Min/Max: $250 / $100,000

VanMile helps make delivery for large items more affordable and convenient. Our vetted drivers are connected directly with customers who get instant and accurate quotes online without the need to call. Customers can manage everything from their phones, including payment and scheduling as well as tracking their delivery in real-time. We aim to make moving and delivering anything on-demand available to everyone across the US.

Why you may want to invest in us…

- We’re in a $20+billion growing industry; $8+ billion in Delivery alone

- 90% of the market in this space is untapped

- To date, we serve 10+ major geographic areas across the US

- The Compounded Annual Growth Rate from 2016 to 2018 was 101%

- In 2018, VanMile launched a B2B strategy, driving revenue growth in 2019

- 2019 second Quarter revenue was $263,000

- 2019 growth is already 3x 2018

- Projected 2020 revenue is 5x 2018

- 6,000+ users served since September 2015

1556583660 mikewang
Xinguo Mike Wang, CEO

Current Fundraise Summary

Investment Perks

Financials

This is an overview of the previous and planned financings of the business, including the capital needs the business is looking to cover in the current financing.

Funding Uses for Target Raise ($105 k)

Hiring
$42,000
Description Providing base salary to a couple of existing sales representative resources. They help build relationship with existing B2B as well as create market awareness for B2C. Hire an Operational Customer Service Support for Drivers and End Users. It's planned that $12K of the salary will come from the raise and the rest from company operations.
Timing 12 monthly payments beginning when investments close.
Start Up/Development
$40,000
Description User Experience (UX) and functionality updates to the VanMile app for Droid and iOS. We have an app dev company we’ve worked with who can make these improvements for this amount. Some contingency is factored.
Timing 4 monthly payments beginning when investments close.
Marketing/Sales
$16,000
Description Social media ad spend for B2C strategy. The plan is to spend this once the app dev complete.
Timing 8 monthly payments beginning 4 months after investments close.
Other
$7,275
Description Broker Dealer fees (5% of total raise) and other filing costs
Timing A one-time payment when investments close.

Remaining funding uses include Localstake Marketplace fees. See offering materials for full details.

$327,670 from Other Financings

Friends & Family (Equity)
$20,000
Source Friends & Family
Structure Equity
Date Closed September 6, 2019
Friends & Family (Equity)
$8,000
Source Friends & Family
Structure Equity
Date Closed November 1, 2018
Friends & Family (Equity)
$500
Source Friends & Family
Structure Equity
Date Closed September 1, 2018
Founders (Debt)
$50,000
Source Founders
Structure Debt
Date Closed June 30, 2018
Friends & Family (Equity)
$50,000
Source Friends & Family
Structure Equity
Date Closed May 28, 2018
Friends & Family (Equity)
$3,000
Source Friends & Family
Structure Equity
Date Closed May 14, 2018
Founders (Member contributions)
$53,990
Source Founders
Structure Member contributions
Date Closed October 1, 2017
Founders (Member Contributions)
$9,050
Source Founders
Structure Member Contributions
Date Closed October 1, 2017
Bank (Debt)
$20,000
Source Bank
Structure Debt
Date Closed January 1, 2017
Bank (Debt)
$30,000
Source Bank
Structure Debt
Date Closed January 1, 2017
Bank (Debt)
$45,130
Source Bank
Structure Debt
Date Closed January 1, 2017
Bank (Debt)
$9,000
Source Bank
Structure Debt
Date Closed January 1, 2016
Founders (Equity)
$29,000
Source Founders
Structure Equity
Date Closed October 1, 2015

Financial projections are subject to certain risks of the business and may not be achieved. Projections only contemplate projected cash flows, are unaudited and may not be formulated in accordance with US Generally Accepted Accounting Principles. Consult the investment materials for more information on business specific risks and a discussion of the key risks that may impede the achievement of the revenue forecasts presented. There is no guarantee that an investment may achieve any level of return. Review our Risks of Investing before making an investment decision.

Current financial condition of the Company

VanMile has spent the last 2 plus years developing its program, technology, and processes. With sales of $286K and $338K in 2017 and 2018 respectively, we have been able to understand our supply chain, the technology, delivery process, and most important, our customers.

With that learning, VanMile stepped up its sales in early 2019, with great success. We signed partnership agreements with two major retailers and have seen the fruits of those efforts come to fruition, starting Q2 of this year.

Our sales for the 2nd quarter were just over $263K, which puts at an annual run rate of more than $1.05 million. With additional service contracts in the pipeline, we expect sales to hit $1.2 million for full year 2019, and $3 million for full-year 2020. We also expect to see improvements in our gross margins.

This campaign is intended to raise $105,275, which will be used to fill some immediate needs and will serve as a bridge to an anticipated larger capital round. The $105,275 will allow us to expand our marketing and social media reach, make 2 key hires, and upgrade our technology to accommodate the new contracts we have already signed and the contracts we anticipate signing this year.

In order to grow the company across the nation over the next 18 months, we anticipate we may need to raise upwards of $500K or more to provide necessary capital for planned capital expenditures not covered under the Offering. We expect to begin this growth in Q4 of 2019. If the Company is unable to close the additional financing on the terms and the timeline that is currently anticipated, the Company's financial and operational results may be adversely affected, and if the Company is left without sufficient capital, Investors could lose all, or a significant portion of, their investment.

Documentation

Pitch Deck

Q&A

Provide us with some background on your products and services.

VanMile was conceived when its Founder and CEO, Mike Wang, purchased a new mattress and discovered that having it delivered was both unreasonably expensive and inconvenient.  Mike realized there was an opportunity to provide an Uber-like experience for moving and delivering large items. 

 

In 2015, VanMile launched its B2C service to provide moving and delivery services directly to consumers.  The company developed a smartphone app, with an integrated scheduling, payment, and tracking platform. 

 

In 2018, the VanMile team realized there was another opportunity to provide similar cost-effective and easy-to-use delivery services for retailers, auction houses, logistics and trucking companies, and storage and container companies.  VanMile has quickly built a fast-growing B2B product line, to complement and augment its B2C platform.  

Related Links
What is your product development timeline?

