Mr. Wonderful's Plan to Buy T— And How You Can Join Him

With recent U.S. legislation forcing a sale of TikTok, Mr. Wonderful is taking steps to purchase the social media wunderkind from its Chinese parent company ByteDance.1 And he’s inviting you to join him in his quest to make TikTok an American-owned company.

Congress Gives Social Media Company 270 Days or Else

Due to national security threats from the Chinese government, ByteDance must sell the app to a U.S. entity by January 19, 2025 or face a nationwide ban. 2

Why TikTok?

With over 1 billion monthly active users and a revenue stream exceeding $16 billion annually, TikTok stands as a titan in the social media landscape. 3

Why Invest with Mr. Wonderful?

Kevin O'Leary is a renowned entrepreneur known by fellow sharks and minnows for his sharp business acumen, having successfully launched and sold The Learning Company, an educational software firm, for over $4 billion. 3

Investors should not assume that any investment will increase in value. Multiple factors could affect the value of an investment. This comparison does not imply this potential investment will reach the same valuation. Past performance and valuations of other companies are not indicative of future results, and investors should not assume that the potential investment will increase in value. The value and potential of any potential investment will be driven significantly by the terms of acquisition, including the extent to which critical technology is transferred.

Your Role

By joining Mr. Wonderful once the appropriate filings are made, you become part of a strategic investment team aiming to transform TikTok into a U.S.-based enterprise. This move not only ensures compliance with U.S. regulations but also positions the app for continued growth and innovation under trusted American leadership.

Indicate Interest

Press:

This is about ensuring the safety and security of American data and preventing foreign adversaries from having undue influence over our digital landscape.

- Joe Biden, President of the United States

April 24, 2024

It’s the largest entertainment and business network in America as it stands today, so it’s of great interest and great value.

- Kevin O'Leary

March 22, 2024

America's foremost adversary has no business controlling a dominant media platform in the United States.

- Mike Gallagher, Former U.S. House Representative, Wisconsin's 8th District

March 28, 2024

THIS ENTERPRISE IS TESTING THE WATERS UNDER TIER 2 OF REGULATION A. NO MONEY OR OTHER CONSIDERATION IS BEING SOLICITED, AND IF SENT IN RESPONSE, WILL NOT BE ACCEPTED. NO OFFER TO BUY ANY SECURITIES CAN BE ACCEPTED AND NO PART OF A PURCHASE PRICE CAN BE RECEIVED UNTIL THE OFFERING STATEMENT FILED BY THE COMPANY WITH THE SEC HAS BEEN QUALIFIED BY THE SEC. ANY SUCH OFFER MAY BE WITHDRAWN OR REVOKED, WITHOUT OBLIGATION OR COMMITMENT OF ANY KIND, AT ANY TIME BEFORE NOTICE OF ACCEPTANCE GIVEN AFTER THE DATE OF QUALIFICATION. AN INDICATION OF INTEREST INVOLVES NO OBLIGATION OR COMMITMENT OF ANY KIND.  “RESERVING” SECURITIES IS SIMPLY AN INDICATION OF INTEREST.  THERE IS NO BINDING COMMITMENT FOR INVESTORS THAT RESERVE SHARES IN THIS MANNER TO ULTIMATELY INVEST AND PURCHASE THE SHARES RESERVED OF THE COMPANY, OR TO PURCHASE ANY SHARES OF THE COMPANY WHATSOEVER.

NO MONEY OR OTHER CONSIDERATION IS BEING SOLICITED, AND IF SENT IN RESPONSE, WILL NOT BE ACCEPTED. NO OFFER TO BUY THE SECURITIES CAN BE ACCEPTED AND NO PART OF THE PURCHASE PRICE CAN BE RECEIVED UNTIL THE OFFERING STATEMENT IS FILED AND ONLY THROUGH AN INTERMEDIARY’S PLATFORM. AN INDICATION OF INTEREST INVOLVES NO OBLIGATION OR COMMITMENT OF ANY KIND. "RESERVING" SHARES IS SIMPLY AN INDICATION OF INTEREST.

Source 1: https://www.cnbc.com/2024/03/22/kevin-oleary-on-why-he-wants-to-buy-tiktok-.htm
Source 2: https://www.businessofapps.com/data/tik-tok-statistics/
Source 3: https://www.congress.gov/bill/118th-congress/house-bill/8038/all-info
Source 4: https://www.simonandschuster.com/authors/Kevin-OLeary/410845481

Perks Terms & Conditions

*If you are investing via a self-directed IRA, you cannot receive additional perks beyond bonus shares due to tax laws.

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Claim up to 20% Bonus Shares

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Investors in StartEngine can receive up to 20% bonus shares based on certain criteria. Investors  are eligible to receive 10% bonus shares if they:

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  • Are a member of the Owner’s Bonus community; if you are investing via a self-directed IRA, you cannot receive additional perks beyond bonus shares due to tax laws.
  • Reserved shares during the Test the Waters period of this offering
  • Invest at least $5,000 in this offering during a single transaction Bonus shares in this offering are stackable.

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The maximum amount of bonus shares that an investor can receive is 20%.  Any investor who falls into two of the three categories above will receive 20% bonus shares, as will anyone who falls into all three categories.  For example, if an investor reserved shares in StartEngine and is a Owner’s Bonus  member, they will receive 20% additional shares. If that person also invests over $5,000, they will still receive the maximum of 20% bonus shares. Bonus shares may not immediately appear on your investor dashboard, but will be issued prior to the offering closing.

