Recently, ULedger announced our two-stage plan to raise up to $48,000,000 from investors via REG-D 506(c) by offering both equity and security tokens (ULDS). Since then, we’ve been asked about the intention behind our funding efforts, and what triggered our decision to open up to investors.

The first short answer is this:  We are raising capital because this is a fast-moving space and we need to hire talent, proceed down our product development roadmap and continue to grow our company through marketing and sales.  The other short answer is: there is significant interest in security token investments backed by viable blockchain companies, and thus, a lot of interest from investors in ULedger.

We are living in a very exciting time as we are watching a paradigm shift in how companies raise capital and interact with investors.  The advent of ICO’s brought both a compelling way for investors to get involved with exciting companies and unfortunate scams! There were many ICO’s that were simply an idea written in the form of a white paper that was effectively marketed.  These idea-stage projects were able to raise incredible amounts of capital through hype and fear of missing out marketing strategies. Unfortunately, many investors got burned.

Appropriately, regulators in the U.S. and around the world realized that ICO’s are a valid way to invest and raise capital and are here to stay.  Regulators, as with traditional investments, have the mandate to protect investors from scams by regulating companies issuing tokens.

This is where security tokens come in.  Security tokens are treated and sold just like securities and, ideally, meet the regulatory requirements set out by regulatory agencies.

ULedger is unique in that we have a working blockchain product, IP, and customers.  As a result, there has been steady interest in our project from investors. We have spent the past year evaluating regulatory compliance mandates, potential token structures and the best way to provide our investors with potential upsides in ULedger. We now have a very compelling offering in place.

What Makes the ULedger Investment Offering so Compelling?

This is a question we get a lot from sophisticated investors.  There are many blockchain projects out there raising money, and the advent of the security token is adding more regulatory compliant options for investors to choose from.  With this in mind, let me outline why ULedger is a compelling investment opportunity for accredited investors.

First, What is ULedger?

In a nutshell, ULedger is an enterprise blockchain protocol that allows enterprises to augment their existing technology infrastructure with blockchain.  We have created a hybrid, public/private blockchain that enables data immutability without the need for system-wide consensus. This allows companies to keep their data private while still benefiting from the public consensus mechanisms inherent in blockchain.  This also allows us to be infinitely scalable! With ULedger, each company has its’ own, independent blockchain(s). Independent ULedger blockchains in our network then cross-certify each other’s data without actually needing to share the underlying data.

We are a three-year-old company with working products, IP, and some recurring revenue.  We have customers, partners, projects and joint ventures with companies like Deloitte, The City of Boise, AmerisourceBergen, Thomson Reuters, Brickschain, and many more.

What is our Investment Structure?

ULedger is offering a Reg D 506(c) private placement offering to accredited investors.  During this round, we are offering Units that include both equity and security tokens.

Unit Structure

Investors interested in investing and receiving Uledger Common Equity and the Security Token, can do so by making a minimum investment of $25,000. Each $25,000 is considered a “Unit,” and one of 1920 units ULedger is offering investors.  Each Unit includes 40,000 ULDS tokens (valued at $20,000) and (ii) 767 shares of Common Equity in the Company valued at $5,000.

  • Equity

ULedger is offering 15% of the Company’s equity for $10,000,000.  To access this offering, investors must invest at least $25,000, which will result in receiving both Security Tokens as well as Common Equity. (Please see “Unit structure” contained herein for more details). The equity is being offered exclusively to its private funding round investors, and to accredited investors only.

  • Tokens

The ULDS tokens, offered at $0.50 per token, will be security tokens and are expected to become regulated. This provides investors with a secure and confident stage to invest in the company, due to the extra regulatory compliance requirements. In addition to being tradable as a security on a token exchange, ULedger will redeem ULDS at any time for $0.50 worth of ULedger service fees. This provides ULDS holders with the equivalence in value to the purchase price of the tokens.

Our tokens have multi-faceted value:

  • First, they are profit sharing tokens where ULedger will pay out 10% of our profits on a quarterly basis.
  • Second, our tokens can also be exchanged or sold to companies who want our software services.  
  • Third, the tokens will be tradable on exchanges where the value of the tokens will increase or decrease based on the performance of ULedger and by market forces.

By offering units that offer both traditional equity and regulatory compliant security tokens, investors are given the best of both the traditional investment world and the new security token world.

Liquidity

  • Tokens

Down the road, ULedger will do a Reg A+ tier 1 offer to the public where anyone, accredited or not, can buy ULedger tokens. However, equity will not be available during our public offering.  By completing a Reg A+ offering, ULedger tokens will be tradable on regulatory compliant exchanges such as Coinbase, Tzero, and others that are working toward regulatory compliance right now.  

  • Equity

As with any equity investment, liquidity takes place in the event of a buyback, company sale, or public offering.

The number of Units available in our Reg D 506(c) round in limited.  If you are an accredited investor and would like to reserve ULedger units, please add your name to our whitelist here:

https://www.uledger.co/invest/

The information outlined in this Token Offering Summary is being provided to you solely for discussion purposes.  This Token Offering Summary does not constitute an offer to sell or solicitation of an offer to buy any securities. Any offering will only be made pursuant to the relevant information within a Private Placement Memorandum and subscription documents, all of which must be read in their entirety. No offer to make an investment will be made prior to receipt by a potential investor of these documents and the completion of all the appropriate documents. No information contained in this Token Offering Summary, or any oral or written communication with an interested party should be relied upon as a representation or warranty as to any matter from any person, and no liability shall attach to any person or entity as a result of such information. Nothing in this Token Offering Summary constitutes advice relating to legal, taxation or investment matters and interested parties are advised to consult their own professional advisors in connection with making an investment decision. Before investing in ULedger, investors should be aware that the occurrence of the risks, uncertainties, and events described in the “Risk Factors” section of the Private Placement Memorandum, to which investors will receive access subsequent to the execution by each such investor.