VanMile released its initial app in October 2015. Originally launched as a B2C service, the company continued to refine its platform, with updated releases approximately every two months.  VanMile intends to use a portion of this capital raise to upgrade the B2C app, based on customer and user feedback.  

In 2018, VanMile launched a B2B version of its service, which has led to significant revenue growth in 2019

What is your production process?

VanMile created its smartphone app to connect customers and drivers with a fully integrated notification, automated payment, and GPS tracking system to create an easy-to-use interface between customers and drivers. The entire process, from booking, pick-up, delivery, payment, and communication are executed in the app.

Because VanMile built a dense driver network and a powerful search function, we enable customers to locate the right driver on-demand. VanMile’s integrated GPS tracking allows customers to track their delivery in real time, eliminating the wait time of long delivery windows.

Provide us with some background on your products and services.

The VanMile technology platform provides on-demand moving and delivery for consumers and VanMile’s business clients.  Designed as a smartphone app, for Android and iOS devices, the platform connects delivery trucks, drivers, and helpers with both individuals and corporate partners, who need to move or deliver large items. VanMile’s app gives customers instant and accurate delivery quotes online, and payment and scheduling are automated so customers can manage the entire move or delivery from their phones.

The VanMile platform creates a frictionless, cost-effective experience with reduced lead times for large-item moving and delivery services.

Who are your target customers?

VanMile has both a B2B and B2C model which supports the $20B moving and delivery combined market.  The Delivery segment of the industry is over $8B alone. Online shopping and increasing consumer desire to have items shipped directly to them is aiding growing demand.

Our technology is helping to transform traditional moving and delivery industry aligned with a growing shared economy.  

  • B2B and B2C customers and drivers benefit by booking scheduled moving and delivery times on demand
  • Potential drivers can apply to be VanMile drivers directly through the app?  After background screening and online training, they are approved.
  • All drivers are rated on the app providing customers transparency on who's serving their moving and delivery needs before drivers arrive. 
Do you have current customers?

We have over 6000 B2C users and several large B2B recognizable brands.

  • 2015 through a majority of 2018, B2B customers were around <30% of VanMile's revenue with the exception of 2017 (<50%)
  • In late 2018, our management team shifted the strategy to expand B2B.

The Strategy Worked

We signed partnership agreements with two major retailers and have seen the fruits of those efforts come to fruition, starting Q2 of this year.

  • 85% of VanMile's Revenue from Jan - Jun 2019 are B2B customers
  • Even with great B2B traction, part of the current raise aims to help VanMile build its B2C user base.

 

What is your current customer pipeline?

Our B2B customers & pipeline include

  • A major logistics trucking company
  • Large well-known furniture retailers
  • A national storage and container company
  • A national auction company
  • Pipeline
    • Expansion within existing B2B partners (only currently fulfilling about 5% on average of our current B2B partners' needs) - Our existing B2B partners have stated they want VanMile to fulfill additional delivery needs.
    • Other B2B partners within the current customer industries we serve

Our B2C Users & Pipeline is fueled by the following

  • Ongoing existing customer engagement in 10 markets who can refer VanMile to other individuals our app can serve
Who are your competitors?

Since 2014, several companies with similar offerings and similar technologies have entered the market.  GoShare, Lugg, Dolly, Bunjii, Buddytruk, and PickUpNow provide some form of on-demand delivery and moving service.  VanMile tracks and benchmarks these competitors and believes we have a distinct competitive advantage with our dual B2B and B2C model.

What market(s) are you in?

VanMile provides B2C services in six markets:

  • Charlotte NC
  • Atlanta GA
  • Raleigh NC
  • Nashville TN
  • DFW Metroplex TX
  • Washington, DC (including MD and VA)

VanMile also serves several markets with its B2B service:

  • Chicago, IL
  • Orange County, CA
  • Tampa, FL

 

What is your competitive advantage?

Currently, most delivery services are small businesses with 2-3 trucks and unstable work forces.  They lack the resources to implement the cost and time-saving technology VanMile has developed.  These other companies cannot scale their service to meet demand spikes.

 

VanMile has built a dense network of 1000+ drivers, operating several trucks and helpers, which means VanMile can meet customer need on demand, at lower costs and faster delivery times.  

 

Unlike most competitors, VanMile offers both a B2B and B2C service.  Our integrated strategy allows VanMile to meet customers’ needs at both ends of the delivery cycle – when they are purchasing a large item from one of our corporate partners and when they need to secure delivery on their own.  To our knowledge, none of our competitors are pursuing this integrated model. 

How do you sell your product or service?

B2B sales from direct referrals and cold calling result in ongoing contracts.

B2C sales are generated through on-demand scheduling directly through VanMile's app.  

How do you market your product or service?

We leverage a multi-channel digital and offline approach for marketing to drive B2B and B2C growth.  

  1. Direct Referrals from other satisfied B2B partners
  2. Cold calling on potential B2B partners (we're hiring to expand these efforts which have fueled growth in 2019).
  3. Digital Marketing: Inbound/Outbound Marketing, Multi-channel Social Media Engagement, IP Targeting, E-mail Marketing
  4. Online/ Offline: Classified Adds - Craigslist, Angie's List, LetGo, OfferUp, NextDoor, Local Market Publications, College Campus Ambassadors
What is the composition of your current team?

VanMile's current team consists of the following roles:

  • Executive Leadership & Advisory
    • CEO
    • VP of Business Development
    • COO (Looking to fill)
    • 2 Business Advisors (Looking to add 1 more before 2019 year-end)
  • 3 Support & Logistics Coordination team members
  • 1000+ Drivers
  • 30 additional full time Helpers who work with the Drivers

 

Provide detail on your hiring plans

Aligned with 2019's growth rate, we plan to onboard a B2B sales rep and Driver Recruiting Associate.

To drive growth aligned with 2020's projections, we anticipate the need to on-board the following roles:

  • 2 Sales Reps to develop markets through new B2B customers.
  • An Operations Director or COO to oversee quality and efficiency goals for customers and drivers.
  • Customer support to support operation between customer and driver.
  • Developer to enhance App feature and user experience.

