Spendwith offering is now closed and is no longer accepting investments.

A culture based peer-2-peer shopping app

INVEST IN SPENDWITH TODAY!

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.
Spendwith

REASONS TO INVEST

ABOUT

HEADQUARTERS
859 Spring ST NW
Atlanta, GA 30308
VALUATION
$2.51M

TEAM

Yasir Mehmood
Yasir Mehmood
CTO / Co-founder

7-year Full Stack Web/App Developer | Developed over 50 apps. | 2014-2017 Yasir worked as a freelance for Pay Sell Co. on various projects including Cellpay.us, Rapfeatures.com & Razsum.cash. Before that, 2011-2014 Yasir was a developer with the dev shop, Purelogics. Yasir has a degree in Computer Science.

C. Jibril Sulaiman II
C. Jibril Sulaiman II
Founder / CEO

Jibril is 16-year entrepreneur. 10 of those years come from owning and operating prepaid wireless stores in 4 cities. 2011-2017 Jibril was the President of Pay Sell Co. a tech company launched after experiencing a pain in accepting wireless payments. Under Pay Sell Co he created the platform Cellpay to provide a way wireless dealers across the country could accept prepaid phone payments from customers. Pay Sell Co was ranked #484 on the 2016 INC.5000 in software 2017-Present Jibril has been a freelance Startup/Tech Consultant & web developer. 2015-2016 Previous startups included Rapfeatures.com & Razsum.cash. From 2001-2010 Jibril was the president of The Cell Phone Place.

Kunal Punjabi

Kunal Punjabi

Advisor

Sr. Director Product Management and UX @bills.com previously founded EkoTable • BS in EE & MSEE Georgia Institute of Technology

Tomi Hodonu

Tomi Hodonu

Advisor

Former GM at cheki.com.ng Nigeria's # 1 cars website

TaShan Parks Twyman

TaShan Parks Twyman

Advisor

Digital Marketing Strategist | Non-Traditional Media Consultant | Consumer Tech Evangelist | Social Sales Trainer| Keynote Speaker

Adekunle Ayodele

Adekunle Ayodele

Advisor

Founder of DataBox Technologies, a software development company based in Atlanta, GA. With over 15 years of IT experience consulting for Fortune 500

Andrew Bart

Andrew Bart

Advisor

Venture Capital, Angel Investor, Startup Advisor, CEO, Founder, Fractional CGO / CMO, focused on growth and acceleration of tech companies

Jesus Martinez

Jesus Martinez

Advisor

Y Combinator Investor, Start-Ups, & Philanthropy, Harvard University

Barbara Bickham

Barbara Bickham

Technology Advisor

CTO / CSO / Special Council DPOUSA / Tech Advisor / Entrepreneur / Author / Philanthropist

TERMS

Spendwith
Overview
PRICE PER SHARE
$1.37
DEADLINE
Oct 30, 2017
VALUATION
$2.51M
AMOUNT RAISED
$46,963.52
Breakdown
MIN INVESTMENT
$100.01
MAX INVESTMENT
$106,999.62
MIN NUMBER OF SHARES OFFERED
7,299
OFFERING TYPE
Equity
ASSET TYPE
SHARES OFFERED
MAX NUMBER OF SHARES OFFERED
364,962

Maximum Number of Shares Offered subject to adjustment for bonus shares

INVESTMENT

Up to 364,963 Shares of Class B Non-voting Common Stock, $1.37 per share

Offering Target Amount: 7,300 Shares of Class B Non Voting Common Stock ($10,001.00)

Offering Maximum Amount: 364,963 Shares of Class B Non Voting Common Stock ($499,999.31)

Minimum individual investment amount: 73 Shares ($100.01)

Maximum individual investment amount: 364,963 Shares ($499,999.31)


The following summary highlights selected information contained in the Offering Memorandum. This summary does not contain all of the information that may be important to you. You should read the more detailed information contained in the Offering Memorandum, including, but not limited to, the risk factors.

The Offering

Spendwith, Corp. (the “Company”) is offering up to one hundred thousand shares (364,963) shares of its Class B Non-Voting Common Stock on a “best efforts” basis.  The offering may continue until the earlier of October 29, 2017 (which date may be extended at our option) or the date when all the shares have been sold. The shares will be priced at $1.37 per share.

Our target offering amount is Ten Thousand Dollars ($10,001.00). We will accept investments in excess of the target amount. Specifically, if we reach the target offering amount of $10,001.00, we may conduct the first of multiple closings of the offering early if we provide notice about the new offering deadline at least five (5) business days prior to such new offering deadline (absent a material change that would require an extension of the offering and reconfirmation of the investment commitment). Oversubscriptions will be allocated on a first come, first served basis.

