This round is no longer accepting investments, but hundreds just like it are live now.

Log In

GET A PIECE OF KETO5

LONGER • LIGHTER • BRIGHTER

At Keto5, we’re on a mission to improve the quality of life for everyone. Our products dramatically increase ketone levels in the bloodstream, enabling users to achieve at least 5 times the level of ketosis achieved by diet alone. Keto5 is building a nationwide and international network of medical care professionals who will sell the products to their patients and supervise their use of the products. We are a pre-market, pre-revenue company with strategic hardware partnerships in place. We will commence building our clinical network in late Q2 of 2022.

This Reg CF offering is made available through StartEngine Capital, LLC. This investment is speculative, illiquid, and involves a high degree of risk, including the possible loss of your entire investment.

$176,099.25 Raised

REASONS TO INVEST

Within 5 years, even if no additional sales are achieved other than those guaranteed by our experienced and substantial manufacturer and distributor as per the exclusive distribution agreement for weight loss, the company will gross a minimum of $18,500,000 revenue in 2027 with a projected 60%+ gross profit. This investment is in a company dedicated to the improvement of the health of its customers.

The global ketogenic diet market size was valued at $9.57 billion in 2019. And the ketogenic diet market is set to grow by USD 1.68 billion, progressing at a CAGR of over 5.5% between 2020 and 2025.*

Nearly 1.1M physicians practice in the US of which 381,000 are in the specialties and subspecialties that treat conditions for which Keto5 products are beneficial.**

*Information from Grandview Research and Yahoo Finance (source / source)

**Information from Statista (source)


A fully customized program to meet your healthcare goals


Weight loss is not our end goal here. It’s your empowerment to live a high-quality, sustainable lifestyle with immense health benefits.


In the nearly 7 years since the formation of Keto5, founder Dr. Michael Wool, a renowned university research physician with a background in HIV antiviral drug therapy, and Stanley Ho, an engineer, brought together a small group of physicians to explore weight control using exogenous ketone supplementation. 


 

A small clinical trial of 49 patients demonstrated weight loss averaging 10 pounds per month over eight weeks. During that time, it was noted that Keto5 patients with complicated medical diseases including diabetes, hypertension, asthma, and certain auto-immune diseases experienced additional improvement in their symptoms, laboratory measurement of inflammation, and reduction in standard of care prescription medications.  


With this research, we learned that no matter your goals, Keto5 doctors will optimize your program for your personal physiology and objectives - helping you hit targets faster and more effectively. 


*Our dietary ketone supplement has not been approved by the FDA nor do our products cure or treat any disease


In addition to weight loss, many patients may benefit from achieving durable increases of their ketosis levels when facing specific medical issues — such as diabetes, heart disease, autoimmune disorders, and even cancer — or to address a psychological challenge such as anxiety or depression.


We are all unique in our backgrounds and physical makeups. This type of tailored approach is the key to lasting metabolic results. We’re here to give the whole body treatment.

 



THE EVOLUTION OF THE HIGH CARB DIET


Ancient humanity had 90% fewer diseases than today


Our ancestors survived on fat stores (ketones) for days while hunting. And when they finally ate, it was mostly animal fat and protein. Human metabolism is still wired to work this way. Yet a carbohydrate-heavy diet has been foisted upon us for nearly 30 years, not to mention, billions in marketing by CPGs has driven average sugar consumption to 3 pounds per week (source).


Point blank: Living off of carbs and sugar now instead of fat is making us fat. So much so that 4 in 10 Americans are obese. Not just overweight, but obese. This obesity causes chronic inflammation everywhere in the body. 


(source)


So while obesity-induced inflammation is busy making us sick… along comes a viral pandemic. Recent data from the CDC demonstrates that obesity increases the risk of severe illness from COVID-19. People who are overweight (but not obese) may also be at increased risk. Obese people may have triple the risk of hospitalization due to a COVID-19 infection (source).


Promoting the therapeutic power of high ketosis levels to the American public will help solve many health problems associated with obesity. That’s where we come in.

The Solution


We’re on a mission to improve quality of life for everyone

We’re seeing increasing popularity for the ketogenic diet (ancient man diet). 


And with that, Keto5 will help thousands of overweight or obese people lose weight under the direction of a physician (by far the most effective of all weight loss programs) and reduce levels of inflammation and vulnerability to a host of inflammation-related diseases. It takes the ketogenic diet to the next (and more powerful level).



