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GET A PIECE OF RETINA TECHNOLOGIES

An affordable, digital vision testing platform

Retina Technologies is a medical device company that is defining the future of vision care. We developed the OcuVue digital vision screening platform to help eliminate treatable vision loss and blindness by enabling early detection and prevention. OcuVue is a modular headset that harnesses the power of virtual reality, retinal imaging, and machine learning to deliver affordable and comprehensive vision examinations that can be easily performed by any healthcare professional… anywhere. RetTech focuses on providing affordable, accessible vision screening to the global community by harnessing the power of modularity. The company was founded by a group of medical school students who realized that current vision testing practices are inefficient and costly. RetTech seeks to modernize vision screening by drastically improving ease-of-use, affordability, and accessibility through streamlined integration in any healthcare practice. The Company is currently at the pre-revenue, prototype development stage of our modular ophthalmic digital vision testing and screening solution, OcuVue.

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This Reg CF offering is made available through StartEngine Capital, LLC. This investment is speculative, illiquid, and involves a high degree of risk, including the possible loss of your entire investment.
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$311,817.74 Raised

TEAM

Claudio R Serafini

Claudio R Serafini • Chief Executive Officer

As CEO of RetTech, Claudio R Serafini (Randy) brings over 40 years of innovating complex, leading edge technology solutions in both high-tech startups and Fortune 500 companies where he has held many senior leadership roles across a range of operational disciplines including marketing, sales, product management, and high-volume operations. Skilled at building high-performance teams, and successfully developing and executing comprehensive go-to-market strategies that target enterprise-class, integrated technology solutions into Fortune 500 and Global 2000 markets at scale, Randy is excited to be leading the team that will change the future of digital vision care.

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Sumeet Murarka, MBA

Sumeet Murarka, MBA • Chief Technology Officer

Sumeet served as Chief Information Officer and Director of Information Technologies at Community Care Physicians, P.C. (CCP) since 2004. He has a broad-based background and expertise in healthcare information technology (HIT) stemming from over 3 decades of experience in healthcare institution-wide systems integration and management consulting services. Sumeet champions a stronger “patient as the consumer” model to minimize duplication of clinical efforts by integrating health information exchange (HIE) systems and methodologies between primary and secondary healthcare providers. 

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Randal A Serafini, MS

Randal A Serafini, MS • President & Chief Operating Officer

As an MD/PhD candidate at Mount Sinai and aspiring ophthalmologist, Randal A Serafini (Alex) sees firsthand the impact of the lack of early detection leading to late-stage vision loss and blindness which could have been treated. Alex is a co-founder and COO of Retina Technologies, and believes OcuVue™ is poised to be the first digital vision screening technology that brings together primary care and vision specialists in order to reduce the needless loss of vision around the world. Alex graduated with his MS in Neuroscience from Johns Hopkins University with experience in MedTech startups, IP generation, and finance, and manages grant submissions, intellectual property, fundraising, and the cross-functional relationships within Mount Sinai. 

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Reasons to Invest

  • Backed by Leading Investors and Professionals:  Raised a total of $333K to date from grants, executives of the company, and investor groups including Harvard Business Alumni Angels, and established strategic partnerships with premier practices, including the Mount Sinai Health System and its ophthalmic branch, the New York Eye and Ear Infirmary.
  • Experienced Team in Developing and Launching Digital Technologies for Enterprise and Healthcare Environments: OcuVue has been designed with feedback from 100+ healthcare professionals and potential customers.  Our platform is being developed by a team with decades of experience in global go-to-market, large healthcare integration and workflows, and vision care. 
  • Billion-Dollar Vision Market Ready for Digital Transformation:  The global ophthalmology diagnostic tools market is worth $2.7 billion and growing at a CAGR of 5.4%. The U.S. eye examination market is currently worth more than $5 billion. (Source


OVERVIEW


A different way of looking at vision care



Our goal is to provide global access to low-cost, highly effective tools that are needed to detect vision diseases early. We want to bring primary care and vision specialists closer than they’ve ever been before through a comprehensive testing and referral platform that can easily integrate into any healthcare system. It takes close relationships with a variety of physician classes and hospital systems to bring this kind of platform together, and we believe this vision is unique to RetTech.



