Company | :
| Praise Token, Inc. |
Corporate Address | :
| 1128 OCEAN PARK BLVD, APT 314, Santa Monica, CA 90405 |
Offering Minimum | : | $10,000.00 |
Offering Maximum | :
| $5,000,000.00 |
Minimum Investment Amount(per investor) | :
| $100.00 |
Terms
Offering Type | :
| Convertible Promissory Notes |
Type of Equity Converted Into | :
| Class B Common Stock |
Conversion Trigger | :
| $1,000,000.00 |
Maturity Date | :
| July 31, 2023 |
Valuation Cap | :
| $15,000,000.00 |
Discount Rate | :
| 20.0% |
Annual Interest Rate | :
| 5.0% |
What is a Convertible Note?
A convertible note offers you the right to receive Class B Common Stock in Praise Token, Inc.. The amount of Class B Common Stock you will receive in the future will be determined at the next equity round in which the Company raises at least $1,000,000.00 in a qualified equity financing. The highest conversion price per security is set based on a $15,000,000.00 Valuation Cap or if less, then you will receive a 20.0% discount on the price the new investors are paying. You also receive 5.0% interest per year added to your investment. When the maturity date is reached, if the note has not converted then you are entitled to receive Class B Common Stock equal to your investment and interest back at a price per security determined by dividing the Valuation Cap by the aggregate number of outstanding equity securities of the Company as of immediately prior (on a fully diluted basis).
*Annual Interest Rate subject to adjustment of 10% bonus for StartEngine shareholders. See 10% Bonus below.
***Investors that qualify for the bonus interest rate will receive an increase in the annual interest rate on Convertible Promissory Notes in this Offering of 5%, 10%, 15% or 20% based on the bonus they qualify for. This means at that if qualified for a 10% bonus, the annual interest rate will be 5.5% instead of 5%.
Time-Based Perks
Friends and Family Early Bird Bonus
Invest within the first 48 hours and receive additional 15% bonus interest rate
Super Early Bird Bonus
Invest within the first week and receive additional 10% bonus interest rate
Early Bird Bonus
Invest within the first two weeks and receive an additional 5% bonus interest rate
Amount-Based Perks
$500+ | Bronze Tier Bonus
Early access to new features on the Praise platform and $50 in Praise Credits to use in the app.
$1,000+ | Silver Tier Bonus
Early access to new features on the Praise platform and $100 in Praise Credits to use in the app.
$2,500+ | Gold Tier Bonus
Early access to new features on the Praise platform and $250 in Praise Credits to use in the app.
$5,000+ | Platinum Tier Bonus
5% bonus interest rate, early access to new features on the Praise platform, early adopter profile badge, and $500 in Praise Credits to use in the app. (Early Adopter Badge Subject to Change).
$10,000 | Diamond Tier Bonus
10% bonus interest rate, early access to new features on the Praise platform, early adopter profile badge, $1,000 in Praise Credits to use in the app, and access to a private dinner with the Founder and Executive Team. (Transportation and lodging not included. Early Adopter Badge Subject to Change).
$25,000 | Super Angels Bonus
15% bonus interest rate, early access to new features on the Praise platform, early adopter profile badge, $2,500 in Praise Credits to use in the app, and access to a private dinner with the Founder and Executive Team. (Transportation and lodging not included. Early Adopter Badge Subject to Change).
$100,000+ | Funds and HNWIs Bonus
20% bonus interest rate, early access to new features on the Praise platform, early adopter profile badge, $10,000 in Praise Credits to use in the app, access to a private dinner with the Founder and Executive Team (transportation and lodging not included; date tbd), and 1 of 100 Praise Stakeholder NFTs. These tokens will come with voting rights and mint new Praise for the owner on a regular basis, constantly advancing your position. (Early Adopter Badge Subject to Change).
*All perks occur after the offering is completed.
The 10% Bonus for StartEngine Shareholders
Praise Token, Inc. will offer 10% additional bonus interest for all investments that are committed by investors that are eligible for the StartEngine Crowdfunding Inc. OWNer's bonus.
Eligible StartEngine shareholders will receive a 10% increase in the annual interest rate on Convertible Promissory Notes in this Offering. This means your annual interest rate will be 5.5% instead of 5%.
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 cancelled or fail.
Investors will only receive a single bonus, which will be the highest bonus rate they are eligible for.
The Company might incur Irregular Use of Proceeds that may include but are not limited to the following over $10,000: Vendor payments. Salary payments made to one’s self, a friend or relative. Any expense labeled “Administrative Expenses” not strictly for administrative purposes. Any expense labeled “Travel and Entertainment”. Inter company debt or back payments.
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.
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