Please view the Issuer onboarding checklist of the information that you should prepare to successfully onboard.

 

Objective

iownit has a responsibility to our investors and issuers to ensure that the information provided is clear, accurate and not misleading. This will serve to:

• Protect issuers from claims (and possible lawsuits) of misrepresentation
• Protect investors from making investment decisions based on misleading statements
• Allow confident investing, which benefits both issuers and investors

 

Below are the guidelines for setting up security offerings on the iownit platform.

 

General Guidelines

• All information must be timely, current, and accurate
• Information provided should not contain any forward-looking promises or guarantees of investment returns

 

Launching an offering

Please follow the steps below to launch an offering:

• Navigate to My Business > Business Profile and add a Business Profile, as well as the contact information for investors to get in touch with you
• Navigate to My Business > Corp. Documents and add a legal entity
• Navigate to My Business > Management Team and add your management team members. For more information, please refer to the Management team and profiles section of these guidelines
• Navigate to My Business > Offerings, click the Create Offering button and do the following: 
  • Link a Legal Entity: select from the list of previously created ones.
  • Create the Term Sheet: click the Create Term Sheet button and complete the wizard.
  • Add Offering Summary: click the Summarize Offering button, describe what you offer to potential investors, and click on Save. For more information, please refer to the Offering summary section of these guidelines. 
  • Add Management Discussion: click the Add Management Discussion button, provide additional information that the management team believes is helpful to potential investors, and click on Save. For more information, please refer to the Management discussion section of these guidelines. 
  • Add your Financials and Plans: click the Add information button, describe your source and use of funds, upload financial projections and business plans, and then click on Save. For more information, please refer to the Financials and plans section of these guidelines. 
  • Add Risks and Mitigation: click the Add risks and mitigation button, provide your risk mitigation plan, or the description of risks identified and explanation of how you intend to enhance opportunities and reduce threats to project objectives, and click on Save. For more information, please refer to the Risk factors section of these guidelines. 
  • Complete the Covered Person Questionnaire (CPQ): in the right-side bar listing the steps required to launch an offering, click the Complete button under the Complete Covered Person Questionnaire step, provide your answers in the dialog that appears, and click on Confirm. 
  • Read and Accept Important Disclosures: in the right-side bar, click on Read and Agree below the Important Disclosures step, read and agree to the important disclosures, then click on Confirm. 

• Once all the required steps are completed, click the activated Submit for Compliance Review button.
• Once the offering is approved by Compliance, click the activated Launch button and supply your account password to confirm the intent to launch. Please keep in mind that you will not be able to update the information provided in an offering once you have launched it.

 

Management team and profiles

If an individual is listed as an officer of the company:

• They must be affiliated with the company full-time
• They should not have another full-time job. If so, they should be listed as an “advisor” or similar title to indicate the individual’s current role with the company
• Their employment with the issuing company should be verifiable on the management team member’s LinkedIn page, corporate website and/or other sources (publications, etc.)
• Their biographical information provided should be thoroughly described to give prospective investors a clear understanding of the individual’s contributions to the company

An offering will not be approved unless there is verifiable evidence linking all management team members to the company. Additionally, due diligence will be done on each management team member and major investor. 

You can manage your team on the My Business page, under the Management Team tab. 

 

Offering summary

The Offering Summary is a description of the offering. This can also be used to disclose any material facts related to the offering or the company.

• How much is being raised?
• What kind of instrument?
• What will the money be used for?

Sample text

ABC is seeking to raise up to $3M in private capital to support operations necessary to exploit high-leverage strategic opportunities and deliver key revenue and product development milestones over the next 12-18 months. This focus on deliverables will set the stage to produce accelerated revenue growth and profitability in 2021 and beyond.

This section considers the impact of up to $3M in new capital. This new capital will allow ABC to support its current roster of customers and pilot projects while meeting near-term milestones in product development, sales, and channel partnership activations that are the fundamental groundwork for explosive revenue growth for 2021 and beyond. To support further growth and scale, ABC anticipates additional strategic investments and Series B funding of $5M-$12M, beginning in 2021.

The company is prepared to accept up to $3M in convertible debt or equity in the current round.

 

Management discussion

Management Discussion should give a view as to how the management team of the company views the market and opportunities given the current capital raise.

