Republic Note is
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A registered private placement and advisory broker-dealer from Republic
Capital R connects an expansive accredited investor base, a global network of broker-dealers, and notable wealth management firms to drive large direct investments in private issuers. Combined with our broker-dealer syndicates leveraging multiple distribution channels, Capital R offers sophisticated solutions for issuers and investors in the U.S. and abroad. As a member of the Republic family of companies, Capital R is able to provide or connect you to an expansive array of resources and opportunities.
Issuers
Raise a limitless amount of capital from investors around the world.
Republic’s product suite helps issuers across their life cycle, from business concept, to fundraising preparation and execution, to ongoing support. Capital R helps you prepare, structure, and execute your capital raise from start to finish.
Raise capitalThe Republic product suite
Raise capital with the full suite of Republic's fundraising tools
Target accredited investors in a private round, open your round to everyone on Republic, or combine our offerings. Let Republic guide you step by step through the fundraising solution that fits your needs.
Regulation A+ fundraise
- Allows an issuer to raise a maximum of $50 million from accredited and non-accredited investors in a twelve-month period.
- Capital R provides expert guidance and advice to prepare for the capital raise.
- Capital R executes the transaction.
Regulation D fundraise
- Regulation D enables issuers to raise a limitless amount of capital from accredited investors.
- Capital R executes the transaction.
Regulation CF fundraise
- Enables issuers to raise a capped total amount of $1.07 million from non-accredited investors in a twelve month period.
- We’ve executed Reg CF transactions through our funding portal since its inception in July 2016.
- We’ve since successfully raised capital from non-accredited investors for over 100 issuers under Reg CF.
- Republic’s crowdfunding portal executes the transaction.
Joint Regulation D and Regulation Crowdfunding (Reg CF) fundraise
Combine Reg D (Capital R executes) and Reg CF (Republic’s crowdfunding portal executes) offerings to raise from accredited and non-accredited investors.
Republic Advisory Services (RAS)
- Consulting services that encompass the end-to-end process of structuring and executing the legal and technical framework of asset tokenization.
- Republic Advisory Services guides your project from concept to white paper, through validation and ongoing support.
- Republic Advisory Services prepares and supports you for capital formation.
Issuer process
Our fundraising process takes seven steps, from an initial consultation to post-sale support
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Initial review
— Capital R performs a review of the issuer’s initial due diligence materials, including pitch deck, business model, financials, management, capital requirements, and industry competitors.
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Engagement
— Once you’ve passed the initial vetting process and your service requirements are outlined, Capital R will submit a formal proposal and engagement mandate.
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Formal due diligence
— Conducted on the issuer to satisfy Capital R’s duty to conduct a reasonable investigation of the investment and the issuer’s representations.
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Preparation
— Capital R carries out its scope of work including transaction structuring and assisting in the preparation of the necessary offering material (e.g. PPM, term sheet, subscription agreement) alongside the issuer’s outside legal counsel.
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Structure
— Your transaction structure is finalized through confidential target lead investor roadshow for price discovery and to gauge market appetite.
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Launch
— Your transaction is launched on Capital R’s platform to ensure a streamlined automated process.
- Deal page with issuer details and transaction terms
- Manage communications on-platform and distribute through appropriate marketing channels
- Minimize potential investor drop-offs and maintain information accuracy
- Automated investor onboarding, KYC-AML-Accreditation verification, document review and e-signatures
- Capital R acts as a placement agent ensuring streamlined investor subscription, payment facilitation, and issuance closing
- Capital R guides you through the appropriate legal filings alongside your outside legal counsel
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Post sale
— After the offering is complete the securities are distributed to investors by the issuer. Capital R provides ongoing issuer support, investor relations, and once the security lockup period has expired, we can facilitate help secondary market liquidity through private placements of secondary security blocks.
Investor base and distribution
Capital R clients gain access to our growing base of over 300,000 individual accredited/non-accredited investors, VCs, institutional investors, and a large network of family offices. Leverage multiple distribution channels with Republic’s network of broker-dealers and wealth management firms across the US, Asia, Europe, and MENA regions.
Our global network of broker-dealers and wealth management firms
Republic’s family of companies:
Our partners
Investors
Access carefully sourced and vetted investment opportunities, only through Capital R.
Companies are staying private for longer meaning fewer companies are available to public investors. Republic provides access to private investments for both accredited and non-accredited investors.
Capital R aims to host companies in their growth stage before they reach life cycle maturity.
