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How much does a Regulation A+ offering cost?

What's it cost to complete a Regulation A+ offering ?

Costs Estimate/Summary for a Reg A+ Offering on Manhattan Street Capital as of Jan 2017

This list is intended to summarize the costs for guidance and information purposes.  It is not precise, and it is not a binding proposal. Most fees below are paid directly to the relevant service provider. When needed we will refer you to service providers that are experienced in Reg A+.

Total cash costs are generally approx. 6% without a Broker-Dealer, and approx 10% with a Broker-Dealer, (of the capital raised) plus warrants (which are similar to stock options). NOT charged as a % - we use % here as a guide only.

Costs incurred prior to achieving the first closing: are at a minimum: marketing, Form 1-A, audit. So approx. $80k plus audit for a small offering, more for a larger raise.

SEC Form 1A filing.$45k for a startup ($55k for an existing company), payable to the legal service provider to do the work of gaining SEC qualification, includes due diligence for a Tier 2 offering. (More for a Tier 1, amount and time depends on which States company selects).

Audit. The cost of two-year audit by your choice of provider. Ranges from $2k for a new startup to far higher amounts for established, complex businesses. We can refer you to good auditors.

Marketing costs will depend on specific circumstances. See site FAQ. $50k to $300k or higher for a larger offering. Expect 2% to 4% of the raised amount (stated here as % for simplicity only. Not charged as a %, they are paid in cash according to their budget).

Transfer Agent, Escrow fees will be approx. 1.5% of capital raised. Not charged as a %.

The Manhattan St. cash service fee is $25 per investor that deposits money into escrow. You will be invoiced weekly once the offering goes live, payment terms are Net 10. The minimum cash payment due to Manhattan Street Capital for Qualified Reg A+ offerings that are accepting investors is $5k per month.

Other  We will charge monthly for other services to help our companies after they complete their offerings, for example, to train them to communicate with their investors.

For the RegA+Audition(TM) MSC charges a standard price of $10k/mth (currently available for the reduced price of $5k per month) including marketing for a minimum of two months. Note that the marketing services provided in the program are provided by a separate marketing agency, not by Manhattan Street Capital.  See the RegA+Audition(TM) FAQ.

Manhattan St. service fee of warrants of $25 value per investor, priced at the Reg A+ Issue price per share. Cashless exercise. Noncash expense, issued at the time of offering completion.

When broker-dealer syndicates are involved, they will charge approx. 7.5% of the capital they bring in and some may levy a 1 to 3% fee on the capital raised on the Manhattan Street Capital site. They also charge an upfront cash fee, the amount varies. Think $20k on a small deal and much more on larger deals.

Ongoing expenses:

SEC required annual audit - depends on your provider. (For Tier 2 offerings only) PCAOB level required for listing on the NASDAQ and NYSE.

Each six months report to SEC the profits and revenues - nominal direct cost. (Far more stringent requirements for S-1 listings on the NASDAQ and NYSE).

Transfer agent fee per investor, nominal, only applies while the shares are held at transfer agent.

Optional fees:

If you choose to list the company on the OTCQB marketplace, the cost of registration and ticker is $2,500 paid to OTC Markets. 6 to 8-week process. Higher price for OTCQX - $20k. Staying listed on the OTC costs $10,000 per year for the QB – paid to OTC Markets. Higher price for OTCQX.

You can also list your company on the NASDAQ or the NYSE. The annual fee on the NASDAQ is around $40,000, and $50,000 and above on the NYSE.

We also charge an optional $4,000 monthly fee per company for our CrowdAnalyst(TM) Research Analyst service, in which our Analyst members analyze a company's competitive landscape and market, and make earnings and revenue forecasts after companies have completed their offering. From this fee, we will pay our members who prepare CrowdAnalyst(TM) Ratings. This service starts after the Reg A+ offering is finished.

DTCC Filing fee to make your stock easier to transfer to investor brokerage accounts, $12k-18k.

For the RegA+Audition(TM) MSC charges a standard price of $10k/mth (currently available for the reduced price of $5k per month) including marketing for a minimum of two months. Note that the marketing services provided in the program are provided by a separate marketing agency, not by Manhattan Street Capital.  See the RegA+Audition(TM) FAQ.