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Share:

Reserve a spot in Smilelove

Direct-to-consumer affordable, convenient clear aligner treatments

  • $711,599Amount Reserved
  • $1.03Share Price
  • $50,000,000Pre-Money valuation

By making a reservation, you are requesting a spot to invest in Smilelove's upcoming offering. A reservation is non-binding and you may change the amount at any time.

Smilelove is accepting reservations for an Offering under Tier II of Regulation A. No money or other consideration is being solicited, and if sent in response, it will not be accepted. No sales of securities will be made or commitment to purchase accepted until qualification of the offering statement by the Securities and Exchange Commission (the "Commission") and approval of any other required government or regulatory agency. A reservation is non-binding and involves no obligation or commitment of any kind. No offer to buy securities can be accepted and no part of the purchase price can be received without an Offering Statement that has been qualified by the Commission. A copy of the Preliminary Offering Circular that forms a part of the Offering Statement may be obtained both here and below.


Company Highlights

  • Over 14,000 customers since inception in August 2017 with 566% YoY customer growth from 2018 to 2019
  • Achieved $14.3M in lifetime revenue (unaudited)
  • FDA cleared, with a 4.6/5 star rating from over 2,000 reviews
  • Royalty agreement in place for licensing in both Canada and Hong Kong
  • Gross margin of 69%, or $1,315, on each aligner

Fundraise Highlights

  • Total Round Size: US $15,000,000
  • Raise Description:  Series A
  • Minimum Investment:  US $1,000 per investor
  • Security Type:  Preferred Equity
  • Pre-Money Valuation:  US $50,000,000
  • Target Minimum Raise Amount:  US $2,000,000

No expensive appointment, no waiting rooms, no inflated costs. Smilelove offers an affordable, convenient, and cosmetically attractive alternative to traditional braces and Invisalign.


Problem

  • Approximately 90 million Americans are dissatisfied with their smile (American Association of Orthodontics)
  • Current teeth straightening treatments are costly and time-consuming, averaging $5,000 - $7,400 with frequent office  visits (Oral B)

Solution

We've straightened thousands of peoples' teeth for 65% less than the national average and without them ever needing to leave their house. With the at-home impression kit, our Dental Team can get all the information they need to create a digital preview of the patients' straight teeth and produce invisible aligners to accomplish the shown results. We mail the aligners to the patient's home.

Business Model / Traction

With the Online / Impression Kit Model we're adding about 300 new customers per week and growing. We'll continue to increase online sales while we add other channels such as our Scan Stands that go in high foot-traffic locations. We opened our first Scan Stand in November 2019, and so far, it's doing very well.

In the last 12 months we've accomplished a lot:

  • We grew our monthly revenue by about 940% to $1.37mm
  • Hired a VP of Customer Service Operations to help manage, develop, train our customer service team. That team has grown from 4 to 30 people
  • We hired a VP of Retail Development to help us get our Scan Stands into Big-Box Retail. He's extremely well connected, and we're in final conversations with our first Big-Box host
  • We significantly added to the talent and expertise of our Marketing Team

Roadmap

  • We're implementing a new process for the at-home Impression Kits which will increase overall conversion significantly
  • In 2020 we'll expand our Scan Stands into other high-traffic malls across the nation
  • We'll use the Smilelove Sprinter Van (Scan Van) to acquire new customers at events and at businesses

Pitch Deck

The Team

Founders and Officers

Dave's background is in Finance and Operations. He's been a CFO at multiple companies and is a master of execution. Dave is very analytical and excels at finding creative solutions to problems.

At Smilelove Dave oversees the finances, participates in all business strategy, owns the relationships with our manufactures, advises on Marketing key metrics and much more.

Dave grew up in Salt Lake City, graduated from the University of Utah in Accounting and Finance. He and his wife have 6 kids and he loves taking them all to the mountains to ski in the greatest snow on earth.

David Frazier

Founder

Dave's background is in Finance and Operations. He's been a CFO at multiple companies and is a master of execution. Dave is very analytical and excels at finding creative solutions to problems.

At Smilelove Dave oversees the finances, participates in all business strategy, owns the relationships with our manufactures, advises on Marketing key metrics and much more.

Dave grew up in Salt Lake City, graduated from the University of Utah in Accounting and Finance. He and his wife have 6 kids and he loves taking them all to the mountains to ski in the greatest snow on earth.

