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Invest in Locai Solutions

AI-powered platform providing  end-to-end solutions for grocers

  • $577,325Amount raised
  • $1,000Minimum
  • $6,500,000Pre-Money valuation

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

Locai Solutions 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 Locai Solutions 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

  • Co-founders are successful entrepreneurs with 20+ years of executive experience in operating roles at companies such as Peapod and Freshdirect
  • Raised $2.2mm to date including a strategic investment from Burris Logistics, a food logistics provider with clients such as BJ's
  • Achieved significant market penetration including the launch of Angelo Caputo's Fresh Markets in Chicago, which has been able to increase their average order size from $117 to $141 with locai (comparing May and Feb. 2019 numbers)
  • CookIt, locai's AI power meal planning application, is expected to launch in September with ShopRite, a major regional retailer in the New York Metro Area
  • We developed the operational strategy for Lowes Foods, a regional mid-Atlantic grocer with 70+ stores, and expect to roll out their first dedicated dark store fulfillment center utilizing locai's PowerPick fulfillment application in 2020

Fundraise Highlights

  • Total Amount Raised: US $577,325
  • Total Round Size: US $2,000,000
  • Raise Description:  Seed
  • Minimum Investment:  US $1,000 per investor
  • Security Type:  Preferred Equity
  • Pre-Money Valuation:  US $6,500,000
  • Offering Type:   Side by Side Offering

locai: Redefining digital grocery by providing grocers with a suite of applications with personalization at its core powered by proprietary AI. Through its personalization engine, locai enables grocers to engage their shoppers and maximize their revenue.


With online grocery shopping projected to grow from 5.1% of the market today to 16.7% by 2023, grocers will see the relationships with their customers put to the test. They need digital solutions that can engender customer loyalty and scale. Without the loyalty of their customers, behemoths like Walmart and Amazon will dominate this market. To date, the online solutions grocers have had available to them are often inflexible and lack the innovative digital features customers are demanding.

At locai, we’re restoring this connection between grocers and shoppers by providing an end-to-end digital commerce platform that has personalization at its core. Through personalization, grocers help their shoppers feel known online as well as in-store. Our CookIt meal planner provides personalized recipe recommendations that can be shopped in 1-click, giving shoppers even greater convenience. Our Searchandising engine enables digital shelves to be personalized, allowing grocers to present products shoppers want. The store shelf becomes a dynamic connection point between the grocer and their shoppers. These digital shelves can also be configured to maximize the grocer’s ad revenue through paid placement.

locai couples this front-end capability with PowerPick, its Fulfillment Management System. Today, most online order fulfillment is done in-store. This approach negatively impacts shoppers with aisle congestion and impedes staff productivity. Grocers are also unable to properly manage stock, resulting in out of stocks, lost sales, and dissatisfied customers. These issues will only grow as online grocery grows. Unlike our competitors, the locai PowerPick Fulfillment Management System supports multi-point fulfillment, from stores to warerooms and dark stores and any combination thereof. With PowerPick’s, grocers can scale their operations profitably.

Product & Service

locai provides grocers with an end-to-end solution that scales with their digital grocery needs in an ever-evolving digital market. From its front-end Digital Commerce platform; to its back-end fulfillment system, locai optimizes customer engagement as well as maximizes profitability and reduces out-of-stocks through the use of proprietary AI and machine learning technology.

The locai platform was developed with personalization at its core to optimize the customer experience with applications such CookIt. As a meal planning solution, CookIt is the ultimate in convenience and has been proven to increase basket size, customer engagement, and loyalty. Powered by AI, CookIt maps any recipe to a grocer’s catalog. CookIt makes personalized recipe recommendations based on numerous data sources such as past purchase history, dietary and cuisine preferences, as well as items in a customer’s basket. Shoppers just click on a recipe and their cart is automatically populated with all the needed ingredients. CookIt also takes into account pricing, serving sizes, and product quantities to minimize food waste.

locai’s Searchandising engine is a personalized search-based approach to merchandising that enables items to be organized by terms such as “sandwich staples” or “healthy snacks”, creating a shopping experience with context. Our Searchandising engine enables the grocer to build digital shelves that are personalized based on customer preferences and purchase history and can be configured for weekly sales, seasonal items, or other contextual terms. They can also be configured to maximize the grocer’s ad revenue through paid placements creating an additional revenue stream. Searchandising turns the store shelf into a dynamic connection point between the grocer and their shoppers.

locai’s Endless Aisles provides grocers with a way to increase the number of items they offer online without adding any additional carrying costs. Through locai’s network of drop ship partnerships, grocers can select the additional items they’d like to offer their customers, set pricing, and participate in the increased revenue. Shoppers enjoy a single checkout across all these items (including items that are in-store or carried by a third party) which increases customer convenience and satisfaction.

