📊 Cap Table & Token Allocation Strategy
This cap table outlines our multi-raise capital formation model, designed to sequentially activate investor participation through a Reg CF equity offering followed by a Reg A+ revenue-share token raise, contingent upon platform traction. The strategy is engineered to optimize capital flexibility, ensure compliance, and preserve long-term governance control by founders.
💡 Raise Strategy Overview (Phased Execution)
| Raise Type | Method | Vehicle | Investor Rights | Cap | Platform Fee | Notes |
|---|---|---|---|---|---|---|
| Reg CF | Equity | Class B Units (REGCFToken) | Equity ownership | \$1.2M | 6–8% | First raise; funds platform + validates market |
| Reg A+ | Revenue-share Token | ERC20: BusinessFranchiseToken (BFTKN) | Revenue share | Up to \$75M | 0–2% | Activated only upon post-CF product traction |
🌟 Allocation Breakdown (Raise-Contingent)
📌 Scenario 1: Reg CF Only (Minimum Viable Launch)
| Stakeholder | % Ownership (Post-CF) | Notes |
|---|---|---|
| Founders (Class A) | ≥ 51% | Retain majority control, voting power |
| Reg CF Investors | 23.08% (Class B) | Via REGCFToken w/ 12-mo. lockup |
| Platform/Reserves | \~25.92% | Ops, dev, partner equity pool |
📌 Scenario 2: Post-Traction Dual Raise (CF + A+)
| Stakeholder | % Equity Ownership | % Revenue Share | Notes |
|---|---|---|---|
| Founders (Class A) | ≥ 51% | Varies | Governance control retained across both rounds |
| Reg CF Investors | 23.08% | Optional | Class B equity w/ indirect platform exposure |
| Reg A+ Tokenholders | 0% | Contract-based | Non-dilutive tokenized access to platform rev-share |
| Platform/Reserves | \~25.92% | Varies | Token reserve for creator rewards and treasury ops |
🧮 Note: BFTKN tokens do not confer equity or convertibility and are only available post-CF if traction and SEC qualification criteria are met.
🪙 BFTKN Token Snapshot (Reg A+ Contingent)
| Feature | Value |
|---|---|
| Token Name | BusinessFranchiseToken (BFTKN) |
| Symbol | BFTKN |
| Standard | ERC20 w/ linear bonding curve |
| Issuer | R. Block Share Holdings, LLC |
| Rights | % revenue share (non-equity) |
| Distribution Logic | Escrow wallet → investor wallet |
| Price Model | Linear bonding curve |
| KYC/AML | Enforced via allowlist |
| Tradability | SEC-qualified ATS tradable |
🔐 Legal & Compliance Safeguards
- REGCFToken is an equity token offered through a FINRA-registered funding portal with full KYC/AML, 12-month lockup, and cap table integration.
- BFTKN (Reg A+) is a non-dilutive, revenue-share instrument offered contingent on post-CF platform traction and SEC qualification.
-
Offering stack integrates:
-
✅ KoreConX — cap table management, investor onboarding, transfer agent
- ✅ North Capital — escrow + regulatory KYC/AML compliance
- ✅ SettleMint — token issuance + bonding curve engine
📜 Legal Disclaimer
This document is provided for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities. All securities offerings described herein are conducted pursuant to exemptions available under the Securities Act of 1933.
Participation in any offering is subject to regulatory review, investor eligibility, and full review of applicable offering documents, including the Form C or Form 1-A as filed with the SEC. No assurance can be given that any raise will be completed or that investments will be returned.
R. Block Share Holdings, LLC reserves the right to amend its capital strategy or token issuance terms based on evolving market conditions or regulatory guidance.