Spencer's background is in User Experience and Digital Product Design. He's a people person with a knack for earning trust which has been instrumental in building the teams at Smilelove. 

With a keen understanding of our customers' mindset, Spencer's responsibilities cover anything that affects the customer experience: branding/Marketing, Customer Service, Website. He's in charge of Operations and making sure all things run smoothly. Spencer participates in all discussions involving business strategy and partnerships.

Spencer grew up in Salt Lake City, and graduated from the University of Utah in Communications. He and his wife spend as much time as they can with their 2 girls (with another girl on the way) boating. 



Spencer Grider

Founder

Spencer's background is in User Experience and Digital Product Design. He's a people person with a knack for earning trust which has been instrumental in building the teams at Smilelove. 

With a keen understanding of our customers' mindset, Spencer's responsibilities cover anything that affects the customer experience: branding/Marketing, Customer Service, Website. He's in charge of Operations and making sure all things run smoothly. Spencer participates in all discussions involving business strategy and partnerships.

Spencer grew up in Salt Lake City, and graduated from the University of Utah in Communications. He and his wife spend as much time as they can with their 2 girls (with another girl on the way) boating. 



Key Team Members

BJ Tenney

Director of Engineering

Notable Advisors & Investors

Morgan Edwards

Advisor, Strategy and Finance

Dan Bischof

Advisor, Marketing Advisor

Chris Knudsen

Advisor, Marketing Advisor

Term Sheet

Fundraising Description

  • Round type:
    Series A

  • Round size:
    US $15,000,000

  • Minimum investment:
    US $1,000

  • Target Minimum:
    US $2,000,000
  • Key Terms

  • Security Type:
    Preferred Equity

  • Share price:
    US $1.03

  • Pre-money valuation:
    US $50,000,000

  • Option pool:
    10.0%

  • Liquidation preference:
    1.0x
  • Use of Proceeds

    Investor Perks

    • Free Teeth Whitening Kit for everyone who makes a reservation and subsequently converts
    • Investors of $5k or more will receive a Smilelove Swag Bundle (T-shirt, water bottle, towel)
    • Investors of $20k or more will receive the above plus a free Aligner Treatment
    • Investors of $50K or more will receive the above plus an office tour and dinner with the founders in Salt Lake City (accommodations and travel not included)
    • Investors of $100K or more will receive the above plus a 2-night ski trip to Snowbird Resort in Utah (airfare, hotel, and skiing for two included)

    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.

    Seed

  • Round Size
    US $700,000
  • Closed Date
    Nov 1, 2018
  • Security Type
    Convertible Note
  • Valuation Cap
    US $9,000,000
  • Market Landscape

    Market Size

    The orthodontic market is impressively large. According to the American Dental Association, there are over 90 million people in the US alone that are dissatisfied with their smile. By providing an orthodontic solution that is more affordable, and more convenient, people who never considered treatment before are now looking at Smilelove as an exciting new option.

    Target Market

    Our customers are about 60% women from ages 25-45. We primarily acquire customers online but have other acquisition strategies such as retail, employee benefits solutions, and insurance groups lined up as well.

    Competition

    Other competitors in the space are Smile Direct Club, and Candid Co. They're both well funded and also have great traction. We're well-positioned to learn from their mistakes and provide a better customer experience. We offer the lowest price without sacrificing quality. Our aligners are more transparent and more durable than theirs. Also, our aligners are hand-trimmed according to the customer's gum-line, which makes the aligner more comfortable and less noticeable.

    Costs

    On average it costs us between $400 and $500 to acquire a customer, and about $650 to produce the aligners and pay the orthodontists. Most often, our customers can get our treatment for $1895, which creates a margin of about 38% or $695.

    Risks and Disclosures

    The company has a very limited history. Smilelove was organized in May 2017. We are an early-stage company that is still ramping up its operations and sales. There is very little history upon which an evaluation of the company’s past performance and future prospects in the direct-to-consumer orthodontic treatment industry can be made. Unlike an investment in a mature business where there is a track record of revenue and income, investment in a start-up company like ours is very risky, highly speculative, and should not be made by anyone who cannot afford to lose their entire investment. Statistically, most start-up companies fail.

    Company’s valuation and forecasts for projected growth are aggressive and may overstate its viability. The company based its valuation and project growth 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. Unlike listed companies that are valued publicly through market-driven stock prices, the valuation of private start-up companies like ours is difficult to assess. Our expectations and projections may prove to be incorrect or inaccurate and you may risk overpaying for your investment.

