accessibilityaccreditedactiveactivityaimalarmalign-bottomalign-center-horizontalalign-center-verticalalign-leftalign-rightalign-topanchorangelannoyedapplearchivearrow-downarrow-leftarrow-rightarrow-uparticleat-signawardbalanceballoonbandaidbarcodebellbicyclebinocularsblindboatbook-closedbookbookmarkbookmarkedbooksbottlebriefcasebrushbugbullhornbuscabinetcakecalendarcameracarcashcertificatechalkchart-barschart-linechart-piechatcheckmarkchevron-downchevron-leftchevron-rightchevron-upcircle-arrow-downcircle-arrow-leftcircle-arrow-rightcircle-arrow-upcircle-backwardcircle-checkmarkcircle-chevron-downcircle-chevron-leftcircle-chevron-rightcircle-chevron-upcircle-crosscircle-ejectcircle-exclamationcircle-facebookcircle-firstcircle-forwardcircle-googlepluscircle-gustcircle-lastcircle-linkedincircle-minuscircle-nextcircle-pausecircle-play-thincircle-playcircle-pluscircle-previouscircle-questioncircle-stopcircle-twittercircleclipboard-checkclipboardclockcloud-databasecloud-downloadcloud-fogcloud-gearcloud-lightningcloud-lockcloud-raincloud-snowcloud-synccloud-uploadcloudcocktail-glasscodecombinecomment-fillcommentcommentscompassconfusedconnectconstruction-coneconstructioncontactscoolcopycredit-cardcropcrosscrowncubedatabasedeletedesigndesktopdiamonddicedinnerdisconnectdocumentdownloaddrawerdreamdropletdumbbellearthediteggellipsisenter-downenter-leftenter-rightenter-upenterenvelopeevilexcludeexit-downexit-leftexit-rightexit-upexitexpandeye-droppereyefacebookfactoryfeatherfile-audiofile-codefile-imagefile-videofile-zipfilefilm-playfindfirefirst-aidflagflip-horizontalflip-verticalfloppy-diskfolderfootprintframefunnelgamepadgasgeargiftglassglassesgoogleplusgraduationgrin-evilgringroupgungusthamburgerhammerhappy-grinhappyheadsetheart-fillhearthistoryhomeiconsinboxintersectipadiphonekeykeyboardkeyholeknifelablamplaptopleafleave-downleave-leftleave-rightleave-uplibrarylifebuoylighterlightning-boltlinklinkedinlistlocationlocklotusmadmagicmagnetmalletmanmapmedalmeet-downmeet-leftmeet-rightmeet-upmic-mutemicminusmoonmousemovemusic-notemusicmustachemutenavigationneutralnewsoptionsoutletpaint-rollerpaintbrushpairpaper-planepaperclippaperspastepatchpawpenpencilphonephotopicturepinpine-treeplaneplayplaylistplug-cordpluspodiumpowerpresentationprinterprofilepulsepuzzlequestionquote-closequote-openradiorank1rank2rank3receptionrecycleredorefreshregisterreply-allreplyroad-signrocketrulersadscissorsscreensearchshareshieldshipshirtshockedshrinkshufflesignalsitemapskullsmartphonesmilespeed-fastspeed-mediumspeed-slowspell-checksquaresubtractsunsyncsyringetabtablettagtagstargetteacupterminalthumbs-downthumbs-uptickettilestimertoilet-papertonguetoolstrailertraintransmissiontrashtreetrophytrucktvtwitterumbrellaundounlinkunlockuploaduserusersvolume-highvolume-lowvolume-mediumvolumewarningwheelchairwifiwinkwomanwonderingwrenchzoom-inzoom-out

Invest in Egeria

Democratizes public funding by making the process transparent and equitable.

  • $1,000Minimum
  • $3,000,000Valuation cap
  • Crowd NoteSecurity Type

Purchased securities are not currently tradeable. Expect to hold your investment until the company lists on a national exchange or is acquired.