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  1. Based on StartEngine’s unaudited financials: $1.88M for first half of 2019 compared to $9.9M for first half 2023, since these are semi-annual numbers and have not been audited, they may not include year-end adjustments necessary to make those financial statements comparable to audited results
  2. As measured by revenue growth over a three-year period. Source: https://events.inc.com/inc5000-welcome-2023/homepage
  3. Includes $760M in funds raised as of May 9, 2023 via Reg. CF and Reg. A+ combined through StartEngine’s funding portal and broker dealer, StartEngine Capital, LLC and StartEngine Primary, LLC respectively, as well as StartEngine’s own raises.  Also includes $470M in funds raised previously through offerings conducted on www.seedinvest.com outside of the StartEngine platform. In May 2023, StartEngine acquired assets of SeedInvest, including email lists for SeedInvest’s users, investors and founders seeking to raise funds. 
  4. Source: https://www.nzherald.co.nz/business/how-private-markets-became-an-escape-from-reality/2O4J4BRDTNCW7A5XB3K3IFXB3U/
  5. Kevin O’Leary is a paid spokesperson for StartEngine. See his 17(b) disclosure, here.
  6. Includes funding rounds via Reg. CF and Reg. A+ combined through StartEngine’s funding portal and broker dealer, StartEngine Capital, LLC and StartEngine Primary, LLC respectively, as well as StartEngine’s own raises. 
  7. Source: https://www.crowdfundinsider.com/2023/08/212085-reg-cf-crowdfunding-total-tops-2-billion-in-total-raised/ 
  8. Source = https://kingscrowd.com/markets/. Please note a KingsCrowd Edge subscription is required to access this report. Includes funds raised via Reg. CF and Reg. A+ combined through StartEngine’s funding portal and broker dealer, StartEngine Capital, LLC and StartEngine Primary, LLC respectively, as well as StartEngine’s own raises. 
  9. StartEngine Marketplace (“SE Marketplace”) is a website operated by StartEngine Primary, LLC (“SE Primary”), a broker-dealer that is registered with the SEC and a member of FINRA and SIPC. StartEngine Bulletin Board ("SE BB") is a bulletin board platform that advertises interest in shares of private companies that previously executed Reg CF or Reg A offerings. SE BB enables shareholders to communicate interest in potential sales of shares in private companies and investors to discover, review, and potentially invest in private companies. As a bulletin board platform, SE BB provides a venue for investors to access information about private company offerings and connect with potential sellers. 

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While a security may be displayed on the bulletin board, these securities will be subject to certain restrictions which may prevent the ability to buy and sell these securities in a timely manner, if at all. Even if a security is qualified to be displayed on the bulletin board, there is no guarantee an active trading market for the securities will ever develop, or if developed, be maintained. You should assume that you may not be able to liquidate your investment for some time or be able to pledge these shares as collateral.

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SE BB is distinct and separate from StartEngine Secondary (“SE Secondary”), which is an SEC-registered Alternative Trading System (ATS) operated by SE Primary. SE Secondary facilitates the trading of securities by matching orders between buyers and sellers and facilitating executions of trades on the platform. 

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  1. Includes funds raised over multiple offerings and at different terms.

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  1. Count determined as number of unique email addresses in StartEngine’s database as of 10-6-2023.

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Paid Promotions - 17 b disclosures:

  • Kevin O’lfeary: Kevin O’Leary is a paid spokesperson for StartEngine. Kevin is paid $400,000 per year for the first three years, then $420,000 in year four, $450,000.00 in year five, and $480,000 in year 6. Kevin has also received compensation in the form of 322,506 options at a $7.50 strike price and 343,282 options at a $40.50 strike price.  On July 7, 2021, StartEngine Crowdfunding, Inc. conducted a 3:1 forward stock split. As a result of the split, Kevin’s compensation in the form of options has been adjusted to 967,518, and 1,029,856 options respectively.
  • Benzinga: Accretive Capital, LLC d/b/a Benzinga is being compensated by StartEngine Crowdfunding Inc. for publicizing the offering of StartEngine’s securities. Benzinga receives monthly cash payments based on a Cost Per Click of $5 per click from StartEngine Crowdfunding Inc. to be promoted on benzinga.com and their partner networks. 
  • UpFlip: UpFlip Inc. has been compensated by StartEngine Crowdfunding Inc. for publicizing the offering of StartEngine’s securities. UpFlip, Inc. received a one-time $30,000 payment, in cash, from StartEngine Crowdfunding Inc. in August 2023 to be promoted on their YouTube channel and podcast during August and September 2023.
  • Anthony Pompliano: Lunch Money Group, Inc. has been compensated by StartEngine Crowdfunding Inc. for publicizing the offering of StartEngine’s securities. Lunch Money Group, Inc received a one-time $25,000 payment, in cash, from StartEngine Crowdfunding Inc. in August 2023 to be promoted on their YouTube channel and podcast during August and September 2023.
  • MoneyMade: MoneyMade LLC is being compensated by StartEngine Crowdfunding Inc. for publicizing the offering of StartEngine’s securities. MoneyMade receives monthly cash payments based on an average Cost Per Click of $3.5 per click from StartEngine Crowdfunding Inc. to be promoted on moneymade.io and their partner networks. 
  • Paved: Paved Marketing, Inc. is being compensated by StartEngine Crowdfunding Inc. for publicizing the offering of StartEngine’s securities. Paved receives monthly cash payments based on an average Cost Per Click of $0.50 and $4.00 per click from StartEngine Crowdfunding Inc. to be promoted on paved.com and their partner networks.

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