Frequently Asked Questions FOR INVESTORS

 On IPO Wallet, you support startups and early-growth companies that you are passionate about. This is different from helping a company raise money on Kickstarter. You aren’t buying products or merch. You are buying a piece of a company and helping it grow. In time, you may make a profit on your investment if the company grows and becomes more successful, and your investment holdings become worth more.

The majority of offerings on IPO Wallet are common stock, but some companies raise capital through convertible note, debt, and revenue share. You can invest in companies from all kinds of industries, from green tech to semi-professional teams. 

 With Regulation A+, a non-accredited investor can only invest a maximum of 10% of their annual income or 10% of their net worth per year, whichever is greater. There are no restrictions for accredited investors.

With Regulation Crowdfunding, non-accredited investors with an annual income or net worth less than $107,000, are limited to invest a maximum of 5%. For those with an annual income or net worth greater than $107,000, he/she is limited to investing 10% of the lesser of the two amounts.

An accredited investor is a person who has a net worth of at least $1 million (excluding their primary residence) or earns at least $200,000 in income each year – $300,000 if combined with a spouse. A non-accredited investor is everyone else!

 Anyone over 18 years of age can invest on IPO Wallet. However, if you are younger, a parent could invest in your name by setting up a UTMA or trust 

 IPO Wallet assists companies in raising capital, and once the offering is closed, we are no longer involved with whether the company chooses to list shares on a secondary market, or what occurs thereafter. Therefore, IPO Wallet has no control or insight into your investment after the close of the live offering. In addition, we are not permitted to provide financial advice. You may want to contact a financial professional to discuss possible investment outcomes.

Once the live offering has closed, you may choose how to handle your shares. You will be introduced to the company’s selected transfer agent, which is the cap table management service, who will be responsible for the transfer of your shares after the close of the offering. 

The shares sold via Regulation A+ offerings are unrestricted and can be sold freely immediately after purchase. However, the shares sold via Regulation Crowdfunding offerings have a one-year lock up period before those shares become unrestricted and can be sold freely.

Investors are generally restricted from reselling shares for a one-year period after they were issued, unless the shares are transferred:

• to the company that issued the      securities;
• to an accredited investor
• to a family member (defined as      a child, stepchild, grandchild, parent, stepparent, grandparent, spouse or      spousal equivalent, sibling, mother-in-law, father-in-law, son-in-law,      daughter-in-law, brother-in-law, or sister-in-law, including adoptive      relationships.);
• in connection with your death      or divorce or other similar circumstance;
• to a trust controlled by you or      a trust created for the benefit of a family member; as part of an offering      registered with the SEC.

All available financial information can be found on the campaign pages for both Regulation Crowdfunding and Regulation A+ offerings.

For Reg A+ offerings, their financial information can be found in their offering circular, which will be linked on their campaign page. Campaigns that are currently Testing the Waters are not required to display their finances until they go into live offering mode.  If you have questions for a company, feel free to submit a comment in the “Comment” tab of their campaign page, and they will respond to you directly.

The vast majority of our offerings are completely free for investors, as IPO Wallet makes its money by charging fees to the company raising money.

If you are paying via ACH transfer, there are no additional fees to investing. If you are paying via a wire transfer, there may be additional fees charged by your bank related to the transfer of funds. In the event that you make a wire transfer, please be sure to talk to your banking institution about the fees involved, so that you can pay any additional transfer fees needed.

For investments over $2,000, we ask for your Social Security Number. We require SSN due to anti-money laundering (AML) regulations and background checks.

If a company does not reach their minimum funding goal, all funds will be returned to the investors within 10 business days after the closing of their offering.

If a company has reached their maximum funding goal, you can submit an “indication of interest.” An indication of interest is similar to a reservation. It’s a non-binding commitment that allows you to be placed on a waitlist for any offerings that are oversubscribed, meaning they have raised more than their maximum funding goal. This is not an investment and does not guarantee a place in the offering.

If your indication of interest is accepted, you will be notified to sign your binding agreement. You will have only 24 hours to sign the approved indication of interest. If you do not sign the agreement within 24 hours of being notified, you will be bumped to the bottom of the waitlist.

You can cancel your indication of interest at any time up until 48 hours before the target deadline. If you cancel your indication of interest, you will lose your place on the waitlist.

On IPO Wallet, you can invest in four ways: Individually; as a self-directed IRA; as a Trust, or as an entity like a corporation or Limited Liability Company.

We currently accept three forms of payment: Automated Clearing House (ACH), Credit Cards, and Wire Transfer. As is true with all payment methods, investments made by credit card are only charged if a company reaches its minimum funding goal.

ACH is an electronic network for financial transactions in the United States. An ACH transfer may be completed on the IPO Wallet website. In order to complete a wire, you need to bring the given wire instructions to your bank.

Credit Cards

Credit card investments are captured immediately after submission of the investment. Your credit card investment will be marked as “received” once the funds have been successfully received and credited to your investment (usually a few days after capture).

ACH (E-check) investments

Funds are only withdrawn from an investor’s account once a company has exceeded their minimum funding goal and escrow has been opened. Therefore, until this happens, the status of the investment will remain “not received.” Once the escrow account has been opened, the funds committed via ACH investments can take up to 3-4 business days for them to reach a company’s escrow account, and 10 days to clear once received.

If an ACH investment fails, you will be notified immediately with a link to update your payment information with a follow up email a few days later to confirm your payment information.

