Our in-depth review compiles crucial details to help you assess whether Republic is legit, ensuring you make informed investment decisions.

What is Republic and how does it work?

Republic offers a platform where individuals can invest in startups, companies, funds, or projects in exchange for a financial stake. This stake is formalized through a security agreement between the investor and the issuer, which could be a company seeking funds, a fund itself, or a specific project.

The platform caters to a variety of investment strategies and preferences by offering different types of securities under various regulatory exemptions such as Reg CF (crowdfunding), Reg A+ (mini-IPOs), Reg D (private placements), and Reg S (offers outside the U.S.).

Investments on Republic come in several forms:

1. Equity: Investors may acquire a piece of ownership in a company. This could be through a Crowd Stock Purchase Agreement (Crowd SPA) for corporations or, for limited liability companies (LLCs), through percentage ownership interest or membership units. These arrangements give investors a direct stake in the company's success.

2. Future Equity: A more deferred approach where investors receive rights to equity or cash equivalents in the future, typically through a Crowd SAFE (Simple Agreement for Future Equity). Despite the name, it's important to note that this does not imply a risk-free investment.

3. Digital Assets: This includes investments in digital or blockchain-based assets like cryptocurrencies and tokens. The return on these investments depends on the development, delivery, and market demand or utility of the token. Token DPAs (Debt Payable by Assets) and TPAs (Token Purchase Agreements) fall under this category.

4. Debt: Similar to a traditional loan, investors lend money to a company with the expectation of being repaid with interest. Republic offers Crowd Term Notes for such arrangements.

5. Revenue Share: Investors receive a portion of the issuer's profits through Crowd Revenue Notes, allowing for passive income without direct ownership.

6. Other Hybrid Securities: Republic also explores innovative investment structures like Initial Litigation Offerings and music industry investments with S-NFTs, blending traditional investment mechanisms with modern digital formats.

Each investment type comes with its own set of terms, risks, and potential rewards, making it crucial for investors to understand the specifics of the securities they are interested in.

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How risky is Republic?

— High Risk

Investing through Republic involves several risks, including but not limited to:

1. Loss of Capital: The primary risk is the potential loss of the entire investment, as startup and private venture investments are inherently risky and many startups fail.

2. Liquidity: Investments are generally illiquid, meaning it can be difficult to sell or convert them into cash quickly. This could result in being unable to access invested funds when needed.

3. Long-term Commitment: Returns on investment, if any, may take years to materialize, requiring investors to commit their capital for long periods.

4. Dilution: Future fundraising rounds may dilute the ownership percentage of earlier investors if additional shares are issued.

5. Limited Information: Startups and private companies may provide less information than publicly traded companies, making it challenging to fully assess the investment's risk and potential.

6. Regulatory Changes: Changes in laws and regulations affecting startup investments could impact the potential returns or the feasibility of the investment.

How liquid is Republic?

— Minimum Liquidity

Typically, investments in startups, private ventures, and other offerings on platforms such as Republic are considered to be less liquid compared to traditional stock market investments. This means that once you invest in a startup or a private project through Republic, it might be challenging to sell your stake or withdraw your investment quickly.

The liquidity of each investment depends on several factors, including the success of the company, the existence of secondary markets for trading these securities, and the specific terms of the investment agreement, such as lock-up periods or restrictions on resale.

Investors should consider the long-term nature of these investments and their personal need for liquidity before investing.

How volatile is Republic?

— Moderate Volatility

The assets available for investment on Republic, primarily consisting of startups and private ventures, are subject to a high degree of volatility. This volatility stems from various factors including market sentiment, technological advancements, regulatory changes, and the inherent uncertainties of business success in competitive environments.

Unlike public markets where price fluctuations are more transparent and frequent, the valuation changes in private investments might not be immediately apparent. However, when they do occur, such as through fundraising rounds, exits, or significant business developments, they can lead to substantial shifts in asset value. Investors should be prepared for the possibility of sudden and significant changes in the value of their investments.

What is the average rate of return for Republic?

— Not Predictable Return

On Republic, returns for investors hinge on the success of the projects, funds, or companies they invest in. The nature and magnitude of these returns can vary significantly depending on the specific investment's risk and return profile, as well as its unique terms and conditions. Some investments may offer one-time payouts upon certain events, such as a company sale or IPO, while others might provide recurring payments, reflecting revenue shares or interest on loans.

