If the campaign reaches its maximum goal, no more investments can be accepted and all of the subsequently made investment commitments are added to the waitlist.
If one of the earlier investors decides to cancel or doesn’t fund their investment commitment in time, the space opens up and investors from the waitlist are granted an allocation.
The order of the waitlist is determined by:
Some companies may choose to provide allocations based on each user's Note level (for example: green, purple, orange, etc.)
Generally, first, the earliest investors to join the waitlist are considered for an allocation, if the company has agreed to provide allocations based on Note level, all investors of the highest level on the waitlist are considered for an allocation, in order from the earliest investment commitment to the latest, followed by investors of the next level down, and so forth.
That means that an investor of a higher Note level could be prioritized on the waitlist to another investor who invested earlier, but is of a lower Note level. Increase your Note level by earning more Notes.
* For example, If space opens up for a $1,000 allocation and your waitlisted investment commitment $1,500, you won't get in, but the investor behind you with a $900 waitlisted investment will get in, and the next person with a $100 waitlisted investment or less will get in as well.
Each waitlisted investment commitment is a legally binding commitment and is not cancellable by the investor during the final 48 hours of each campaign. After the campaign ends, you cannot edit your waitlist investment commitment, even if waiting for an allocation.
No money will be drawn from your account while you are waitlisted regardless of your payment method.
If and when your investment clears off the waitlist, your payment method will be charged, and you will receive an email confirming your allocation in the deal. It means that investment commitments ahead of you were not paid and were cancelled.
How does the waitlist affect my investment limit?
Whether the investment commitment is waitlisted, it counts towards your Reg CF investment limit. For example, if your investment limit is $2,200 and your only investment of $500 is waitlisted, you’ll only have $1,700 to invest for the next 12-month period. If you don’t make it off the waitlist, your investment commitment will be cancelled and your remaining investment will jump back from $1,700 to $2,200.
You will generally know whether you made it off the waitlist within 2-3 weeks after the offering ends. In special situations, the settlement process may take longer.
What if my payment method fails if I am taken off the waitlist?
Your investment commitment may be forfeited for failure to make timely payment.
Republic Core LLC (“Core”) provides technology and support services to OpenDeal Inc. and its affiliates (collectively, the “Republic Ecosystem”). Republic Note holders and as well as users of the site and services maintained by the Republic Ecosystem, regardless of and their activities on or relating to the Republic Ecosystem, are subject to the applicable terms of service, in their entirety.
Core is currently conducting an offering of Republic Notes under Rule 506(c) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”) to persons who are accredited investors, as that term is defined in Rule 501. Only accredited investors are eligible to participate in the Rule 506(c) offering. Accredited investors who wish to participate in the Rule 506(c) offering should receive and review carefully the Private Placement Memorandum pertaining to that offering, as it contains important information for potential investors to consider prior to making an investment decision. Accredited investors who wish to participate in the Rule 506(c) offering will be required to (i) complete a subscription agreement, (ii) acknowledge that they have received and read the Private Placement Memorandum, and (iii) provide information verifying their status as accredited investors.
Core is also “testing the waters” with respect to the sale of Republic Notes under Regulation A of the Securities Act. The “testing the waters” process allows companies to determine whether there may be interest in an eventual offering of its securities to qualified purchasers under Regulation A. Core is not under any obligation to make an offering under Regulation A. No money or other consideration is being solicited for an offering under Regulation A at this time and, if sent, it will not be accepted.
Core may choose to make an offering to some, but not all, of the people who indicate an interest in investing, and that offering may or may not be made under Regulation A. For example, Core may choose to proceed with its offering under Rule 506(c) without ever conducting a Regulation A offering, in which case only accredited investors within the meaning of Rule 501 will be able to buy Republic Notes.
If and when Core conducts an offering under Regulation A of the Act, it will do so only once (i) it has filed an offering statement with the Securities and Exchange Commission (“SEC”), (ii) the SEC has qualified such offering statement and (iii) investors have subscribed to the offering in the manner provided for in the offering statement. The information in the offering statement will be more complete than any test-the-waters materials and could differ in important ways. Prospective investors who are interested in participating in the Regulation A offering must read the offering statement filed with the SEC, when that offering statement becomes publicly available.
No money or other consideration is being solicited at this time in connection with any potential Regulation A offering and, if tendered, will not be accepted. No offer to buy securities in a Regulation A offering can be accepted and no part of the purchase price can be received until an offering statement is qualified with the SEC. Any offer to buy securities may be withdrawn or revoked, without obligation or commitment of any kind, at any time before notice of its acceptance is given after the qualification date. Any indication of interest in Core’s offering involves no obligation or commitment of any kind.