This webinar focuses on the opportunities that crowdfunding makes available to the investor, and how the investor should go about navigating this new world. We begin with a basic overview of the new regulatory regime, the requirements to invest, and the on-boarding process one should expect. We then dive deeper into the market opportunity, including how to access and select investments, and expectations investors should set for themselves and the projects they select. This is not intended to support any specific deal selection, but instead sheds a light upon the basic selection criteria available, the method to go about investing and what to avoid.

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Practical and entertaining education for
attorneys, accountants, business owners and
executives, and investors.

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5. Disclaimer
The material in this webinar is for informational purposes only. It should not be considered
legal, financial or other professional advice. You should consult with an attorney or other
appropriate professional to determine what may be best for your individual needs. While
Financial Poise™ takes reasonable steps to ensure that information it publishes is accurate,
Financial Poise™ makes no guaranty in this regard.
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6. Meet the Faculty
MODERATOR:
Jordan Fishfeld - CFX Markets
PANELISTS:
Professor Samson Williams - Axes and Eggs/University of New Hampshire
School of Law/Columbia University, D.C.
Oscar Jofre - KoreConX
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7. About This Webinar -
Crowdfunding from the Investor’s Perspective
This webinar focuses on the opportunities that crowdfunding makes available to the investor,
and how the investor should go about navigating this new world. We begin with a basic
overview of the new regulatory regime, the requirements to invest, and the on-boarding
process one should expect. We then dive deeper into the market opportunity, including how to
access and select investments, and expectations investors should set for themselves and the
projects they select. This is not intended to support any specific deal selection, but instead
sheds a light upon the basic selection criteria available, the method to go about investing and
what to avoid.
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8. About This Series
Since the passage of the Securities Act of 1933 and the Exchange Act of 1934, no regulatory change has
had such an impact on the capital markets and flow of capital for investors and entrepreneurs alike as the
JOBS Act. Originally intended to encourage the funding of small businesses, and passed under the
Obama Administration, Title III of the Act, or the CROWDFUND Act, has become a major source of
opportunity and stress. This Series explores the numerous titles of the JOBS Act, expanding from the
legal definition of crowdfunding, meaning only Title III, to the more common use, meaning capital raising
by public solicitation. This includes components of Title II, Title III and Title IV. This webinar spends little
time discussing the legal nuances, and focuses more on the practical application and use cases, along
with the opportunities and pitfalls of the new legislation.
Each Financial Poise Webinar is delivered in Plain English, understandable to investors, business owners, and
executives without much background in these areas, yet is of primary value to attorneys, accountants, and other
seasoned professionals. Each episode brings you into engaging, sometimes humorous, conversations designed to
entertain as it teaches. Each episode in the series is designed to be viewed independently of the other episodes so that
participants will enhance their knowledge of this area whether they attend one, some, or all episodes.
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9. Episodes in this Series
#1: Crowdfunding from the Start-Up's Perspective
Premiere date: 4/14/20
#2: Securities Crowdfunding for Intermediaries
Premiere date: 5/12/20
#3: Crowdfunding from the Investor's Perspective
Premiere date: 6/9/20
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10. Episode #3
Crowdfunding from the Investor's Perspective
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11. Crowdfunding Types
• Donation
 GoFundMe
• Rewards
 Kickstarter
• Investment
 Republic
 Fundrise
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12. Regulated Investment-Based Crowdfunding
• Investment based securities offerings and sales must either be registered with
the SEC and offered publicly or exempt from registration and offered privately,
usually under Regulation D
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13. JOBS Act Exemptions
• Tile II
 Regulation D, Rule 506(c)
• Title III
 Regulation CF
• Title IV
 Regulation A+
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14. Accredited Investors Defined
• Accredited investors include natural persons who:
 possess a net worth (alone or with spouse) greater than$1 million (excluding value of
home, and not counting home mortgage as a liability, unless it is underwater) or
 have an annual income greater than $200,000 (or joint income with spouse greater
than $300,000) in the 2 most recent years, and reasonable expectation of similar or
higher income in the current year
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15. Title II
• Update to traditional Reg D offering
 General solicitation is allowed, but shifts the burden for accreditation
verification to the issuer.
 No limit on how much issuer may raise in 1 year
 Accredited investors only may invest
 No limit on investment amount by those verified accredited investors
• Most common form of crowdfunding we see today
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16. Title II
• Exempt from state registrations
• Can be sold through portals that do not need to register with the SEC
• Limited to 2000 shareholders before public filing required
• Available to foreign investors
• No ongoing reporting required, but suggested
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17. Title III
• Issuer limited to raising $1 million in 1 year, which grows and is now 1.06 million
• Anyone may invest, but investments are limited to income and net worth
• General solicitation allowed, but only through registered portals
• Issuers may rely on investors for income and net worth statements, unlike
506(c)
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18. Title III
• Moderation ongoing reporting required
 Intermediaries must provide “investor education” on their portals and
platforms to teach investors, for example, risks of investing in private equity,
including loss and illiquidity and conduct background checks on officers,
directors, and 20% equity-holders of each issuer, and disqualify same if any
one of them is a bad actor
• Not available to foreign investors
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19. Title IV
• Issuer limited to raising $20 million (Tier 1) or $50 million (Tier 2) in 1 year
• Anyone can invest, no accreditation required
• Investment amount unlimited (Tier 1) or tied to income and net worth (Tier 2
10% of either per deal)
• Blue Sky review for Tier 1 but not Tier 2
• General solicitation permitted
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20. Title IV
• Substantial pre-fundraising requirements and post-fundraising requirements
 Must submit information to the SEC for approval
 For Tier 2, must have audited financials
 Ongoing reporting in details, akin to a mini-public company for Tier 2
securities
• No foreign investors, except Canadians
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21. Due Diligence
• What type of due diligence should an investor complete:
 Platform diligence
 Personal diligence
 Deal Diligence
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22. Platform Considerations
• Does the investment platform curate its offerings or is it a billboard?
