STARTENGINE PRIVATE: YOUR PORTAL TO INVEST IN VENTURE-BACKED BUSINESSES WITHOUT SPENDING MILLIONS

Questions? Our specialists are here to help. Give us a call: +1 323-736-4175
Available 9a - 5p Pacific

Ramp is a finance platform harnessing the power of A.I.for modern businesses. With over 15,000 customers 6 and nearly $300M in estimated revenue in its third year of operations 2, Ramp has grown rapidly – so it’s no surprise that it earned a place at the top of the LinkedIn Top Startups 2023 list. 2, 12

Estimated revenue figures have not been independently audited. Past performance is not indicative of future results.

REASONS TO INVEST

“First Financial Software Partner for Copilot”

Though it's just three years old, Ramp is arguably leading the charge to integrate AI into payment processing. The company claims it’s the “first financial software partner for Copilot” (Microsoft’s AI assistant native to teams) 1

Introducing Ramp Intelligence

Following its June acquisition of customer support LLM Cohere.io, Ramp recently introduced a suite of new AI-powered capabilities to automate tasks from expenses and book-keeping to contract negotiation with vendors. ^{3 4}

“$100M Revenue Run Rate, 2 Years from Launch”

According to the Not Boring investment newsletter, by revenue Ramp is among the “fastest growing SaaS companies ever.” Its annual revenues were $3M in 2020, $56M in 2021, $125M in 2022, and $295 est. 2023 ^{5 2}

15,000 Organizations Use Ramp

An August 2023 report from Crunchbase noted that over 15,000 customers use Ramp’s corporate card and expense management services, including Anduril, Eventbrite, Discord, Task Rabbit, and Shopify per the company’s website. 6 7

$1.72 Billion Raised from Renowned VCs
In its August 2023 round, Ramp raised $300 million in a deal led by Thrive Capital – aka a major backer behind tech giants like OpenAI and Anduril

BREAKING: Ramp Raises Another $150M at $7.65 Billion Valuation 12
Sequoia Capital joins along with several other prominent VCs in this latest funding round that also includes Khosla Ventures, Greylock, 8VC 12

Unless otherwise indicated, the information herein is based on valuations obtained from Pitchbook. This information is from publicly available sources, and we do not guarantee its accuracy or completeness. See “Disclaimers” for more details. ⁷

The value of the offered interests may not be directly equivalent to those of the existing shares of Ramp Business Corporation, and may have differing material rights, including a carried interest fee of 20%. Series Ramp has the right to purchase additional shares in its sole discretion and purchase additional shares of the underlying company. Assuming no reorganization or other corporate events in the underlying company, there will be 1-1 correspondence between the number of shares owned by Series Ramp and the number of shares in the Series outstanding.

This offering is not eligible for any bonus shares. Any reference to bonus shares or similar terms should not be interpreted as an offer or entitled to bonus shares.

Disclaimers:

* Ramp Business Corporation is not participating or involved in this offering. You are not purchasing shares of Ramp. When you make an investment in a company in StartEngine Private, you are purchasing a membership interest in Series 8-1 (“Series Ramp”), a series of StartEngine Private LLC, a Delaware limited liability company (“StartEngine Private”), which was created to hold shares of a privately held company. The availability of company information does not indicate that the company has endorsed, supports or otherwise participates with StartEngine Private, Series Ramp, or any of its affiliates. Series Ramp does not purchase shares in the company directly from the company. There may not be a one-to-one economic parity on the share value of Series Ramp shares and Ramp shares. StartEngine Advisers will file as an exempt reporting adviser that manages StartEngine Private and Series Ramp. StartEngine Advisers is not registered with the Securities and Exchange Commission as an investment adviser.

An investor will not directly own or hold shares of the private company but instead will own member interests in Series Ramp, which either directly or indirectly, will hold shares in the company. The purchase of the security does not entitle you to become a stockholder of Ramp.

1. Source: https://venturebeat.com/virtual/corporate-card-startup-ramp-integrates-with-microsoft-teams-and-365-copilot/

2. Source: https://sacra.com/c/ramp/

3. Source: https://ramp.com/blog/welcome-cohere

4. Source: https://ramp.com/intelligence

5. Source: https://www.notboring.co/p/ramping-up

6. Source: https://news.crunchbase.com/fintech-ecommerce/startup-ramp-raises-down-round/#:~:text=Ramp%2C%20which%20has%20more%20than,moved%20into%20the%20procurement%20space

7. Source: https://ramp.com/customers

8. Unless otherwise indicated, the information on this webpage and our marketing materials for Series Ramp is sourced from publicly available information. For instance, the “Valuation Over Time” graph above, is based on valuations obtained from Pitch Book, a website that maintains a record of the company’s funding rounds, along with their corresponding pre- and post-money valuations. As information on the company, including the valuations, are sourced from publicly available information, we do not guarantee their accuracy or completeness. The data and information may be subject to errors, omissions, or changes over time, and we are not responsible for any inaccuracies in the data and information provided. All the information contained on this page derived from publicly available data and information, and has not been independently verified by us or any of our affiliates. This information should not be considered as financial or investment advice. Before making any investment decision you should consult your own financial, investment and tax advisors.

