Michael Homeier’s practice focuses on securities (including EB-5, equity crowdfunding, and private offerings), general business, corporate, transactional, and business financing law. His over 30 years’ experience primarily on behalf of medium-sized and startup businesses emphasizes the drafting, negotiation, and review of securities offering documents (Private Placement Memoranda PPMs, Subscription and Partnership Agreements, Accredited Investor confirmation, and investor procurement agreements); contracts, including commercial contracts, financing agreements, factoring packages, intellectual property licensing agreements, new media, technology, and commercial contracts; and entertainment industry agreements for both production houses and industry professionals. An integral part of Michael’s practice includes a comprehensive “entity practice” involved with the formation, structuring, maintenance, and dissolution of corporations, limited liability companies, and partnerships, both in the for-profit and non-profit sectors.
With the firm, Michael has participated in many of the hundreds of private and public securities offering projects that Homeier Law PC has been engaged in since its founding, including EB-5, crowdfunding, and Reg D Rule 506(b) and Rule 506(c) offerings, foreign direct investment projects, and public company filings.
Security Token Industry is here and it's still not too late for crypto enthusiasts and investors of all types to get involved.
Coming up on this episode of Security Token Insight, a look at the latest security token investing news, also details on Security Token Academy's first meet up in Los Angeles.
And Moonlighting is in this week's STO spotlight. We'll chat with the founder and CEO Jeff Tennery, that and much more is coming up on this episode of Security Token Insight.
Hey everybody, I'm Adam Chapnick.
And I'm Amy Wan. Welcome to Security Token Insight, brought to you by the Security Token Academy. This security token industry is gaining momentum and will provide a key foundation for the evolving financial internet.
The Security Token Academy will provide insights about this new era for security token enthusiasts, investors, and issuers. We thank you for coming along on this exciting new journey.
In your security token investing use details on the multi-stock exchanges new security token trading platform. Moonlighting is in our STO spotlight, founder and CEO, Jeff Tennery will preview the company's upcoming security token offering. We've got an expert interview with security's attorney, Michael Homeier, hear his predictions for the security token industry, and learn about the security token industry launch event set for this October in New York City. We've got a jam packed show, thank you for joining us.
Now it's time for your security token investing news. The multi-stock exchange is moving forward with a new security token trading platform. The exchanges partnering with digital asset exchange, OKEX. The joint project aims to become a platform for digital asset exchanges with security expertise and client due diligence. The island of Malta is known as blockchain Island and has taken a positive approach to regulations on blockchain, STOs and ICOs. In the Philippines, the SCC has drafted new regulations on how companies can raise funds. The new laws assume that all tokens issued during ICOs are securities automatically unless proven otherwise by the issuer. All companies looking to have a token sale in the Philippines will be required to fill out an initial assessment application to the SCC 90 days prior to the issuance.
Now it's time for our Security Token Spotlight, this is where we will introduce you to security token offering that has launched or will be launching in the future.
Moonlighting is in this week's STO Spotlight, moonlighting is a freelance marketplace platform. The company helps you find freelancer for your business or personal life. Before we chat with the founder of Moonlighting, let's learn a little bit more about the company. Take a look.
The DOW traders are standing or watching in amazement, and I don't blame 'em.
[TV Announcer] The credit market-
[TV Announcer] The stock market is now down 21%,
[TV Announcer] What in the world is happening on Wall Street?
[TV Announcer] It was the worst day on Wall Street since the crash of 1987.
[TV Announcer] Well it is the worst jobless race in a generation. U.S. unemployment now running at 10.2%.
Back in 2008 when the market collapsed and unemployment spiked, it's really when the gig economy was born, and I was thinking through this idea of how can I help people that really needed it the most. It was so many of my friends, so much family that were really hurting for employment, so that's really when it started in my mind.
Discoverability was our number one objective. We wanted to build a platform that could help people very quickly connect with someone who's looking to hire. We wanted to help people get paid faster, so they can make the rent, so they can make a bill, and that was what inspired Roy Ritesh and I to get Moonlighting off the ground.
The most challenging piece of this whole thing was that initial launch. All of the pieces of the puzzle that have to come together, to go from zero to 100 miles an hour in three months. It was just a lot of work, and it was scary, getting that first app build was exciting, and then seeing the things break. There were moments where you look at yourself, and you think can we really do this?