Website: egeria.io

Egeria is offering securities under both Regulation D and Regulation CF through SI Securities, LLC ("SI Securities"). SI Securities is an affiliate of SeedInvest Technology, LLC, a registered broker-dealer, and member FINRA/SIPC. SI Securities will receive cash compensation equal to 7.50% of the value of the securities sold and equity compensation equal to 5.00% of the number of securities sold. Investments made under both Regulation D and Regulation CF involve a high degree of risk and those investors who cannot afford to lose their entire investment should not invest. Furthermore, the contents of the Highlights, Term Sheet sections have been prepared by SI Securities and shall be deemed broker-dealer communications subject to FINRA Rule 2210 (the “Excluded Sections”). With the exception of the Excluded Sections noted above, this profile contains offering materials prepared solely by Egeria without the assistance of SI Securities, and not subject to FINRA Rule 2210 (the “Issuer Profile”). The Issuer Profile may contain forward-looking statements and information relating to, among other things, the company, its business plan and strategy, and its industry. Investors should review the risks and disclosures in the offering's draft. The contents of this profile are meant to be a summary of the information found in the company’s Form C. Before making an investment decision, investors should review the company’s Form C for a complete description of its business and offering information, a copy of which may be found both here and below.


Company Highlights

  • Executed MOU with Momentum, a leader in the public funding space responsible for leveraging a reported $5B dollars into public-private partnerships since 2005.
  • Accepted into the AWS Activate program and currently supported with complimentary computing credits from AWS to develop ML technology at a low cost.
  • Diverse team has worked together for over six years on a variety of successful SaaS companies.
  • Launched a restricted BETA to an enthusiastic reception from 93 users paid and unpaid users.
  • Provisional patent, for the unique machine learning and natural language processing algorithms designed to read government issued requests for proposals.

Fundraise Highlights

  • Total Round Size: US $1,500,000
  • Raise Description:  Seed
  • Minimum Investment:  US $1,000 per investor
  • Security Type:  Crowd Note
  • Valuation Cap:  US $3,000,000
  • Target Minimum Raise Amount:  US $300,000
  • Offering Type:   Side by Side Offering

Our mission is to facilitate the efficient and equitable deployment of public funds by reducing barriers to access, increasing transparency, and empowering accountability.


The public funding ecosystem is plagued by inefficient practices and wastes billions of dollars annually. Simultaneously, under-represented groups are struggling to find and win public funding opportunities. The result of this issue is a system that favors a culture of incumbency when it comes to awarding contracts and grants. This broken system excludes large portions of the population from participating in over 4 trillion dollars of economic opportunity. Barriers to access range from archaic systems of outreach to grant application processes which place an untenable burden of work on applicants.

Egeria is on a mission to facilitate the efficient and equitable deployment of public funds by reducing barriers to access, increasing transparency, and empowering accountability. Egeria is a multi-sided marketplace for government business, built with a focus on equity and accessibility. Egeria leverages both artificial intelligence and human experts to consolidate public funding opportunities into a single dataset. These opportunities are made available to the public through an intuitive and searchable SaaS platform.

In Q3 2019, we experimented with Egeria Research. This effort was a pre-SaaS, manually-run public funding opportunity report. Clients subscribed and received 12 reports, as well as three hours of consulting per report. The purpose of this experiment was to conduct pre-SaaS market research by testing service value, pricing, and messaging.

We had great results with 10 enterprises and about 30 users signing up. During our current restricted BETA the growth trend continued with over 93 users signing up, about twenty percent of them paid. In all of our research, the platform has resonated with users. We have about 200 users slated for onboarding during Q1 2020, and an additional pipeline of about 2,000 users targeted in Q1-Q2 2020. 


Media Mentions

The Team

Founders and Officers

Sedale started as an independent business consultant and strategic business development expert, specializing in data analysis.

He is well-versed in working across cultures and environments, with over five years’ experience as a business consultant and private contractor in South America, specifically Argentina and Chile.

Recently, he served as CEO of carbonBLU, a successful SaaS startup currently supporting California's sustainability goals. Sedale led the company through MVP development and helped secure a pipeline of over $1.5M in government contracts.

Sedale brings with him a history of leading successful teams, and a passion for building companies with a strong social mission.

Sedale Turbovsky

CEO

Sedale started as an independent business consultant and strategic business development expert, specializing in data analysis.

He is well-versed in working across cultures and environments, with over five years’ experience as a business consultant and private contractor in South America, specifically Argentina and Chile.

Recently, he served as CEO of carbonBLU, a successful SaaS startup currently supporting California's sustainability goals. Sedale led the company through MVP development and helped secure a pipeline of over $1.5M in government contracts.

Sedale brings with him a history of leading successful teams, and a passion for building companies with a strong social mission.

Hunter is the lead software engineer at Egeria. He has managed the development process for numerous web, mobile and software applications.