9. Source: https://www.linkedin.com/in/eglyman/

10. Source: https://www.linkedin.com/in/karimatiyeh/

11. Source: https://www.linkedin.com/in/genejaelee/details/experience/

12. Source: https://www.linkedin.com/pulse/fintech-upstart-doing-300-million-year-revenue-top-startup-8wj5c/

This Reg D offering is made available through StartEngine Primary, LLC, and sold only to accredited investors through general solicitation. An accredited investor is an individual or entity that meets specific income or net worth requirements as defined by the Securities and Exchange Commission.

The securities being offered have not been registered under the Securities Act of 1933 or any state securities laws and are being offered and sold in reliance on exemptions provided by Regulation D.

This offering is speculative and illiquid, and investors should be prepared to hold the securities for an indefinite period. Investing in securities involves risk, and there is the possibility of losing your entire investment. Neither StartEngine nor its affiliates provide investment advice or recommendations, nor do they offer legal or tax advice regarding any securities.

Investors should carefully review all offering documents, including the private placement memorandum, subscription agreement, and any other relevant materials before making an investment decision.

Questions? We Have Answers

When I do invest, what am I purchasing?
Any investment you do make will be in Series Ramp which will own shares of the underlying company either directly or indirectly. You will not be investing in the underlying company itself.

What’s a series limited liability company or series LLC, you ask? StartEngine Private is the primary or “parent” LLC that comprises one or more distinct series of interest for each underlying asset. The series either directly or indirectly invests in and holds shares of the underlying company. Each series will merely be a separate series and not a separate legal entity. Under Delaware law, if certain conditions are met, the liability of investors holding one series of interests is segregated from the liability of investors holding another series of interests and the assets of one series of interests are not available to satisfy the liabilities of other series of interests. In the case of StartEngine Private each series will be created for the purpose of holding an equity interest in a single underlying company.

How do you determine the share price?
The series of StartEngine Private purchases the underlying securities from an affiliate. The affiliate previously sourced and negotiated the terms to purchase these underlying securities from third parties. The amount paid by the series of the StartEngine Private is higher than the price the affiliate purchased the securities previously in the secondary market. We also note that while StartEngine does not impose any continuing management fee expenses, there is a carried interest of 20 percent associated with the investment in our series, and therefore to the extent the securities appreciate in value there will not be a one-to-one economic parity between the share value of the StartEngine Private shares and the company’s shares. Please read the “Risk Factors,'' which is included as Exhibit B to the subscription agreement for further details.

What does “Exclusive for Accredited Investors” mean?
Unlike Regulation Crowdfunding and Regulation A+ offerings which are open to the general public, Regulation D (Reg D) offerings using general solicitation are only available to Accredited Investors (i.e. high-net-worth individuals and sophisticated investors). Before investing in this Reg D offering, you’ll need to provide documentation proving your accreditation status, such as W-2s or bank statements.

What is an accredited investor? In the US, an accredited investor includes anyone who:

earned income that exceeded $200,000 (or $300,000 together with a spouse or spousal equivalent) in each of the prior two years, and reasonably expects the same for the current year, or;
has a net worth over $1 million, either alone or together with a spouse or spousal equivalent (excluding the value of the person’s primary residence), or;
holds in good standing a Series 7, 65, or 82 license.

For more information, you can visit here and contact your financial advisor.

What do I have to provide to verify my status as an accredited investor?

Please note: you can also have a Licensed Attorney, Licensed Accountant, Registered Broker-Dealer, or Registered Investment Advisor provide a letter affirming your accreditation.

Alternatively, the following information will be required:

To verify your income: provide the last 2 years’ worth of tax documents that prove you have had sufficient income for the last two years to meet requirements.
To verify your net worth: provide account statements, proof of property ownership, or other documentation showing ownership that proves you have a net worth that meets requirements.
To verify your Series 7, 65, or 82 license: provide your FINRA CRD number for validation.

Nearly $300M est. Revenue in Third Year