[TV Announcer] An app developed in Charlottesville is spreading nationwide. It helps connect people who have specific chores with workers willing to complete the task.
[TV Announcer] It's more than 8,000 users in all 50 states have bought into the idea of Moonlighting.
[TV Announcer] Part of the shared economy, Jeff, is this about Honeydew type work or is this anything?
A lot of web and tech jobs is actually our number two job, we have accountants, we have professionals really all the way through your babysitters and your dog walkers.
Every institutional investor, every venture capital firm that we talked to, they all had pretty much the same feedback, is you need to do what Uber did, go and focus in on one city, and you'll also pick one vertical, but we knew we could impact more people if our app worked everywhere. We have a 10 o'clock call every single day as a company, and we review statistics that are all about impacting connections and making sure people are making money.
This is the difference life and death for some people in a way of making money, and the way they carry their lives on, so it could be making rent, it could be putting their kids through school, so let's make sure that we're doing everything possible to make that connection, and you guys are at the forefront of that.
Hey techies, let's go. I'm going to give a little speech here in a second.
It's been a long road over the past couple of years. Moonlighting has gone from this little idea to thousands of people signing up a day that want to be a part of this because they feel that sense of empowerment, that sense of freedom.
How cool is it that we have over 100,000 people using our
We've grown over 50% in just the last four weeks alone. It's why we've gone to number four in the job posting category within iTunes, right behind LinkedIn.
The one thing is really paramount to any company that's in the sharing economy is has to have trust. Not only have we built trust with people using Moonlighting, but we're getting further validated by the largest wireless carrier in the world, and the largest local news media companies in the United States, want to attach their brand with Moonlighting. I think it further validates the mission that we're on as we revolutionize and change the way people work. What's exciting is we have so much in place, ready to take this big step forward from hundreds of thousands of users into millions of users, and really making a difference in so many people's lives.
In 2017, our marketplace has exploded with over half a million users that's taking us worldwide. Initial coin offering or ICO, is going to give us an opportunity, expand our platform, to keep up with the growing demand of freelancers who need to build their own business and do so not just in the United States but across the world.
2018 promises to be an even more exciting year as we now introduce crypto currency, the Moon-Bit as we call it, into our marketplace will be going to the United Kingdom, Canada and Latin America, and expanding globally from there using our Moonlighting marketplace as the platform for freelancers. They'll be able to use that token to remove paying full commissions, currency fees, bank fees, will be able to keep more of their hard earned check.
Okay, now let's welcome to the show, Jeff Tennery, founder and CEO of Moonlighting. Thanks for joining us today from New York City, it's good to see you again.
It's great to be here, thanks for having me back.
Cool, so a lot has happened since we spoke with you last about Moonlighting. We'll get into that shortly, but for those who might not know about the company, tell us what is Moonlighting?
Yeah, Moonlighting is almost a four year old company now, we're one of the fastest growing freelance platforms. We help people every day find jobs, promote their skills across a wide range of everything, we joke around like fire jugglers, stilt walkers to accountants, attorneys, you name it. We're really into helping people create their own wealth through working for themselves.
So what's the back story behind your company, how did Moonlighting come about?
My founders, co-founders and I, Ritesh Johar, Roy Slater, and I were meeting nights and weekends back in 2013. I was really freaked out by 2008 when the market crashed. I'm a father of five and my wife was pregnant with our fifth child, and I always swore that if I was going to start my next company, I wanted to do something I knew I could use if I lost my job. So Moonlighting really was this inspiration of working on the side, creating a business, which I think really everyone is capable of in today's digital world.
You've decided to issue one, a security token, and what led you down that path, and specifically what kind of token are you guys using?
Yeah, when we talked in early this year and of last year, we were heading down the utility token path. We retain top counsel, and we really looked at the market very carefully, seeing really what the SCC was really signaling to the market, and really felt like most of the people that were interested in buying our token were investors and because of that, we wanted to wait. We had about 1,700 people ready to buy our utility token back in March and we postpone that, and we're really going to put that off to 2019 and focus strictly on the security token, which we think makes sense and certainly gets us where we need to get with our blockchain plan.