    The company’s cash position is relatively weak and it has operated at a loss since inception. The company has $1,432,533 in cash balances as of June 30, 2019. The company has operated at a loss since inception, and these losses are likely to continue. The company’s net losses for 2018 and 2017 were $588,729 and $64,492, respectively. The company has incurred GAAP losses from inception of approximately $3,566,000. Under GAAP the company can not recognize full revenue until all the aligners are received by the customer. As of June 30, 2019, the company’s deferred revenue balance was 3,874,303. The deferred revenue accounts the delta between GAAP losses and capital needs. Until the company achieves profitability, it will have to seek other sources of capital in order to continue operations.

    The company operates in a business that is highly regulated. Orthodontic products and services like those provided by the company are regulated by the Department of Health and Human Services at the federal level and by state governments as well. The company’s ability to provide its products and services is, and will continue to be, affected by government regulations. The implementation of unfavorable regulations or unfavorable interpretations of existing regulations by courts or regulatory bodies could require the company to incur significant compliance costs, cause the development of the affected markets to become impractical, and otherwise have a material adverse effect on the business, results of operations and financial condition of the company. In addition, the company’s business strategy involves expansion into regions around the world, many of which have different legislation, regulatory environments, tax laws and levels of political stability. Compliance with foreign legal, regulatory or tax requirements will place demands on the management’s time and company’s resources.

    We operate in a highly competitive industry and some of our competitors have more resources than us. New entrants to the market, existing competitor actions, or other changes in market dynamics could adversely impact us. The level of competition in the direct-to-consumer orthodontic solutions industry is high. We also compete with established providers which deliver products and services through established relationships with orthodontists. Disruptive innovation by existing or new competitors could alter the competitive landscape in the future and require us to make timely and effective changes to our strategies and business model to compete effectively. As competition increases, a significant increase in general pricing pressures could occur, which could require us to re-evaluate our pricing structures to remain competitive.

    The company may not be able to limit competition from David Frazier or Spencer Grider, the founders. The company does not have employment agreements with these founders that specifically address ownership of any intellectual property created or developed by these employees in the course of their employment. Lack of such agreements may leave the company unprotected should these employees decide to leave and/or try to compete with the company’s business. There is no guarantee that an employment agreement will be entered into.

    The company depends on a small management team. The company depends on the skill and experience of David Frazier or Spencer Grider, the founders. The company has recently expanded its team and, in management’s belief, has brought on talented subordinate employees. However, if the company is not able to call upon the founders for any reason, its operations and development could be harmed. The company’s management has no prior experience as a Regulation A qualified company and may need to develop new processes and devote additional time towards compliance with corporate governance obligations and the Commission’s ongoing reporting requirements, which may detract from the management’s main business focus.

    The company is controlled by its officers and directors. The company’s officers and directors currently hold nearly all of the company’s voting stock, and at the conclusion of this offering will continue to hold a majority of the company’s common stock. Investors in this offering will not have the ability to control a vote by the shareholders or the board of directors.

    The company’s founders may increase their compensation after the offering, which may negatively affect the rate of growth of the company’s business. The company has not yet decided whether to increase management salaries, but it may be something the company does prior to profitability. High executive compensation results in a higher overall salary burn, which in turn shortens the runway for achieving desired traction and company milestones. High executive compensation can leave a negative impression with new or potential investors who may believe that conservatively compensated founders are more focused on driving towards the long-term success of the business. It may, therefore, negatively impact the ability of the company to raise funds or achieve its goals.

    Our auditor has included a “going concern” note in our financial statements. We may not have enough funds to sustain the business until it becomes profitable. Even if we raise funds through this offering, we may not accurately anticipate how quickly we may use the funds and if these funds will be sufficient to bring the business to profitability.

    The company’s expenses will significantly increase and we may not sell enough securities to raise sufficient funds to fulfill all of our plans. Although we estimate that the company has enough runway until the end of 2020, we will need additional funds to promote revenue growth, expand payroll, further develop and increase research and development, and fund other company operations after this offering. Even if the company sells all the securities it is offering now, it will likely need to raise more funds in the future, and may fail if it is unable to do so.

    Future fundraising may affect the rights of investors. In order to expand, the company is likely to raise funds again in the future, either by offerings of securities or through borrowing from banks or other sources. These fundraising activities may dilute the value of your investment and give other investors or creditors greater rights over the financial resources of the company.