Sample text

2020

• Capital Investment of up to $3.0M
• Revenue: $1.4M – $2.5M
• Expenses: $1.6M

2021

• Revenue: $7.9M – $11.2M
• Expenses: $5.8M -$6.9M
• The company expects to reach operating break-even in 2021
• The company expects to close a round of growth capital in 2021
• Expenses levels will be managed contingent upon investment amounts, timing and revenues

2022

• Revenue: $16.9M – $22.4M
• Expenses: $6.9M – $8.3M
• Expenses levels will be managed contingent upon investment amounts, timing and revenues

2020 calendar year forecast highlights

• The first $1.6M of 2020 revenue is projected at 90%+ levels of confidence. As of March 1st, the company has $1.2M in confirmed, current year revenue and pending renewals. An additional $400k is expected to be generated from new compliance review customers, and from the introduction of SaaS and other identity and consent management services to existing customers.
• The company intends to complete an acquisition (more below) anticipated to deliver at least $150k in additional 2020 earned revenue, subject to the final acquisition details and timing.
• The remaining $750k+ in projected revenues represent initial discovery work and pilot projects in substantive discussion with as many as 15 brand name companies and prospective channel partners. These prospects represent industry leaders with strategic interests in ABC services or opportunities to initiate channel partnerships to set the stage for accelerated future growth.

Financials and plans

The issuer is encouraged to upload financial projections and business plans.

Source and use of funds

This is where you will let potential investors know the source of your funds, as well as how the money raised by this offering will be spent.

 

Risk factors

This section provides an area for the company to disclose relevant and material risks that it has identified to its business, whether business, regulatory, legal or other, and how they plan to mitigate these risks.

Risk mitigation planning is the process of developing options and actions to enhance opportunities and reduce threats to project objectives.

Risk 1

UNFAVORABLE REGULATORY CHANGES: Substantially Reduced Restrictions or Lack of Enforcement

Risk Overview: Our software business addresses pain points for customers and provides solutions related to their implementations for engaging with minors and/or ensuring that they do not engage with minors, in a manner compliant with state, federal and international laws relating to data privacy and minors. Regulatory changes providing businesses with more considerable latitude or independence pertaining to these issues, or failure by the governing organizations, could reduce demand for COMPANY products and services. 

Risk Mitigation: New regulations, revisions, and enhancements are part of the regular course of business in the industries in which COMPANY competes. COMPANY management and team members are in regular communication and consultation with regulators and legislators, participating as subject matter experts and providing input through appropriate channels and at intervals as allowed by standard processes. The company is comfortable that they will generally be aware of any pending relevant changes and will have an opportunity to contribute to any new developments as well as substantial time for planning in the event of significant changes.

Risk 2

UNFAVORABLE REGULATORY CHANGES: New Limitations on Access to Specific Data

Risk Overview: Our business relies, in part, upon content and data from external sources. Data is consumed from public records, governmental authorities, customers, and other information companies. The disruption or loss of data sources, either because of data privacy laws or because data suppliers decide not to supply them, may impose limits on our collection and use of certain kinds of information about individuals and our ability to communicate such information effectively with our customers. Examples of data privacy laws relating to internet communications, privacy and data protection, e-commerce, information governance and use of public records include the Children’s Online Privacy Protection Act (‘COPPA’), European Union’s General Data Protection Regulation (‘GDPR’) and the California Consumer Privacy Act (‘CCPA’), as well as evolving regulation in jurisdictions where the company operates. 

Risk Mitigation: Forecasts and trends regarding data privacy consistently suggest a future with increasing data privacy protection for consumers and increasingly strict regulatory frameworks for companies. While new limitations on access to data would not be surprising, COMPANY’s role as a trusted intermediary, and the specific rights granted by its numerous certifications, are expected to continue to provide the company with access to the information and data services required to perform its business practices on behalf of protecting minors-associated data.

Risk 3

RELIANCE ON INTELLECTUAL PROPERTY

Risk Overview: COMPANY products and services include and utilize intellectual property. We rely on trademark, copyright, patent, and other intellectual property laws to establish and protect our proprietary rights in this intellectual property. There is a risk that the company’s proprietary rights could be challenged, limited, invalidated, or circumvented, which may impact demand for and pricing of our products and services. 

Risk Mitigation: Legal work to develop, secure, monitor, and maintain COMPANY patents and other intellectual property claims and rights has been conducted by well-respected law firms and companies with deep expertise in these specialized areas of business and law. The company follows a well-defined protocol for managing and protecting its proprietary rights and is comfortable that any future threats to its powers and privileges would be successfully defended or avoided.

Risk 4

CONTINUED DEMAND

Risk Overview: The company’s business is dependent on the continued demand by customers for the company’s products and services and the value placed on them. Failure to deliver enhanced value to customers could impact demand for the company’s products and services and consequently adversely affect revenue or the long-term returns from the company’s investment in product and platform initiatives. 

