Thursday, March 26, 2015

Almost Anyone Can Now Invest in Private Companies: SEC Finalizes CrowdFunding Rules


It's been a long time, you and I. We'll try this again for this special news. 

Yesterday, the SEC announced its final guidance for fundraising under the JOBS Act, and the news is overall very good for startups and any private companies that want to raise capital. 

Here's the full 250+-page SEC document (and I expect you to read it all. Quiz on Friday). 

At least two parts are worth paying attention to: 

1) you can invest up to 10% of your net worth if you're not an accredited investor (acc investor has at least $1 million net worth or $200k annually of income)', which means if you're net worth is $10,000, you can invest up to $1,000 in private companies, and

2) up to 30% of a stock offering can come from existing shareholders; the rest comes from the company issuing new stock. It's a built-in path to liquidity for investors, employees, and founders, with a rational limit that should attenuate attempts to dump stock on the unsuspecting general public. 

That 30% rule gives companies a great answer to the "when will I see this money again" question. Until now, the only answers have been IPO, sale of the company, dividends, and stock buyback. 

Dividends require profitability. Stock buybacks require cash on hand, which really should be used to grow the company. IPOs are difficult and unlikely for most companies, and a sale of the company is an awfully radical step just to put cash in investors' pockets. 

I'm not a financial expert by any means, but I'm thrilled by the new rules and look forward to great companies raising capital more easily. That said, I do not look forward to the inevitable absolute and soft fraud that will happen. 

"Soft fraud" is when the company is legitimate, but it oversells its prospects to unwitting investors; the company misleads them in a breach of ethics, but doesn't quite cross the line of legal fraud. 

I'm looking forward to reading the entire document. Ok not really, but I probably will soon. Because, you know, geeks. 


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