Currently, we are actively seeking candidates for the executive leadership and advisory teams in order to position VanMile for projected 10x + growth over 2019's annualized run-rate projections. 

Team

1556583660 mikewang

Xinguo Mike Wang

Cofounder

A Bioinformatics graduate from University of Wisconsin Madison

Strong entrepreneurial drive and leadership skills with an ability to motivate teams to deliver excellent results.

Over 10 years of experience in technology sectors

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Larry D Foster

Cofounder

Sales, marketing and business development leader with a mix of strategic skill sets.

Over 25 years in marketing strategy, execution and analytics through multiple data driven channels including digital, commercial print, event, social and media.

Strong focus on brand development, critical mass awareness and creating conversation that initiates engagement through marketing channels.

Lead executive level business development efforts within SaaS and MaaS platforms to Fortune 500 Operations, Identifying Value add opportunities that increase top line revenue and profitability.

1562337150 zhong

Zhong Nick Ren

Cofounder

A computer science graduate from UNCC, technology development, cloud architecture and high throughput data analysis

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Chris Amazeen

Advisor
1567685733 anthony

Anthony Rotoli

Advisor
Missing

Jacqueline Roth

Advisor
1567095503 innovate capital law

Founder, Innovate Capital Law

Service Provider

Legal Counsel

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LB&J Certified Public Accountants

Service Provider

Accountant service

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CrowdfundNC

Service Provider

Investment Crowdfunding Campaign Consultant and Advisor

About VanMile

Entity VanMile, LLC
Entity Type LLC
State Organized North Carolina
Founded November 2015
Employees 3
Social Media
Website
Documentation

Headquarters

Company Updates

This business has no updates at this time. Check back soon!

Discussion

Topic Last activity

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Risks & Disclosures

Limited operating history

The Company was founded in November 2015, is an early stage company with limited operating history upon which to evaluate its business and has generated limited revenues to date. The Company is not currently profitable. Although management of the Company currently anticipates that its business strategy will be successful, the Company may not be able to achieve the revenue growth in the coming years necessary to achieve profitability. The Company's prospects also must be considered in light of the risks and difficulties frequently encountered by early stage companies in today's business environment. The Company may not be successful in addressing these risks, and the business strategy may not be successful.

Unpredictability of future revenues; Potential fluctuation in operating results

Because the Company has limited operating history, the ability to forecast revenues is limited. The Company's future financial performance and operating results may vary significantly from projected amounts and fluctuate substantially from quarter to quarter due to a number of factors, many of which are likely to be outside of the Company's control. These factors, each of which could adversely affect results of operations and future valuation, include:

• demand for the Company's products and services;

• introduction or enhancement of products and services by the Company and its competitors;

• actual capital expenditures required to bring the Company's products and services to market;

• market acceptance of new products and services of the Company and its competitors;

• price reductions by the Company or its competitors or changes in how products and services are priced;

• the Company's ability to attract, train and retain qualified personnel;

• the amount and timing of operating costs and capital expenditures related to the development and expansion of the Company's business, operations and infrastructure;

• unexpected costs and delays relating to the expansion of operations;

• change in federal or state laws and regulations;

• timing and number of strategic relationships that are established;

• loss of key business partners; and

• fluctuations in general economic conditions.

The projections of the Company's future operating costs are based upon assumptions as to future events and conditions, which the Company believes to be reasonable, but which are inherently uncertain and unpredictable. The Company's assumptions may prove to be incomplete or incorrect, and unanticipated events and circumstances may occur. Due to these uncertainties and the other risks outlined herein, the actual results of the Company's future operations can be expected to be different from those projected, and such differences may have a material adverse effect on the Company's prospects, business or financial condition. Any projections that were prepared or provided by the Company were not prepared with a view toward public disclosure or complying with the published guidelines of the American Institute of Certified Public Accountants or the Securities Exchange Commission regarding projected financial information. Under no circumstances should such information be construed to represent or predict that the Company is likely to achieve any particular results.

Reliance on key management employees and future personnel

The success of the Company is dependent on the efforts of a limited number of key people. The Company has not made plans to purchase key person life insurance. The loss of key personnel could have a serious adverse effect on the Company's prospects, business, operating results, and financial condition. To fulfill its operating plans, the Company's future success also depends on its ability to identify, attract, hire, train, retain and motivate additional highly-specialized personnel to fulfill various roles within the Company. Competition for such personnel is intense and there can be no assurance that the Company can attract, assimilate or retain sufficiently qualified personnel. The failure to attract and retain the necessary personnel could materially and adversely affect the Company's business, prospects, financial condition and results of operations.

No assurances of sufficient financing; Additional capital is required

Although the Company believes the proceeds of this Offering, along with other planned financings, will provide adequate funding to develop and successfully support its business plans, there can be no assurances that such funds will be adequate. The Company has experienced negative cash flows to date and is working to achieve breakeven, but if the Company's cash requirements exceed current expectations, the Company will need to raise additional equity or debt capital, beyond what is being sought with current efforts. There can be no assurance that adequate additional financing on acceptable terms will be available when needed. The unavailability of sufficient financing when needed would have a material adverse effect on the Company and could require the Company to terminate its operations. The Company is planning to pursue an additional financing through an equity offering of at least $500,000 in 2020 to provide necessary capital for planned capital expenditures not covered under the Offering. If the Company is unable to close the additional financing on the terms and the timeline that is currently anticipated, the Company's financial and operational results may be adversely affected, and if the Company is left without sufficient capital, Investors could lose all, or a significant portion of, their investment.

Competition from other businesses

The Company will compete in a competitive market with many established forms of moving and delivery services. The Company expects competition to increase in the future. If and when the Company expands the scope of its product and service offerings, it may compete with a greater number of companies across a wider range of products and services. Many of the Company's current competitors and potential new competitors may have longer operating histories, greater name recognition, larger client bases and significantly greater financial, technical and marketing resources than the Company. These advantages may allow them to respond more quickly to new or emerging technologies, changes in laws or regulations, and changes in client and/or user requirements. There can be no assurance that the Company will be able to compete successfully in its chosen markets and competitive pressures may materially and adversely affect the Company's business, prospects, financial condition and results of operations. Any significant success of the Company's competitors can damage relationships with its customers and service providers, diminish the Company's market share, and present significant obstacles to the further development of the Company.