KETO5 is optimizing human health and longevity through 360-degree ketogenic management. We are cultivating a network of physicians that Keto5 will specially train in all aspects of ketogenic management, including metabolic function, inflammation physiology and immunology, as well as ketogenic nutrition and diet design.


Upon joining the Keto5 program, you can choose to partner with one of these highly knowledgeable and compassionate experts, or continue working with your own personal physician as part of your supervised keto care regimen.




Our flagship product, XOGENIUS, is a ketone salt supplement that produces nutritional ketosis in minutes vs. hours or days in a ketogenic diet alone.



XOGENIUS safely yields 200% - 500% higher ketone levels in 1 dose. We believe this is upwards of 6X the potency of other formulas available today (source). And Keto5 has exclusive rights to sell to a clinical network from the patent holder of the main ingredient of XO Immune and XO Genius. 


XOGENIUS has helped patients achieve a median of 10 lbs. of weight loss and 81% reduced inflammation in just 30 days during proven clinical trials (source, source). Because of this efficacy, XOGENIUS even provides Nutritional Forgiveness. This means a flexible modern diet with some carbohydrates can be enjoyed while still maintaining adequate levels of ketosis.



Keto5 develops, manufactures, and will sell through a network of healthcare professionals its Keto5 products - all of which either contain exogenous ketone salts or related products to consume with the ketone salts-based products.


We'll sell Keto5  products initially through our clinical network that in turn sell to its patients. The company will also sell directly to consumers but only with the authorization of a network physician. They will be sold to health care professionals at a wholesale price that is more than double our cost of manufacturing. Our suite of exogenous salts products for mental sharpness, brain fog, esports, and other uses will be sold directly to consumers online with or without the authorization of a Keto5 clinical network healthcare provider. 




The Market


Ketogenic beverages alone are a $3B and growing category

But XOGENIUS doesn’t compete in the cluttered, low-margin, “snake oil” consumer market…  Instead, we leverage a physician-only distribution network — initially targeting medical weight loss.


  • The U.S. primary care physicians market size was valued at $254.9 billion in 2020 and is expected to expand at a compound annual growth rate (CAGR) of 3.02% from 2021 to 2028 (source).
  • The global ketogenic diet market size was valued at $9.57 billion in 2019 (source).
  • The ketogenic diet market is set to grow by $1.68 billion, progressing at a CAGR of over 5.5% between 2020 and 2025 (source).


(source)



This growth is primarily in the ketogenic diet arena. However, there is increasing awareness among both health care professionals and consumers of the benefits of ketosis both from a weight loss perspective but also the many therapeutic benefits of being in a heightened state of ketosis.



The KETO5 network of healthcare professionals will prescribe custom individual tailored ketogenic subscription plans including laboratory monitoring, telemedicine remote monitoring, health coaching encouraging the best outcomes and sustained clinical benefits far beyond DIY consumer-grade, “over-the-counter” and “online” products. 


Plus, Keto5’s products produce higher levels of ketosis (typically at least 5X) than those that are conventionally available in the "over the counter" marketplace, and up to 10 times higher than with a Keto diet alone.   


*Images are computer generated demo versions. Product is still currently under development


The Keto5 proprietary formulations producing these optimized ketosis levels are best managed by Keto5’s experts to achieve optimized patient results.  Due to ubiquitous ketogenic diets along with the advancing patient population using exogenous ketones, questions about their use logically defaults to the primary care physician. Only a minority of physicians can adequately answer patient questions and give appropriate guidance about "Targeted Ketosis".  

Our Traction


Strategic hardware partnerships are in place to complete the program offering

Here’s a closer look at what we’ve been up to, and where we are headed:

