Karsten Wenzlaff, Advisor
August 26th, 2025
Forbes | Kay Koplovitz | Sep 26, 2014
A total of 534 out of 3,361 companies successfully hit their equity crowdfunding target in year one, thank you Title II of the JOBS Act. According to Crowdnetic, $217.7 million equity capital was raised, which averages $407, 685 per company. Despite the 2, 824 that did not get funded, I see the one-year anniversary of the JOBS Act Title II provisions as a success—perhaps this is because of my rose colored entrepreneurial glasses, but $217.7 million capital raised is an indicator that publicly soliciting funds from accredited investors has created access to a new funding stream.
The Services and Technology Sectors continue to lead in the amount of recorded capital commitments at $107. 4 million and $77.9 million respectively. They are followed by consumer goods, financial products and healthcare. According to Luan Cox, co-founder and CEO of Crowdnetic, investments made through crowdfunding platforms have grown each quarter and will continue to grow exponentially as more specialized platforms come to market. Crowdfunder, Founders Fund, CircleUp and Angel List are among the equity crowdfunding sites that function like Title II conduits to connect entrepreneurs and investors with the open source market.
Chance Barnett, Founder and CEO of Crowdfunder shared with me what the equity crowdfunding landscape looks like at Crowdfunder. Crowdfunder has seen 31 companies endure funding rounds within the first 9 months of operation. Crowdfunder’s average deal size is $1.6 million, most of them in the Seed and Series A rounds, and the range raised is generally $500,000 to $3 million.
Chance Barnett, also explained that equity crowdfunding is using online engagement as a tool for marketing and constructing a more compelling pitch that delivers a better product or service. Now that one year has passed since Title II implementation, he is noticing that people are no longer thinking about funding as separate from crowdfunding, but that crowdfunding online is becoming an integral part of the overall process of securing funding.
Equity crowdfunding is taken place in all 50 states, the District of Columbia and Puerto Rico. This represents a significant democratization of capital sources and is opening the door for investors living in the flyover states that have much less access to deal flow than the coastal states do.
With Silicon Valley at the helm, California continues to lead the way in both the number of companies and the capital raised. Rounding out the top five states in equity crowdfunding are: New York, Florida, Texas, and Illinois.
As reported by Crowdfunder, there are an estimated 9 million accredited investors in the US, while the vast majority have not yet signed onto an equity funding platform, they are distributed throughout the country. People can now sign on, verify their accreditation, and see deals that others are investing in. Accredited investors can even tag along with well known VC’s for as little as $1,000, something that Chance says was unheard of even 3 years ago and not even possible until Title II of the JOBS Act.
People have invested hundreds of millions since reward-based crowdfunding sights launched. FundRazr, FuelLocal, Kickstarter and Indiegogo are example of rewards-based crowdfunding platforms that contribute capital to business growth. While not an equity crowdfunding site, Indiegogo is having a major impact for profit firms. I spoke with Indiegogo’s Co-Founder, Danae Ringelmann to gain a better understanding of how entrepreneurs are able to scale a business through reward-based crowdfunding in a way that appears similar to equity crowdfunding.
The National Crowdfunding Association of Canada (NCFA Canada) is a cross-Canada crowdfunding hub providing education, advocacy and networking opportunities in the rapidly evolving crowdfunding industry. NCFA Canada is a community-based, membership-driven entity that was formed at the grass roots level to fill a national need in the market place. Join our growing network of industry stakeholders, fundraisers and investors. Learn more About Us | Support Canadian Crowdfunding.
via Mondaq by Day Pitney LLP |Article by Eliza Sporn Fromberg and Norbert Mehl | October 8, 2014
It has been over a year since the Securities and Exchange Commission (SEC) permitted securities issuers to market their capital raises using general solicitation and general advertising while still qualifying for an exemption from public registration. During this time, hundreds of online crowdfunding platforms have launched -- seemingly overnight -- offering investment opportunities in private companies. For a company seeking to raise capital, these "accredited crowdfunding" platforms offer the tantalizing possibility of raising funds with the click of a button. As this new industry grows and develops, it's conceivable certain accredited crowdfunding platforms may become as ubiquitous as traditional broker-dealers. But in this nascent industry, how should a company seeking to raise capital for a new or existing venture go about selecting the most suitable crowdfunding solution? The following are 10 things you should know before engaging in accredited crowdfunding.
