Maximum 10,700,000* shares of common stock ($1,070,000)
*Maximum subject to adjustment for bonus shares. See 10% Bonus below
Minimum 100,000 shares of common stock ($10,000)
|Company||d.b.a CannCo Brands & Development, Inc. (Geopulse Explorations, Inc) |
|Corporate Address||6600 Sunset Blvd, 2nd Floor, Los Angeles CA, 90028|
|Description of Business||CannCo Brands is a Nevada based acquisition and development company aimed at building and leveraging new technologies to support emerging economies and markets, such as the legal cannabis market. CannCo is developing a proprietary blockchain technology which will power and support a network of infrastructure partners for legally operating cannabis businesses throughout the United States and Canada.|
|Type of Security Offered||Common Stock in Geopulse Exploration, inc. (OTCMKTS: GPLS) and CannCoin Tokens|
|Purchase Price of Security Offered||$0.10|
|Minimum Investment Amount (per investor) ||$420|
The Offering includes 10 Tokens for every $1 invested. In addition, the following bonuses apply, and these tokens are subject to the Bonus Rates and Terms noted below.
Individual Token Bonus Rates: Individual Investors who participate in the CannCo Regulation CF crowdfunding campaign, may be eligible to receive bonus tokens, if they contribute more than the minimum investment. The size of the bonus will depend on the size of the investment, and the bonus thresholds are as follows:
$500+ — If you invest $500-$1999, you will receive a 20% Token Bonus (i.e. 2 extra tokens per $1 invested, for a total of 12 tokens per $1 invested).
$2,000+ — If you invest $2,000-$9,999, you will receive a 40% Token Bonus, for a total of 14 tokens per $1 invested.
$10,000+ — If you invest $10,000-$49,999, you will receive a 60% Token Bonus, for a total of 16 tokens per $1 invested.
$50,000+ — If you invest $50,000-$99,000, you will receive a 80% Token Bonus, for a total of 18 tokens per $1 invested.
$100,000+ — If you invest $100,000 you will receive a 100% Token Bonus, for a total of 20 tokens per $1 invested.
Group Token Bonus Structure: In addition to whatever individual token bonuses an investor may receive for their individual investment, the entire investor pool may receive an additional token bonus, for their performance in helping CannCo reach certain investment milestones. Additional token bonuses are as follows:
$107,000+ — "Milestone A". If the StartEngine investor community collectively contributes more than $107,000 in total investment, each individual investor who participates in Milestone A, will receive 5 extra tokens per $1 invested.
$535,000+ — "Milestone B". If the StartEngine investor community collectively contributes more than $535,000 in total investment, each individual investor who participates in Milestone B, will receive 5 extra tokens per $1 invested and each individual investor who participated in Milestone A will now receive 10 extra tokens total per $1 invested.
$1,070,000+ — "Milestone C". If the StartEngine investor community collectively contributes more than $1,070,000 in total investment, each individual investor who participates in Milestone C, will receive 5 extra tokens per $1 invested. Each individual investor who participated in Milestone B will now receive 10 extra tokens per $1 invested and each individual investor who participated in Milestone A will now receive 15 extra tokens total per $1 invested.
*All perks and tokens will be delivered after the campaign is completed, and upon availability of the Tokens.
Terms of Tokens
Description: CannCoin Tokens will be an ERC20/223 Token built on the Ethereum Blockchain and function as the primary medium of exchange usable within our own proprietary CannCo Network platform, and will be used as an exchange medium between consumers, retailers, and upstream supply chain partners.
- Initial Blockchain: Ethereum, ERC20/ERC223
- Migration to Alternative Blockchain: Cardano (potentially; we are in preliminary discussions with IOHK now)
- Expected Network Launch date: 9/1/18
- Total amount of Tokens authorized for creation: 500,000,000 (subject to change without notice)
- Amount of Tokens or Rights to Tokens already issued: None
- Will they be listed on Exchanges: The token is currently intended to be listed exchanges, but this may change, pending approval to list on such exchanges, changes to the regulatory landscape, or any other reason. Security Tokens may be eligible for trading on SEC approved alternate trading platforms as they become available. There is no guarantee that such a trading platform will be available at that time.
Other Material Terms:
- Voting Rights: None
- Restrictions on Transfer: 1 year from closing of Offering
- Dividends/Distributions: None
- Redemption Rights: None
- Other: None
The Company currently does not have a functional distributed ledger based business model nor a blockchain based token and there is no guarantee that such will be developed in the future. The promise of future tokens is contingent upon the successful development of such items. There is no guarantee that successful development will ever occur. The right to receive future tokens and the offering of future tokens is being offered as part of this offering exempt from registration under Regulation CF.
Tax Advisory: Investors should consult their tax advisors with respect to the tax basis for each of the common stock and the CannCoin tokens, since they will trade independently.
Jurisdictions: No Investor who (i) resides, (ii) is located, (iii) has a place of business, or (iv) is conducting business (any of which makes the Investor a “Resident”) in the state of New York will be accepted in this offering.
The 10% Bonus for StartEngine Shareholders
Geopulse Explorations, Inc. will offer 10% additional bonus shares for all investments that are committed by StartEngine Crowdfunding Inc. shareholders (with ≥ $1,000 invested in the StartEngine Reg A+ campaign) within 24 hours of this offering going live.
StartEngine shareholders who have invested $1,000+ in the StartEngine Reg A+ campaign will receive a 10% bonus on this offering within a 24-hour window of their campaign launch date. This means you will receive a bonus for any shares you purchase. For example, if you buy 1,000 shares of Common Stock at $0.10 / share, you will receive 100 Common Stock bonus shares, meaning you'll own 1,100 shares for $100. Fractional shares will not be distributed and share bonuses will be determined by rounding down to the nearest whole share.
This 10% Bonus is only valid for one year from the time StartEngine Crowdfunding Inc. investors receive their countersigned StartEngine Crowdfunding Inc. subscription agreement.
The Company doesn't intend to experience an irregular use of proceeds.
A crowdfunding investment involves risk. You should not invest any funds in this offering unless you can afford to lose your entire investment. In making an investment decision, investors must rely on their own examination of the issuer and the terms of the offering, including the merits and risks involved. These securities have not been recommended or approved by any federal or state securities commission or regulatory authority. Furthermore, these authorities have not passed upon the accuracy or adequacy of this document. The U.S. Securities and Exchange Commission does not pass upon the merits of any securities offered or the terms of the offering, nor does it pass upon the accuracy or completeness of any offering document or literature. These securities are offered under an exemption from registration; however, the U.S. Securities and Exchange Commission has not made an independent determination that these securities are exempt from registration.