  • Spent 7 years doing research with actual patients
  • Spent 6 years perfecting the products
  • Designed all packaging
  • New company logo and visual branding
  • Completed website
  • Hired agency to help build a clinical network
  • Completed agreement to give Keto5 exclusive rights to sell products containing GoGHB, a key and indispensable ingredient in XOGENIUS and XOImmune in the clinical arena, giving us an enormous competitive advantage
  • Keto5 has recently entered into a distribution agreement with a global manufacturer and distributor of food products for the weight loss industry. Between its France and North American operations, it generates annual revenues in excess of $60M. Under the terms of the agreement, they will be the exclusive distributor of Keto5 products for weight loss. This experienced and substantial manufacturer and distributor currently operates a clinical network of weight loss centers and physicians with more than 2,000 MDs in its network. It has also created an online portal and app that is managed by its team of registered dietitians. Under the terms of the contract that has an initial 5 year term with auto-renewals, they are is obligated to purchase sufficient quantities of Keto5 products to satisfy Keto5’s minimum purchase quantity requirements for GoBHB starting in January 2023. This contract alone guarantees minimum revenues for Keto5 of:
20232024202520262027
$1,655,889$2,721,000$7,074,600$11,972,400$18,502,800


  • Gross profits increase with volume but we are projecting that they will be in the 60% range as per the agreed wholesale prices with the experienced and substantial manufacturer and distributor, will be creating new flavors for XOGENIUS and XOIMMUNE as well as new products containing GoBHB including meal replacements (shakes), bars, chips, muffins, pancake mix, soups and gummies (please see risk factors in the Form C for additional information regarding projections).
  • Have experienced core team consisting of a physician, engineer, and experienced entrepreneur and operator/attorney

Keto5 will help this experienced and substantial manufacturer and distributor increase its medical network for weight loss by co-marketing with them. Dr. Wool will be meeting with many large medical weight loss centers including IdealProtein, Metabolic, Ranier, Moxy, Lindora and others to persuade them of the benefits of products containing GoBHB for weight loss.


We believe that with a clinical network of only 1,000 health care professionals, apart from the experienced and substantial manufacturer and distributor’s existing network (out of a target range of 1,100,000 primary care and specialist physicians) could help us reach our goal  of becoming a $400 Million company. The value of the clinical network alone  will be extremely valuable.  


*The above testimonials may not be representative of the opinions of other medical experts or experiences of other customers and is not a guarantee of future performance or success.


Why Invest


We believe Keto5 is poised to help more than 70% of America who are overweight live healthier, longer, and happier lives


Professional and consumer awareness of the powerful therapeutic benefits of high ketone levels in humans is in its infancy. Although the term “keto” has crept into the public vernacular over the past 5 years, the enormous range of benefits of ketosis is barely understood by the population at large. 


We are truly at the dawn of a new age where the power of ketones is about to be unlocked and unleashed. If this thesis is proven to be correct, then, given the company’s exclusive rights in the clinical network, we believe the potential for growth is enormous



THE OFFERING MATERIALS MAY CONTAIN FORWARD-LOOKING STATEMENTS AND INFORMATION RELATING TO, AMONG OTHER THINGS, THE COMPANY, ITS BUSINESS PLAN AND STRATEGY, AND ITS INDUSTRY. THESE FORWARD-LOOKING STATEMENTS ARE BASED ON THE BELIEFS OF, ASSUMPTIONS MADE BY, AND INFORMATION CURRENTLY AVAILABLE TO THE COMPANY’S MANAGEMENT. WHEN USED IN THE OFFERING MATERIALS, THE WORDS “ESTIMATE,” “PROJECT,” “BELIEVE,” “ANTICIPATE,” “INTEND,” “EXPECT” AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS, WHICH CONSTITUTE FORWARD LOOKING STATEMENTS. THESE STATEMENTS REFLECT MANAGEMENT’S CURRENT VIEWS WITH RESPECT TO FUTURE EVENTS AND ARE SUBJECT TO RISKS AND UNCERTAINTIES THAT COULD CAUSE THE COMPANY’S ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE CONTAINED IN THE FORWARD-LOOKING STATEMENTS. INVESTORS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS, WHICH SPEAK ONLY AS OF THE DATE ON WHICH THEY ARE MADE. THE COMPANY DOES NOT UNDERTAKE ANY OBLIGATION TO REVISE OR UPDATE THESE FORWARD-LOOKING STATEMENTS TO REFLECT EVENTS OR CIRCUMSTANCES AFTER SUCH DATE OR TO REFLECT THE OCCURRENCE OF UNANTICIPATED EVENTS.



ABOUT

HEADQUARTERS
300 South Beverly Drive, Suite 108
Beverly Hills, CA 90212

At Keto5, we’re on a mission to improve the quality of life for everyone. Our products dramatically increase ketone levels in the bloodstream, enabling users to achieve at least 5 times the level of ketosis achieved by diet alone. Keto5 is building a nationwide and international network of medical care professionals who will sell the products to their patients and supervise their use of the products. We are a pre-market, pre-revenue company with strategic hardware partnerships in place. We will commence building our clinical network in late Q2 of 2022.