1. Who is eligible to raise funds through accredited crowdfunding?
In the United States, securities offerings made pursuant to Rule 506 of Regulation D under the Securities Act of 1933 are not deemed "public" offerings under the securities laws and are therefore exempt from public registration with the SEC. With one exception, any company can make this type of "private" offering of its securities -- and raise an unlimited amount of money from accredited investors -- using general solicitation and general advertising, either on its own or using an intermediary such as an accredited crowdfunding platform. However, an issuer of securities is prohibited from making a private offering in reliance on Rule 506 if the issuer or certain "covered persons" including directors, executive officers, certain shareholders, and placement agents of the issuer have been convicted of securities fraud or other violations within 10 years of the proposed sale of securities (or five years in the case of the issuer). The "bad actor" disqualification rules apply to all Rule 506 offerings, regardless of whether general solicitation or general advertising is used.
2. Which accredited crowdfunding platform is right for you?
There are hundreds of accredited crowdfunding platforms, and new ones are being launched every day. In order to determine which platform aligns most closely with a particular issuer's or investor's interests, it is vital to understand the regulatory scheme under which the platform operates, the fee structure, the types of issuers and investors the platform attracts, its managerial and financial resources, the amount of qualified website traffic it generates, and its industry vertical expertise. Each of these factors may impact the success of the offering.
Certain accredited crowdfunding platforms pool the capital raised from accredited investors into private investment funds, which in turn make investments in selected companies listed on the platform. Under this "VC fund/private fund adviser" model, the platform typically acts as an investment adviser to the specially created private funds, and its performance-based compensation hinges on the profits (if any) generated by the funds it manages. The platform (or a lead angel investor) may provide strategic advice and connections to the funds' portfolio companies. Although this model may appear to align the platform's and the issuer's interests, a platform (or a lead angel investor) focused on an accelerated return on investment and liquidity may induce a company to seek an earlier exit.
Other accredited crowdfunding platforms are registered broker-dealers, or are owned, operated by or partnered with registered broker-dealers. These platforms facilitate sales of the issuing company's securities directly to accredited investors. The broker-dealer model platforms receive transaction-based compensation, typically consisting of a percentage of the funds raised, generally ranging from 1 to 10 percent, depending on the offering amount and type of deal. A company that completes a successful raise under this model may discover it suddenly has a large number of small individual shareholders.
Subscription-based platforms charge a flat monthly fee to companies for listing their securities offerings on the platform. The amount of the fee depends on the complexity of the offering and the optional services selected by the company, such as access to particular software or business plan assistance. Subscription model platforms are typically not registered as broker-dealers or investment advisers. Accredited investors and companies seeking funding connect through the platform but negotiate the terms of the investment without the platform's assistance. Companies using a subscription model platform must be prepared to spend significant time and effort courting and negotiating with potential investors.
3. Why not DIY?
Some companies may find it appealing to raise money directly by making their own general solicitation offering via their company website. Putting aside the obvious challenge of raising a large amount of capital without the aid of an intermediary, placement agent or finder, a company conducting its own general solicitation will need to undertake certain steps to reasonably verify that all purchasers of the offering are accredited investors. Simply having the investors "check a box" indicating they meet the accreditation standard is not sufficient. The fact-intensive and time-consuming accredited investor verification process can be outsourced to a third-party provider, provided the issuer has a reasonable basis to rely on the third party's verification.
For any capital raise made through a general solicitation, but particularly for one conducted without an intermediary, the best practice is to have a robust offering document, drafted with the assistance of counsel, that describes the terms of the investment. Written disclosure of the risks of the investment will help protect the issuer in the event of a fraud claim.