So tell us a little bit more about your target raise, and what you plan to do with your funds?
Yeah, we have targeted $25 million in our security token sale. Before we get there actually, we're also kicking off a crowdfunding sale next week because we had so many of our users and so many people that are non accredited that wanted to participate in the companies, so we're going to run a separate crowdfunding campaign that we'll be kicking off next week so we can allow everyone to participate. Then we also are running this security token for accredited investor globally so anyone can participate around the world, although 1,700 that were interested in investing, I'd say about 75% of them were coming from outside the United States.
Interesting. So now we can get a little wonky on that. You have a crowdfund and then you've got your security token, is that a reg CF for the crowdfund and then a reg D and S for ... Tell us-
We're covering the whole alphabet, Adam, for sure. Yeah, so it's a reg CF that we'll be announcing with one of our partners there, and then we're doing reg D and reg S for the security token for accredited investors only to cover that side of the world.
Amazing, alphabet soup, that's our favorite kind. So tell us about your ideal investor, I know I read up a little bit about how you went through some trouble to explain who'd be perfect to come in on this.
Yeah, we still have a very ... Our longer term plan is to absolutely have a token that could have our users, our Moonlighters as we call them, participating in our platform as users but also can gain access to the token. Really what we're trying to do here is we're trying to accommodate a wide audience because Moonlighting now, we sit at 660,000 users on the platform. We're about to launch in Canada and go to the U.K., so we're already starting to see that international pool, and we've got Latin America and Asia on the roadmap for 2019 and 2020. Really we're actually coming out with something that I think appeals to a wider audience which is why we're looking at all the avenues which include your security token for accredited, for reg D, reg S, and then getting folks involved under reg CF, so that we can let really what we want is our user base to be involved.
Can you talk a little bit more about the importance of KYC and AML and for those of you who don't know, it stands for Know Your Customer and Anti Money Laundering.
Yeah, I think one of the things that we're very cognizant of and we want to be make sure that we're compliant on is looking at when you have a platform that could be used anywhere and Moonlighting is really a digital media mobile platform that could be used by anyone, anywhere, at any given time to make money or offer up services. It's really important that you know your customers, we've partnered with some really great outfits. Running the security token as a company called Entoro and they are really ... They've been around for a long time, broker-dealer, fully licensed, and understands the importance of making sure that we do it right as well as the crowdfunding platform that we'll be announcing next week, that too. They take it really to the ... Looking at every single customer very carefully to make sure that we're compliant.
In going through this whole process, I want to ask you a personal question which is do you think security token offerings are the future of raising funds, and what do you think makes them so attractive?
Well I think the beauty of it is you take smaller companies and emerging companies like Moonlighting, then you're making the opportunity to invest in the company more liquid. A lot of times when you invest in a company it could take three to five years before you see any type of exit opportunity. I think the security token for sure I think will grow in more popularity, essentially I think becoming a new form of going public.
I think the utility token, and this is why I think the SCC should be applauded, they've done a great job, is making sure people really have a utility. When we were about to do the utility token early this year, we built everything and have that full utility, but really what we need to do now is we really need to firm up the platform, grow it, take the investment dollars and continue to scale it and come back. I think there'd be more clarity from the SCC, more clarity for everyone to be able to issue a utility token in 2019.
Who can use Moonlighting tokens and where can they use it?
Yeah, we call it the Moon-Bit, and really where people can use it, there was use cases that we looked at, number one is being able to pay one another, a peer to peer payment for services, we love the idea of a rewards program, and being able to reward our most active users, and they're really just being able to buy our services. The way our platform works is people can pay for subscriptions, and be able to buy premium services, so they can promote themselves in far more places than just Moonlighting. Our blockchain plan will allow people to take their blockchain profile or Moonlighting profile and really share it anywhere they want on the internet and within the marketplaces that serve up freelancing.
Jeff, how does this compare to similar solutions in the recruitment space, are there other blockchain competitors or are you guys-
Yeah, there's really two sets to it. There's a lot of emerging companies or new companies that are coming at and trying to tackle, cutting out the middle man is really the play here when you think about recruiting, staffing, freelancing is not saving people money by not having three parties involved. There's a lot of companies that are coming out from blockchain, but they don't ... The thing about Moonlighting is we have customers, we have revenue, we've been operating for a while, fully operational company. A lot of those companies are really starting out where they're building blockchain which is great, but they're not really ... They don't have as much of a plan for how to get customers, how to drive revenue, what's their business model going to look like?