THE PROBLEM


Current vision care is glaringly inaccessible


Vision is one of our most cherished senses.  Despite this, millions of Americans do not have access to vision care.. One of the main reasons for this is that the technology needed to screen people’s vision is space-consuming and expensive. The cost to properly equip an ophthalmologist or optometrist office can be upwards of $150,000. Moreover, the necessary machines can weigh up to a combined 150 pounds, take up multiple rooms, require a certified technician, and can take over 60 minutes for the full exam. Combined, these problems make it very difficult to start or maintain a vision specialist practice and prohibit primary care from adopting and performing comprehensive vision exams.



Vision screening requires a wide range of tools for a complete exam.  Many portable, single-purpose vision testing products exist, but they still require interpretation by a specialist when used by primary care or remotely, and they are not designed to integrate into the workflows of physicians and other vision care specialists. There is currently no end-to-end vision screening platform that is affordable & portable, can assess both functional and anatomical aspects of vision, and can recommend next steps for a patient through machine learning. 



THE SOLUTION


Bringing vision care to the modern era


*OcuVue device shown is a prototype. OcuVue is not yet available on the market.


OcuVue is a lightweight, head-mounted digital vision testing platform that uses unique, interchangeable modules to assess different aspects of a patient’s vision. OcuVue is the same size as a commercial virtual reality headset and enables rapid testing of visual function with a VR module and physical retinal health with a unique, retinal camera module. This newfound flexibility allows patients to sit comfortably in the same chair and take a comprehensive, functional VR vision exam and non-dilated, automated retinal images in under 15 minutes. OcuVue can be easily integrated into vision specialist or primary care provider workflows so patients can check their vision more readily. As a result of this integration, specialists will be able to see more patients per day, and new reimbursement opportunities will be available for primary care physicians.



The process for OcuVue use in a primary care setting is simple. First, a physician creates an order for specific OcuVue tests for each patient, such as VR exams, a retinal image, or both. Then, a medical assistant or technician administers a vision test prior to the physician seeing the patient. RetTech cloud-based machine learning algorithms automatically analyze the data for major abnormalities and provide immediate feedback and a referral recommendation for further specialist review and diagnosis. 


*OcuVue device shown is a prototype. OcuVue is not yet available on the market.


We will generate revenues from a combination of hardware acquisition costs for the vision screening platform and fees associated with implementation and per-patient use in clinical practices. By keeping acquisition costs low for the OcuVue hardware, we create the opportunity for virtually any type of physician or healthcare provider to use our technology, regardless of budget. This blended revenue model allows us to tailor payment plans, be they full acquisition, subscription, lease, or pay-per-use, to meet the healthcare provider’s specific needs.


OUR TRACTION


Premier hospitals are taking notice

Our team has developed a suite of VR vision screening tests that are currently in clinical trials at the New York Eye & Ear Infirmary of Mount Sinai in NYC. We have established several institutional review board approvals from Mount Sinai for current and future clinical trials that involve VR test validation, retinal camera prototype testing, and key clinical dataset acquisitions for machine learning training and performance benchmarking. As part of our relationship with Mount Sinai, we will also be working with primary care and ophthalmic physicians to optimize RetTech’s workflow integration capabilities into major hospital systems.

 

*OcuVue device shown is a prototype. OcuVue is not yet available on the market.


We filed a global non-provisional patent for the core technologies underlying the OcuVue modular system in collaboration with Mount Sinai this year. Last May, we delivered our first functional prototype with VR vision testing capabilities. Working with a leading, global optical engineering firm, we designed a miniaturized retinal camera and are ready to begin physical prototyping. Moreover, we also developed machine learning (ML) algorithms for the detection of retinal signs of diabetic retinopathy. Lastly, the platform is designed to leverage new technologies in the future.  We have plans to build new modules and expand our ML portfolio to address a variety of other ophthalmic diseases, such as glaucoma and macular degeneration. 



From a business perspective, we have raised $333K to date in grants and investments from leading investors, executives and professionals. We recruited a full-time CEO and CTO in 2020 to ramp up fundraising efforts, secure strategic partnerships, and ensure our technology and product development can be seamlessly integrated into all healthcare environments. We also joined the Newchip family this year as part of their Seed Accelerator to boost our business development.


THE MARKET


A one-of-a-kind digital vision screening platform



We are striving to be one of the first to commercialize a product that takes many of the necessary components of vision testing and combines them into a fully integrated, end-to-end solution with a centralized data structure that is low-cost, modular, and portable. Optometrists and ophthalmologists are excited to finally have a technology that can reduce the space, time, and cost they need to perform basic examinations. Primary care physicians, both in rural and metropolitan areas, can quantitatively and rapidly test their patients’ vision  with the OcuVue platform., Our technology is so easy-to-use that an assistant can administer these tests while a patient is waiting or getting other vitals taken.