Throughout the process of his professional evolution, Hunter’s skills have allowed this founding team to successfully deliver increasingly complex platforms and solutions.

Hunter has been responsible for the development of enterprise SaaS applications at carbonBLU, and a variety of projects undertaken at Guerrilla Digital, a Sacramento based digital consultancy.

Hunter has significant experience in .Net Core and .Net Framework, C#/C/C++, Python and Django, Cloud Infrastructure (AWS/Azure), Linux/Docker/Containterization, and MSQL/ PostegreSQL.

Hunter Petersen

CTO

Hunter is the lead software engineer at Egeria. He has managed the development process for numerous web, mobile and software applications.

Throughout the process of his professional evolution, Hunter’s skills have allowed this founding team to successfully deliver increasingly complex platforms and solutions.

Hunter has been responsible for the development of enterprise SaaS applications at carbonBLU, and a variety of projects undertaken at Guerrilla Digital, a Sacramento based digital consultancy.

Hunter has significant experience in .Net Core and .Net Framework, C#/C/C++, Python and Django, Cloud Infrastructure (AWS/Azure), Linux/Docker/Containterization, and MSQL/ PostegreSQL.

Cody Hanson

Advisor, Growth Strategist

Cody Hanson is a strategic business professional with 10 years of diversified experience in marketing, design, front-end development, customer relationship management, partnerships, event production, social media, and advertising.

His experience crosses industries and company stages, having worked for boutique agencies and large brands alike.

Cody was born in Sacramento, grew up in Auburn, and holds a business degree from Cal Poly, San Luis Obispo, with minors in environmental studies and graphic communications. He currently serves as a marketing leader at Singularity University, helping to build a global ecosystem that fuels impact-based entrepreneurship and corporate innovation.

Cody Hanson

Advisor, Growth Strategist

Cody Hanson is a strategic business professional with 10 years of diversified experience in marketing, design, front-end development, customer relationship management, partnerships, event production, social media, and advertising.

His experience crosses industries and company stages, having worked for boutique agencies and large brands alike.

Cody was born in Sacramento, grew up in Auburn, and holds a business degree from Cal Poly, San Luis Obispo, with minors in environmental studies and graphic communications. He currently serves as a marketing leader at Singularity University, helping to build a global ecosystem that fuels impact-based entrepreneurship and corporate innovation.

Key Team Members

Pachia Cha

Full Stack Developer

Notable Advisors & Investors

Joe Musgrave

Investor, Angel Investor

Andy Hollingsworth

Advisor, Product Manager

Jacob Curtis

Advisor, CFO

Shawn Garvey

Advisor, Product Evangelist, Fundraising Expert

Sadie St. Lawerence

Advisor, Data Scientist, Thought Leader

Jason Law

Advisor, Political Advisor

Melissa Granville

Advisor, Program Director, Capitol Impact

Terry Carlone

Advisor, Legal Counsel

Tony Chang

Advisor, Head of Strategic Partnerships

Term Sheet

A Side by Side offering refers to a deal that is raising capital under two offering types. If you plan on investing less than US $20,000.00, you will automatically invest under the Regulation CF offering type. If you invest more than US $20,000.00, you must be an accredited investor and invest under the Regulation D offering type.

Fundraising Description

  • Round type:
    Seed

  • Round size:
    US $1,500,000

  • Minimum investment:
    US $1,000

  • Target Minimum:
    US $300,000
  • Key Terms

  • Security Type:
    Crowd Note

  • Conversion discount:
    20.0%

  • Valuation Cap:
    US $3,000,000

  • Interest rate:
    5.0%

  • Note term:
    18 months
  • Additional Terms

  • Custody of Shares

    Investors who invest $50,000 or less will have their securities held in trust with a Custodian that will serve as a single shareholder of record. These investors will be subject to the Custodian’s Account Agreement, including the electronic delivery of all required information.


  • Closing conditions:
    While Egeria has set an overall target minimum of US $300,000 for the round, Egeria must raise at least US $25,000 of that amount through the Regulation CF portion of their raise before being able to conduct a close on any investments below $20,000. For further information please refer to Egeria's Form C.

  • Regulation CF cap:
    While Egeria is offering up to US $1,500,000 worth of securities in its Seed, only up to US $1,070,000 of that amount may be raised through Regulation CF.