4. What's the company's ideal "cap table"?
In selecting a crowdfunding platform, it's important to consider the number and types of shareholders that would be most beneficial to the company. Having a single shareholder on the "cap table," as is typically the case under the "VC fund/private fund adviser" model, where the shareholder is the platform-advised fund, may relieve the issuer of logistical headaches, allowing it to focus primarily on its business operations. However, this approach may require the company to relinquish greater management control.
5. Who will handle the due diligence process?
Aside from pitching a business plan and its viability to potential investors, issuing companies must be prepared to be subjected to a thorough due diligence investigation of the company; its founders, management team and operations; and the proposed use of proceeds. Before choosing a platform, issuers should consider the extent of due diligence conducted and who is conducting the due diligence. Accredited crowdfunding platforms that are registered broker-dealers are required to conduct a reasonable investigation of the issuer and the securities when recommending securities sold in offerings made pursuant to Regulation D. In contrast, subscription-based crowdfunding platforms generally are not responsible for due diligence, which must be conducted by each investor independently. With regard to the VC fund/private fund adviser platforms, if an experienced and reputable lead angel commits to making a large investment at the outset of a fundraising campaign, it would be reasonable to assume the lead angel would have conducted some basic due diligence and vetting of the issuer and the proposed venture's likelihood of success.
Some investors prefer to use accredited crowdfunding platforms that curate or vet the offerings listed. Other investors, mindful of the high risk of failure of most startups, may prefer to do their own vetting and due diligence.
6. Who will handle investor relations?
Before launching an accredited crowdfunding campaign, a prospective issuer would be wise to consider who will handle the company's investor relations (IR) and how it plans to communicate with its shareholders after the closing of the offering. Investor relations consists of the management of ongoing relations and communications of vital corporate and financial information between a company and its shareholders. The primary purpose of IR is to maximize a company's market value in the eyes and minds of the investment community. In a small or growing startup, IR is typically handled by the company's chief financial officer or treasurer, with the assistance of an inside public relations (PR) team or an outside PR or IR agency.
7. What's the purpose of a transfer agent?
Although raising capital can be exciting, the less glamorous intricacies of the form in which the company will issue shares should not be neglected. Before launching a fundraising campaign, the company should decide whether it will issue paper certificates or the securities will be held in electronic book-entry form. To keep track of its shareholders, the number of shares owned and how the stocks are held, securities issuers typically engage independent transfer agents that issue and cancel stock certificates to reflect changes in ownership. A company may maintain its own share register and act as its own transfer agent, but attempting to do so may be impractical or unreliable if the company is small and has numerous shareholders.
The National Crowdfunding Association of Canada (NCFA Canada) is a cross-Canada crowdfunding hub providing education, advocacy and networking opportunities in the rapidly evolving crowdfunding industry. NCFA Canada is a community-based, membership-driven entity that was formed at the grass roots level to fill a national need in the market place. Join our growing network of industry stakeholders, fundraisers and investors. Learn more About Us | Support Canadian Crowdfunding.
NCFA Canada's Regulatory and Policy committee draws on the expertise of lawyers, accountants, entrepreneurs, regulators, anti-fraud investigators, licensed dealer-brokers, bankers, payment processors and investors to discuss regulatory issues, policy and publish recommendations and guidelines for the benefit of a stronger fintech and funding industry in Canada
Initial regulatory standards encompass the following core principles and objectives:
The National Crowdfunding & Fintech Association of Canada (NCFA Canada) is a cross-Canada non-profit actively engaged with fintech, alternative finance, blockchain, cryptocurrency, crowdfunding and online investing stakeholders globally. NCFA Canada provides education, research, industry stewardship, services, and networking opportunities to thousands of members and subscribers and works closely with industry, government, academia, community and eco-system partners and affiliates to create a strong and vibrant crowdfunding and fintech industry. Join Canada's Fintech & Funding Community today FREE! Or become a contributing member and get perks. For more information, please visit: ncfacanada.org
![]() | ![]() | ![]() |
|---|---|---|
Equities.com by Steven Cinelli | October 6, 2014
The crowdfunding industry has entered a new, and possibly more legitimate space, in the framework of financial services. I refer to the recent S-1 filing of Lending Club (LC), which elevates the profile of both the company as also the distributed finance industry overall. Lending Club’s claim to an expected $5 billion market capitalization can be viewed as a major success in terms of value creation, market opportunity and the growth of new shadow banking methodologies. We have seen crowd platforms, whether in peer-to-peer lending (P2P) (Prosper and LC), real estate crowdfunding (Fundrise, Realty Mogul), SME loan funding (Funding Circle), raise growth capital at phenomenal valuations, as the marriage of capital formation and technology seems to have delivered a piece de resistance.