Existing and potential litigation

Although management is unaware of any threatened or pending litigation against the Company or management, there can be no assurance that future claims will not be asserted and that, even if without merit, the cost to defend against such claims would not be significant, thus having a material adverse effect on the Company's business, financial condition and results of operations. The Company has never filed any lawsuit against any other person or entity, or been the subject of a lawsuit.

Need to maintain existing, and develop new products and services

The success of the Company is dependent upon the Company's ability to maintain a certain level of quality in, and enhance existing products and services as well as to develop and introduce in a timely manner new products and services that incorporate technological advances, keep pace with evolving industry standards, and respond to changing customer requirements. If the Company is unable to develop and introduce new products and services or enhancements in a timely manner in response to changing market conditions or customer requirements, while maintaining a certain level of quality in its existing products and services, the Company's business, financial condition and results of operations would be materially adversely affected.

Control of the Company

The managers, officers and/or directors comprising the Company’s management team will have sole management authority over the business of the Company, regardless of the opposition of Investors to pursue an alternate course of action. Investors will not become members of the Company and shall have no voting, dividend, minority ownership rights, or other rights or status as a member of the Company as a result of his, her or its investment. Investors will have no right to vote with respect to the management or to participate in any decision regarding management of the Company’s business.

The Company is obligated to indemnify its management

Executive officers and managers of the Company owe certain duties to the Company they serve in connection with the use of its assets. Executive officers and managers are fiduciaries, and as such are under obligations of trust and confidence to the Company and owners to act in good faith and for the interest of the Company and its owners, with due care and diligence. Notwithstanding the foregoing, the Company is obligated to indemnify officers and managers of the Company for actions or omissions to act by such officers and managers of the Company on behalf of the Company that are authorized under the organizational documents of the Company. In addition, an officer may be entitled to advancement of expenses they may incur associated with or in defense of charges, claims or legal action arising from such person’s position as an officer or manager of the Company, which could result in a decrease in the assets available for Investors in certain circumstances. The assets of the Company will be available to satisfy these indemnification obligations. Such obligations will survive dissolution of the Company. There are very limited circumstances under which the management of the Company can be held liable to the Company. Accordingly, it may be very difficult for the Company or any Investor to pursue any form of action against the management of the Company.

Limited ability to protect intellectual property rights

The Company's business model is dependent on proprietary technology. As such, licensing, developing and protecting the proprietary nature of this technology is crucial to the success of the Company. The Company will rely on intellectual property laws, all of which offer only limited protection. The Company has not applied for, and has no plans to apply for, intellectual property protection through trademarks or patents. Failure to adequately protect its intellectual property from current competitors or new entrants to the market could have a material adverse effect on the Company's business, operating results, and financial condition. If the Company resorts to legal proceedings to enforce the Company's intellectual property rights, the proceedings could be burdensome and expensive and could involve a high degree of risk. Additionally, the Company may become subject to third-party claims that it infringed upon their proprietary rights or trademarks. Such claims, whether or not meritorious, may result in the expenditure of significant financial and managerial resources, injunctions against the Company or the payment of damages by the Company.

Need to establish new and maintain existing customer relationships

The market for the Company's products and services is rapidly evolving. The Company is unable to predict whether its products and services will continue to satisfy new and existing customer demands or if they will be supplanted by new products and services. The Company's efforts to market and sell its services could be significantly affected by competitive and technological developments. If this occurs and if the Company is unable to adapt quickly enough to the change, it may fail to develop additional customer relationships, and maintain those relationships, and its business, financial condition and results of operations could be materially adversely affected.

Employees or related third parties may engage in misconduct or other improper activities

The Company is exposed to the risk that employee fraud or other misconduct could occur. Misconduct by employees could include misappropriation of trade secrets or other intellectual property or proprietary information of the Company or other persons or entities and failing to disclose unauthorized activities. It is not always possible to deter or detect employee misconduct, and the precautions taken to prevent and detect this activity may not be effective in controlling unknown or unmanaged risks or losses. The misconduct of one or more of the Company's employees or key third party partners may have a material adverse effect on the Company's business, results of operations, prospects, and financial condition.

Reliance on third parties for product inputs

The Company will rely on various third parties to provide its product inputs and other goods and services. These third parties may become unable to or refuse to continue to provide these goods and services on commercially reasonable terms consistent with the Company’s business practices, or otherwise discontinue a service important for the Company to continue to operate under normal conditions. If the Company fails to replace these goods and services in a timely manner or on commercially reasonable terms, the operating results and financial condition of the Company could be harmed. In addition, the Company exercises limited control over third-party vendors, which increases vulnerability to problems with goods and services those vendors provide. If the goods and services of the third parties were to fail to perform as expected, it could subject the Company to potential liability, adversely affect renewal rates, and have an adverse effect on the Company's financial condition and results of operations.

No audited financial statements

The Company has not yet sought to have its financial information audited by an independent certified public accountant and there is no assurance that it will do so in the future. All financial information provided in the Offering Materials has been prepared by the Company's management team and has not been reviewed or compiled by an independent accounting firm.

The Company may not obtain sufficient insurance coverage

The cost of insurance policies maintained by the Company to protect the Company's business and assets could increase in the future. In addition, some types of losses, such as losses resulting from natural disasters, generally are not insured because they are uninsurable or it is not economically practical to obtain insurance to cover them. Moreover, insurers recently have become more reluctant to insure against these types of events. Should an uninsured loss or a loss in excess of insured limits occur, this could have a material adverse effect on the Company's business, results of operations and financial condition.