Wire Transfers

Wire transfers are completed outside of the IPO Wallet platform, meaning you will need to contact your bank independently to execute the transfer. We send separate emails reminding you to execute a wire transfer. The email includes a link to view the wire transfer instructions to execute the wire transfer. Until you contact your bank and wire the funds, the status of your investment will remain “not received.”

It’s at the discretion of each company as to whether or not it accepts credit cards. You can always find out if a company accepts credit card payments by simply clicking “Invest Now” on a campaign and then clicking “Payment Method” to see if “Credit Card” is available.

Here are some important things to know about investing with a credit or debit card on IPO Wallet:

• Your card will be charged      immediately following the submission of your investment. Companies can disburse      funds during their campaigns, as well as at the end.      Therefore, your card might be charged immediately, but the company may not      “disburse” (close on your funds), until a few days after, or perhaps      months after you invest. It all depends on when the company chooses to      withdraw funds.
• There are no additional      transaction fees on investments. The amount that you invest will be the      amount that appears on your credit or debit card.
• You have up until 48 hours      prior to a company’s disbursement of funds to cancel your investment. The      company will notify you of that disbursement (or of the close of its      campaign) beforehand, and you have 48 hours from the time of that      notification to cancel your investment. Once funds have been withdrawn and      your card has been charged, you cannot cancel your investment.

If you have submitted an investment and funds have not yet been pulled from your account, there are a couple reasons that this might be the case:

• The company has exceeded their      maximum funding goal and is oversubscribed. Investments are accepted on a      first come, first serve basis, and can take some time to resolve. IPO      Wallet will contact you directly with an update on your investment.
• The company has not yet reached      its minimum funding goal, or their escrow account is not open. IPO Wallet      only pulls funds from an investor’s account once the company has exceeded      their minimum funding goal, and the escrow account has been opened. It normally      takes less than 48 hours from when they reach their minimum funding goal.
• If you have chosen to pay via      wire and have not yet received an email with the instructions, the company      has not yet reached their minimum funding goal, or the escrow account is      not open. You will receive the appropriate wire transfer instructions as      soon as the company has exceeded their minimum funding goal and their      escrow account has been opened.

You can view your signed subscription agreement by logging into your IPO Wallet account. Click your name in the top right-hand corner and select “View Investments”. You should see a list of all of your investments that have the option to view your signed Subscription Agreement. 

Note: You will not be able to view your signed subscription agreement until the company closes on your funds, and your status changes from “received” to “invested”.

Once the company closes on your funds, you will receive a confirmation email from the company with details about your investment, along with a copy of your subscription agreement with a record of your shares. Depending on when the company requests a disbursement (close on funds), this could be a few weeks, or months, after the original investment was submitted.  

Your shares are owned as “book-entry,” which is how most stocks are issued today. It means that you do not get a physical stock certificate, and instead, shares are held via electronic record by the issuing company’s transfer agent. The benefit of electronic book-entry shares is that it minimizes the costs and problems of lost or missing certificates, which can be overwhelming for companies to manage.

For Regulation Crowdfunding, investors are able to cancel their investment at any point throughout the campaign up until 48 hours before the closing of the offering. Note: If the company does a rolling close, they will post an update to their current investors, giving them the opportunity to cancel during this timeframe. If you do not cancel within this 5-day timeframe, your funds will be invested in the company, and you will no longer be able to cancel the investment. If your funds show as ‘Invested’ on your account dashboard, your investment can no longer be cancelled.

For Regulation A+, IPO Wallet allows for a four-hour cancellation period. Once the four-hour window has passed, it is up to each company to set their own cancellation policy. You may find the company’s cancellation policy in the company’s offering circular.

Once your investment is canceled, there is a 10-day clearing period (from the date your investment was submitted). After your funds have cleared the bank, you will receive your refund within 10 business days.

Refunds that are made through ACH payments can take up to 10 business days to clear. Unfortunately, we are at the mercy of the bank, but we will do everything we can to get you your refund as soon as possible. However, every investment needs to go through the clearing process in order to get sent back to the account associated with the investment.

At the close of an offering, all investors whose funds have “cleared” by this time will be included in the disbursement. At this time, each investor will receive an email from IPO Wallet with their Countersigned Subscription Agreement, which will serve as their proof of purchase moving forward.

Please keep in mind that a company can conduct a series of “closes” or withdrawals of funds throughout the duration of the campaign. If you are included in that withdrawal period, you will be emailed your countersigned subscription agreement and proof of purchase immediately following that withdrawal.

If you are getting this error message, it means that you have exceeded the amount that you are allowed to invest during a 12-month period.

IPO Wallet allows both accredited and non-accredited investors to invest. However, for non-accredited investors, those whose annual income or net worth is less than $107,000, are limited to the greater of $2,200 or 5% of the lesser, of his or her annual income or net worth.  

If the annual income and net worth of the investor are both greater than $107,000, the investor is limited to 10% of the lesser of his or her annual income or net worth, to an annual maximum of $107,000.

To contact the company directly, please leave a comment for them on their campaign via the comments section and a member of their team will respond to you shortly.  Please note that you cannot use or leave your personal email address as the company can only communicate with investors through the IPO Wallet platform

IPO Wallet cannot give you any tax or investment advice. You may want to consult a tax advisor regarding your investment and any questions regarding your taxes as an investor. However, we can provide you with some useful information on how it may affect you for the upcoming tax year.

Tax liability is largely determined by what type of entity you invested in. There are two times of entities, which you may have invested in. You invested in either a C corporation or an LLC. You can find the specific entity type on each company’s Form C, which is accessible through the companies’ “terms” section on their campaign page.