But as a banker, who greatly appreciates the application of technology in financial services in terms of creating better efficiencies, improved data and analytics, and overall accessibility, I wonder as to what is the appropriate and responsible assessment of value for these platforms. Technology is simply an enabler. The root business is one of finance. Providing risk capital for a price. Does technology improve the risk assessment, possibly with reams of historical data where actuarial analysis can be applied? But that too is fundamental risk assessment done more swiftly.
LC is being valued as a technology company, not as a financial services company. Let’s think about it. The platform intermediates providers of capital with users of capital, like a bank, possibly more efficiently, but then again maybe not. Simply, LC is providing consumer loans as an alternative to credit cards, with better pricing and structured on an amortized basis rather than as a revolving line of credit. The P2P space has targeted the top 10% tier of the $900 billion credit card user space, hoping to offer lower interest rates than the proverbial mid-teen-plus rates of bank cards. Might a challenge to them be a Chase (JPM) coming out with a 3% bank card? But allow us to go a bit further. Should LC be valued like a LinkedIn (LNKD) or a Facebook (FB) or other social media darlings, or as a fundamental financial intermediary, like a Wells Fargo (WFC) or a Visa (V)?
Wells enjoys the highest market capitalization of banks in the US and the world at approximately $270 billion. For metric purposes, this is about 10% of asset levels, 13 times earnings of $21 billion, and about 1.7 times equity book value. As the margins in the banking business are small, leveraging the balance sheet creates an attractive ROE, but an analyst recognizes the risk of the leverage, all of which enters the assessment. Visa, one of the companies that is a target for the P2P players, carries a market cap of $135 billion, generating $11 billion of annual revenue and $7 billion of operating income, and a book value multiple of under six times. Its model is different, a bit more risk averse, and carries solid margins. These seem to be thriving financial services companies that have certainly engaged in applied technology and are playing in the same space, catering to the same customer, offering a variant of the same product as our crowd platforms.
At a $5 billion valuation, LC is being valued at 200% of asset levels, which are largely loans that it doesn’t own, compared to 10% with Wells, and a book value multiple of 40 times versus Wells at 1.7 times. When contrasted with Visa, which enjoys a book value of $27 billion and an earnings level to support its market cap, one might question the logic of a financial intermediary with projected revenues of $140 million and generating a loss, with footings of $2 billion to achieve the acclaimed value. The rationale can only be a technology spin, as the fundamental business of lending money remains constant. If we were to value LC on the basis of financial services compatriots, maybe placing a two times multiple on its book value of $135 million, or a footings multiple of 10% on $2 billion, we would arrive at a value that may not approach 10% of what the underwriters are placing upon it.
So in the grander view, what creates value? And in particular, within these platforms? Are these highly scalable technology franchises, with incredible margins, earnings capabilities, and fundamentally unique methodologies? Do they own a proprietary clientele, magic sauce risk algorithm, or offering a product heretofore not available? Or are they simply dressed up financing businesses, where industry metrics do not/should not/(or why not) apply, typical of the analysts that valued Groupon (GRPN) or Facebook in their respective S-1s with non-GAAP measures of financial performance?
