Spendwith is a Title III - Regulation Crowdfunding Campaign and is actively accepting investments.
$100.01 minimum investment

Spendwith

A culture based peer-2-peer shopping app

Small OPO
Atlanta, GA
Software & Services
Accepting International Investment
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A  shopping app for buying & selling, by culture.

Invest in Spendwith

Buy, sell, trade or offer services, all by culture.

Spendwith is a Social Impact company and App focused on increasing commerce within cultural groups and between cultural groups.


Spendwith provides a "peer-to-peer" technology that allows you to buy and sell items within your local Black, Latino, Asian, Muslim, Jewish, Veteran, and LGBT communities. Plus, find categories for Women owned business. You can also list services, or search for local service providers in your local cultural community.

• Snap a photo and list items for sale
• Browse local items by photo and category
• Find local service professionals
• Job postings, housing and more
• Message buyers and sellers through the app
• Make offers and deals

"Our app is better than other "peer-to-peer" shopping platforms like Craiglist, Facebook Marketplace, 5miles and Offerup, because it allows you directly patronize or market to local cultural communities.  A user can easily sell an item or service as an individual or a business.  Users can target their spending and feel good doing so."


- Jibril Sulaiman (CEO)





A Testimonial

I grew up within the Jewish community of Atlanta and I understand the importance of wanting to only donate/sell to other members of the community.


Currently, my parents are moving and cleaning out their house after 25 years. We have numerous religious items that need to be sold or donated, but would be deemed worthless by the surrounding Christian charities. Outside of the local synagogue and a email chain of about 1000 members, we have very few options. I think this app would be very helpful for members of my community.

-Malkah M.

THE INVESTMENT


364,963 Shares of Class B Non-Voting Common Stock

Price per Share: $1.37

Minimum Individual Investment: 74 Shares ($100.01)

Maximum Individual Investment: 364,963 Shares ($499,999.31)

When you invest you are betting the company’s future value will exceed $2,507,100.

Additional Perks for Investing
(In addition to receiving shares)

$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!)

Our Focus | Our Goal


Our focus is to provide technologies that will increase commerce within cultural communities.


Our goal is to reach 20 million users by 2022 and to be a conduit for cultural commerce worldwide.





App Screenshots





What makes our app different?


There is a demand from people to be able to target their spending in ways that allow to feel good and help the local community.  
This demand comes in the form of the "Buy Black", "Shop Latinix", "Support Women Businesses", "Support Veteran Businesses" movements and more.  Spendwith pairs these commerce rooted initiatives with smartphone technology. 



First to Market - The competition isn't thinking about culture based shopping.

Aggregate & Organize Data from existing FB groups and Directories

Incentives to organizations - FB Group Admins & other organizations can earn by referring

All cultural categories in one place.
Buy Black, Latinix, Women, Muslim, Jewish, Asian, Veteran & LGBT.



The Market and Industry


Significant Market Finding


Peer-to-peer payments/commerce, decentralized e-commerce, secondhand goods marketplaces.

Why We Are Raising Money

Marketing Push

Over the next 12 months, we will be investing approx.
$240,000 into several coordinated online and offline campaigns.
-Twitter, Facebook, Instagram and Google Adds
-Brands ambassadors at local flea markets and reaching out to religious organizations.

-Outreach to strategic organizations like the Chambers of Commerce (Black, Latin, Asian, LGBT)  
Women and Veteran Business Groups.


Working Capital

-Salaries to cover operations and future development
-Server fees
Misc. software subscriptions
Customer service


Future Funding Requirements

-Reserves for unforeseen marketing opportunities or fund
a more rapid growth in our working capital requirements. 


Our plan is to implement the mechanisms to generate revenue by Q2 of 2018
 Click here to view our Pro forma Projections


FAQ's

How big is the market?

We are in 3 main markets. Each one is big enough to support our growth.