• Is the issuer appropriately registered as a business entity?
• Where in the process is the issuer as a growing company?
• Where do the financial projections of the issuer come from?
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23. Personal Considerations
• Invest individually, or through a trust or some other entity
• What tax consequences will follow from choice of investment vehicle
• What are your rights or liabilities if the investment fails
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24. Deal Diligence
• Review the terms and financials of the deal
• Use third party data sources to verify all assumptions
• Try to meet with the management team or at least have a call
• Understand the risks
• Never invest what you can’t afford to lose
• If it is too good to be true, it probably is
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25. What to Consider When Investing
• Am I knowledgeable about this investment category
• How does this investment fit within my portfolio
• Does the Sponsor have a particular expertise in the area I am investing
• Can this investment be made in a tax-beneficial account
• What are your liquidity options with this investment, and does that matter
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26. About the Faculty
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27. About The Faculty
Jordan Fishfeld - Jfishfeld@gmail.com
Jordan is the co-founder and CEO of CFX Markets, an online trading platform for non-public
investments that is transforming how people view and hold alternative asset positions. CFX
Markets is venture-backed with offices in Chicago, New York and California. As an early innovator
in the crowdfunding space, Jordan assisted on the rule development of many online capital and
crowdfunding rules in a number of different states and federally. Jordan is also the elected
Treasurer of the Crowdfunding Professional Association (CfPA), and continues to advocate and
educate on behalf of the crowdfunding industry. Additionally, Jordan is a board member of the
young professional real estate division of the Jewish United Fund and a Board Member of UpStart,
a San Fransisco based accelerator focused on Jewish engagement and innovation. As a result of
Jordan’s passion for working with the Jewish Community, he was also named by Oy Chicago and
the Young Leadership Division of the JUF as one of Jewish Community’s 36 under 36. Prior to
that, Jordan worked as a finance attorney for Katten Muchin Rosenman, LLP, where he assisted
on more than $1 billion worth of syndicated loan transactions.
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28. About The Faculty
Samson Williams - samson@axesandeggs.com
Samson is a classically trained anthropologist, finance and public health expert who advises Fortune 100
companies, Executives and startups in Dubai, Washington, DC and Dublin, Ireland. Samson’s focus is
helping firms understand the latest trends in fintech, alternative investments, blockchain, AI, health
and digital transformation, so that they can make strategic and profitable decisions for their bottom
lines. Samson’s specialty is explaining emerging technology and finance in plain English to investors,
government officials, small children and c-suite executives. Additionally, Samson successfully applies the
principles of anthropology to overcome business’ biggest challenge to profitability in health, finance,
technology adoption and organizational change management – humans. Follow Samson on
Twitter/Instagram @HustleFundBaby or reach out to him on LinkedIn to follow the latest insights in his
academic and market research. https://www.linkedin.com/in/samson-williams-axesandeggs/
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29. About The Faculty
Oscar Jofre - oscar@koreconx.io
Oscar is Co-Founder President/CEO at KoreConX. He is currently one of the Top 10 Global Thought
Leaders in Equity Crowdfunding, a Top 5 Fintech Influencer, Top 10 Blockchain and a Top 50 InsureTech.
He has published an eBook that has been downloaded in over 20 countries, and been distributed by
partners worldwide. Oscar is a featured speaker on Fintech, regulated, equity crowdfunding, compliance,
shareholder management, investor relations, and transparency in the USA, Australia, UK, Germany,
France, Netherlands, Canada, Singapore, Indonesia and China. He speaks to audiences covering
alternative finance, RegTech, insurance, banking, legal, and crowdfunding. Oscar also advises the world’s
leading research, accounting, law firms and insurance companies on the impact Fintech, RegTech,
LegalTech, InsurTech and OrgTech is having in their business. He is a member of the Crowdfunding
Intermediary Regulatory Advocates (CFIRA) in the USA, and a contributing author to The Fintech Book, the
world’s first crowdsourced book on Fintech globally. He writes for Sharewise, Locavesting, Equities.com,
Business.com, Crowdfund Insider, CrowdfundBeat, and Agoracom. Oscar has been recognized as one of
the 10 most influential Hispanic Leaders in Canada. In May 2010, Oscar A. Jofre Jr. was recognized by the
Rt. Hon. Stephen Harper for his accomplishments. Oscar was awarded the Vision 2012 Business Man of
the Year by the Toronto Hispanic Chamber of Commerce on September 2012.
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30. Questions or Comments?
If you have any questions about this webinar that you did not get to ask during the live
premiere, or if you are watching this webinar On Demand, please do not hesitate to email us
at info@financialpoise.com with any questions or comments you may have. Please include
the name of the webinar in your email and we will do our best to provide a timely response.
IMPORTANT NOTE: The material in this presentation is for general educational purposes
only. It has been prepared primarily for attorneys and accountants for use in the pursuit of
their continuing legal education and continuing professional education.
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31. About Financial Poise
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