    Our future success depends on our ability to maintain and continuously improve our quality management program. An inability to address a quality or safety issue in an effective and timely manner may cause negative publicity, a loss of customer confidence in us or our current or future products, which may result in the loss of sales and difficulty in successfully launching new products. In addition, a successful claim brought against us that is in excess of available insurance or that is not covered by indemnification agreements, or any claim that results in significant adverse publicity against us, could have an adverse effect on our business and our reputation.

    We depend on profitable royalty-bearing licenses of our technology for our revenues. If we are unable to maintain and generate such license agreements, we may not have the resources to identify new technology-based opportunities for future patents and inventions, and may not be able to sustain existing levels of revenue or increase our revenue. Our current or future license agreements may not provide the revenue needed to sustain our business. In some cases, other technology sources may compete against us as they seek to license and commercialize technologies. These and other strategies may reduce the number of technology sources and potential clients to whom we can market our services. Our inability to maintain current relationships and sources of technology or to secure new licensees, may have a material adverse effect on our business and results of operations.

    We may not be successful in obtaining patents or protecting our trademark. We are not currently protected from our competitors by patents. Moreover, any patents issued to us may be challenged, invalidated, found unenforceable or circumvented in the future. Any intellectual property enforcement efforts the company seeks to undertake, including litigation, could be time-consuming and expensive and could divert management’s attention from business operations.

    The company depends on one primary product. The company’s primary product is the direct-to-consumer clear aligner. Although it is developing other products, the company’s survival in the near term depends upon being able to sell these aligners to a sufficient number of customers to make a profit. The company’s current customer base is still small and the company will only succeed if it can attract more customers for its primary product.

    The company currently utilizes a single third-party manufacturer. We rely on third-party manufacturers for design, molding, and manufacturing of our primary product. We are often approached by other manufacturers with whom we may establish manufacturing relationships in the future. We have entered into an arrangement with a second manufacturer to serve as our backup manufacturer and are in discussions with other manufacturers who would be able to make our product as well. The management believes it could easily transfer our manufacturing to another manufacturer. However, the unanticipated loss of the company’s current manufacturer could have an adverse effect on the company’s operations and ability to deliver our products to customers.

    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.

    Smilelove's Preliminary Offering Circular

    The offering circular is the legal document filed with the SEC for a Regulation A offering and provides facts that an investor needs to make an informed investment decision. The offering circular includes an overview of company and company's business, historical financials and capitalization, and key risk factors.

    Download Smilelove's  Preliminary Offering Circular here.

    Frequently Asked Questions

    About Reg A Offerings
    What does it mean that the SEC has qualified this offering?

    "The SEC has qualified this offering" means the SEC has permitted Smilelove to offer for sale the securities described in the Offering Circular to investors such as you. The SEC is not judging the merits, accuracy, or completeness of the offering and information in the Offering Circular.


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


    What is the difference between preferred equity and a convertible note?

    Preferred equity is usually issued to outside investors and carries rights and conditions that are different from that of common stock. For example, preferred equity may include rights that prevent or minimize the effects of dilution or grants special privileges in situations when the company is sold.

    A convertible note is a unique form of debt that converts into equity, usually in conjunction with a future financing round. The investor effectively loans money to a startup with the expectation that they will receive equity in the company in the future at a discounted price per share when the company raises its next round of financing.

    To learn more about startup investment types check out “How to Choose a Startup Investment” in our academy.


    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)

    What if I change my mind about investing?

    Until a closing occurs, you may cancel your investment at any time, for any reason. 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 portfolio page by clicking your profile icon in the top right corner.


    After My Investment
    How can I sell my securities in the future?

    Currently there is no market or liquidity for these securities. Right now Smilelove does not plan to list these securities on a national exchange or another secondary market. At some point Smilelove 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 Smilelove 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.


    Other General Questions
    What is this page about?

    This is Smilelove'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. You will also find a copy of the Smilelove's Offering Circular, which has been qualified by the SEC. The Offering Circular includes important details about Smilelove's fundraise that you should review before investing.


    What are the risks of this investment?

    This investment is highly speculative and should not be made by anyone who cannot afford to risk the entire investment amount. In addition to these risks, you should carefully consider the specific information and risks disclosed in Smilelove’s profile and Offering Circular.