get funded?
General Phases of Crowdfunding Campaign
1.Plan the campaign 2.Create your campaign 3.Launch your campaign 4.Drive your campaign
Plan the Campaign
Commit to your success!
How much to $ to do something amazing?
Define your timeline
Who is your investor?
Create the Campaign
How are you going to reach your investor?
What is your story, connect head and heart!
Create your project page and compelling video
Why invest in you?
Launch the Campaign
Know your message
Know who is going to invest the first 30%
Promote, advertise, PR, social media, email blasts
Know what the investor thinks they are getting?
Drive the Campaign
Promote and engage current investors
Success is investments from second degree network
Momentum, drive your campaign home
Thank people for support
Go Raise Money!
Takeaways
For the right businesses you can crowdfund NOW!
Crowdfunding is a capital raising option, is it for you?
Success depends on your ability to define, message, attract and engage your investor. Know who they are!
Colorado Crowdfunding Part Four: CO Crowdfunding
Workshop
Why take this workshop?
Build Your Dream
If you don’t build your own dream, someone will hire you to build theirs. Tony Gaskins
Hard to find Capital
General Solicitation
InvestinMyCompany.com
Who is it for?
Any business that is ready to raise capital using general solicitation
Any business that generally seek under $1M in capital Reg A is $5M
Any business with lots of CO connections, fans, customers or social network
Any business that simply wants to learn how to raise capital like a professional
FundingLaunchPad.com
Workshop Information
Join us for our three day intensive program February 11th, 13th & 15th
Focus on Form RL, SCOR, Reg A, Reg D 504 MAIE and Reg D 506 registrations and Crowdfunding model
Only have 9 slots open for class
Sign Up Today!
Investment $1497, limited to first 10. If you sign up and pay today you also get -a free 1 hour coaching session prior to
workshop -a free review of your Form RL, SCOR or
PPM -$1000 off FundingLaunchpad.com A total of $1750 free additional value
We Make It Easy
Thank you
Join Colorado Capital Formation Meetup for events on all ways to raise capital for your business!
Vim+Fundability+Informa>on+• Contact+Info:+• [email protected]+• 303Y408Y3671Y+Mobile+Number+• www.StartupGuru.com+• LinkedIn:+Brian+Tsuchiya+
• Contact+Info+for+Nancy+Steele:+• [email protected]+• 720Y881Y1236+Mobile+Number+
• Contact+Info+for+Tara+Powers+• [email protected]+• 303Y875Y5011Y+Mobile+Number+