  1. Peer-to-peer commerce/payments
  2. Second-hand goods and services
  3. Services Marketplace

$300 Billion*++  (Peer-2-Commerce + Second Hand Good & Services Marketplace)
Our app is also considered a "buy, sell, trade" shopping app.  It gives any user the ability to quickly sell a product or a service regardless if the user is an individual or business. Similar to Ebay, Craigslist, Offerup, Letgo and 5miles.
*

How will you make money?

  • We plan on white-labeling the platform to fleamarkets, discount malls, antique malls and thrift stores through a division of Spendwith called Mobile Marketplace Solutions.

Our app is a hyper-local.  That means you only see products or services within a certain radius of your location.

  1. We charge brands that want to be seen no matter the buyer's location. (National Boosted Posts)
  2. We charge users that list items or services locally but want to have preferred visibility by buyers. (Local Post Boosts).
  3. Our app allows a buyer to pay a seller directly through the app.  We charge a fee for this type of transaction. (10% Transaction Fees)
  4. We will provide a way for other advertisers to place ads in the app, in a way that does not disrupt the user experience. (Inline ads)
  5. Data - Municipalities and economic development sectors need accurate measurements of demographic based commerce.  
     


Who are your competitors? How are you different?

  • There are existing platforms that operate in the second-hand goods & services/peer-to-peer marketplace space.  Like Craigslist, FB Groups, Letgo, Offerup, 5 miles and Ebay. However, there is also a demand from people to be able to target their spending in a way that helps their community.  This demand comes in the form of the "Buy Black", "Shop Latinix", "Support Women Producers" movements and more.  Spendwith combined many different initiatives with the technology that it needs.

How do you acquire customers?

  1. Partnerships with Chambers of Commerce
  2. Referral incentives to Facebook Group Admins
  3. Organic referrals from individuals excited about being able to shop culturally
  4. Brand evangelists
  5. Targeted marketing through Facebook, Instagram, and Google

What's your biggest risk? What keeps you up at night?

What do you understand about your business that others don't get?

  • We believe you understand our business.  That's why we are turning to you as our investors.  We want our app to increase commerce within cultures and across cultures!!!!  We understand that there is a movement associated with economic empowerment, economic development and simply wanting to feel good in supporting a culturally affiliated seller/service provider. 

Timeline

In the Press

Atlanta Startup Creates Shopping App to increase Spending within Cultural Groups
July 23, 2017

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.

Offering Summary

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 Five Dollars ($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.

Show More
Most recent fiscal year-end:
Prior fiscal year-end:
Total Assets
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Cash And Cash Equivalents
$0.00 USD
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Accounts Receivable
$0.00 USD
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Short Term Debt
$0.00 USD
$0.00 USD
Long Term Debt
$0.00 USD
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Revenues And Sales
$0.00 USD
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Costs Of Goods Sold
$0.00 USD
$0.00 USD
Taxes Paid
$0.00 USD
$0.00 USD
Net Income
$0.00 USD
$0.00 USD

Risks

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.


Updates

Spendwith is featured on the Black Enterprise site and social media.

4 days ago

Spendwith Is Allowing You to Become An Investor Title III, Regulation CF rules, allows a private company to raise money from anyone through equity crowdfunding 

http://www.blackenterprise.com/money/spendwith-allowing-you-become-investor/

Amending our Securities Offering

about 2 months ago

Hello! Recently, a change was made to the Spendwith offering. Here's an excerpt describing the specifics of that change:


SpendWith has lowered their price per share to $1.37 and adjusted the amount of shares offered in the campaign.


When live offerings undergo changes like these on StartEngine, the SEC requires that certain investments be reconfirmed. If your investment requires reconfirmation, you will be contacted by StartEngine via email with further instructions.

TERMS / SHARE PRICE UPDATE

about 2 months ago

After receiving some great feedback.  We've decided to reduce the share price from $2.73 to $1.37 per share on Friday 8/4/2017.  We hope this will entice more seasoned investors to participate in this round.  Anyone who has already purchased shares will receive double the previous amount purchased.  You will receive an email confirming this update from Startengine.  There are still sections of the still that display the old share price and they will be updated ASAP by Start engine.  

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