Republic has facilitated over $15 million in payments from issuers to investors across various domains, including startups, video games, and real estate, demonstrating the platform's potential for generating returns for its participants.

However, it's crucial for investors to understand that investing in private markets carries substantial risk, including the possibility of losing the entire investment. Many investments on Republic are illiquid, meaning the invested capital will be tied up for a significant duration, and there are no guarantees of a return. The platform emphasizes that while there are opportunities for returns, the success of an investment is contingent on the performance of the underlying asset, and not all investments will be successful.

What is the minimum investment amount for Republic?


The minimum investment amount on Republic varies depending on the specific deal, but it can be as low as $50.

What is the investment time horizon for Republic?

3-10 years

The time horizon for investments made on Republic can vary widely based on the type of investment and its specific terms.

Generally, investments in startups, private ventures, and other opportunities on Republic are considered long-term commitments. This means investors should be prepared to have their capital invested for several years, often without the possibility of early withdrawal or liquidation.

The exact duration before an investor can expect returns depends on various factors, including the growth trajectory of the invested company, market conditions, and the occurrence of liquidity events such as a public offering, acquisition, or sale of the company.

Given these variables, the time horizon for investments on Republic could range from a few years to a decade or more, highlighting the importance of patience and a long-term perspective when investing in these types of assets.

Who can invest in Republic?


On Republic, generally, anyone who is 18 years or older is eligible to invest. However, the specific eligibility criteria can vary from one campaign to another as decided by each issuer. Prospective investors are advised to check the offering page of each unique campaign for detailed eligibility requirements.

There are investment limits in place, influenced by factors such as the investor's income, net worth, and any previous investments made in Title III/Regulated Crowdfunding offerings. While certain opportunities on Republic are open to all investors, some deals, especially those not under Regulation Crowdfunding, may be restricted to accredited investors only.

International investors are welcome to participate in many offerings on Republic, although the availability to invest and the payment methods (like credit/debit cards or wire transfers) may differ by campaign. Each offering's documents will specify which jurisdictions can participate. International investors must comply with their local laws and regulations when investing, including any required consents or formalities.

There are specific regional restrictions to note. For instance, at the request of the Ontario Securities Commission, investors residing in Ontario are currently prohibited from participating in any investment opportunities on Republic. Similarly, investors from British Columbia face limitations due to the Money Services Businesses Act, under which Republic is not registered.

Investment limits also vary depending on whether you are an accredited or non-accredited investor. Accredited investors do not have investment limits for Reg CF (Regulation Crowdfunding) campaigns. Non-accredited investors, which constitute the majority, have their investment limits determined based on their annual income and net worth, affecting how much they can invest under Regulation Crowdfunding over a 12-month period.

Is Republic regulated or audited?

SEC Regulated

Republic operates within a regulatory framework designed for equity crowdfunding and startup investments, primarily under regulations like Reg CF (Regulation Crowdfunding), Reg A+ (mini-IPOs), and Reg D (private placements). These regulations are enforced by the U.S. Securities and Exchange Commission (SEC) to ensure investor protection and transparency in the fundraising process.

For compliance, Republic and the companies raising funds through its platform must adhere to specific disclosure, reporting, and compliance standards set by the SEC. This includes providing detailed information about their business, financial condition, and the terms of the investment offer. Additionally, companies raising capital under certain regulations may be required to undergo annual audits or financial reviews, the results of which must be made available to investors.

The regulatory framework and compliance obligations aim to create a safer environment for investors by ensuring a degree of transparency and accountability from the companies seeking investment. However, it's important for investors to understand that while these regulations provide a structure for equity crowdfunding, they do not eliminate the inherent risks of investing in startups and private ventures.

Is Republic insured?


Republic, as a platform for investing in startups, private ventures, and other alternative assets, does not provide traditional insurance.

Investments made on Republic are not protected by the Federal Deposit Insurance Corporation (FDIC) or any similar institution, meaning that there is no governmental or insurance protection covering the loss of the investment. This lack of insurance underscores the importance of investors understanding the inherent risks involved in startup and private venture investing, including the total loss of capital.

Does Republic distribute payouts?