TEAM

Stephen Drimmer
Stephen Drimmer
COO & Director

Columbia College and Law School graduate, Stephen Drimmer has been a successful enterpreneur for more than 40 years. His track record of successful ventures are very diverse including transportation, entertainment, mining, marketing, and technology. For the past 10 years, he has been an active investor in startups including StartEngine. Keto5 is Drimmer's latest venture. He also serves as a consultant and advisor to startups. He lives in Los Angeles with his wife of 36 years and two Airedale Terriers.

Stanley Ho
Stanley Ho
Chief Product Officer & Director

Stanley Ho brings 35 years of engineering and manufacturing expertise in developing and formulating the Keto5 product lineup. Earning his BSEE from the University of Hawaii, Stanley applies his varied engineering disciplines — ranging from from high-speed networking to chemical manufacturing — in the study of ketogenic diets and exogenous ketogenic agents.

G. Michael Wool
G. Michael Wool
CEO & Director

Michael Wool, MD is a board-certified internist with Cedars-Sinai. In addition to his 35 years of HIV clinical research, Dr. Wool holds two U.S. patents, and has built and sold several medical companies. Since discovering the power of ketones to fight deadly inflammation, Dr. Wool created Keto5 to reach and help patients all across the country.

TERMS

Keto5
Overview
PRICE PER SHARE
$4.75
DEADLINE
Sep 29, 2022
VALUATION
$50M
FUNDING GOAL
$10k - $1.07M
Breakdown
MIN INVESTMENT
$498.75
MAX INVESTMENT
$1,069,999.25
MIN NUMBER OF SHARES OFFERED
2,106
MAX NUMBER OF SHARES OFFERED
225,263
OFFERING TYPE
Equity
ASSET TYPE
Common Stock
SHARES OFFERED
Common Class B

Maximum Number of Shares Offered subject to adjustment for bonus shares

*Maximum Number of Shares Offered subject to adjustment for bonus shares. See Bonus info below.

Time-based

First 30 days, receive 5% bonus shares

Amount-based

Tier 1 Perk — Invest $5,000+ and receive 3% bonus shares

Tier 2 Perk — Invest $10,000+ and receive 19% bonus shares

Tier 3 Perk — Invest $25,000+ and receive 25% bonus shares

Tier 4 Perk — Invest $50,000+ and receive 30% bonus shares

Tier 5 Perk — Invest $75,000+ and receive 35% bonus shares

Tier 6 Perk — Invest $100,000+ and receive 40% bonus shares

*All perks occur when the offering is completed.

The 10% StartEngine Owners' Bonus

Keto5, Inc will offer 10% additional bonus shares for all investments that are committed by investors that are eligible for the StartEngine Crowdfunding Inc. OWNer's bonus.

This means eligible StartEngine shareholders will receive a 10% bonus for any shares they purchase in this offering. For example, if you buy 100 shares of Common Class B at $5.00 / share, you will receive 110 shares of Common Class B, meaning you'll own 110 shares for $500. 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 during the investors eligibility period. Investors eligible for this bonus will also have priority if they are on a waitlist to invest and the company surpasses its maximum funding goal. They will have the first opportunity to invest should room in the offering become available if prior investments are canceled or fail.

Investors will receive the highest single bonus they are eligible for among the bonuses based on the amount invested and time of offering elapsed (if any). Eligible investors will also receive the Owner’s Bonus in addition to the aforementioned bonus.

Irregular Use of Proceeds

The Company will not incur any irregular use of proceeds.

ALL UPDATES

Owners bonus
Stack Owner's Bonus & Rewards!

Members get an extra 10% shares in addition to rewards below!

REWARDS

Multiple investments in an offering cannot be combined to qualify for a larger campaign perk. Get rewarded for investing more into Keto5.

JOIN THE DISCUSSION

0/2500

Something Went Wrong
Ice breaker! What brought you to this investment?

HOW INVESTING WORKS

Cancel anytime before 48 hours before a rolling close or the offering end date.

WHY STARTENGINE?

REWARDS

We want you to succeed and get the most out of your money by offering rewards and memberships!