*OcuVue device shown is a prototype. OcuVue is not yet available on the market.


Current vision screening equipment hardware, either table models or handheld, are point solutions that only assess one aspect of vision and still require specialist interpretations, restricting their use in a primary care setting. On the other hand, artificial intelligence technologies are attempting to replace vision specialists by completely automating the data interpretation process and forcing primary care to buy bulky, expensive ophthalmic technologies. There are clearly plenty of reasons the uptake of vision testing technologies has been slow, and we are here to solve them. Primary care was always intended to be the front line in identification of health problems, including those of the eye. Vision specialists are necessary to properly diagnose specific aspects of ophthalmic diseases and propose unique treatment plans for their patients. OcuVue is designed to bring these two classes of physicians closer together to the benefit of the patient. 




WHY INVEST


Help us change the way the world looks at vision care



Vision screening shouldn’t be a luxury. RetTech aims to revolutionize and modernize vision screening by making it more affordable and accessible for everyone. We have the technology and experience, to transform this industry and provide affordable care to millions. Join us as we bring low-cost, easy-to-use, comprehensive vision screening to the global community, and invest in Retina Technologies.



Retina Technologies 17b Disclosure



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ABOUT

HEADQUARTERS
50 E 98th St #11C-1
New York, NY 10029
WEBSITE
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Retina Technologies is a medical device company that is defining the future of vision care. We developed the OcuVue digital vision screening platform to help eliminate treatable vision loss and blindness by enabling early detection and prevention. OcuVue is a modular headset that harnesses the power of virtual reality, retinal imaging, and machine learning to deliver affordable and comprehensive vision examinations that can be easily performed by any healthcare professional… anywhere. RetTech focuses on providing affordable, accessible vision screening to the global community by harnessing the power of modularity. The company was founded by a group of medical school students who realized that current vision testing practices are inefficient and costly. RetTech seeks to modernize vision screening by drastically improving ease-of-use, affordability, and accessibility through streamlined integration in any healthcare practice. The Company is currently at the pre-revenue, prototype development stage of our modular ophthalmic digital vision testing and screening solution, OcuVue.

TERMS

Retina Technologies
Overview
PRICE PER SHARE
$2.34
DEADLINE
Aug. 30, 2022 at 6:59 AM UTC
VALUATION
$11.96M
FUNDING GOAL
$10K - $1.07M
Breakdown
MIN INVESTMENT
$234
MAX INVESTMENT
$1,069,997.76
MIN NUMBER OF SHARES OFFERED
4,273
MAX NUMBER OF SHARES OFFERED
457,264
OFFERING TYPE
Equity
SHARES OFFERED
Common Stock

Maximum Number of Shares Offered subject to adjustment for bonus shares

*Maximum Number of Shares Offered subject to adjustment for bonus shares. See Bonus info below.

Voting Rights of Securities Sold in this Offering

Voting Proxy. Each Investor shall appoint the Chief Executive Officer of the Company (the “CEO”), or his or her successor, as the Investor’s true and lawful proxy and attorney, with the power to act alone and with full power of substitution, to, consistent with this instrument and on behalf of the Investor, (i) vote all Securities, (ii) give and receive notices and communications, (iii) execute any instrument or document that the CEO determines is necessary or appropriate in the exercise of its authority under this instrument, and (iv) take all actions necessary or appropriate in the judgment of the CEO for the accomplishment of the foregoing. The proxy and power granted by the Investor pursuant to this Section are coupled with an interest. Such proxy and power will be irrevocable. The proxy and power, so long as the Investor is an individual, will survive the death, incompetency and disability of the Investor and, so long as the Investor is an entity, will survive the merger or reorganization of the Investor or any other entity holding the Securities. However, the Proxy will terminate upon the closing of a firm-commitment underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933 covering the offer and sale of Common Stock or the effectiveness of a registration statement under the Securities Exchange Act of 1934 covering the Common Stock.

Investment Incentives and Bonuses*

Time-Based

Friends and Family Early Birds

Invest within the first 7 days and receive an additional 15% bonus shares.

Super Early Bird Bonus

Invest within the next 7 days and receive an additional 10% bonus shares.