No Recurring Payouts

Dividends on Republic, if offered, depend on the specific terms of the investment. Not all investments on Republic provide dividends.

In cases where dividends are part of the investment return, they are typically tied to the profitability and revenue-sharing agreements of the specific company or project invested in.

For instance, investments structured as revenue shares might allow investors to receive periodic payments that represent a share of the company's revenue. However, given that many startups and growth-focused companies reinvest their earnings to fuel expansion, dividends might be less common in early-stage investments.

Investors should carefully review the terms of each investment opportunity on Republic to understand the potential for dividends and other forms of return.

How do I get my money back from Republic?

On Republic, an investor can potentially get their money back through liquidity events such as a company's acquisition, public offering (IPO), or a buyback scenario, depending on the terms of the specific investment.

However, these events are not guaranteed and can take several years to occur, if at all. Direct selling of shares before such events is generally not possible due to the illiquid nature of private investments. Some investments might offer secondary market opportunities, but these are limited and subject to regulatory and platform constraints.

Federal law restricts the resale of securities within the first 12 months after a campaign's closing, except under specific circumstances such as sales back to the issuing company, to an accredited investor, or to a nuclear family member, among a few other exceptions. After this period, while selling or transferring securities becomes legally permissible, it's subject to state or foreign laws, and investors are advised to consult an attorney. It's important to note that most startups on Republic are private, lacking a public trading market, which makes finding a buyer challenging. Even after the initial 12-month period, there is no assurance of a market for these securities, emphasizing the illiquid and long-term nature of these investments.

Investors should enter these investments with the understanding that their capital will be tied up for a significant period, and the primary pathways to return are contingent on the success and strategic decisions of the companies they've invested in.

What are the annual fees for Republic?

Republic charges an administrative fee on most investment commitments, which is designed to cover some operational costs associated with running the platform.

This fee is typically set at 2%, with a minimum of $5 and a maximum cap of $300, though the exact amount can vary depending on the specific offering. If an offering is canceled or withdrawn, the administrative fee is refunded to investors, processed back to the original payment method. However, if an investor decides to cancel their investment commitment, this admin fee is not refunded.

How do I handle my investments in Republic?

On Republic, investors have the ability to manage their investments through the platform's dashboard. This includes monitoring the performance of their investments, tracking updates from the companies they've invested in, and reviewing any financial or progress reports provided.

However, given the nature of startup and private venture investments, direct management opportunities—such as buying or selling shares on a secondary market—are limited.

The platform mainly serves as a hub for investors to keep informed about their investments and to engage with the broader Republic community. Any significant changes to an investment, including exits or additional funding rounds, are typically communicated by the companies directly to their investors through the platform.

How does Republic get taxed?

Republic generally does not issue tax documents for the investments made through its platform.

Each investment opportunity on Republic, including Crowd SAFE and Token DPA instruments, comes with its own tax implications, largely dependent on the nature of the investment and eventual liquidity events like IPOs or acquisitions.

Typically, Crowd SAFE investments do not result in taxable events until a liquidity event occurs, and they generally do not provide investors with K-1 or similar tax documents.

The taxation of Token DPA investments varies depending on whether cash or tokens are received, and specific guidance may be unclear, especially regarding tokens.

It's also noted that most investments in early-stage companies might result in losses, which could impact tax liabilities.

How many investors are on Republic?

The website received an average of 482,000 visits in the last 3 months.

Republic boasts a substantial and diverse investor community, with over 3 million members spanning across 150 countries. The platform has successfully funded over 2,000 private ventures, indicating its effectiveness in connecting startups and companies with potential investors.

Additionally, Republic's portfolio includes 31 companies that have achieved unicorn status, referring to startups valued at over $1 billion. The total capital raised through Republic surpasses $2.6 billion, further emphasizing the substantial financial activity and investor confidence facilitated by their ecosystem.

Who is the CEO of Republic?

The CEO and founder of Republic is Kendrick Nguyen. Kendrick Nguyen is a prominent figure in the startup and investment community, with a diverse background that spans law, finance, and technology.

Prior to founding Republic, Nguyen played a crucial role at AngelList, a platform for startups, where he was the General Counsel and a founding advisor. His experience at AngelList provided him with deep insights into the challenges and opportunities within the startup ecosystem, particularly in the realms of fundraising and investment.

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