Are these investments risky?
Yes (they can be). Many small businesses in the U.S. go out of business every year. It is difficult to know how companies will grow, what changes might occur in the market, or the many ways a company can stumble. If the company goes out of business, your shares will be worth nothing. The securities offered on the 3D Printing Ventures site are not publicly traded and may not retain any value. These investments are intended to be for investors who do not have a need for a liquid investment. Companies seeking private placement investment tend to be in earlier stages of development and have not yet been fully tested in the public marketplace. Investing in private placements requires high risk tolerance, low liquidity concerns, and long-term commitments. Investors must be able to afford to lose their entire investment.
What about US federal securities laws?
All securities related activity is conducted through a registered Broker/Dealer and member FINRA/SIPC. Like traditional private placement offerings in the offline world, private companies offer securities to investors under Rule 506 of Regulation D on indie Angels. In keeping with these regulations, opportunities to invest in these companies on 3D Printing Ventures are open only to accredited investors.
What about accredited investors under the federal securities laws?
What about general solicitation under the federal securities laws?
All information regarding active investment opportunities is only intended for and accessible to accredited investors. These accredited investors signed in using their own, unique username and password. Without signing in, users and other visitors will only be able to see information regarding the 3D Printing Ventures platform and closed investment opportunities. The username and password intend specifically to prevent the general public from receiving information about active capital raises. Furthermore, prior to permitting an investment in any company listed on the site, we require a prospective investor to have a pre-existing, substantive relationship with that company.
What about the JOBS Act?
indie Angels is not immediately impacted by this law change because of our focus on accredited investors and the fact our offerings are permitted through an existing exemption, Rule 506 of Regulation D. Companies have been raising capital through this exemption for years and are permitted to do so independent of the new rules outlined in the JOBS Act.
What documents are necessary for a company to raise money?
Like private placement offerings in the offline world, each company must provide information regarding the investment opportunity to potential investors. However, under the Rule 506 exemption of Regulation D it is not necessary to present a traditional private placement memorandum. You should consult your own counsel, but key documents typically include a 20-30 page investor presentation and the appropriate legal documents.
Depending on the nature of the company and the securities offered, these documents could include a purchase agreement, the company’s organizational documents, such as its certificate or articles of incorporation, an investor rights agreement, and a note (if offering convertible debt). 3D Printing Ventures provides certain templates for these documents, but ultimately, these documents are the responsibility of the company and its counsel.
Will a company’s information remain confidential?
In order to assist 3D Printing Ventures’s investor community in making informed investment decisions, owners are required to share some information about their company. However, this information is only available to registered users who are logged into 3D Printing Ventures. As long as appropriate disclosure is made and those disclosures are true and accurate, each company chooses the exact information that is shared.
What relationship will a company have with investors post-closing?
Each company that lists on 3D Printing Ventures are able to structure the terms of its offering, including the rights that new investors will receive. These rights are typically laid out in the investor rights agreement and other legal documents. We encourage you, and you should, discuss all of these matters with your own legal counsel.