SECURE

Your info is your info. We take pride in keeping it that way!

DIVERSE INVESTMENTS

Invest in over 200 start-ups and collectibles!

With Regulation A+, a non-accredited investor can only invest a maximum of 10% of their annual income or 10% of their net worth per year, whichever is greater. There are no restrictions for accredited investors.

With Regulation Crowdfunding, non-accredited investors with an annual income or net worth less than $124,000, are limited to invest a maximum of 5% of the greater of those two amounts. For those with an annual income and net worth greater than $124,000, he/she is limited to investing 10% of the greater of the two amounts.

At the close of an offering, all investors whose funds have “cleared” by this time will be included in the disbursement. At this time, each investor will receive an email from StartEngine with their Countersigned Subscription Agreement, which will serve as their proof of purchase moving forward.

Please keep in mind that a company can conduct a series of “closes” or withdrawals of funds throughout the duration of the campaign. If you are included in that withdrawal period, you will be emailed your countersigned subscription agreement and proof of purchase immediately following that withdrawal.

StartEngine assists companies in raising capital, and once the offering is closed, we are no longer involved with whether the company chooses to list shares on a secondary market, or what occurs thereafter. Therefore, StartEngine has no control or insight into your investment after the close of the live offering. In addition, we are not permitted to provide financial advice. You may want to contact a financial professional to discuss possible investment outcomes.

For Regulation Crowdfunding, investors are able to cancel their investment at any point throughout the campaign up until 48 hours before the closing of the offering. Note: If the company does a rolling close, they will post an update to their current investors, giving them the opportunity to cancel during this timeframe. If you do not cancel within this 5-day timeframe, your funds will be invested in the company, and you will no longer be able to cancel the investment. If your funds show as ‘Invested’ on your account dashboard, your investment can no longer be canceled.

For Regulation A+, StartEngine allows for a four-hour cancelation period. Once the four-hour window has passed, it is up to each company to set their own cancelation policy. You may find the company’s cancelation policy in the company’s offering circular.

Once your investment is canceled, there is a 10-day clearing period (from the date your investment was submitted). After your funds have cleared the bank, you will receive your refund within 10 business days.

Refunds that are made through ACH payments can take up to 10 business days to clear. Unfortunately, we are at the mercy of the bank, but we will do everything we can to get you your refund as soon as possible. However, every investment needs to go through the clearing process in order to get sent back to the account associated with the investment.

Both Title III (Regulation Crowdfunding) and Title IV (Reg A+) help entrepreneurs crowdfund capital investments from unaccredited and accredited investors. The differences between these regulations are related to the investor limitations, the differing amounts of money companies are permitted to raise, and differing disclosure and filing requirements. To learn more about Regulation Crowdfunding, click here, and for Regulation A+, click here.

RAISED
$176,099.25
INVESTORS
22
MIN INVEST
$498.75
VALUATION
$50M

Get To Know Us

Our Team

Careers

Blog

Important Message

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. INVESTMENTS ON STARTENGINE ARE SPECULATIVE, ILLIQUID, AND INVOLVE A HIGH DEGREE OF RISK, INCLUDING THE POSSIBLE LOSS OF YOUR ENTIRE INVESTMENT.

www.StartEngine.com is a website owned and operated by StartEngine Crowdfunding, Inc. (“StartEngine”), which is neither a registered broker-dealer, investment advisor nor funding portal.
Unless indicated otherwise with respect to a particular issuer, all securities-related activity is conducted by regulated affiliates of StartEngine: StartEngine Capital, LLC, a funding portal registered here with the US Securities and Exchange Commission (SEC) and here as a member of the Financial Industry Regulatory Authority (FINRA), or StartEngine Primary, LLC, a broker-dealer registered with the SEC and FINRASIPC . You can review the background of our broker-dealer and our investment professionals on FINRA’s BrokerCheck here. StartEngine Secondary is an alternative trading system regulated by the SEC and operated by StartEngine Primary, LLC, a broker dealer registered with the SEC and FINRA. StartEngine Primary, LLC is a member of SIPC and explanatory brochures are available upon request by contacting SIPC at (202) 371-8300.