Early Bird Bonus

Invest within the next 3 days and receive an additional 5% bonus shares.

Amount-Based:

$2,500+

Receive 10% bonus shares

$5,000+

Receive 15% bonus shares

$10,000+

Receive 20% bonus shares

*All perks occur when the offering is completed.

The 10% StartEngine Owners' Bonus

Retina Technologies will offer 10% additional bonus shares for all investments that are committed by investors that are eligible for the StartEngine Crowdfunding Inc. OWNer's bonus.

This means eligible StartEngine shareholders will receive a 10% bonus for any shares they purchase in this offering. For example, if you buy 100 shares of Common Stock at $2.34 / share, you will receive 110 shares of Common Stock, meaning you'll own 110 shares for $234. Fractional shares will not be distributed and share bonuses will be determined by rounding down to the nearest whole share.

This 10% Bonus is only valid during the investor's eligibility period. Investors eligible for this bonus will also have priority if they are on a waitlist to invest and the company surpasses its maximum funding goal. They will have the first opportunity to invest should room in the offering become available if prior investments are canceled or fail.

Investors will only receive a single bonus, which will be the highest bonus rate they are eligible for.

Irregular Use of Proceeds

The Company might incur Irregular Use of Proceeds that may include but are not limited to the following over $10,000: Vendor payments. Salary payments made to one’s self, a friend or relative. Any expense labeled “Travel and Entertainment”.

ALL UPDATES

08.29.22

HOT OFF THE PRESS!! Top Ophthalmology Journal Approves Publication of Our Virtual Reality (VR) Clinical Trial.



08.29.22

15 Hours Left! This is your last chance to invest and help us change the future of vision care.


08.27.22

Only 2 days left to invest! Don’t wait to become a part of the RetTech family!



08.25.22

4 days left to invest! The AAO 2022 conference is about creating better vision outcomes, and they want to learn more about Retina Technologies and OcuVue™!



08.24.22

5 days left to invest! We believe we can make a difference in the fight against needless vision loss and blindness.



08.23.22

Only 6 days left to invest! Vision Care Professionals see the benefits OcuVue™ digital technology can bring to their patients.


08.22.22

7 days left to invest! See what the CDC says about Vision Heath and Early Detection.


08.19.22

Only 10 Days Left to Invest! OcuVue™ Fast, Easy, Affordable Vision Screening.


08.18.22

11 Days Left to Invest! Let’s Change the Future of Vision Care!


Why I really wish OcuVue™ was already here...

 

My first experience stepping into the shoes of an eye patient.

 

Today without OcuVue™:

  • 2 months to see an Ophthalmologist
  • 3 months more to see a Retina Specialist after seeing the ophthalmologist
  • 2.5 hours spent at the Specialist’s office
  • 4 rooms needed for different tests and technicians 
  • 3-4 hours of dilated pupils 
  • Only 2 minutes looking at my retina!
  • 10 minutes total with the Retina Specialist
  • Result: No Glaucoma


Our goal with OcuVue™

  • 15-20 minutes in PCP office, same chair
  • Result: No Glaucoma

 

We started Retina Technologies when we saw there was an opportunity to simplify vision screening and to truly address a lack of vision testing for underserved populations around the world. Last week I had a chance to see firsthand, both as an eye patient and the COO of this company, why everyone, everywhere, could benefit from a platform like OcuVue™ now – in primary care and in vision specialist environments.

 

My experience...

Earlier this year, during a routine annual checkup with an optometrist, I was informed that I had an abnormality that was a common indication of glaucoma. The next step would have been a visit to my primary care physician (PCP) in order to get a referral to see an ophthalmologist.  I was, however, a bit unsure as to whether my PCP could accurately assess my retinal health to determine if I needed a referral, and I chose to go directly to an ophthalmologist, a decision that hurt my wallet in terms of out-of-pocket payments. The ophthalmologist confirmed what I already knew and that I would need to see a retinal specialist with a three month wait time for appointments.  Not a good start; two office visits and three months before I could see a retina specialist!

