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Phunware

04/30/19 11:04 AM

#1053 RE: candeloro #1052

PhunCoin sales are considerably larger than what is shown on Republic.

Please understand that Republic is an investment option for *unaccredited* investors of up to a few thousand dollars under Reg CF (from the JOBS Act). Republic is a certified crowdfunding site and handles these up to a maximum amount of $1.07M.

The core security token purchases have been made via a stand-alone Reg D 506(c) offering for accredited investors and unlimited investment amounts, permissible up to $100M.

Rolling forward the Reg CF and Reg D 506(c) offerings will be supplemented by ongoing annual Reg A+ offerings when "qualified" (max of $50M per year per offering) and Reg S offerings for international investors on a country by country basis.

All of these token sales are equivalent to selling prepaid digital products, so they will ultimately be added to Deferred Revenues on the Balance Sheet and then the Income Statement as they are issued and token holders take custody in their digital wallets.