Adosia Enters a Final Consent Order with NC Secretary of State, Eyes SAFT Private Sale and Seed ITO under NC Crowdfunding Law

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Raleigh, North Carolina, May 14, 2018 — Adosia, LLC. (Adosia), a production stage blockchain-based Internet of Things (IoT) startup, announced today that its offering of Simple Agreements for Future Tokens (SAFTs) and the underlying Adosia Token will officially commence on June 1, 2018 after completion of the Final Consent Order halting an earlier Initial Coin Offering (ICO) with the North Carolina Secretary of State (NCSOS).

Adosia is an IoT hardware, software, data and cryptocurrency mining platform initiative secured in blockchain for adaptive architecture enabling rapid product development, which is expected to launch a beta program in Q3 2018. Adosia is building a variety of internet-connected hardware solutions, while also providing a robust and cutting-edge Wi-Fi remote management platform to enable brand new hobby, integrator and consumer markets.

NCSOS Division of Securities officials contacted Adosia before the original ICO commenced, but not before one foreign purchaser participated, and found that the investment programs are unregistered securities being offered by entities and persons that are not registered to sell securities in North Carolina. Adosia took this inquiry by the Secretary seriously and worked with Enforcement Division attorney Amy Folk and investigator Rich Godfrey to formulate a mutually agreed upon resolution in a Final Consent Order whereby Adosia and Solomon agreed to not conduct an unregistered offering without properly complying with a North Carolina or federal law exemption from registration.

From this order and with the guidance of NCSOS officials, a possible solution to the ICO conundrum under existing North Carolina law is currently being developed by the Adosia team led by Kyle Solomon. The Adosia team is excited to be working on the first state regulatory approved crowdfunding mechanism to raise capital under North Carolina Law possibly using both fiat currency (US Dollars) and cryptocurrencies including Bitcoin, Litecoin and Ethereum. Under the NC Investment Exemption, RiseNC.com hopes to provide a platform for companies, that are registered to do business in North Carolina, with the ability to raise up to $2 million dollars in a Seed Initial Token Offering (SITO) from North Carolina residents.

While working on RiseNC, Adosia will conduct a SAFT private sale for accredited investors and continue with advancing its hardware technology. “This is not a perfect solution but this is the best solution we have been able to develop using the proper regulatory framework provided by the SEC (US Securities and Exchange Commission) and State of North Carolina. This an important step towards enabling American entrepreneurs the equal footing we need to compete on a global scale.” stated Solomon.

RiseNC.com hopes to launch its beta platform in Summer 2018 for fiat currencies. And, with the help and support of other departments, regulators, and elected officials in North Carolina, the platform aims to provide the ability to conduct SITOs by the end of the summer. “If we as North Carolinians can move the regulatory needle forward by allowing this new form of capital raising to commence without the fear of enforcement actions by the State or SEC then we can open the gateway to a new and exciting form of venture funding for entrepreneurs and startups.” said Michael Vivenizo, counsel for Adosia. “Adosia, RiseNC, Kyle and his team can play a pivotal role in creating the next thriving technological ecosystem that will make entrepreneurs excited to work in North Carolina.”

Adosia hardware is currently available at www.adosia.io.

Websites: www.adosia.io and www.adosia.com.

To view investor materials, to invest, or for questions related to this offering: [email protected]

Forward Looking Information

This release contains forward-looking statements, including statements relating to future events or to Adosia and RiseNC Platform’s future performance, operations, financial results, business and products. The use of any of words “anticipate,” “may,” “believe,” “could,” “should,” “estimate,” “expect,” “intend,” “plan,” “predict,” “potential,” “forecasts,” “project,” and other similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information. Forward-looking statements are made based upon Adosia current expectations and beliefs concerning future developments and their potential effects on Adosia, RiseNC Platform and/or Adosia Token. Such forward-looking statements are not guarantees of future performance or operations, and actual future results may differ materially. The offering memorandum for the SAFT/Adosia Token offering describes the risks, material assumptions and other factors that could influence actual results and the development and performance of Adosia and the RiseNC Platform. Adosia, LLC, RiseNC, and Solomon disclaims any intention or obligation to publicly update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as may be expressly required by applicable securities laws.

Notice to Potential Purchasers

Neither the SAFTs being offered nor the Adosia Token issuable thereunder have been registered under the US Securities Act of 1933, as amended (the “Securities Act”), under the laws of any US states, or under the laws of any non-US jurisdictions. Accordingly, Adosia, LLC is offering the SAFTs and the underlying Adosia Token only in exempt transactions to “accredited investors” (as defined in Rule 501(a) of Regulation D under the Securities Act) pursuant to Rule 506(c) of Regulation D under the Securities Act. Offers and sales of the SAFTs and Adosia Token issuable thereunder outside the United States will also be made in accordance with the laws and regulations of the relevant jurisdictions. This release does not constitute an offer to sell, or a solicitation of an offer to buy, SAFTs or Adosia Token issuable thereunder in any jurisdiction in which it is unlawful to make such an offer or solicitation and is for informational purposes only. Neither the SEC nor any other federal, state or foreign regulatory authority has approved an investment in SAFTs or Adosia Token issuable thereunder.

Following the offering, the SAFTs and any Adosia Token issuable thereunder will be subject to significant restrictions on resale and transfer in addition to those traditionally associated with securities sold pursuant to Rule 506(c) under the Securities Act. Purchasing a SAFT and Adosia Token involves a high degree of risk and potential purchasers should review in detail the “Risk Factors” and other information included in the offering memorandum before making an investment decision.

Kyle Solomon, [email protected]




via CCN https://www.ccn.com
May 19, 2018 at 11:57AM

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