  • Transfer restrictions:
    Securities issued through Regulation CF have a one year restriction on transfer from the date of purchase (except to certain qualified parties as specified under Section 4(a)(6) of the Securities Act of 1933), after which they become freely transferable. While securities issued through Regulation D are similarly considered "restricted securities" and investors must hold their securities indefinitely unless they are registered with the SEC and qualified by state authorities, or an exemption from such registration and qualification requirements is available.

  • Use of Proceeds

    Investor Perks

    All Investors will receive the perks below plus their investment tier perks

    • 90% discount on an Egeria license of your choosing for 3 years

    Investment between $1,000 - $5,000 

    • Exclusive Egeria hoodie

    Investment between $5,000 - $20,000

    • Exclusive Egeria swag bag

    Investment between $20,000 - $50,000

    • $10,000 in Egeria credits
    • Special access to Egeria investor events

    Investment between $50,000- $100,000

    • $20,000 in Egeria credits
    • Display your logo on Egeria materials as a partner

    Investment between $100,000 - $250,000

    • Free sponsorship spot on Egeria podcast for one season
    • Co-branding consideration on an eBook with Egeria

    Investment of $250,000 and Above

    • All of the above
    • Ski day on us at Northstar
    • Dinner w/Egeria founders in Tahoe, CA

    It is advised that you consult a tax professional to fully understand any potential tax implications of receiving investor perks before making an investment.

    Prior Rounds

    This chart does not represent guarantees of future valuation growth and/or declines.

    Pre-Seed

  • Round Size
    US $80,000
  • Closed Date
    May 23, 2019
  • Security Type
    Common Equity
  • Market Landscape

    Business Analytics and Enterprise Software Market. Source: Preferred Return


    The business analytics software industry has grown steadily on the back of favorable demand conditions caused by high corporate profit and investment. Over the five years to 2019, industry revenue has grown at an annualized rate of 9.3%, driven by the increasing technological complexity of businesses and an eagerness to adopt efficiency-enhancing software. Industry revenue is expected to rise 4.9% in 2019 alone to reach $69.3 billion.

    The largest software companies spent the past five years acquiring enterprise software vendors, cloud companies and data analytics businesses. Some examples of this aggressive acquisition trend include Salesforce.com Inc.'s purchase of MuleSoft LLC for $6.5 billion in 2018 and Oracle Corporation's purchase of NetSuite Inc. in 2016 for $9.3 billion. Acquisitions enable large software vendors to pursue a portfolio approach and leverage existing clients by offering software suites, catering to multiple needs. Companies also made numerous non-industry relevant acquisitions to diversify their portfolios and offer a variety of products.

    Over the five years to 2024, increasingly powerful predictive analytics tools will likely unlock business insights. As a result, industry revenue is projected to grow an annualized 2.6% over the next five years to reach $79.0 billion. As businesses across numerous industries adopt and update IT infrastructure in their operations, the potential for these technologies will only expand. In particular, small and midsize companies, which have often been slower to upgrade or adopt various enterprise software products, will likely offer a growing market for operators. Egeria exploits these small business and enterprise opportunities with their variable service tiers. 

    Risks and Disclosures

    The development and commercialization of the Company’s products and services are highly competitive. It faces competition with respect to any products and services that it may seek to develop or commercialize in the future. Its competitors include major companies worldwide. The tech enabled public funding market is an emerging industry where new competitors are entering the market frequently. Many of the Company’s competitors have significantly greater financial, technical and human resources and may have superior expertise in research and development and marketing approved services and thus may be better equipped than the Company to develop and commercialize services. These competitors also compete with the Company in recruiting and retaining qualified personnel and acquiring technologies. Smaller or early stage companies may also prove to be significant competitors, particularly through collaborative arrangements with large and established companies. Accordingly, the Company’s competitors may commercialize products more rapidly or effectively than the Company is able to, which would adversely affect its competitive position, the likelihood that its services will achieve initial market acceptance and its ability to generate meaningful additional revenues from its products and services.

    The Company’s expenses will significantly increase as they seek to execute their current business model. Although the Company estimates that it has enough runway until the end of year, they will be ramping up cash burn to promote revenue growth, further develop R&D, and fund other Company operations after the raise. Doing so could require significant effort and expense or may not be feasible.

    The Company projects aggressive growth in its financial projections. If these assumptions are wrong and the projections regarding market penetration are too aggressive, then the financial forecast may overstate the Company's overall viability. In addition, the forward-looking statements are only predictions. The Company has based these forward-looking statements largely on its current expectations and projections about future events and financial trends that it believes may affect its business, financial condition and results of operations. Forward-looking statements involve known and unknown risks, uncertainties and other important factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements.

