Public Offering to Become a Shareholder in Purism

General Announcements
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Even if that is the case, there is still the spirit of the rule i.e. equality of access to information by all potential investors.

Also, if someone were to ask a question then the answer might be posted by someone who is in that category - and the forum does not unambiguously provide information about the poster’s category for the purposes of a public offering. Effectively anyone can post anonymously here, which is not a good basis for compliance with SEC rules (or any other country’s rules).

That is true (although in my country they are more commonly called “preference shares”) however that does not apply here i.e. does not apply to this offering.

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I think that there are two kinds of information that is relevant to how investors are informed. One kind of information is the legally-required information to satisfy SEC rules. Then there is information that might be very relevant, but that is not legally required to be officially reported. Both kinds of information are important to the investor. But only the SEC required information may necessarily be important to the issuer of the stock. It’s possible that there might be information of the second kind that the stock issuer would rather not see released to the public. I would not expect to see the four-year wait for the Librem 5 that some people experienced to be listed in SEC-required disclosures. On one hand, the wait was bad. But the eventual fulfillment of those orders showed that Purism actually was committed to order fulfillment, despite the challenges. We all interpret risk factors differently. Why not have these discussions here?

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When I worked for a company that was majority-owned by a public company, we were always informed when we were not allowed to buy/sell shares and/or reveal non-public information.

When material non-public information is leaked, it is tracked down. What I think you are not grasping is the difference between material non-public information and discussion about public filings or other public information. The latter is definitely not against the spirit of the SEC rule. See, for example, the Motley Fool forum or many others (Seeking Alpha, etc.).

I don’t know what StevenR posted, so I’m unsure what thie issue was.

Right. These are shares that have voting rights, but those rights are explicitly given to the CEO. I personally dislike that this forced-proxy is made as part of the offering, but given how much of the company is being sold (not much; from the current SEC filing I believe it’s $1.235M out of a declared $75M), it really doesn’t matter except that it probably makes it easier for a small company since they don’t actually have to pay for a shareholder vote.

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Right. The AGM becomes much more efficient to run. :wink:

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I do want to add one thing about the StartEngine discussion site:

As far as I can tell, one can not post a question to the StartEngine Purism discussion without actually creating an online brokerage account. Specifically: After I used an e-mail and an anonymous name, I tried to post a question. That was not allowed without creating a brokerage account. This includes the US required (due to the anti-money laundering and the misnamed “Patriot Act” requirements) brokerage information of Estimated Income, Social Security number (or TIN for the IRS), etc. Why Do Brokers Ask for Personal Information? i.e. There is no privacy or anonymity available to anyone participating in the “Discussion” section on the StartEngine platform.

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It probably does sort the bona fide potential investors from the mala fide people though, right?

Goodness know what legitimate potential overseas (relative to the US) investors are supposed to do, since such a person probably doesn’t have either a SSN or a TIN.

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Also excludes

That want to ask questions before deciding to invest and disclose information about themselves. Seems like the type of people Purism generally caters to.

And how do you differentiate a [quote=“irvinewade, post:67, topic:22511”]
bona fide potential investor
[/quote] that decides after learning more that they are no longer interested from

?

I don’t see how anyone can reasonably tell the difference between those two, since from the outside they’re both people asking questions and not providing investment in the end. Basically my point is there’s a subset of

That are being excluded. How large and impactful that subset is is an unknown, though I am quite confident the number is greater than zero.

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Fair point.

In the end StartEngine decides, within the limits of applicable law, what information it requires. Yes, it is a disincentive to ask a question - but ultimately if you are going to go ahead and invest, you will have to provide the information that StartEngine requires.

I can’t speak for the details of US securities law but here it simply isn’t legal to own shares anonymously. Of course you can hide an investment behind a deep, complex structure involving multiple entities and entity types - if you can be bothered - but those aren’t what they used to be anyway.

Putting that option aside, if you ultimately go ahead and invest, you will be required by US law to provide certain information.

So between StartEngine and US law, if you want to invest anonymously then you better get on the phone to your accountant in the “Cayman Islands”. :wink:

Presumably StartEngine has been doing this for a while and attempts to find the optimal balance of false negatives and false positives. Perhaps you are right that that might not be optimised for the Purism customer base. (But then you can be a Purism investor without being a Purism customer.)

