SEC Qualifies Largest Crowdfunding Offering Ever; Offered On StartEngine

Stinson - Corporate & Securities Law Blog
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The SEC has qualified the Regulation A+ offering of Elio Motors which plans to make small cars costing about $7,000.  Elio plans a maximum offering size of $25 million.  The offering is being made through the facilities of StartEngine, which appears to be a slick new Regulation A+ platform.

The minimum purchase is 50 shares for $600.

How much does one of these cost to do?  The SEC filings disclose the following:

  • Legal fees:       $110,000
  • Audit fees:      $25,000
  • StartEngine:    $20 per investor in cash plus warrants
  • Specified broker-dealer administrative services:
    • $2.00 per domestic investor for the anti-money laundering check and bad actor checks
    • A fee equal to 1.0% of the gross proceeds from the sale of the shares offered
    • $225 for escrow account set up and a monthly administration fee of $25 per month
    • Up to $15.00 per investor (depending on whether subscription is by ACH or wire) for processing incoming funds, and $15.00 per wire for outbound funds to Elio upon the closing of the offering
    • A technology service fee of $2.00 for each subscription agreement executed via electronic signature
    • Itemized fees are capped at $399,690 for the minimum subscription amount required to close and up to $953,790 for the maximum amount including oversubscription

See our previous analysis of Regulation A+ offerings that have been qualified here.

DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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