In case of a material change in the offering, the investor must reconfirm the investment commitment. If an investor does not reconfirm their investment commitment after a material change, the investor's commitment will be cancelled and their funds returned.

Generally, the aggregate purchase price of the shares you buy in this offering may not exceed ten percent (10%) of your annual income or net worth. Different rules apply to accredited investors and non-natural persons. We encourage you to review Rule 227 of Regulation Crowdfunding before you make any representation that your intended investment does not exceed applicable thresholds. For general information on investing, we encourage you to refer to www.investor.gov.

General Terms of the Offering

Issuer


Spendwith, Corp., a Delaware corporation.

Securities Being Offered


Class B Common Non-Voting stock, $0.01 par value per share.

Price Per Share


$1.37 per Share. 

Minimum Offering Amount


7,300 Shares for gross proceeds of $10,001.00.

Maximum Offering Amount


364,963 Shares for gross proceeds of $499,999.31.

Offering Period


The Offering will expire on October 29, 2017, unless earlier closed or terminated.

Eligible Investors


The Offering of Shares is open to international investors.

Escrow


Proceeds of the sale of the Shares will be held by FundAmerica, as escrow agent, until such time as we have accepted subscriptions for the minimum offering amount of Shares. In the event we have not received proceeds from the sale of Shares for the minimum offering amount prior to the expiration of the Offering, no securities will be sold in the Offering, investment commitments will be canceled, and committed funds will be returned to Investors without deduction, interest or setoff. 

Voting Rights


Each Share will be non-voting.

IPO Conversion


In the event that we close on an initial public offering (“IPO”) of our stock, outstanding shares of the Non-voting Common Stock will be converted into shares of the class or series of stock offered and sold in such IPO, subject to the requirement that each holder first enter into a customary market stand-off agreement.

Regulation A Exchange


In the event that we conduct an offering under Regulation A of the same class of securities or an equivalent class of securities offered and sold in the Offering, Investors will be required to exchange the Non-voting Common Stock for the securities offered and sold under such Regulation A offering.

Transfer Restrictions


The Shares may not be transferred by any purchaser of such securities for the one-year period following the closing unless under certain circumstances. Please see “Ownership and Capital Structure; Rights of the Securities—Transferability of securities” in the Offering Memorandum.

Book Entry Shares


All Shares will be uncertificated and recorded in book-entry form on the books and records of ITFT, except as otherwise required by law. We expect to engage a registered transfer agent prior to the closing of the Offering, but may, in our sole discretion, decide to act as our own registrar and transfer agent in connection with the Offering. 

Dispute Resolution


The Subscription Agreement will be governed by the laws of the State of North Carolina. By signing the Subscription Agreement, each Investor submits to the exclusive jurisdiction of the federal or state courts located in North Carolina with respect to any suit, action or proceeding relating to the Offering.  

Redemption RIGHTS:

 The Company shall have the right to repurchase Shares at $1.65 per share within 34 months of the final closing of this Offering.


Closing and Termination of Offering

Until the minimum offering amount of Shares have been sold, all proceeds from the sale of Shares will be held by the escrow agent. After the minimum offering amount of Shares are sold and we determine, in our sole discretion, to conduct an initial closing of the Offering, we will provide notice about the new offering deadline at least five business days prior to the new offering deadline (absent a material change that would require an extension of the offering and reconfirmation of the investment commitment), after which time all amounts held by the escrow agent will be delivered to Spendwith, Corp. Thereafter, we may conduct additional closings until the final offering deadline up to the maximum offering amount. In the event we do not sell the minimum offering amount of Shares by the Offering Deadline, no securities will be sold in the Offering, investment commitments will be canceled, and committed funds will be returned. 

The Shares will be offered and closed only when a properly completed and signed Subscription Agreement is submitted by each Investor or his/her representative and is received and accepted by us. The Subscription Agreement as submitted by each Investor or his/her representative shall be binding once Spendwith, Corp. countersigns the Subscription Agreement. The Shares will be maintained in book-entry form, and notice of issuance of the Shares will be delivered to accepted Investors shortly after the applicable closing.

Investors may cancel an investment commitment until 48 hours prior to the offering deadline. If an investor does not cancel an investment commitment before the 48-hour period prior to the offering deadline, the funds will be released to the issuer upon closing of the offering and the investor will receive securities in exchange for their investment.


Company
Spendwith, Corp.
 

Corporate Address
859 Spring ST NW Atlanta, GA 30308
 

Description of Business
A social impact technology company that provides an app for cultural shopping. 
 

Type of Security Offered
Class B Non-voting Common Stock
 
Purchase Price of Security Offered
$1.37
 

Minimum Investment Amount (per investor) 
$100.01











Additional Perks 

$500 — A SHIRT!  Who doesn't love company swag?

$1000 — Your name will be listed on our website as an original
Spendwith investor and the company swag.