Failure to maintain current lease agreement

The Company has entered into a lease agreement for its operating location, which is renewable monthly. The Company believes it has entered into a lease agreement under market terms and will be able to comply with the terms of the lease including making monthly rent payments. Should the Company fail to comply with the terms of the lease, it will need to renegotiate more favorable terms with the owner of the building. If the Company is unable to comply with the terms of the lease, renegotiate more favorable terms or renew the lease upon expiration, the Company will need to find a suitable replacement location with a reasonable lease cost. Failure to find a suitable replacement location in this situation may have an adverse material affect on the Company's operational and financial performance.

The Company's revenues are highly dependent on a limited number of customers

The Company is highly dependent on sales to its largest 3 customers, with approximately 65% of overall revenues being sourced from this group. If sales to these customers were to decrease materially, the Company’s revenues would be significantly impacted, the Company may not be able to replace such revenues, and the Company may be forced to terminate operations, thereby likely resulting in a complete loss of investment.

Provision of services by management and their affiliates

The CEO of the Company, Mike Wang, is also the CEO of another company, Uweline LLC, which is under common ownership with the Company. The management of the Company may have conflicts in allocating time, services and functions of management and staff between and among the Company, Uweline LLC, and any other affiliates in which they may be members and other business ventures in which they are involved.

Loans from Members of the Company

Two members of the Company hold loans to the business in a current outstanding amount of $113,040, as further detailed in the Indebtedness of the Company section below. Should the members choose to require the Company to repay the principal on the loans prior to maturity, the Company will have to either negotiate with the members to postpone payment or use cash on hand to begin a repayment schedule on the loans. If the Company does not have sufficient cash on hand to meet a negotiated obligation or is unable to reach satisfactory terms with the members who hold the loans, the Company's operational and financial performance may be adversely affected.

No market; Lack of liquidity

There currently is no public or other trading market for the Notes being offered or any other securities of the Company and there can be no assurance that any market may ever exist for the Notes being offered or any other securities of the Company. If a public market does develop, factors such as competitors' announcements about performance, failure to meet securities analysts' expectations, changes in laws, government regulatory action, and market conditions for the industry in which the Company operates in general could harm the price of the Company's publicly traded securities. The Company has no obligation to register the Notes being offered or any other securities under the Securities Act or any state securities laws. Investors should be prepared to hold their Notes for an indefinite period.

Restrictions on transferability

The Notes offered by the Company have not been registered under the Securities Act, nor any applicable state securities laws, in reliance on the exemption from registration in Securities Act Section 4(a)(6) and in accordance with Section 4A and Regulation Crowdfunding (§ 227.100 et seq.). As a result, the Notes are subject to restrictions on transferability and resale and may not be transferred or resold by any Investor in the Notes during the one-year period beginning when the Notes were issued, unless the Notes are transferred (i) to the Company; (ii) to an Accredited Investor as defined in Rule 501(a) of Regulation D promulgated under the Securities Act; (iii) as part of an offering registered with the SEC; or (iv) to a member of the family of the Investor or the equivalent, to a trust controlled by the Investor, to a trust created for the benefit of a member of the family of the Investor or the equivalent, or in connection with the death or divorce of the Investor or other similar circumstance. The term “member of the family of the Investor or the equivalent” includes a child, stepchild, grandchild, parent, stepparent, grandparent, spouse or spousal equivalent, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law of the Investor, and includes adoptive relationships. The term “spousal equivalent” means a cohabitant occupying a relationship generally equivalent to that of a spouse. In addition, there is no market for the Notes being offered and the Company does not expect that any market will be developed in the foreseeable future.

Investors may not receive a return of their investment amounts and there is no guarantee of return

Investors will be entitled to receive a return on their investment only through the Notes and the interest and principal payments thereunder, unless converted to equity. The only source of funds for the repayment of the Investors' investment amounts and a return on such investment amounts is the Company's operations. The return to Investors and the future value of the investment will depend on a number of factors which cannot be predicted at this time and which may be beyond the control of the Company. These include the general, local, and industry-related economic conditions. In the event that the Company does not generate sufficient revenues from operations, the Investors may not receive any return at all and may lose a substantial portion (or possibly all) of their investment amounts. Neither the Company nor the Placement Agent makes any representations or warranties with respect to any return on an investment in the Company. There can be no assurance that an Investor will receive any return on an investment in the Company or realize any profits on such Investor's investment in the Company.

Disputes may be resolved only through mandatory binding arbitration

The Notes provide that any claims or disputes between the Investor and the Company and its affiliates and agents (including the Placement Agent) must be resolved by confidential mandatory binding arbitration before a private dispute resolution service and forum provider. Investors will not have a right to litigate claims through a trial, and will be required to knowingly and voluntarily waive their rights to litigate any claims in a court.

Investors are required to indemnify and reimburse the Administrative Agent; There will be little or no recourse against the Administrative Agent.

As a condition of agreeing to the terms of the Notes, the Investor has agreed to indemnify and reimburse the Administrative Agent, ratably from and against any and all actual liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever (other than those expenses and costs to be borne by the Administrative Agent in the ordinary course of its or its agents’ fulfillment of administrative agent services), which may be imposed on, incurred by, or asserted against the Administrative Agent in any way relating to or arising out of the Notes or any action taken or omitted under the Notes, provided that the Investor shall not be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from the Administrative Agent’s gross negligence or willful misconduct.

Investors will not become members of the Company, unless the Notes are converted to equity in the future

By purchasing Notes, you will not become a memberof the Company, nor will you have any rights to share in the Company’s net assets, cash flow, or net income, nor have any voting or dividend rights. You will have only the rights set forth in the Notes and in your Subscription Documents.

Senior debt obligations of the Company

The Company has previously secured loans from Wells Fargo and American Express(the "Senior Lenders", and the "Senior Loans", respectively), which impose certain conditions on the Company. Any Senior Loan documents will likely contain various representations, covenants (affirmative and negative) and other provisions. Such restrictions, while relatively common in today's small business financing market, increase the risks of an investment in the Company. If the Company fails to satisfy the covenants, the Senior Lender may declare the Senior Loan in default, in which case, Investors could lose their entire investment in the Company.