The National Crowdfunding Association of Canada (NCFA Canada) is a cross-Canada crowdfunding hub providing education, advocacy and networking opportunities in the rapidly evolving crowdfunding industry. NCFA Canada is a community-based, membership-driven entity that was formed at the grass roots level to fill a national need in the market place. Join our growing network of industry stakeholders, fundraisers and investors. Learn more About Us | Crowdfunding | Support NCFA.
WAFU Inc. RushPRNews | October 6, 2014
Montreal, QC (RPRN) 10/06/14 — The popular CBC Dragons’ Den alumnae and manufacturer of the popular WAFU dressings and mayos has launched the first ever simultaneous cross-border accredited investor equity crowdfunding round through CircleUp in the United States and Optimize Capital Markets in Canada.
WAFU Inc. is pleased to announce that it has launched the first ever simultaneous cross-border (Canada-US) accredited investor equity crowdfunding offering by a Canadian company. The cross-border raise will be offered online via Optimize Capital Markets in Canada and CircleUp in the United States, allowing Canadian and US accredited investors the opportunity to purchase shares of WAFU through registered online equity crowdfunding platforms in each of their respective countries.
“We have launched this groundbreaking cross-border equity crowdfunding offering in order to allow our loyal consumers in the United States and Canada to be able to participate economically in the continued success of the WAFU products that they love,” said WAFU CEO Gil Michel-Garcia. WAFU Inc. is looking to place $1,000,000 Series A-3 Preferred Shares with “accredited investors” as defined under applicable securities laws in the US and Canada.
“Given the ongoing success of our WAFU products and the recent listings of our products at Walmart Canada, Sobeys Ontario, Loblaw’s Ontario and Western Canada and Federated Co-Op in Western Canada, we thought that the time was right to raise additional capital in order to fully take advantage of these growth opportunities. Assuming that we raise the capital that we need, we expect that these new listings will allow us to deliver top line growth of more than 50% next fiscal year,” indicated Mr. Michel-Garcia.
The National Crowdfunding Association of Canada (NCFA Canada) is a cross-Canada crowdfunding hub providing education, advocacy and networking opportunities in the rapidly evolving crowdfunding industry. NCFA Canada is a community-based, membership-driven entity that was formed at the grass roots level to fill a national need in the market place. Join our growing network of industry stakeholders, fundraisers and investors. Learn more About Us | Crowdfunding | Support NCFA.
Forbes by Trefis Team (Contributor) | October 2, 2014
Chinese Internet company Renren recently invested in the Washington based startup, Fundrise. This was part of the $31 million financing that Fundrise raised. Fundrise is into crowd-funding real estate development.
Crowd-funding helps retail investors make small investments in projects of their choice, such as real-estate development and movie making. These are pooled together to actually fund the venture. Thus, small-time investors get exposure to investment opportunities that would otherwise be available only to large investment funds or high-net-worth individuals. Crowd-funding has recently caught the fancy of other Chinese Internet companies as well. In this article we take stock of their experiments with this business model.
How Fundrise Raised Funds From Renren
Renren had earlier invested in Social Finance(SoFi), a venture that seeks to eliminate banks and other intermediaries from student loans. SoFi connects students in need of loans with individuals wiling to lend to them, such as alumni of the same university. Pooling of funds occurs with respect to each school/university. So this is considered peer-to-peer financing as there is virtually no intermediary involved. Renren founder and CEO Joseph Chen was enthused about investing in ventures that extend similar models to other sectors. One such sector with considerable intermediary presence is real-estate.
Fundrise is the pioneer in crowd-funding real estate projects in the U.S. Since its founding three years ago, this sector has seen many such companies start-up. The investment in Fundrise gives the Renren founder and CEO a seat on its board. Fundrise claims it is also benefiting from Renren’s expertise in online marketing, social networking and programming.