$5000 — A "vision call" with the founders.  Ask us anything and make your suggestions.  Help shape the vision of Spendwith.  (Yep, you get the shirt and original investor status too!)

Irregular Use of Proceeds

The Company might incur Irregular Use of Proceeds that may include but are not limited to the following over $10,000: Vendor payments and salary made to one's self, a friend or relative; Any expense labeled "Administration Expenses" that is not strictly for administrative purposes; Any expense labeled "Travel and Entertainment"; Any expense that is for the purposes of inter-company debt or back payments.

PRESS

Article Image
Atlanta Startup Creates Shopping App to increase Spending within Cultural Groups

Feeling good about where you spend your money is an important, but often overlooked, factor in many people’s purchase decisions. By using the recently released and innovative new smartphone app Spendwith, people can make a positive social impact whenever they spend their money. How? The name of the app provides a hint. Spendwith, a social impact company and its peer-to-peer shopping app, empowers its users to choose from a variety of cultural groups when deciding what local demographic group to spend their money within.










ALL UPDATES

04.30.20

Notice to our investors:

Notice to our investors: We will be unable to meet our April 29, 2020, annual report filing requirements for securities sold pursuant to Regulation CF as a result of circumstances related to COVID-19. As such, we intend to rely on the temporary relief being provided by the Securities and Exchange Commission. We will continue to use our best efforts to comply with our ongoing reporting obligations.

10.25.18

Spendwith Update - Launch of Incluzion.co and More

Hello all,

Here's a long overdue update on Spendwith.  Spendwith Corp, the company, is still moving along.  However, we've pivoted from the original cultural shopping platform and launched 3 new platforms:


Staa.sh - A site for monetizing your influence through the creation of product recommendations and wishlists. 

Secondbuy.com - A site for browsing secondhand (used) items posted by local thrift and consignment stores in your city.

Incluzion.co - A site for finding and hiring diverse US-based freelancers.


I'm am solely focused on getting Incluzion.co off the ground first.  This means growing a team and securing additional funding.  Please share our press release  http://www.blacknews.com/news/incluzion-first-ever-online-platform-for-black-minority-freelancers/

Also, I need your help, feedback and opinions, please email me directly at jibril@spendwith.com

Click here to watch the full recap video. https://www.youtube.com/watch?v=tf1PED611GA&feature=youtu.be




04.10.18

URGENT - Spendwith Funding Survey - Please Complete

Hello ALL,


I ask that you complete and also send this survey out to your networks. We're gathering the opinions of individuals who would likely invest in a privately owned, early-stage startups like Spendwith using equity crowdfunding.  

https://spendwith.com/funding-survey


-Jibril Sulaiman 

CEO/Co-Founder

Spendwith


04.02.18

Spendwith Pitches at Ascend2020 Demo Day

Hello all!

As many of you know Spendwith was accepted as part of the Ascend2020 ATL pre-accelerator program last year. After several months of learning how to grow Spendwith in new ways, I had the opportunity to pitch as part of Demo Day.  Nearly 20 companies exhibited their startups to the Atlanta community. I brought a camera crew with me so the WORLD could see the Spendwith pitch.  Check it out below!  https://www.youtube.com/watch?v=TTZTV5nj_rI

Also be sure to download version 3.0 of spendwith.  https://spendwith.com/dl


03.17.18

UPDATE: Download Spendwith 3.0 Now!

https://spendwith.in/dl

Spendwith 3.0 is now live!!!

The new app gives users the ability crowdsource any culture-related shopping links into the app. We do this by allowing users to bookmark commerce related posts from other social media platforms and save these posts to shopping lists to keep safe or share. We display the posts in a browsable format, thus giving others access to a large selection of products and services. All highlighted by culture or demographic identity and curated by the crowd.

With your help, we can now connect the brands and businesses started by Asian-American, Black, Latino, LGBT, Muslim, Jewish, Veteran, and Women owners, with everyday consumers. With more to come!


FEATURES:

Users:

1. Save posts from social media directly to Spendwith. Categorize your posts into shopping lists to keep safe or to share.

2. Upload new posts of online and offline brands.

3. Browse products and services based on cultural or demographic identity. All sourced from users across the country.

4. Chat with and follow other users.5. Filter posts by category, location, culture, demographics, price and more.


Save commerce related posts from social media into shopping lists to keep safe or share. Other users can then browse saved posts and create their own shopping lists or buy products and services associated with the posts. 



01.25.18

Spendwith Update 1-25-18 -- New Video

Hello all!  Spendwith 3.0 is almost ready for beta testing. If you'd like to help us test the new app then sign up as a tester using this link.  https://spendwith.in/betatest


New Video

Here's a new video about Spendwith for the Ascend 2020 ATL pre-accelerator program.  Post your comments on Youtube!!!