Equity securities acquired upon conversion of Notes may be significantly diluted as a consequence of subsequent financings

Any equity securities issued by the Company will be subject to dilution. The Company intends to issue additional equity to third-party financing sources in the future in amounts that are uncertain at this time, and as a consequence holders of equity securities resulting from conversion of the Notes will be subject to dilution in an unpredictable amount. Such dilution may reduce the Investor's control and economic interests in the Company. The amount of additional financing needed by the Company will depend upon several contingencies not foreseen at the time of the Offering. Each such round of financing (whether from the Company or other investors) is typically intended to provide the Company with enough capital to reach the next major corporate milestone. If the funds are not sufficient, the Company may have to raise additional capital at a price unfavorable to the existing investors.

The Notes may never convert to equity

The Company may never receive a future equity financing. In addition, the Company may never undergo a liquidity event such as a sale of the Company or an IPO. If neither the conversion of the Notes nor a liquidity event occurs, the Company may be required to pay off the debt obligation under the Notes. If the Company is unable to pay off that obligation at the maturity of the Notes, the Company could be placed in default and Investors may not receive a return on their investment.

Investors are reliant on the Administrative Agent for servicing and collections

The Investors will not be able to pursue collection against the Company themselves. If the Administrative Agent were to become subject to a bankruptcy or similar proceeding or were to otherwise become unable to perform its duties under the Notes, enforcement of Investors’ rights could be uncertain, recovery of funds due on the Notes may be substantially delayed, and any funds recovered may be substantially less than the amounts due or to become due on the Notes. There is no provision in the Notes for a party to replace the Administrative Agent.

The obligations of the Company under the Notes will be unsecured obligations

The Company's obligations under the Notes will be unsecured obligations. Therefore, upon the occurrence of an event of default under the Notes, an Investor will have no recourse against the assets of the Company and rights that the Investor may have under the Notes will be subordinate and inferior to the Company's other creditors at such time, if any.

An investment in the Notes is speculative and involves a high degree of risk

An investment in the Company should not be made by persons unable to bear the risk of loss of their entire investment or by persons who may have a need for liquidity from their investment. In making an investment decision, you must rely on your examination of the Company and the terms of the Offering, including the merits and the risks involved. Like all investments, an investment in the Company involves the risk of the loss of capital, and the Notes should not be purchased by anyone who cannot afford the loss of his, her or its entire investment. Investors must be prepared to bear the economic risk of an investment in the Company for an indefinite period of time and be able to withstand a total loss of their investment. Investors are encouraged to consult their own investment or tax advisors, accountants, legal counsel, or other advisors to determine whether an investment in the Notes is appropriate.

The Notes have not been registered under the Securities Act

The Notes offered by the Company have not been registered under the Securities Act, nor any applicable state securities laws, in reliance on the exemption from registration in Securities Act Section 4(a)(6) and in accordance with Section 4A and Regulation Crowdfunding (§ 227.100 et seq.). The investment contemplated by the Notes has not been recommended, approved, or disapproved by the SEC, or any state securities commission, or other regulatory authority, nor have any of these authorities passed upon or endorsed the merits of this Offering or the accuracy, completeness, or adequacy of the Offering Materials. Any representation to the contrary is a criminal offense.

Investors will be subject to certain suitability requirements

The Notes will not be sold to an Investor until such Investor delivers an executed representation, as contained in the Qualified Investor Questionnaire and Subscription Agreement, that he, she or it is a Qualified Investor and meets certain standards. Persons who are not Qualified Investors are not permitted to invest. The fact that a person is a Qualified Investor represents the minimum suitability requirement for an Investor, and compliance with such standards does not necessarily indicate that this would be a suitable investment for such person.

There is no market for the Notes and no such market is expected to develop

The Notes are subject to restrictions on transferability and resale and may not be transferred or resold by any Investor in the Notes during the one-year period beginning when the Notes were issued, unless the Notes are transferred (i) to the Company; (ii) to an Accredited Investor as defined in Rule 501(a) of Regulation D promulgated under the Securities Act; (iii) as part of an offering registered with the SEC; or (iv) to a member of the family of the Investor or the equivalent, to a trust controlled by the Investor, to a trust created for the benefit of a member of the family of the Investor or the equivalent, or in connection with the death or divorce of the Investor or other similar circumstance. The term “member of the family of the Investor or the equivalent” includes a child, stepchild, grandchild, parent, stepparent, grandparent, spouse or spousal equivalent, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law of the Investor, and includes adoptive relationships. The term “spousal equivalent” means a cohabitant occupying a relationship generally equivalent to that of a spouse. Investors may be required to bear the financial risks of the investment in the Company for an indefinite period of time. Persons who desire liquidity from this investment should not invest.

The Company will have the right to refuse any subscription in its sole discretion

The Company will have the right to refuse any subscription in its sole discretion and for any reason (or no reason), including the Company’s belief that an Investor does not meet the applicable suitability requirements or that exemptions from the registration requirements of any applicable jurisdiction are not available with respect to the issuance of the Notes to any Investor under this Offering. The Company may make or cause to be made such further inquiry and obtain such additional information as it deems appropriate with regard to the suitability of Investors. The Company reserves the right to modify the suitability standards with respect to certain Investors in order to comply with any applicable state or local laws, rules, regulations or otherwise.

The information presented in the Offering Materials was prepared by the Company and contains "forward-looking" statements

The Offering Materials (together with any amendments or supplements and any other information that may be furnished by the Company) includes or may include certain forward-looking statements, estimates, and projections with respect to the Company's anticipated future performance. Examples of forward-looking statements include statements regarding the Company's future sales, purchase orders, financial results, operating results, acquisitions, business and monetization strategies, projected costs, revenues, products, competitive positions and plans and objectives of management for future operations. In some cases, forward-looking statements can be identified by terminology such as "may," "will," "should," "would," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential," "continue," or the negative of these terms or other comparable terminology. Such forward-looking statements, estimates, and projections are not guarantees of future performance and reflect various assumptions of the Company's management that may or may not prove correct and involve various risks and uncertainties over which the Company may have no influence or control. No independent party has verified or confirmed the reasonableness of the assumptions that form the basis of the forecasts. These and many other factors could affect the Company's future financial and operating results, and could cause actual results to differ materially from expectations based on forward-looking statements made in the Offering Materials or elsewhere by the Company (or on its behalf). The likelihood of the Company's success must be considered in light of the problems, expenses, difficulties, complications, and delays frequently encountered in connection with growing a startup business. There can be no assurance that the Company will generate any particular level of revenue or will be able to continue to operate profitably. The Placement Agent expressly disclaims any representation or warranty regarding involvement in or responsibility for any forward looking statements contained in the Offering Materials.