On the flip side, you have a lot of incumbents, your up works, your fibers, even the LinkedIn's of the world, we're very motivated to try to disrupt LinkedIn and make it better. That world is really tough to go to blockchain because they sit as middle people or middle persons, and they take a cut so to speak, and that really goes against the grain of the spirit of blockchain and decentralization. So really you have these two different worlds we I think are very uniquely positioned because we have an operating company, which gives us a head start on the blockchain competitors. Then certainly I think the incumbents are going to have a tough time moving into blockchain because of their business model.
Interesting, it makes sense. So anything else you can tell us about your roadmap, or your future goals you want to reveal?
Yeah, absolutely. I think when I talked last time, we finally introduced a reality series that we have out now that we call Stories From The American Dream. Talks about musicians and celebrities using Moonlighting to find people and then the interesting backstories of the freelancers themselves, and we're using real customers for that. We love that, and I think really just as a whole, we're starting to move I think more aggressively into how do we engage our user base to help us grow the platform, block-chain's perfect for that, decentralizing it, distributed ownership and getting people involved from a crowdfunding perspective. We're just excited about getting all of the folks on our platform involved and really feeling like owners.
Yeah, it is exciting. Jeff Tennery, founder and CEO of Moonlighting. Thanks so much for joining us today from New York City. We wish you and everybody at Moonlighting the best.
Thank you very much for having me.
For more information on Moonlighting, visit STO.Moonlighting.com.
The Security Token Academy is keeping track on the latest security token regulations from around the world. I recently had the pleasure of discussing regulations with Michael Homier, founding shareholder of Homeier Law PC. He shared his predictions for the security token industry in this expert interview from the crypto invest summit in Los Angeles.
Why do you guys feel good about what's going on in the space?
We feel good about this because it's another avenue for businesses, including small businesses to get financed. These are avenues, crowdfunding, equity crowdfunding, even EV5 work which we've been very active in. It's all different, new avenues, ways for businesses to raise money, get funded, go on to do their business, put a lot of Americans to work, accomplish great things for their technology or their business purpose, and we play some small part in helping them get the money in the door legally, safely. Investors are protected, businesses are protected, that means ideas are protected, the company investors jobs, it's all great stuff and we're honored to be a small part of it.
So we're seeing a shift right now from, I call it the Wild West maybe of 2017, the ICO mania into what ... Mostly security token offerings I guess. Some are being called that, but whatever you want to call it offering of tokens that are securities. How do you guys view that shift, is that it's the right time and that's correct?
It's all good?
It would've been better had it happened earlier. There would be less collateral damage than there is, but better that the FCC stepped in, in the fall when it did rather than now or a year from now because they put a stop to a lot of misbehavior, they clarified a lot of confusion that people had or thought they had, or said they had, and maybe didn't. What it's done is it regularized the industry.
The government had said, 'Look, you're raising money from investors for this new area crypto-blockchain, but the process of raising money from investors in your niche is no different than the process of raising money from investors broadly. We have been regulating that since 1930, and we have been regulating it consistently since then, and we are regulating it now. News flash, in case you didn't get it, we're not regulating you, and we're goning to regulate you the same way we regulated everybody else with a little bit of wiggle room for the novelty of your new technology.'
That means that 90% of what I learned in school or what I've been practicing over the last three decades plus, is entirely usable in this area. It also means that what businesses have to do to raise money from investors legally, is not much different in crypto than it is to raise money for private equity or equity crowdfunding, or whatever. So no one needs to go to school and get another degree. The costs of compliance are not prohibitively expensive. It's like, well gee, if you can do it, you can do it right, you can protect investors and the business at the same time by adding this compliance, then let's put on our big boy and big girl pants and go out and do it because it's doable.
When will this security token offering become... What everybody does versus ICOs or will there always be both? When do you think one will overtake this, security will overtake the ICO?