 

My specialist appointment was at 1pm on a Thursday afternoon, and the waiting room was about half full.  Not too bad... but little did I know that what would ensue was borderline ridiculous - a 2.5 hour visit for a glaucoma screening!  First, a technician ran tests for visual function and ocular pressure -which required topical anesthetic- only to get inconsistent readings with two different devices for intraocular pressure.  The next test went smoothly (OCT testing to look at the individual layers of the retina), but then I had to wait for 30 minutes because there was a line to use the Humphrey machine needed for my next test to assess the functional health of my visual field.  The Humphrey test took 15 minutes, and at that point I was really getting tired. I could only imagine how exhausting it must be for older people who have to go through this process regularly to monitor their glaucoma. I was then sent back to the waiting room for 15 minutes before getting dilation drops. Back to the waiting room for 30 minutes until my pupils were fully dilated. Finally, the specialist took a look at my retina through a dilated pupil - a task that took all but two minutes, but necessitated dilation that lasted four hours. 

 

The waiting room on my way out was now completely packed and close to the end of the day. The backup was most probably due to machines like the Humphrey, which are slow and cause clinic choke points. Everyone looked unhappy, including me, who would now have a hard time functioning for the next 4 hours because of light sensitivity and blurred vision from the pupil dilation, and I needed to go back to work.

 

This was my first ophthalmology appointment as a patient - and honestly, I would never want to go back unless I absolutely needed to for treatment.  A platform like OcuVue™ would have allowed my PCP to quantitatively tell me from the very beginning that nothing was wrong - which was fortunately the result provided by my Retina Specialist.  Echoed time and again by our team of ophthalmic advisors, ophthalmologists would prefer to spend their time treating… not screening

 

If there is a silver lining from this all too real experience for most patients, is that it left me even more motivated and excited about how we can change all of this with our OcuVue™ Platform.  OcuVue™ is designed to perform every functional test that I was put through – in one sitting and without wait times. We also have the opportunity to eliminate the dreaded dilation step when our retinal camera module becomes available. As technology gets more portable over time, we can add the other testing modalities, such as intraocular pressure and OCT, as modules that integrate into the OcuVue™ Platform.  

 

Imagine if a 2.5-hour visit could be done in about 20 minutes in 1 room with OcuVue™!

 

Our vision is only possible with your investment, and I hope you join us on this exciting journey of developing and implementing OcuVue™.  I sincerely believe we are the only viable solution on the market to address every pain point I experienced in my glaucoma scare process.

 

I hope everyone is doing well and we look forward to updating you with our progress regularly.

 

Alex Serafini, Co-founder & COO

 

08.17.22

12 Days Left to Invest!

The clock is ticking, but there is still time left to invest!


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JOIN THE DISCUSSION

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AF
Adam Forster

3 years ago

Can you please provide an update regarding the status of the Ocuvue prototype since the campaign began? How advanced is the device? Are there more iterations to go? How easy is it to manufacture the device? What functional testing is the device currently capable of? What additional functions are you working on? What milestones and timeliness lay ahead before making the device commercially available. I have already invested here, but would appreciate an update and could consider putting in more $. Thank you.

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DK
Damian Karas

3 years ago

Hi Randy, Respectfully, it seems you are obfuscating, and are eluding answering my questions directly. Investors deserve to have clarity around the financial status. Please, let's try this again: 1) How much cash does RetTech currently have? [It was $35k in Dec-21; assuming it must be even thinner now based on all the media/advertising done over past 6 months] 2) How much debt does RetTech currently have? How much will it be carrying by year-end? [I get to roughly $445k, based on $205k as of Dec-21 reporting + $20k/month accrued for mgmt salary] 3) When this offering closes, I estimate that RetTech will have somewhere between $250k-$275k cash available. What will this cash be used for, and at what pace will you deploy it? 4) Just to clarify your comment, you and Sumeet will not be collecting on your deferred salaries in December? (regulatory filings suggest December payout) 5) Are you currently planning any additional capital raising / sources of funding? I have some other commercial questions I'd like to get to. But first, thank you for helping us to better understand the financial situation.

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Damian Karas

3 years ago

Hi Randy, I came back on to do some pencil sharpening and decide on sizing of my investment - I think the business has great potential and I'd especially like to see these young bright med school students succeed! But I must admit, I'm increasingly considered with liquidity. As of the end of 2021, you only had $35k in cash, and there was already $205k of debt owed this coming December; if I'm interpreting correctly, based on the $20k/month that RetTech is paying you and Sumeet's consulting companies, that $205k will be closer to ~$450k by year-end for backpay to vendors and salaried staff. Which means there will still be a sizeable cash deficit, given that this offering is set to bring ~$250k. As such, I think it's fair question to ask at this stage what is the plan for this round's proceeds? Will you be paying the $205k that is owed in December? If so, where do you go from there, with so little additional cash, plus another $240k of unpaid salary that will have accumulated on the balance sheet? Thank you for any liquidity/capital updates you can provide.