To make an analogy with email, do you abandon using a spam filter just because it isn’t 100% accurate?

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Why Cayman Is.? Did you not notice the “.sm” domain here is San Marino? (And that’s not a suburb in Los Angeles.)

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Speaking as someone who has 5 brokerage accounts with 3 different brokers, I would consider myself to be a Bona Fide potential investor. And I’m certainly not going to provide the likes of StartEngine my investment credentials simply to ask a question.

I just thought others should know because StartEngine was not, IMO, upfront about the requirement. I was not told I would need to create a brokerage account to participate in the discussion until after I had already created a web login.

And I thought you should know since you seemingly were trying to divert questions to that privacy defeating platform.

I should have listened to their Google Reviews where they rate a 2.0 … where one can not give a rating below a 1. Here are some of their reviews:

Every day i have to unsubscribe to this companies emails and every day I get more emails I have to unsubscribe to. It’s been WEEKS. Make. It. Stop.

and

That exclamation point in their logo should be looked at as a flashing WARNING alert. Horrible communication. Limited ability to access. Unclear process. After hearing many positives, Start Engine sadly is an example of the precarious modern “tech company” that states “we are here to help” and then does the complete opposite in their process and interactions. From multiple sources, along with my own experience, this disorganization is the current norm within the last year at Start Engine. BE WARY and ensure they have their plan, customer response, and business model in better shape before investing your time and money on this risky venture of a company.

and

good luck getting any one on the phone.

And, since this is the Purism Forum, I should mention that they have an iPhone app (but no Android or Purism app) and it is revealed that they have almost zero app Privacy features. They (potentially) track you and your purchases across different applications, etc.

But that is to be expected if you read their Privacy Policy https://www.startengine.com/privacy . At least they are honest about how they will use information such as your age, address, gender, income, SSN, etc…

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The link provided by privacy2 stated that a passport number or other government issued ID can be used.

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It was in double quotes - to indicate that it stands for a generic jurisdiction that is used for offshore trusts and holding companies. It was also followed by a smiley to indicate that it was not a serious suggestion.

That’s not good. Could be illegal under the law here. Don’t know about the US.

I deal with that in the mail server. Either outright reject up front as spam (so that they know I am bouncing their emails and may in fact remove me from further emails) or silently explicitly “drop on floor” (they think it is being delivered but at least I never see it in my mailbox).

However, realistically if you actually invested, it would be unwise to do either of the above until after the public offering completes. So you would have to put up with their emails for some months.

That would have been nice.

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I forgot to include my own smiley. I’m and old text based guy before they became popular If I remember to use them at al, would manually type a semi-colon and a right parenthesis.

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Same in the US. It’s enforced by the FTC ( CAN-SPAM Act: A Compliance Guide for Business | Federal Trade Commission ). As we’ve seen with the FTC Mail Order rule (vis-a-vis Purism) … enforcement leaves a lot to be desired.

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Must Purism investors be “sophisticated” according to the SEC (e.g., more than $1 million in assets)? I thought that investors in private companies must meet this requirement, but I do not remember seeing that mentioned in the investment posts.

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Follow the link in the OP, click “>” to the right of DISCUSSION, click INVESTING FAQS, click More FAQs

Expand “How much can I invest?”
and
Expand “How do I know if I am an accredited or non-accredited investor?”
and
Expand “What is the difference between Regulation Crowdfunding and Regulation A+?”
and
Expand “How do I calculate my net worth?”

and of course everything is in US$ so if you are not in the US then you will need to use a reasonable exchange rate to convert values from your local currency to US$.

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The term is “accredited”, not “sophisticated” and the answer is “No”. This is not a Reg D (or Reg A) offering. It’s a Reg CF offering. Read up on Reg CF from the SEC here: https://www.sec.gov/education/smallbusiness/exemptofferings/regcrowdfunding .

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Important updates from Todd Weaver in the discussion section:

a) We were profitable in 2023, over $9m in revenue, financials will be released after year-end closes, and I will share via an update on this campaign page (after StartEngine compliance review). We are not on a monthly burn. We are profitable and we are clearing debt.

b) Because we are clearing debt our cash on hand is the same as our filing, about $50k, while our liabilities are decreasing.

c) We are not raising anything outside of this Reg CF on StartEngine.

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