CookIt, Searchandising, and Endless Aisles are core features of the locai Digital Commerce platform but can also be easily integrated into any eCommerce platform via locai’s APIs and/or javascript modals. Both CookIt and Endless Aisles are also available as microsites that can customized to the grocer’s brand.

locai couples its front-end capabilities with PowerPick, a Fulfillment Management System integrated with our proprietary Order Management System (OMS). Today, most online order fulfillment is done in-store. In-store fulfillment is already failing to scale with online volume due to aisle congestion that impedes both shoppers and staff productivity. Grocers are also unable to properly manage stock, resulting in out of stocks, lost sales, and dissatisfied customers. These issues will only grow exponentially as the online grocery market grows. Unlike our competitors’ services, the locai OMS combined with PowerPick supports multi-point order fulfillment from in-store, to warerooms, dark stores, and robotic fulfillment centers or any combination thereof.

All of locai’s applications are built on a cloud native microservices architecture enabling locai to easily scale with the grocer’s needs as well as innovate faster and with more flexibility and efficiency. The locai platform can also plug and play by seamlessly with other best-in-class technologies based each grocer’s specific business needs.

Media Mentions

The Team

Founders and Officers

Mike Demko

CEO & Founder

Mike Demko is locai Solutions founder and CEO. He’s a results-driven executive with 20+ years of success across eGrocery, eCommerce, and digital technology industries. He has grown companies via a data driven, hands on approach. Prior to starting locai, Mike held leadership positions at companies including Door to Door Organics, Ask.com, FreshDirect, and Priceline. His broad areas of expertise include operations, marketing, product development, financial planning, turnaround management, and M&A. He holds a BS and MS in Engineering from Princeton University and an MBA from The Wharton School. Mike also served as an Officer in the U.S. Army. 

Mike Demko

CEO & Founder

Mike Demko is locai Solutions founder and CEO. He’s a results-driven executive with 20+ years of success across eGrocery, eCommerce, and digital technology industries. He has grown companies via a data driven, hands on approach. Prior to starting locai, Mike held leadership positions at companies including Door to Door Organics, Ask.com, FreshDirect, and Priceline. His broad areas of expertise include operations, marketing, product development, financial planning, turnaround management, and M&A. He holds a BS and MS in Engineering from Princeton University and an MBA from The Wharton School. Mike also served as an Officer in the U.S. Army. 

Scott DeGraeve is locai’s co-founder and COO and is an experienced practitioner in the online grocery space. He has 20+ years of hands-on experience in eGrocery and continues to be one of the thought leaders in the development of this channel. Scott founded one of the first online grocery companies at the genesis of the industry, and after several years of rapid growth, sold the company to Peapod. He spent 15 years on the executive team at Peapod and was instrumental in Peapod evolving to its leading position in online grocery

Scott DeGraeve

COO

Scott DeGraeve is locai’s co-founder and COO and is an experienced practitioner in the online grocery space. He has 20+ years of hands-on experience in eGrocery and continues to be one of the thought leaders in the development of this channel. Scott founded one of the first online grocery companies at the genesis of the industry, and after several years of rapid growth, sold the company to Peapod. He spent 15 years on the executive team at Peapod and was instrumental in Peapod evolving to its leading position in online grocery

Kit Demko

SVP Business Development & GC

Kit Demko is locai’s co-founder, General Counsel and SVP of Business Development. She has 20+ years of leadership in technology. Kit began her career doing international Mergers & Acquisitions, then went in-house as the Corporate Counsel for a public semiconductor company. She ultimately founded a Corporate law firm in NYC focusing on the legal and business development needs of start-ups in the tech sector.

Kit Demko

SVP Business Development & GC

Kit Demko is locai’s co-founder, General Counsel and SVP of Business Development. She has 20+ years of leadership in technology. Kit began her career doing international Mergers & Acquisitions, then went in-house as the Corporate Counsel for a public semiconductor company. She ultimately founded a Corporate law firm in NYC focusing on the legal and business development needs of start-ups in the tech sector.