    Failure to obtain clients on favorable terms could adversely affect results of operations. The Company may face pricing pressure in obtaining and retaining their clients. Their clients may be able to seek price reductions from them when they renew a contract, when a contract is extended, or when the client’s business has significant volume changes. Their clients may also reduce services if they decide to move services in-house. On some occasions, pricing pressure results in lower revenue from a client than the Company had anticipated based on their previous agreement with that client. This reduction in revenue could result in an adverse effect on their business and results of operations.

    Through its operations, the Company collects and stores certain personal information that customers provide to purchase products or services, enroll in promotional programs, register on the web site, or otherwise communicate and interact with the Company. The Company may share information about such persons with vendors that assist with certain aspects of their business. Security could be compromised and confidential customer or business information misappropriated. Loss of customer or business information could disrupt the Company's operations, damage their reputation, and expose them to claims from customers, financial institutions, payment card associations and other persons, any of which could have an adverse effect on their business, financial condition and results of operations. In addition, compliance with tougher privacy and information security laws and standards may result in significant expense due to increased investment in technology and the development of new operational processes.

    The reviewing CPA has included a “going concern” note in the reviewed financials. Specifically, that the Company lacks significant working capital and has only recently commenced operations. The Company will incur significant additional costs before significant revenue is achieved. These matters raise substantial doubt about the Company’s ability to continue as a going concern. During the next 12 months, the Company intends to fund its operations with funding from its proposed Regulation Crowdfunding campaign, and additional debt and/or equity financing. There are no assurances that management will be able to raise capital on terms acceptable to the Company. If unable to obtain sufficient amounts of additional capital, it may be required to reduce the scope of planned development, which could harm the business, financial condition and operating results. The balance sheet does not include any adjustments that might result from these uncertainties.

    We have not prepared any audited financial statements. Therefore, you have no audited financial information regarding the Company’s capitalization or assets or liabilities on which to make your investment decision. If you feel the information provided is insufficient, you should not invest in the Company.

    The Company has not filed a Form D for its prior offering from May, 2019. The SEC rules require a Form D to be filed by companies within 15 days after the first sale of securities in the offering relying on Regulation D. Failing to register with the SEC or get an exemption may lead to fines, the right of investors to get their investments back, and even criminal charges. There is a risk that a late penalty could apply.

    The Company's existing investors have not waived their pre-emptive rights and may plan on exercising those rights. The pre-emptive right entitles those investors to participate in this securities issuance on a pro rata basis. If those investors choose to exercise their pre-emptive right, it could dilute shareholders in this round. This dilution could reduce the economic value of the investment, the relative ownership resulting from the investment, or both.

    The company currently has approximately $50,000 in related party debt as of January 2, 2020. These notes are issued to related parties and were originally issued with a 14% quarterly interest rate and secured by all collateral of the company. The Company repapered the debt into unsecured convertible notes with an interest rate of 5% and a valuation cap of $3M. There is no guarantee that the Company will leave these debt obligations in their current form. If the Company were to repaper these debt obligations again, it could require the Company to dedicate a substantial portion of its cash flow from operations or the capital raise to pay principal of, and interest on, indebtedness, thereby reducing the availability of cash flow to fund working capital, capital expenditures, or other general corporate purposes, or to carry out other business strategies. 

    General Risks and Disclosures

    Start-up investing is risky. Investing in startups is very risky, highly speculative, and should not be made by anyone who cannot afford to lose their entire investment. Unlike an investment in a mature business where there is a track record of revenue and income, the success of a startup or early-stage venture often relies on the development of a new product or service that may or may not find a market. Before investing, you should carefully consider the specific risks and disclosures related to both this offering type and the company which can be found in this company profile and the documents in the data room below.

    Your shares are not easily transferable. You should not plan on being able to readily transfer and/or resell your security. Currently there is no market or liquidity for these shares and the company does not have any plans to list these shares on an exchange or other secondary market. At some point the company may choose to do so, but until then you should plan to hold your investment for a significant period of time before a "liquidation event" occurs. A "liquidation event" is when the company either lists their shares on an exchange, is acquired, or goes bankrupt.