I think most ICOs are going to continue to be offered as securities, so there's a lot of crossover. I think that what may happen as a change could be that in four or five years, if the SCC feels like they've got a handle on fraud, and that they are not seeing this huge surge in people getting wiped out, and businesses failing, but instead they're seeing a more normal investment picture, which includes businesses that fail because if some businesses fail-
With no fraud, no lack of information, no opaqueness, we're talking transparency. Once the government is comfortable that people are being told what they're getting into, that's all the government requires, they don't make any independent judgment as to whether any particular investment is good or bad in their opinion. All they say is you tell investors, give them all the information, they make the decision.
If the government sees that businesses are giving investors information, full information so that the investors are able to make that decision, I think the government may well back off and get to the point where they're willing to say, 'As long as you guys continue to behave yourself, we're going to acknowledge that there is a difference between a utility token and a security token, or a coin offering. We're going to allow you to have different legal requirements for the different avenues that you're going,' that I think will be a mark of real progress and maturation in the industry.
I think you never get there without forced compliance at some point which is now happened. I think you do get there, after successful compliance and the government, because the SCC, they're essentially cops. When the cops can relax and say, you know what, the crime wave is over, it's receded and we don't see it coming back. People are really committed to doing the right thing the right way because they see it's not cost prohibitive. It's not going to wipe them out, then the government I see could relax and say, 'Hey we could have more interesting, different ways of approaching investment in technology then we are allowing currently,' and that I think will be really progress.
To view more interviews like the one you just saw, be sure to go to our website, SecurityTokenAcademy.com and click on the interviews tab.
The Security Token Academy is on the leading edge of the security token movement. We've been to security token meetups and conferences from coast to coast. We're excited to share some big news with you, the Security Token Academy is hosting its first meetup in Los Angeles. The Security Token L.A. Meetup Kickoff Event is set for Thursday evening, August 16th at Sonoma Wine Garden in Santa Monica. The event is free and will feature a special panel discussion on the tokenization of real estate monitoring by Andrew Jewett, founder of Aperture Real Estate and Property Coin. To RSVP, visit the Security Token Academy's meetup page, spots are limited and are going fast.
The Security Token Academy hosted the first ever security token summit in New York City, the June event was the first one of its kind to focus on the emergence of security token trading organizations.
This groundbreaking, sold out conference brought together the key players in the industry. The best and the brightest spoke at our summit and we captured it all on video. There were keynote addresses from David Weild, former vice chairman of NASDAQ, and Bruce Fenton, CEO of Chainstone labs, plus panel discussions, interviews and much more.
You can get an inside view to what the top experts had to say about the future of the security token industry and where security token exchanges and trading platforms are going this year and beyond. You can purchase all of the videos from the event for just $99, and as a bonus, you'll also receive a one year membership to the Security Token Academy.
We want to let you know that our next event is the Security Token Launch in New York City, set for October 4th and 5th. Come together with security token leaders, experts and enthusiasts to celebrate the opening bell of the Security Token industry.
Our event will feature industry experts including ERC20 creator, Fabian Vogelsteller, and David Weild, former vice chairman of NASDAQ who killed it at our last event. Highlights include a cruise on the Hudson River, on the Spirit of New York Yacht during our special networking event to be held on Thursday, October 4th.
On Friday, October 5th, you'll hear from leaders in the security token industry during our conference at the Conrad, New York City as we dive into the core foundations of the security token industry and enjoy gourmet breakfast and lunch, and networking with industry experts and enthusiasts.
You can buy your tickets right now on the Security Token Academy's website. Hope to see you there.
That's it for today's episode, be sure to follow us on Twitter, Facebook, Telegram, and Medium. Don't forget to subscribe to our Youtube page, so don't miss out on any of our videos and expert interviews. I'm Amy Wan.
I'm Adam Chapnick, for everyone here at Security Token Academy, thanks again for watching.
SecurityTokenAcademy.com is a platform for information about the new world of Security Tokens. We are not a registered broker-dealer or investment advisor. We are not a Security Token or blockchain platform, nor can you purchase or invest through our website. We do not offer investment or purchase advice; nor do we endorse or recommend purchases or investments in any Security Token, and we don’t tell you if any purchase or investment is suitable for you. Additionally all investments entail risk, and investments in start-ups as well as Security Tokens involve a potentially greater risk.
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