Key Team Members

Tom Deryckere

VP Technology

Ben Warden

Senior Product Manager

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 $2,000,000

  • Raised to date:
    US $577,325
    US $42,325 (under Reg CF only)

  • Minimum investment:
    US $1,000

  • Target Minimum:
    US $250,000
  • Key Terms

  • Security Type:
    Preferred Equity

  • Share price:
    US $0.2582

  • Pre-money valuation:
    US $6,500,000

  • Option pool:
    4.56%

  • Is participating?:
    False

  • Liquidation preference:
    1.0x
  • Additional Terms

  • Custody of Shares

    Investors who invest $100,000 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.


  • Investment Proxy Agreement

    All non-Major Purchasers will be subject to an Investment Proxy Agreement (“IPA”). The IPA will authorize an investment Manager to act as representative for each non-Major Purchaser and take certain actions for their benefit and on their behalf. Please see a copy of the IPA included with Company's offering materials for additional details.


  • Closing conditions:
    While Locai Solutions has set an overall target minimum of US $250,000 for the round, Locai Solutions 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 Locai Solutions's Form C.

  • Regulation CF cap:
    While Locai Solutions is offering up to US $2,000,000 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

    Prior Rounds

    The graph below illustrates the valuation cap or the pre-money valuation of Locai Solutions's prior rounds by year.


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

    Pre-Seed

  • Round Size
    US $2,150,000
  • Closed Date
    Jun 30, 2019
  • Security Type
    Convertible Note
  • Valuation Cap
    US $5,500,000
  • Market Landscape

    Online Grocery Market Forecast

    source: Business Insider


    The online grocery market is forecast to be $36.2B in 2019 and estimated to grow to $117B by 2023. locai provides digital solutions to this market and our target retailers (small to midsize retailers) represent approximately 40% of this market.

    Our SaaS fee structures (and our competitors) are on a tiered rate card that are performance based on the volume of online retail sales through our platform. As a percent of total retail sales, our SaaS fees are approximately 1.5%. Therefore the size of our target market is 1.5% of 40% of $36.2B or $220MM in 2019 growing to $700MM by 2023.

    In addition, the company’s technology as applicability to digitally savvy in-store shoppers as well as CPG companies looking to market to our clients end customers. Those two markets represent another $750MM and $1.25B market opportunities respectively by 2023.

    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 plasma infusion 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 end of year, they will be ramping up cash burn to promote revenue growth, re-initiate payroll, 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 does not currently hold any intellectual property and they may not be able to obtain such intellectual property. Their ability to obtain protection for their intellectual property (whether through patent, trademark, copyright, or other IP right) is uncertain due to a number of factors, including that the Company may not have been the first to make the inventions. The Company has not conducted any formal analysis of the “prior art” in their technology, and the existence of any such prior art would bring the novelty of their technologies into question and could cause the pending patent applications to be rejected. Further, changes in U.S. and foreign intellectual property law may also impact their ability to successfully prosecute their IP applications. For example, the United States Congress and other foreign legislative bodies may amend their respective IP laws in a manner that makes obtaining IP more difficult or costly. Courts may also render decisions that alter the application of IP laws and detrimentally affect their ability to obtain such protection. Even if the Company is able to successfully register IP, this intellectual property may not provide meaningful protection or commercial advantage. Such IP may not be broad enough to prevent others from developing technologies that are similar or that achieve similar results to theirs. It is also possible that the intellectual property rights of others will bar the Company from licensing their technology and bar them or their customer licensees from exploiting any patents that issue from the pending applications. Finally, in addition to those who may claim priority, any patents that issue from the patent applications may also be challenged by competitors on the basis that they are otherwise invalid or unenforceable.

    The Company’s sales cycle is long and may be unpredictable, which can result in variability of its financial performance. Additionally, long sales cycles may require the Company to incur high sales and marketing expenses with no assurance that a sale will result, which could adversely affect its profitability. The Company’s results of operations may fluctuate, in part, because of the resource-intensive nature of its sales efforts and the length and variability of the sales cycle. A sales cycle is the period between initial contact with a prospective customer and any sale of its SaaS applications. The sales process involves educating customers about the Company’s SaaS applications, participating in extended SaaS applications evaluations and configuring the SaaS applications to customer-specific needs. The length of the sales cycle, from initial contact with a customer to the execution of a purchase order, is generally 6 to 24 months. During the sales cycle, the Company may expend significant time and resources on sales and marketing activities or make other expenditures, all of which lower its operating margins, particularly if no sale occurs or if the sale is delayed as a result of extended qualification processes or delays. It is difficult to predict when, or even if, it will make a sale to a potential customer or if the Company can increase sales to existing customers. As a result, the Company may not recognize revenue from sales efforts for extended periods of time, or at all. The loss or delay of one or more large transactions in a quarter could impact its results of operations for that quarter and any future quarters for which revenue from that transaction is lost or delayed.