Investment opportunities posted and accessible through the site are of three types:

1) Regulation A offerings (JOBS Act Title IV; known as Regulation A+), which are offered to non-accredited and accredited investors alike. These offerings are made through StartEngine Primary, LLC (unless otherwise indicated). 2) Regulation D offerings (Rule 506(c)), which are offered only to accredited investors. These offerings are made through StartEngine Primary, LLC. 3) Regulation Crowdfunding offerings (JOBS Act Title III), which are offered to non-accredited and accredited investors alike. These offerings are made through StartEngine Capital, LLC. Some of these offerings are open to the general public, however there are important differences and risks.

Any securities offered on this website have not been recommended or approved by any federal or state securities commission or regulatory authority. StartEngine and its affiliates do not provide any investment advice or recommendation and do not provide any legal or tax advice with respect to any securities. All securities listed on this site are being offered by, and all information included on this site is the responsibility of, the applicable issuer of such securities. StartEngine does not verify the adequacy, accuracy or completeness of any information. Neither StartEngine nor any of its officers, directors, agents and employees makes any warranty, express or implied, of any kind whatsoever related to the adequacy, accuracy, or completeness of any information on this site or the use of information on this site. See additional general disclosures here.
By accessing this site and any pages on this site, you agree to be bound by our Terms of use and Privacy Policy, as may be amended from time to time without notice or liability.

Canadian Investors Investment opportunities posted and accessible through the site will not be offered to Canadian resident investors. Potential investors are strongly advised to consult their legal, tax and financial advisors before investing. The securities offered on this site are not offered in jurisdictions where public solicitation for offerings is not permitted; it is solely your responsibility to comply with the laws and regulations of your country of residence.

California Investors Only – Do Not Sell My Personal Information

(800-317-2200). StartEngine does not sell personal information. For all customer inquiries, please write to contact@startengine.com.

StartEngine’s Reg A+ offering is made available through StartEngine Crowdfunding, Inc. This investment is speculative, illiquid, and involves a high degree of risk, including the possible loss of your entire investment. For more information about this offering, please view StartEngine’s offering circular and risk associated with this offering.

StartEngine Marketplace

The availability of company information does not indicate that the company has endorsed, supports, or otherwise participates with StartEngine.

None of the information displayed on or downloadable from www.startengine.com (the 'Website') represents a recommendation, offer, or solicitation of an offer to buy or sell any security. It also does not constitute an offer to provide investment advice or service. StartEngine does not (1) make any recommendations or otherwise advise on the merits or advisability of a particular investment or transaction, or (2) assist in the determination of fair value of any security or investment, or (3) provide legal, tax, or transactional advisory services.

All investment opportunities are based on indicated interest from sellers and will need to be confirmed.

Investing in private company securities is not suitable for all investors. An investment in private company securities is highly speculative and involves a high degree of risk. It should only be considered a long-term investment. You must be prepared to withstand a total loss of your investment. Private company securities are also highly illiquid, and there is no guarantee that a market will develop for such securities. Each investment also carries its own specific risks, and you should complete your own independent due diligence regarding the investment. This includes obtaining additional information about the company, opinions, financial projections, and legal or other investment advice. Accordingly, investing in private company securities is appropriate only for those investors who can tolerate a high degree of risk and do not require a liquid investment.

StartEngine Marketplace (“SE Marketplace”) is a website operated by StartEngine Primary, LLC (“SE Primary”), a broker-dealer that is registered with the SEC and a member of FINRA and the SIPC. StartEngine Bulletin Board ("SE BB") is a bulletin board platform that advertises interest in shares of private companies that previously executed Reg CF or Reg A offerings. SE BB enables shareholders to communicate interest in potential sales of shares in private companies and investors to discover, review, and potentially invest in private companies. As a bulletin board platform, SE BB provides a venue for investors to access information about private company offerings and connect with potential sellers. SE BB is distinct and separate from StartEngine Secondary (“SE Secondary”), which is an SEC-registered Alternative Trading System (ATS) operated by SE Primary. SE Secondary facilitates the trading of securities by matching orders between buyers and sellers and facilitating executions of trades on the platform. While a security may be displayed on the bulletin board, these securities will be subject to certain restrictions which may prevent the ability to buy and sell these securities in a timely manner, if at all. Even if a security is qualified to be displayed on the bulletin board, there is no guarantee an active trading market for the securities will ever develop, or if developed, be maintained. You should assume that you may not be able to liquidate your investment for some time or be able to pledge these shares as collateral.