Disclosure
Required information provided to Investors, including financial statements, risk factors, and offering terms in the Form C filing and related documents.
Understanding Disclosure
Disclosure in the context of CRT investing refers to the mandatory information that must be provided to Investors as part of a securities offering under SEC Regulation Crowdfunding (Reg CF). These disclosure requirements ensure that Investors have access to material information needed to make informed investment decisions.
The primary disclosure vehicle for CRT offerings is the Form C, filed with the SEC and made available to Investors on GigaStar Market. Required disclosures in the Form C include a description of the issuing entity and its business, the terms of the offering (revenue percentage, revenue-share term, and funding goal), financial statements for the issuing entity, a discussion of risk factors specific to the investment, the Creator's historical YouTube revenue data, the intended use of funds raised, and information about the officers, directors, and principal shareholders of the issuing entity.
Ongoing disclosure obligations continue after the offering closes. Issuers are required to file annual reports (Form C-AR) with the SEC, providing updated financial information and a summary of operations. These ongoing disclosures help Investors stay informed about the status of their investment.
If material changes occur during an offering period, amended filings (Form C/A) must be submitted, and existing Investors who have already committed may be given the opportunity to reconfirm or withdraw their investment based on the updated information.
GigaStar Market, as a registered funding portal, is required to make all disclosure documents readily accessible to Investors on its platform. Additionally, all SEC filings are publicly available through the EDGAR database.
Investors should review all available disclosures thoroughly before investing and continue monitoring ongoing disclosures throughout the life of their investment.
Key Points to Remember
- Disclosure is regulated by the SEC under Regulation Crowdfunding
- All investments carry risk — past performance doesn't guarantee future results
- Review all offering documents carefully before investing
Related Terms
Due Diligence
The research and analysis an Investor should perform before purchasing CRTs, including reviewing Form C, Creator metrics, and risk factors.
Form C
An SEC filing required for all Regulation Crowdfunding offerings. Contains offering details, financial statements, and risk factors for Investor review.
GigaStar Market
GigaStar Market is an SEC-registered funding portal and FINRA member where Investors can purchase Channel Revenue Tokens (CRTs) in primary offerings from YouTube Creators.
Historical Revenue
A Creator's past YouTube revenue data disclosed in offering documents. Past performance does not indicate future results.
Offering Documents
The legal filings associated with a CRT offering, including Form C, offering memorandum, and subscription agreement provided to Investors.
Risk Factors
Risk factors are the specific risks associated with investing in CRTs, including Creator performance risk, platform risk, illiquidity, and the potential for total loss of investment.
SEC
The U.S. Securities and Exchange Commission. The federal agency regulating securities markets, including GigaStar's CRT offerings under Regulation Crowdfunding.
SEC Regulation CF
SEC Regulation Crowdfunding (Regulation CF) is the federal securities framework that allows companies like GigaStar to offer CRTs to both accredited and non-accredited Investors, up to $5M annually.
Frequently Asked Questions
What is a funding portal?
A funding portal is an SEC-registered, FINRA-member intermediary that facilitates securities offerings under Regulation Crowdfunding. GigaStar Market is a registered funding portal that hosts CRT offerings, ensuring regulatory compliance, required disclosures, and Investor protections as mandated by the SEC.
How does the SEC protect Investors in crowdfunding?
The SEC requires detailed disclosures through Form C filings, mandates annual investment limits for non-accredited Investors, provides a cancellation period before offering close, requires ongoing reporting from issuers, and oversees funding portals like GigaStar Market. These regulations are designed to provide transparency, though they do not eliminate investment risk.
What is a Form C?
Form C is the SEC filing required for every Regulation Crowdfunding offering. It contains detailed information about the offering including financial statements, risk factors, use of proceeds, Creator information, and the terms of the CRT offering. Investors should review the Form C carefully before investing.