Risk Mitigation: The company’s risk of substantially reduced demand for its products and services is limited mainly by the growth and expansion of regulatory requirements placed on businesses, and widespread projections by experts regarding the expected related rates of growth and levels of enforcement. It will be necessary for COMPANY to continue to maintain and even advance its level of recognition as a trusted partner, helping companies to optimize their business practices and ROI while maintaining compliance with relevant laws. COMPANY will continue to pursue higher levels of certifications, maintain credentials for appropriate team members, and maintain visibility sufficient to drive demand and reputation.

Risk 5

COMPETITIVE ENVIRONMENT

Risk Overview: The company operates in a highly competitive and dynamic environment that is subject to rapid change; and the means of delivering products and services, and the products and services themselves, continue to change in response to rapid technological innovations, legislative and regulatory changes, the entrance of new competitors and other factors. Failure to anticipate and quickly adapt to these changes could impact the competitiveness of the company’s products and services and consequently adversely affect revenue. 

Risk Mitigation: COMPANY’s certification by the FTC as a Safe Harbor allows it certain rights and privileges, including being able to innovate and certify new methods for verifiable parental consent (a fundamental offering in the company’s solutions suite). This competitive advantage is a hard-earned differentiator resulting from COMPANY’s extensive involvement in evolving and testing solutions over a long period of time in the evolution of children’s digital privacy protection, consent management, and digital access. Further, COMPANY is engaged in particular attitudinal and innovation research to identify and develop new methods of authentication, parental consent, and identity verification to help ensure its product and solution-specific competitive edge.

Risk 6

SUCCESSFUL COMPLETION OF ACQUISITION

Risk Overview: The company supplements its organic development with selected acquisitions. If the company is unable to generate the anticipated benefits such as revenue growth and/or cost savings associated with these acquisitions, this could adversely affect the return on invested capital and financial condition. 

Risk Mitigation: The company expects to conclude the acquisition of a compliance professional services competitor in 2020. That acquisition is anticipated to bring access to new programmatic content that will help to drive future new business for COMPANY. In addition, the acquisition is expected to come with both recurring revenues and active proposals, ready to be negotiated and finalized. Failure to complete the acquisition would require COMPANY to instead invest in the development of the desired programmatic content. This would require several additional months of development and a reliance on third party expertise to complete that development. There would also be modest impact on 2020 revenues and a gap in 2021 that would need to be minimized by leveraging the company’s replacement programmatic development.

 

Media

The issuer may upload images here.

 

Questions and answers

Add frequently asked questions and answer them. Doing so should make the offering evaluation and due diligence more efficient.

 

Additional documents

This section allows the issuer to post additional documents related to the offering.

 

Conflicts of interest

This is completed by iownit Compliance and will describe any relationships, transactions, positions or circumstances the issuer believes could contribute to a conflict of interest, and that would be material to prospective investors in making investment decisions.

 

Lead investors

These are selected after the offering is live either by the investor themselves (issuer must approve) or the issuer can designate an investor as a lead.

Lead investors are intended to show other investors that a well-known or established individual or institutional investor, preferably knowledgeable in the field, is an investor in the offering. This will help an investor who may not be an expert to feel more confident in the offering. 

The issuing company should be certain that the biography of the lead investor as displayed on the site accurately reflects this person’s background, history and profile. iownit will do the same.

 

How to reach out to prior investors

To help you engage past and current investors, please find the below sample text. 

Please ensure that you have a personal relationship with anyone you engage or know/have reason to believe they are accredited investors. 

You cannot post anything on social media or any public forums. This could be considered general solicitation and could violate your exemption from registration.

Sample text 

Thank you for your past interest in YOUR COMPANY. For our next round of funding, we are offering up to $3M in a convertible SAFE note using the iownit platform to manage the capital raise. iownit will digitize your private securities, provide YOUR COMPANY with tools to raise capital and manage investors, as well as provide secondary market liquidity (after regulatory obligations are met) to investors who have registered on the platform.

If interested in viewing the YOUR COMPANY offering, we ask that you do the following:

Click on the attached link. You will be prompted to create an account on the iownit platform. PLEASE NOTE: Due to regulations, the offering on the iownit platform is for accredited investors only. SEC Accredited Investor Definition. This is a fairly straightforward process, like opening an online bank account.

As this offering is for accredited investors, iownit will do due diligence on each investor using information provided on the platform, including name, date of birth, address, income and net worth ranges, etc. If you would like to continue to support YOUR COMPANY, please invest.