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Brian SMOLENS

3 years ago

You may want to check this article, if you are not aware of it. https://www.washingtonpost.com/health/2022/06/05/child-vision-testing-pandemic/

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Anne Oshman

3 years ago

Randy, you are being evasive. Please be transparent. Retina Technologies does not own it's IP, Mount sinai does. How much of every dollar do you keep? What are the projected margins on what you have left over after bearing all the costs of FDA approval, sales, operating costs and as you call it developing future IP because now you own none. How can anyone asses the value of what you have if you do not disclose the financial terms of your licensing agreement that allows you to use the Mount Sinai IP which encompasses the OcuVue System? There is a total lack of transparency in your pitch on this issue.

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Anne Oshman

3 years ago

Hello Randy, I am back with more questions. But that is a good sign as your prior responses proved satisfactory and accurate. You indicate that "a global non-provisional patent for the core technologies underlying the OcuVue modular system" was filed "in collaboration with Mount Sinai this year." Does this mean that the IP for the OcuVue is also owned by Mount Sinai? If yes, does that mean that there is a revenue share in place with Mount Sinai or licensing fees need to be paid to them? Alternatively, if there are new patents that are developed involving the device or AI/ML aspects that they share in that as well?

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Damian Karas

3 years ago

Hi Retina Tech team, Great idea and interesting opportunity! Was hoping you might be able to answer a few questions: 1) How are you measuring intraocular pressure? 2) How many clinical trials are planned? How long do you anticipate it will take until FDA approval? 3) What is the pricing point for the platform? Many thanks for your help.

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Anne Oshman

3 years ago

I feel you did not directly answer Jerry I.'s question regarding the near identical product of AEYE Health. I am attempting to make a decision to make a material investment in them or in RT. Their focus is identical to yours, performs multi-purpose functions with the current ability to test for 12 eye indications on one headset. While their PMV is much higher than that of RT, they are also in adavanced stage III clinical trials awaiting FDA approval very shortly. So specifically, why is your product superior to that of AEYE Health?

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venkata alapati

3 years ago

Based on page 24 in your offering details : with a minimum raise(around 10k raise) if you are able to run the company for 3 months with a present burn rate of 10k. with the maximum raise (around 1 million) you are able to run the company only for a year. So in case of maximum raise the expenses are increasing by 8 fold. How do we justify this?

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venkata alapati

3 years ago

Have not got the response for this question in prior questions. On November 11th 2021 the company valuation was set at 3 million what changed in 2 months that it has to be valued at 12 million. Is there anything that has been achieved in the last 2 months that would warrant this.

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INVESTORS
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MIN INVEST
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VALUATION
$11.96M

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IN MAKING AN INVESTMENT DECISION, INVESTORS MUST RELY ON THEIR OWN EXAMINATION OF THE ISSUER AND THE TERMS OF THE OFFERING, INCLUDING THE MERITS AND RISKS INVOLVED. INVESTMENTS ON STARTENGINE ARE SPECULATIVE, ILLIQUID, AND INVOLVE A HIGH DEGREE OF RISK, INCLUDING THE POSSIBLE LOSS OF YOUR ENTIRE INVESTMENT.

www.StartEngine.com is a website owned and operated by StartEngine Crowdfunding, Inc. (“StartEngine”), which is neither a registered broker-dealer, investment advisor nor funding portal.

Unless indicated otherwise with respect to a particular issuer, all securities-related activity is conducted by regulated affiliates of StartEngine: StartEngine Capital LLC, a funding portal registered here with the US Securities and Exchange Commission (SEC) and here as a member of the Financial Industry Regulatory Authority (FINRA), or StartEngine Primary LLC (“SE Primary”), a broker-dealer registered with the SEC and FINRA / SIPC. You can review the background of our broker-dealer and our investment professionals on FINRA’s BrokerCheck here. StartEngine Secondary is an alternative trading system (ATS) regulated by the SEC and operated by SE Primary. SE Primary is a member of SIPC and explanatory brochures are available upon request by contacting SIPC at (202) 371-8300.

