Accredited Investors are welcome to visit www.GroundfloorDeal.com for more information.
You MUST be an accredited investor to subscribe to Ringorang Worldwide LLC's "Wait and See" investment program. Any party who is NOT an accredited investor is prohibited from subscribing.
Who are YOU? You are an "accredited investor" if you:
- earned income that exceeded $200,000 (or $300,000 together with a spouse) in each of the prior two years (2013 - 2014), and reasonably expect the same for the current year (2015), or
- have a net worth over $1 million, either alone or together with a spouse (excluding the value of your primary residence).
You are an "accredited investor" if you are:
- a bank as defined in Section 3(a)(2) of the Act, or a savings and loan association or other institution as defined in Section 3(a)(5)(A) of the Act, whether acting in its individual or fiduciary capacity; a broker dealer registered pursuant to Section 15 of the Securities Exchange Act of 1934; an insurance company as defined in Section 2(13) of the Act; an investment company registered under the Investment Company Act of 1940 (the "1940 Act") or a business development company as defined in Section 2(a)(48) of the 1940 Act; a Small Business Investment Company licensed by the U.S. Small Business Administration under Section 301(c) or (d) of the Small Business Investment Act of 1958; a plan established and maintained by a state, its political subdivisions, or any agency or instrumentality of a state or its political subdivisions, for the benefit of its employees, if such plan has total resources/frontend in excess of $5,000,000; or an employee benefit plan within the meaning of the Employee Retirement Income Security Act of 1974 ("ERISA"), if the investment decision is made by a plan fiduciary, as defined in Section 3(21) of ERISA, which is either a bank, savings and loan association, insurance company or registered investment adviser, or if the employee benefit plan has total resources/frontend in excess of $5,000,000 or, if a self-directed plan, with investment decisions made solely by persons that are accredited investors.
- a private business development company as defined in Section 202(a)(22) of the Investment Advisers Act of 1940
- an organization described in Section 501(c)(3) of the Internal Revenue Code, a corporation, a Massachusetts or similar business trust, or a partnership, not formed for the specific purpose of acquiring the Units with total resources/frontend in excess of $5,000,000
- a trust with total resources/frontend in excess of $5,000,000, not formed for the specific purpose of acquiring the Notes (Pursuant to Exhibit 1: Accredited Investor Certificates) - The purchase of Notes in Ringorang Worldwide LLC by this trust is directed by a person who has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of the prospective investment
- an entity in which all of the equity owners are Accredited Investors - The owners of this entity are Accredited Investors as set forth above or as defined in the Accredited Investor Certificate - Individual. Each equity owner of such entity must also complete, sign and return a Subscription Agreement and an Accredited Investor Certificate – Individual or Accredited Investor – Entity. Failure of any equity owner to do so will result in a denial of the entity’s subscription.
RELIANCE ON OFFERING MEMORANDUM:
NO OFFERING LITERATURE OR ADVERTISING IN ANY FORM MAY BE RELIED ON IN CONNECTION WITH THE OFFERING OF RINGORANG WORLDWIDE LLC'S NOTES AND UNITS EXCEPT FOR THIS OFFERING MEMORANDUM AND THE STATEMENTS CONTAINED IN THE SUBSCRIPTION AGREEMENT AND, WITH RESPECT TO UNITS THAT MAY BE ACQUIRED UPON CONVERSION OF THE NOTES, THE OPERATING AGREEMENT. NO PERSON, EXCEPT THE MANAGER OF THE COMPANY HAS BEEN AUTHORIZED TO MAKE REPRESENTATIONS OR TO GIVE ANY INFORMATION WITH RESPECT TO THE OFFERING OF NOTES AND UNITS THAT MAY BE ACQUIRED UPON CONVERSION OF THE NOTES OR THE PROPOSED OPERATIONS OF THE COMPANY, EXCEPT FOR THE INFORMATION CONTAINED IN THIS OFFERING MEMORANDUM AND, IF GIVEN OR MADE, SUCH INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED ON AS HAVING BEEN AUTHORIZED BY THE COMPANY. NEITHER THE DELIVERY OF THIS OFFERING MEMORANDUM NOR ANY SALE HEREUNDER SHALL UNDER ANY CIRCUMSTANCES CREATE THE IMPLICATION THAT THE INFORMATION CONTAINED HEREIN HAS NOT CHANGED SUBSEQUENT TO THE DATE HEREOF.
THIS OFFERING MEMORANDUM AND THE COMPANY'S PUBLIC-FACING ADVERTISEMENTS AND MARKETING MATERIALS INCLUDING BUT NOT LIMITED TO ITS WEBSITES, PRESENTATIONS, RADIO ADS, SOCIAL MEDIA POSTS, EMAIL AND PHONE COMMUNICATIONS CONTAINS SUMMARIES OF CERTAIN PROVISIONS OF DOCUMENTS DISCUSSED HEREIN, BUT SUCH SUMMARIES ARE NOT PROVIDED AS A SUBSTITUTE FOR THE COMPLETE TEXT OF SUCH DOCUMENTS AND ARE QUALIFIED IN THEIR ENTIRETY BY REFERENCE TO THE COMPLETE TEXT OF EACH SUCH DOCUMENT. PROSPECTIVE INVESTORS ARE URGED TO READ ALL SUCH DOCUMENTS FOR A COMPLETE UNDERSTANDING OF THIS OFFERING AND THE TRANSACTIONS CONTEMPLATED IN CERTAIN OF THOSE DOCUMENTS.