Only the Offering Materials may be relied upon in connection with this Offering

Only the information expressly set forth in the Offering Materials or contained in documents furnished by the Company upon request may be relied upon in connection with this Offering. No person has been authorized to give any information or to make any representations other than those contained in the Offering Materials and, if given or made, such information or representations must not be relied upon. Access to the Offering Materials at this time does not imply that information therein is correct as of any time subsequent to this date.

The Offering Materials do not purport to be all-inclusive

The Offering Materials provided to Investors do not purport to be all-inclusive or contain all of the information that you may desire in investigating the Company. You must rely on your own examination of the Company and the terms of the Offering, including the merits and risks involved in making an investment in the Notes. Prior to making an investment decision, you should consult your own counsel, accountants, and other advisors and carefully review and consider all of the Offering Materials provided and the other information that you acquire. You should not construe any statements made in the Offering Materials provided as investment, tax or legal advice.

The Company reserves the right to reject some or all of any prospective investment

The offer of the Notes by the Company is subject to prior sale and certain other conditions. The Company reserves the right, in the Company's sole discretion and for any reason, to withdraw, cancel, or modify the Offering and to accept or reject some or all of any prospective investment. The Company will have no liability to any Investor in the event that the Company takes any of these actions.

The terms, conditions and restrictions of the Notes are fully set forth in the Note

The terms, conditions and restrictions of the Notes are fully set forth in the Note, which you will be required to execute if you decide to invest, the form of which has been provided to you in the Offering Materials section for this Offering on the Company Offering Profile. You should not invest unless you have completely and thoroughly reviewed the provisions of the Note. In the event that any of the terms, conditions, or other provisions of the Note are inconsistent with or contrary to the information provided in the Offering Materials, that agreement will control. Any additional information or representations given or made by the Company in connection with the Offering, whether oral or written, are qualified in their entirety by the information set forth in the Offering Materials, including, but not limited to, the risks of investment.

No solicitation in any state or other jurisdiction in which such solicitation is not authorized

The Offering Materials do not constitute an offer to sell, or a solicitation of an offer to buy, any security in any state or other jurisdiction in which such an offer or solicitation is not authorized. Except as otherwise indicated, the offering materials speak as of the date the Offering was initiated. Neither access to the Offering Materials nor any sale of the Notes shall, under any circumstances, create an implication that there has been no change in the Company's affairs from the date the Offering was initiated.

Each investment is subject to the terms and conditions of the Investor Registration Agreement

Each Investor's subscription for and purchase of the Notes is governed by, and subject to, the terms and conditions of the Investor Registration Agreement entered into between the Placement Agent and such Investor, including, without limitation, the investment limits established by the Placement Agent for such Investor, the Placement Agent's rights to terminate the offering or any Investor's registration with the Placement Agent.

The Company will be available to you to answer questions and furnish additional information

The Company will make available to you, upon request, copies of material agreements and other documents relating to the Company and will afford you the opportunity to ask questions and receive answers from the Company concerning its business and financial condition. The Company will also provide you an opportunity to meet with representatives of the Company to obtain other additional information.

Securities to be offered to investors

The offering materials being accessed by you (the "Offering Materials") on the Company's profile page (located at https://localstake.com/businesses/vanmile) (the "Company Offering Profile") relate to the offer and sale of convertible promissory notes (collectively, the "Notes") in Vanmile, LLC, a limited liability company organized in North Carolina (the "Company"). The Company is seeking to raise $105,275 (the "Offering Amount") from potential investors (each, an "Investor" and collectively, the "Investors") through the offer and sale of the Notes.

Closing procedures for the Offering

The Offering shall be available to potential Investors until the final closing of the sale and purchase of the Notes (the "Final Closing"), which will occur upon the earlier of (i) the date the Company has closed on the purchase and sale of Notes for the Offering Amount, (ii) May 31st, 2020 at 11:59 PM EST, or (iii) the Company terminates the Offering in its sole and absolute discretion (the "Termination Date").

The Notes are offered by the Company on a best efforts, minimum-maximum basis as specified herein. As such, the Offering is contingent upon the Company's receipt of the Offering Amount, prior to the Termination Date. All funds received from Investors will be held in an escrow account (the "Escrow Account") established with Kingdom Trust Company (the "Escrow Agent") until the Offering Amount has been satisfied. Once the Offering Amount has been received by the Escrow Agent in the Escrow Account, pursuant to the terms of the Escrow Agreement and provided that i) the Company has provided advance written notice to Investors of at least five (5) business days, ii) the Offering has been available on the Company Offering Profile for a minimum of twenty-one (21) days, iii) there has been no material change that would require an extension of the Offering and reconfirmation of the investment commitment, and iv) the Escrow Account continues to meet the Offering Amount at the end of the five business day period after Investors have been notified of the closing, the Escrow Agent will initiate the transfer of Investor funds (net of the placement fee to be paid to the placement agent, Localstake Marketplace LLC (the "Placement Agent"), on such amounts) from the Escrow Account to a deposit account maintained by the Company (the "Initial Closing"), which funds shall constitute net proceeds usable by the Company for the purposes outlined in the Offering Materials. After the Initial Closing, additional Investor funds will be held in the Escrow Account until, and at such time as, the Placement Agent chooses to, in its sole discretion, direct the Escrow Agent to release the additional Investor funds, (each a "Closing"), to be facilitated using the same procedures identified herein for the Initial Closing. The Company will continue to accept investment commitments up until the occurrence of the Final Closing.