    The Company may not pay dividends for the foreseeable future. Unless otherwise specified in the offering documents and subject to state law, you are not entitled to receive any dividends on your interest in the Company. Accordingly, any potential investor who anticipates the need for current dividends or income from an investment should not purchase any of the securities offered on the Site.

    Valuation and capitalization. Unlike listed companies that are valued publicly through market-driven stock prices, the valuation of private companies, especially startups, is difficult to assess and you may risk overpaying for your investment. In addition, there may be additional classes of equity with rights that are superior to the class of equity being sold.

    You may only receive limited disclosure. While the company must disclose certain information, since the company is at an early-stage they may only be able to provide limited information about its business plan and operations because it does not have fully developed operations or a long history. The company may also only obligated to file information periodically regarding its business, including financial statements. A publicly listed company, in contrast, is required to file annual and quarterly reports and promptly disclose certain events — through continuing disclosure that you can use to evaluate the status of your investment.

    Investment in personnel. An early-stage investment is also an investment in the entrepreneur or management of the company. Being able to execute on the business plan is often an important factor in whether the business is viable and successful. You should be aware that a portion of your investment may fund the compensation of the company's employees, including its management. You should carefully review any disclosure regarding the company's use of proceeds.

    Possibility of fraud. In light of the relative ease with which early-stage companies can raise funds, it may be the case that certain opportunities turn out to be money-losing fraudulent schemes. As with other investments, there is no guarantee that investments will be immune from fraud.

    Lack of professional guidance. Many successful companies partially attribute their early success to the guidance of professional early-stage investors (e.g., angel investors and venture capital firms). These investors often negotiate for seats on the company's board of directors and play an important role through their resources, contacts and experience in assisting early-stage companies in executing on their business plans. An early-stage company may not have the benefit of such professional investors.

    Representatives of SI Securities, LLC are affiliated with SI Advisors, LLC ("SI Advisors") Representatives of SI Securities, LLC are affiliated with SI Advisors, LLC ("SI Advisors"). SI Advisors is an exempt investment advisor that acts as the General Partner of SI Selections Fund I, L.P. ("SI Selections Fund"). SI Selections Fund is an early stage venture capital fund owned by third-party investors. From time to time, SI Selections Fund may invest in offerings made available on the SeedInvest platform, including this offering. Investments made by SI Selections Fund may be counted towards the total funds raised necessary to reach the minimum funding target as disclosed in the applicable offering materials.

    Egeria's Form C

    The Form C is a document the company must file with the Securities and Exchange Commission, which includes basic information about the company and its offering and is a condition to making a Reg CF offering available to investors. It is important to note that the SEC does not review the Form C, and therefore is not recommending and/or approving any of the securities being offered.

    Download Egeria's  Form C

    Frequently Asked Questions

    About Side by Side Offerings
    What is Side by Side?

    A Side by Side offering refers to a deal that is raising capital under two offering types. This Side by Side offering is raising under Regulation CF and Rule 506(c) of Regulation D.


    What is a Form C?

    The Form C is a document the company must file with the Securities and Exchange Commission (“SEC”) which includes basic information about the company and its offering and is a condition to making a Reg CF offering available to investors. It is important to note that the SEC does not review the Form C, and therefore is not recommending and/or approving any of the securities being offered.

    Before making any investment decision, it is highly recommended that prospective investors review the Form C filed with the SEC (included in the company's profile) before making any investment decision.


    What is Rule 506(c) under Regulation D?

    Rule 506(c) under Regulation D is a type of offering with no limits on how much a company may raise. The company may generally solicit their offering, but the company must verify each investor’s status as an accredited investor prior to closing and accepting funds. To learn more about Rule 506(c) under Regulation D and other offering types check out our blog and academy.


    What is Reg CF?

    Title III of the JOBS Act outlines Reg CF, a type of offering allowing private companies to raise up to $1 million from all Americans. Prior capital raising options limited private companies to raising money only from accredited investors, historically the wealthiest ~2% of Americans. Like a Kickstarter campaign, Reg CF allows companies to raise funds online from their early adopters and the crowd. However, instead of providing investors a reward such as a t-shirt or a card, investors receive securities, typically equity, in the startups they back. To learn more about Reg CF and other offering types check out our blog and academy.


    Making an Investment in Egeria
    How does investing work?

    When you complete your investment on SeedInvest, your money will be transferred to an escrow account where an independent escrow agent will watch over your investment until it is accepted by Egeria. Once Egeria accepts your investment, and certain regulatory procedures are completed, your money will be transferred from the escrow account to Egeria in exchange for your securities. At that point, you will be a proud owner in Egeria.


