2418 Potter Street, Oakland, CA 94601
Minimum Investment Amount
Convertible Promissory Notes
Type of Equity Converted Into
May 01, 2021
Annual Interest Rate
*Annual Interest Rate subject to adjustment of 10% bonus for StartEngine shareholders. See 10% Bonus below
What is a Convertible Note?
A convertible note offers you the right to receive Common Stock in Noble Naturals. The amount of Common Stock you will receive in the future will be determined at the next equity round in which the Company raises at least $2,000,000.00 in a qualified equity financing. The highest conversion price per security is set based on a $6,000,000.00 Valuation Cap or if less, then you will receive a 20.0% discount on the price the new investors are paying. You also receive 8.0% 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 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).
Perks offered to all crowdfunding investors based on investment value.
Discount % applies to retail pricing for all Spero products for company lifetime.
Investment of $250-$499, Investor receives 15% discount off retail
Investment of $500-$749, Investor receives 20% discount off retail
Investment of $750-$999, Investor receives 30% discount off retail
Investment of $1,000+, Investor receives 40% discount off retail
In addition $1,000+ investors may purchase product at 50% discount off retail price for orders over $3,000.
*All perks occur after the ofering is completed.
GroundSwell SPC will offer 10% additional bonus interest for all investments that are committed by StartEngine Crowdfunding Inc. shareholders who invested over $1,000 in StartEngine's own offerings.
StartEngine shareholders who have invested $1,000+ in the StartEngine Reg A+ campaign will receive a 10% increase in the annual interest rate on Convertible Promissory Notes in this Offering. For example, if you invest in the first 24 hours, your annual interest rate will be 8.8% instead of 8.0%.
This 10% Bonus is only valid for one year from the time StartEngine Crowdfunding Inc. investors receive their countersigned StartEngine Crowdfunding Inc. subscription agreement.
Irregular Use of Proceeds
The Company will not incur any irregular use of proceeds.
Most recent fiscal year-end:
Prior fiscal year-end:
Cash And Cash Equivalents
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.