    Failure to obtain new clients or renew client contracts 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.

    Further, failure to renew client contracts on favorable terms could adversely affect the Company's business. The Company's contracts with clients generally run for several years and include liquidated damage provisions that provide for early termination fees. Terms are generally renegotiated prior to the end of a contract’s term. If they are not successful in achieving a high rate of contract renewals on favorable terms, their business and results of operations could be adversely affected.

    Industry consolidation may result in increased competition, which could result in a loss of customers or a reduction in revenue. Some of the Company's competitors have made or may make acquisitions or may enter into partnerships or other strategic relationships to offer more comprehensive services or achieve greater economies of scale. In addition, new entrants not currently considered to be competitors may enter the Company's market through acquisitions, partnerships or strategic relationships. The Company expects these trends to continue as competitors attempt to strengthen or maintain their market positions. Potential entrants may have competitive advantages over the Company's operations, such as greater name recognition, longer operating histories, more varied services and larger marketing budgets, as well as greater financial, technical and other resources. Competitors that expand or vertically integrate their business may create more compelling service offerings, may offer greater pricing flexibility, or may engage in business practices that make it more difficult to compete effectively, including on the basis of price, sales and marketing programs, technology or service functionality. These pressures could result in a substantial loss of customers or a reduction in revenue.

    The Company’s business model is capital intensive. The amount of capital the Company is attempting to raise in this Offering is not enough to sustain the Company’s current business plan. In order to achieve near and long-term goals, the Company will need to procure funds in addition to the amount raised in the Offering. There is no guarantee the Company will be able to raise such funds on acceptable terms or at all. If the Company is not able to raise sufficient capital in the future, then it will not be able to execute its business plan, its continued operations will be in jeopardy and it may be forced to cease operations and sell or otherwise transfer all or substantially all of its remaining assets, which could cause a Purchaser to lose all or a portion of his or her investment. 

    The reviewing CPA has included a “going concern” note in the reviewed financials. The Company has incurred losses from inception totaling $962,110 which, among other factors, raises substantial doubt about the Company's ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent upon management's plans to raise additional capital from the issuance of debt or the sale of stock, its ability to commence profitable sales of its flagship product, and its ability to generate positive operational cash flow. The accompanying financial statements do not include any adjustments that might be required should the Company be unable to continue as a going concern

    The Company has conducted related party transactions. During the year ended December 31, 2018, a shareholder of the Company advanced funds for operations. These advances are non‐interest bearing. At December 31, 2018, the amount of advances outstanding is $38,886 and is recorded under ‘Advances – related party’ on the balance sheet. During the year ended December 31, 2018, a shareholder agreed to defer a portion of their salary until some future event. At December 31, 2018, the deferred compensation outstanding in the amount of $65,906 is recorded under ‘Deferred Compensation’ on the balance sheet. During the year ended December 31, 2018, the Company issued a convertible note to a shareholder. At December 31, 2018, the amount of the convertible note is $250,000, and is recorded under ‘Related party Convertible Notes. During the year ended December 31, 2018 the Company issued convertible notes to a relative of a shareholder and officer of the Company. At December 31, 2018, the total amount of the convertible notes is $1,100,000, and is recorded under ‘Related party Convertible Notes."

    The Company’s founders, Michael Demko and Kit Demko, are married. This could introduce unique risks, given the idiosyncrasies of interpersonal relationships. Interpersonal issues such as divorce or severe disruption in a familial relationship could disrupt the day-to-day operation of the business, and could negatively impact the financial position of the Company.

    The Total Amount Raised, as reflected on the SeedInvest platform, may be partially comprised of investments from the Company’s management or affiliates. Such investments are not being counted towards the escrow minimum. If the sum of the investment commitments does not equal or exceed the escrow minimum at the offering end date, no securities will be sold in the offering, investment commitments will be cancelled, and committed funds will be returned. As a result, the Total Amount Raised may not be reflective of the Company's ability to conduct a closing.

    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.

    Locai Solutions'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 Locai Solutions'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 Locai Solutions
    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 Locai Solutions. Once Locai Solutions accepts your investment, and certain regulatory procedures are completed, your money will be transferred from the escrow account to Locai Solutions in exchange for your securities. At that point, you will be a proud owner in Locai Solutions.


    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, Locai Solutions 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 Locai Solutions does not plan to list these securities on a national exchange or another secondary market. At some point Locai Solutions 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 Locai Solutions 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 Locai Solutions'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 Locai Solutions's Form C. The Form C includes important details about Locai Solutions'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.