Invest through Capital R
This graph represents the company life cycle stage that Capital R targets and is not a representation of any company’s past or future performance. Investment in companies at all stages are speculative, may be illiquid and carry a high degree or risk of total loss of principal.
Invest through Capital RAs a member of the Republic family, Capital R offers investors:
High-quality investment opportunities that are exclusively sourced and vetted by Capital R
Automated onboarding — KYC-AML-Accreditation verification, and e-signatures for a quick and easy investor experience
Streamlined investor subscription — payment facilitation, and security issuance closing
Private Placements conducted under Reg A/A+, Reg CF and or Reg D may not be suitable for all types of investors. The purchase of privately placed securities of a non-public company is, in general, a highly speculative investment and should be undertaken only by persons who are financially able to bear the loss of their entire investment and who have no need for liquidity of their investment in the issuer of such securities. Such investments involve various risks relating to the nature of the financing and potentially the state and federal legalities surrounding the issuer, the nature and stage of development of the issuer’s business, and the business sector in which it operates.
About us
Republic’s team consists of legal, investment banking, entrepreneurs, marketing, and technical experts. We are here to help our clients successfully achieve their objectives.
Kendrick Nguyen
CEO & Founder of Republic
Kendrick is the CEO and Founder of Republic, a serial entrepreneur, and a former General Counsel of AngelList.
During his time at AngelList, Kendrick launched its fund product and took the total amount of capital raised on the platform to over $300m. Kendrick advised FileCoin on its inaugural $210m capital raise in 2017, and as the COO of Kanbar Enterprises, Kendrick oversaw three M&A transactions totalling $150m. A licensed attorney and graduate of Boston University School of Law and Berkeley, Kendrick was previously an Attorney at Goodwin Procter. As Chief US Counsel for Permal Asset Management, which held over $40bn of assets during his tenure, Kendrick oversaw legal and transaction structuring.
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Gerard Visci
CCO of the CapitalR
Gerard Visci is the firm's Chief Compliance Officer and has spent over 40 years in the financial industry working with broker/dealers, investment companies, and hedge funds. Gerard holds numerous FINRA licenses and is a Certified Regulatory and Compliance Professional (CRCP). He is FINRA arbitrator. As a consultant for Integrated Management Solutions LLC, Gerard is registered with multiple organizations.
Mario Martins
Compliance
Spent 13 years at FINRA, CCO of the Republic Crowdfunding Portal (OpenDeal Portal LLC), JD from Quinnipiac University School of Law, BA from Rutgers University, Series SIE.
Maxwell Rich
Deputy General Counsel of Republic
A securities law, regulatory compliance, and corporate governance expert, Max is frequently asked to speak on panels regarding emerging trends in FinTech and provide regulators with a first-hand industry perspective. Max is Republic's corporate secretary and acts as the Republic funding portal's Chief Compliance Officer.
During his time at Republic, Max has overseen nearly $300M of capital raised through Regulations A, CF, D and S, and acted as lead counsel on numerous acquisitions. Previously an Investment Law Clerk at Liberty Mutual’s investment division and a Legal Fellow at the Clearing House Association, Max is a Boston University School of Law graduate and a licensed attorney.
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Rohan Suwarna
Investment Associate
Registered Representative and Investment Associate for the Republic Crowdfunding Portal's Investment Team. Previously Investment Banking Analyst at Deutsche Bank. B.S. in Finance and Analytics from Boston College.
Emily Pollack
Investor Relations
Series 99
Mikaela Giani
Business
Seires SIE and 7.
Andrew Durgee
Managing Director of Republic
Advisory Services
Andrew leads Republic’s advisory business which guides clients through the legal and technical framework of asset tokenization.
A seasoned entrepreneur, Andrew first pioneered early technology companies in 2010 including an industry first multi signature wallet repository. As a Partner at TLDR Capital, which is a leading emerging technology advisory group, Andrew advised on over $40m of capital raised between 2016 and 2018. Andrew studied Management Engineering at Worcester Polytechnic Institute and is a highly skilled executive with over 12 years of experience.
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Darren Sandler
Crypto, Corporate and Securities Counsel at Republic
Admitted to practice law in NJ and NY. Completed JD program at University of Pennsylvania Law School. Completed Wharton Executive Certificate in Management.
Raise a limitless amount of capital from investors around the world.
Raise capitalOpenDeal Broker LLC (FINRA | SiPC) is conducting business as 'Capital R'. Capital R is a member of the Republic family of companies under common control of the parent company, OpenDeal Inc. FAQ
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