If the Offering Amount has not been received by the Company into the Escrow Account prior to the Termination Date of the Offering, no Notes will be sold in the Offering, and the Offering will not be consummated. All investment commitments will be cancelled and the Escrow Agent will initiate a return of any Investor funds deposited in the Escrow Account to such Investors within ten (10) business days. Investor funds will not earn interest while in escrow and no interest will be returned with Investor funds if the Offering is not consummated. Any Notes subscribed for by control persons of the Company or the Placement Agent (or their affiliates or related persons thereof) will not be counted in determining whether the Offering Amount has been satisfied.

The Company's acceptance of investments and cancellations

The Company reserves the right to accept, through execution of a countersignature on the Subscription Documents, an Investor’s subscription for Notes at any time prior to the Termination Date of the Offering and may reject the Subscription Documents based upon the Company’s review thereof for any reason or for no reason. Should the Company receive investment commitments for greater than the Offering Amount, the Company will determine, in its sole discretion, which subscriptions to accept up to the Offering Amount.

If the Investor has chosen to transfer their investment funds electronically, these funds will be transferred from their linked bank account as specified on the Company Offering Profile to a deposit account in the name of the Company, forty-eight (48) hours after the Company’s acceptance thereof. If the Investor has chosen another form of funds transfer, the Investor will receive a notice containing instructions for transferring funds to the deposit account in the name of the Company. Investors may cancel their investment commitment in the Notes, using the methods made available on the Company Offering Profile, and have their investment funds returned (if applicable) for any reason up to forty-eight (48) hours after the Closing applicable to the Investor’s investment. If an Investor has not canceled his, her or its investment commitment in the Notes prior to such deadline, the Investor’s subscription for the Notes shall be irrevocable by the Investor, and will be documented through the receipt of an executed copy of the Notes, which will also be recorded and maintained on the books of the Company. The Company does not intend to employ the services of a transfer agent.

Securities laws being utilized and investor qualifications

This Offering is made in reliance upon an exemption from registration under the federal Securities Act of 1933, as amended (the "Securities Act") as set forth in Section 4(a)(6) and in accordance with Section 4A and Regulation Crowdfunding (§ 227.100 et seq.). Regulation Crowdfunding sets forth certain statutory investment limitations for purchasers of securities offered pursuant thereto. The Notes will be offered and sold only to persons whose investment in the Notes, together with any other investments made in any Regulation Crowdfunding offering during the 12-month period preceding the date of such transaction, does not exceed: (i) the greater of $2,200 or 5 percent of the lesser of the investor’s annual income or net worth if either the investor’s annual income or net worth is less than $107,000; or (ii) 10 percent of the lesser of the investor’s annual income or net worth, not to exceed an amount sold of $107,000, if both the investor’s annual income and net worth are equal to or more than $107,000 ((i) and (ii) collectively referred to as the "Qualified Investors"). The minimum investment that will be accepted by the Company from a Qualified Investor is $250.

Use of proceeds in the Offering

The Company intends to use the net proceeds of this Offering for hiring, marketing and sales, startup development,as explained in further detail on the Funding tab of the Company Offering Profile.

Subscribing for an investment and transferring funds

Investors interested in subscribing for the Notes will be required to complete and return to the Company the Subscription Documents, as described herein. Payment of the investment amount is preferred via electronic ACH transfer, but may also be made by check or domestic wire in certain circumstances. Instructions for each method of payment will be provided upon investment via the Company Offering Profile.

Fees for placement agent services

As compensation for Localstake Marketplace LLC’s services in connection with the Offering, Localstake Marketplace LLC shall be entitled to receive a placement fee paid by the Company (the "Placement Fee"). Below is a breakdown of the Gross Proceeds, estimated Placement Fee and Net Proceeds for the Offering.

  • Gross Proceeds: $105,275
  • Estimated Placement Fee: $5,264
  • Net Proceeds: $100,011
(1) Estimated placement fee payable by the Company to Localstake Marketplace LLC. The Company will pay a Placement Fee of 5.0% on all Gross Proceeds received by the Company from the sale of the Notes in the Offering.
Material changes to the Offering

Should a material change be made by the Company to the Offering Materials, including, but not limited to a change to the Termination Date or the Offering Amount, the Company will provide to all Investors who have made investment commitments notice of the material change. If the Investor does not reconfirm his or her investment commitment within five (5) business days of receipt of such notice, the Investor’s investment commitment will be cancelled and the Investor will receive a notification verifying that the investment commitment was cancelled, the reason for the cancellation and the refund amount that the Investor should expect to receive. The Escrow Agent will initiate a return of the Investor’s funds deposited in the Escrow Account to such Investor within ten (10) business days.

Ongoing reporting requirements

In addition to the Information Rights provided to investors under the Notes, the Company will file a report electronically with the SEC annually and post the report on its website, no later than 120 days after the end of each fiscal year covered by the report. Once posted, the annual report may be found on the Company’s website at: https://vanmile.com/investor_reports

The Company must continue to comply with the ongoing reporting requirements until:

1. the Company is required to file reports under Section 13(a) or Section 15(d) of the Exchange Act;

2. the Company has filed at least one annual report pursuant to Regulation Crowdfunding and has fewer than 300 holders of record and has total assets that do not exceed $10,000,000;

3. the Company has filed at least three annual reports pursuant to Regulation Crowdfunding;

4. the Company or another party repurchases all of the Notes issued in this Offering; or

5. the Company liquidates or dissolves its business in accordance with state law.

No analysis has been done of potential federal, state or local tax consequences

Investors should consider potential federal, state and local tax consequences of an investment in the Notes and they are urged to consult their own tax advisor to determine the federal, state and local income tax consequences of acquiring, owning, and disposing of, the Notes. Depending upon applicable state and local laws, tax benefits that are available for federal income tax purposes may not be available to Investors for state and local income tax purposes. The Offering Materials make no attempt to summarize the federal, state and local tax consequences to potential investors.

An investment in the Company involves a high degree of risk, and should be regarded as speculative. Prospective investors should carefully consider these investment risks, among others, in addition to the other information presented in the Offering Materials, in evaluating the Company for investment. The risks listed herein are not a complete list of potential risks facing the Company and it may encounter unexpected risks in the future, which, may adversely affect its performance.

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