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💸 Offering Breakdown: From CF to A+ (and Beyond)

This document outlines the structured rollout of R. Block Nation’s offerings—starting with Regulation CF, then scaling into Regulation A+ if early traction and compliance stack prove successful. A Regulation D sidecar may also be used in parallel for accredited investors, without interfering with platform logic or compliance flows.


🧭 Phase 1: Regulation CF (Initial MVP Raise)

Element Details
Offering Type Equity (Class B Units) via REGCFToken
Max Raise $1.2M (initial) — up to $5M annually
Investors Public / Retail (subject to investment limits)
Token Issuance On-chain via Settlemint using REGCFToken (ERC20-based Class B)
Intermediary FINRA-regulated funding portal
Compliance Stack North Capital (escrow + KYC), KoreConX (cap table), Settlemint (tokens)
Cap Table Max 23.08% equity dilution in this phase
Use of Proceeds MVP build, platform development, UI/UX, BD packet, user onboarding

🚀 Phase 2: Regulation A+ (Scale Raise, Optional)

This phase is not triggered unless the Regulation CF raise is successful, the MVP and stack prove reliable, and the cap table/treasury logic passes compliance review.

Element Details
Offering Type Revenue-Share Token (BFTKN) — Non-Dilutive
Max Raise Up to $75M annually
Investors Public / Retail (unrestricted)
Token Issuance BusinessFranchiseToken (BFTKN) via Settlemint
Liquidity Path Potential ATS listing (post-qualification)
Rights Smart-contract-based revenue share (non-equity)
Escrow Yes — funds released post-qualification via North Capital
Platform Role Treasury can reserve tokens, offer incentives, or allocate to partners

🔑 Optional: Regulation D Sidecar (For Accredited Investors)

Element Details
Offering Type Equity or revenue-share depending on structure
Investors Accredited only (no cap on amount)
Use Case Whitelist early insiders, advisors, or syndicates
Compliance Issuer-offered, with 506(b)/(c) exemptions if applicable
Token Compatibility Compatible with both REGCFToken and BFTKN logic

🧠 Strategy Summary

  • Reg CF = validation, early backers, MVP buildout
  • Reg A+ = non-dilutive scale, treasury liquidity, mainstream investor access
  • Reg D = optional supplement for power investors, without affecting retail UX

All offerings are modular and interoperable via KoreConX and Settlemint rails.
Offerings may evolve by vote, performance, or market opportunity.


⚠️ Disclaimer: This offering roadmap is illustrative and subject to regulatory clearance, final stack readiness, and approval by platform advisors, legal counsel, and funding portal compliance.