With this support, Fundrise is looking to expand its operations in the top 10 metros of the U.S., which they claim represents 80% of the large real estate project market. The capital raised from retail investors will be channeled to two types of construction projects. On the one hand there will be well-established developers with a proven track record. On the other hand will be developers at the other end of the spectrum, who are relatively new and involved in smaller projects (less than $10 million).
Alibaba Looks To Crowd-fund Movies
In March, Alibaba announced that it would crowd-fund movies in China. It launched a company called Yu Le Bao, Chinese for Entertainment Treasure. It helps retail investors make investments in a movie of their choice for as small a sum as $16. The company said it would take feedback from investors regarding the plot and casting of these movies as well. Investors have been told by the company to expect returns as high as 7% from such investments.
See Also: Google Hangout with Documentary Filmmakers on Startups and Crowdfunding
Alibaba is seeking to raise ~$12 million for a first batch of four projects. The money will, however, initially be invested in the wealth management products offered by Shanghai based Guohua Life Insurance. They will later be channeled into the intended ventures. Unlike crowd-funding in the west, this particular scheme will not reward investors with goods or services associated with the projects. This is said to be on account of Government Regulations discouraging such features in China.
The National Crowdfunding Association of Canada (NCFA Canada) is a cross-Canada crowdfunding hub providing education, advocacy and networking opportunities in the rapidly evolving crowdfunding industry. NCFA Canada is a community-based, membership-driven entity that was formed at the grass roots level to fill a national need in the market place. Join our growing network of industry stakeholders, fundraisers and investors. Learn more About Us | Crowdfunding | Support NCFA.
Crowdfund Insider by JD Alois | October 2, 2014
As of October 1st, new regulations and guidelines managing “financement participatif” or crowdfunding are now in force. The ordinance was initially filed this past May and a consolidated version was published yesterday.
France jumped forward earlier in 2014 led by a government Minister Fleur Pellerin. A noted rising star in the French political scene, Pellerin became a well known advocate for investment crowdfunding seeing the potential to benefit a struggling French economy. She published an interesting article on entrepreneurism titled, ”Innovation: The French Way”, promoting economic innovation. In the document Pellerin stated,
“Innovation is the engine that drives competitiveness, growth and employment in the fastest-growing economies all over the world. Making innovation a priority has become a must for France and for Europe.”
Pellerin’s portfolio has since changed as she is now the Ministère des Affaires étrangères et du Développement international.
The updated framework that simplifies the process for crowdfunding platforms to operate is expected to receive additional changes by authorities going forward.
While some industry commenters had hoped the amount allowed under French crowdfunding laws would by increased to Euro 5 million, campaigns may raise up to Euro 1 million. Still this amount is greater than the current retail crowdfunding statute in the United States – a contrast that was highlighted in France.
The French regulations addresses equity, debt and donations based crowdfunding. Investment portals or intermediaries have been divided into three categories. For loans, either interest free or generating interest, this asset class falls under the category of ”intermediaire en financement participatif (IFP). For securities including equity, these intermediaries would come under the “conseiller en investissement participatif (CIP). There is also the prestataire en services d’investissement (PSI) that may offer securities as well. A PSI may give advice and must be approved by the ACPR. All three types of securities platforms must be registered with ORIAS. A PSI is a more involved involved crowdfunding platform that also has certain minimum capital requirements. The CIP may not offer services in other EEA countries and has other limitations.
All investment platforms must register with the authorities and are compelled to comply with certain requirements and skills. Portal managers are expected to have a background in banking or finance and must not be bad actors.
Crowdfund Insider also published the infographic below, which was created by Financement Participatif France, a relatively new association in France that advocates for crowdfunding.
According to their data:
[Click on infographic to enlarge]
The National Crowdfunding Association of Canada (NCFA Canada) is a cross-Canada crowdfunding hub providing education, advocacy and networking opportunities in the rapidly evolving crowdfunding industry. NCFA Canada is a community-based, membership-driven entity that was formed at the grass roots level to fill a national need in the market place. Join our growing network of industry stakeholders, fundraisers and investors. Learn more About Us | Crowdfunding | Support NCFA.