StartEngine facilitates three types of primary offerings:

1) Regulation A offerings (JOBS Act Title IV; known as Regulation A+), which are offered to non-accredited and accredited investors alike. These offerings are made through StartEngine Primary, LLC (unless otherwise indicated). 2) Regulation D offerings (Rule 506(c)), which are offered only to accredited investors. These offerings are made through StartEngine Primary, LLC. 3) Regulation Crowdfunding offerings (JOBS Act Title III), which are offered to non-accredited and accredited investors alike. These offerings are made through StartEngine Capital, LLC. Some of these offerings are open to the general public, however there are important differences and risks.

Any securities offered on this website have not been recommended or approved by any federal or state securities commission or regulatory authority. StartEngine and its affiliates do not provide any investment advice or recommendation and do not provide any legal or tax advice concerning any securities. All securities listed on this site are being offered by, and all information included on this site is the responsibility of, the applicable issuer of such securities. StartEngine does not verify the adequacy, accuracy, or completeness of any information. Neither StartEngine nor any of its officers, directors, agents, and employees makes any warranty, express or implied, of any kind whatsoever related to the adequacy, accuracy, or completeness of any information on this site or the use of information on this site.

Investing in private company securities is not suitable for all investors. An investment in private company securities is highly speculative and involves a high degree of risk. It should only be considered a long-term investment. You must be prepared to withstand a total loss of your investment. Private company securities are also highly illiquid, and there is no guarantee that a market will develop for such securities. Each investment also carries its own specific risks, and you should complete your own independent due diligence regarding the investment. This includes obtaining additional information about the company, opinions, financial projections, and legal or other investment advice. Accordingly, investing in private company securities is appropriate only for those investors who can tolerate a high degree of risk and do not require a liquid investment. See additional general disclosures here.

By accessing this site and any pages on this site, you agree to be bound by our Terms of use and Privacy Policy, as may be amended from time to time without notice or liability.

Canadian Investors

Investment opportunities posted and accessible through the site will not be offered to Canadian resident investors. Potential investors are strongly advised to consult their legal, tax and financial advisors before investing. The securities offered on this site are not offered in jurisdictions where public solicitation for offerings is not permitted; it is solely your responsibility to comply with the laws and regulations of your country of residence.

California Investors Only – Do Not Sell My Personal Information (800-317-2200). StartEngine does not sell personal information. For all customer inquiries, please write to contact@startengine.com.

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 the SIPC.

StartEngine Secondary (“SE Secondary”) is our investor trading platform. SE Secondary is an SEC-registered Alternative Trading System (“ATS”) operated by SE Primary that matches orders for buyers and sellers of securities. It allows investors to trade shares purchased through Regulation A+, Regulation Crowdfunding, or Regulation D for companies who have engaged StartEngine Secure LLC as their transfer agent. The term “Rapid,” when used in relation to transactions on SE Marketplace, specifically refers to transactions that are facilitated on SE Secondary, This is because, unlike with trades on the StartEngine Bulletin Board (“SE BB”), trades on SE Secondary are executed the moment that they are matched.

StartEngine Bulletin Board (“SE BB”) is a bulletin board platform on which users can indicate to each other their interest to buy or sell shares of private companies that previously executed Reg CF or Reg A offerings not necessarily through SE Primary. As a bulletin board platform, SE BB provides a venue for investors to access information about such private company offerings and connect with potential sellers. All investment opportunities on SE BB are based on indicated interest from sellers and will need to be confirmed. Even if parties express mutual interest to enter into a trade on SE BB, a trade will not immediately result because execution is subject to additional contingencies, including among others, effecting of the transfer of the shares from the potential seller to the potential buyer by the issuer and/or transfer agent. SE BB is distinct and separate from SE Secondary. SE Secondary facilitates the trading of securities by matching orders between buyers and sellers and facilitating executions of trades on the platform. By contrast, under SE BB, SE Primary assists with the facilitation of a potential resulting trade off platform including, by among other things, approaching the issuer and other necessary parties in relation to the potential transaction. The term “Extended”, when used in relation to transactions on SE Marketplace denotes that these transactions are conducted via SE BB, and that these transactions may involve longer processing times compared to SE Secondary for the above-stated reasons.

Even if a security is qualified to be displayed on SE Marketplace, 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.

The availability of company information does not indicate that the company has endorsed, supports, or otherwise participates with StartEngine. It also does not constitute an endorsement, solicitation or recommendation by StartEngine. StartEngine does not (1) make any recommendations or otherwise advise on the merits or advisability of a particular investment or transaction, (2) assist in the determination of the fair value of any security or investment, or (3) provide legal, tax, or transactional advisory services.