    What will I need to complete my investment?

    To make an investment, you will need the following information readily available:

    1. Personal information such as your current address and phone number
    2. Employment and employer information
    3. Net worth and income information
    4. Social Security Number or passport
    5. ABA bank routing number and checking account number (typically found on a personal check or bank statement)

    If you are investing under Rule 506(c) of Regulation D, your status as an Accredited Investor will also need to be verified and you will be asked to provide documentation supporting your income, net worth, revenue, or net assets or a letter from a qualified advisor such as a Registered Investment Advisor, Registered Broker Dealer, Lawyer, or CPA.


    How much can I invest?

    An investor is limited in the amount that he or she may invest in a Reg CF offering during any 12-month period:

    • If either the annual income or the net worth of the investor is less than $100,000, the investor is limited to the greater of $2,000 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 $100,000, the investor is limited to 10% of the lesser of his or her annual income or net worth, to a maximum of $100,000.

    Separately, Egeria has set a minimum investment amount of US $1,000.

    Accredited investors investing $20,000 or over do not have investment limits.


    After My Investment
    What is my ongoing relationship with the Issuer?

    You are a partial owner of the company, you do own securities after all! But more importantly, companies which have raised money via Regulation CF must file information with the SEC and post it on their websites on an annual basis. Receiving regular company updates is important to keep shareholders educated and informed about the progress of the company and their investment. This annual report includes information similar to a company’s initial Reg CF filing and key information that a company will want to share with its investors to foster a dynamic and healthy relationship.

    In certain circumstances a company may terminate its ongoing reporting requirement if:

    1. The company becomes a fully-reporting registrant with the SEC
    2. The company has filed at least one annual report, but has no more than 300 shareholders of record
    3. The company has filed at least three annual reports, and has no more than $10 million in assets
    4. The company or another party purchases or repurchases all the securities sold in reliance on Section 4(a)(6)
    5. The company ceases to do business

    However, regardless of whether a company has terminated its ongoing reporting requirement per SEC rules, SeedInvest works with all companies on its platform to ensure that investors are provided quarterly updates. These quarterly reports will include information such as: (i) quarterly net sales, (ii) quarterly change in cash and cash on hand, (iii) material updates on the business, (iv) fundraising updates (any plans for next round, current round status, etc.), and (v) any notable press and news.


    How can I sell my securities in the future?

    Currently there is no market or liquidity for these securities. Right now Egeria does not plan to list these securities on a national exchange or another secondary market. At some point Egeria may choose to do so, but until then you should plan to hold your investment for a significant period of time before a “liquidation event” occurs. A “liquidation event” is when Egeria either lists their securities on an exchange, is acquired, or goes bankrupt.


    How do I keep track of this investment?

    You can return to SeedInvest at any time to view your portfolio of investments and obtain a summary statement. If invested under Regulation CF you may also receive periodic updates from the company about their business, in addition to monthly account statements.


    Other General Questions
    What is this page about?

    This is Egeria's fundraising profile page, where you can find information that may be helpful for you to make an investment decision in their company. The information on this page includes the company overview, team bios, and the risks and disclosures related to this investment opportunity. If the company runs a side by side offering that includes an offering under Regulation CF, you may also find a copy of the Egeria's Form C. The Form C includes important details about Egeria's fundraise that you should review before investing.


    How can I (or the company) cancel my investment under Regulation CF?

    For offerings made under Regulation CF, you may cancel your investment at any time up to 48 hours before a closing occurs or an earlier date set by the company. You will be sent a reminder notification approximately five days before the closing or set date giving you an opportunity to cancel your investment if you had not already done so. Once a closing occurs, and if you have not canceled your investment, you will receive an email notifying you that your securities have been issued. If you have already funded your investment, your funds will be promptly refunded to you upon cancellation. To cancel your investment, you may go to your account's portfolio page by clicking your profile icon in the top right corner.


    What if I change my mind about investing?

    If you invest under any other offering type, you may cancel your investment at any time, for any reason until a closing occurs. You will receive an email when the closing occurs and your securities have been issued. If you have already funded your investment and your funds are in escrow, your funds will be promptly refunded to you upon cancellation. To cancel your investment, please go to your account's portfolio page by clicking your profile icon in the top right corner.