⚠ IMPORTANT NOTICE: This offering circular is a template document prepared for informational and planning purposes. It has not been reviewed, approved, or filed with the Securities and Exchange Commission or any other regulatory body. Before conducting a Regulation CF securities offering, the company must engage a qualified securities attorney, file Form C with the SEC, and conduct the offering through a registered funding portal. This document does not constitute an offer to sell or a solicitation to buy securities.
| Issuer | CyberCab Fund Inc. |
| Business | Autonomous vehicle fleet operator. The Company purchases Tesla Cybercab robotaxis and deploys them on Tesla's Robotaxi Network to generate ride-hailing revenue. |
| Securities Offered | Class A Common Shares |
| Price Per Share | $0.68 per Class A share |
| Shares Available | 4,900,000 Class A shares (49% of total company) |
| Minimum Raise | $333,200 (10% of maximum — offering proceeds released to Company above this threshold) |
| Maximum Raise | $3,332,000 |
| Minimum Investment | $100 (approximately 147 Class A shares) |
| Offering Type | Regulation CF (crowdfunding) — open to all US investors, accredited and non-accredited |
| Offering Platform | To be conducted through an SEC-registered funding portal (e.g., Wefunder, Republic, or StartEngine) |
| Use of Proceeds | 100 Tesla Cybercab vehicles ($3,000,000), garage/depot setup ($100,000), management reserve Year 1 ($400,000), legal and formation ($50,000) |
| Post-Money Valuation | ~$6,800,000 (implied by offering price and structure) |
| Founder Ownership | 5,100,000 Class B shares (51%) — voting control retained by founder |
CyberCab Fund Inc. is building the first investor-owned autonomous robotaxi fleet operating on Tesla's Robotaxi Network. The Company will purchase 100 Tesla Cybercab vehicles for cash ($30,000 each, subject to final pricing confirmation from Tesla), deploy them on Tesla's Network, and operate them 18 hours per day, 365 days per year.
Tesla's Network handles all operational logistics including dispatch, routing, payment processing, rider acquisition, maintenance scheduling, and safety monitoring in exchange for a commission on each fare (estimated at 35%; see Risk Factors). The Company retains approximately 65% of each fare.
The Company's strategy is to reinvest 100% of net profits into additional vehicles, growing the fleet from 100 to a projected 1,636 vehicles by Year 5, entirely through internal cashflow — without any additional capital raises after this offering.
Tesla launched its commercial Robotaxi service in Austin, Texas in June 2025, expanded to Dallas and Houston in April 2026, and is targeting deployment in Phoenix, Miami, Orlando, Tampa, and Las Vegas before mid-2026. Cybercab production commenced at Gigafactory Texas in April 2026. The autonomous ride-hailing market is projected to exceed $2 trillion globally by 2035.
This offering represents a time-sensitive opportunity. Tesla's Robotaxi Network is live and generating revenue. Cybercab production has begun. The Company intends to deploy its initial fleet as quickly as vehicles can be acquired. This is the only external capital raise the Company will ever conduct. After Year 1, the fleet self-funds through reinvested profits. Investors who participate in this offering receive a permanent equity stake in a growing company that will never again require outside investment.
Investors in this offering receive Class A Common Shares of CyberCab Fund Inc. Class A shares carry the following rights:
The founder holds Class B Common Shares with the following characteristics:
What this means for investors: You own a real equity stake in the operating company — the same company that owns the vehicles, earns the revenue, and will eventually be taken public. Your Class A shares will convert to publicly-tradable shares at IPO, at which point you can sell freely on the open market. The founder's Class B voting control means you cannot be used to change the business direction without the founder's consent, but the founder cannot dilute your economic stake without triggering your anti-dilution protections.
| Shareholder | Share Class | Shares | % | Consideration Paid |
|---|---|---|---|---|
| Founder | Class B | 5,100,000 | 100% | $51,000 + IP/services |
| Shareholder | Share Class | Shares | % | Value at Offering |
|---|---|---|---|---|
| Founder | Class B (10× voting) | 5,100,000 | 51% | $3,468,000 |
| Reg CF Investors | Class A (1× voting) | 4,900,000 | 49% | $3,332,000 |
| Total | 10,000,000 | 100% | $6,800,000 |
💡 What does a $100,000 investment buy? At $0.68/share, $100,000 purchases approximately 147,058 Class A shares, representing 1.47% of the total company (2.82% of the Class A investor pool). At a $183M IPO valuation (10× Year 5 EBITDA), these shares would be worth approximately $5,000,000 — a 50× return on a $100,000 investment (Base Case at 10× EBITDA).
The Company does not anticipate needing to raise additional capital after this offering. The fleet self-funds from reinvested profits beginning in Year 1. However, the Company reserves the right to issue additional shares in connection with:
All future equity issuances will trigger anti-dilution rights for existing Class A shareholders.
| Use | Amount | % of Raise | Timing |
|---|---|---|---|
| 100 × Tesla Cybercab vehicles (at ~$30,000 each) | $3,000,000 | 84.5% | Immediately on close |
| Garage / depot (50 spots × $50/mo × 12) | $30,000 | 0.9% | Month 1–2 |
| Management fee reserve (Year 1) | $300,000 | 9.0% | Months 1–12 |
| Legal, accounting & formation costs | $50,000 | 1.4% | Pre-close / Month 1 |
| Total | $3,332,000 | 100% |
If the offering does not reach the maximum raise amount, proceeds will be allocated first to vehicle purchases (reduced fleet size proportionally), then to management reserve, with legal costs funded last. At the minimum raise threshold of $333,200 the Company could acquire approximately 15 vehicles.
The Company intends to make annual cash distributions to all Class A shareholders of approximately 4% of their original investment amount beginning in Year 1 or Year 2 (contingent on sufficient net profit). These distributions are not guaranteed. The remaining net profit (approximately 96%) will be reinvested into additional vehicles to grow the fleet.
Example: A $100,000 investor would receive approximately $4,000/year in cash distributions while the remaining reinvested profits grow the value of their equity stake.
Class A shareholders vote on the following matters (each Class A share = 1 vote; each Class B share = 10 votes):
Investors receive approximately 4% of their invested capital as annual cash distributions from fleet operating profits. These are not "returns of capital" — they are distributions from earnings while your equity stake continues to appreciate alongside fleet growth.
Beginning in Year 2, the Company intends to facilitate periodic private secondary rounds where existing investors who wish to liquidate some or all of their position can offer shares to new investors at a negotiated price. The Company will:
Example: If Year 3 company value is $50M (based on 556 vehicles and ~$10M EBITDA at 5× EBITDA), a $100,000 initial investor's 1.47% stake would be worth approximately $690,000. In a secondary round, they could sell some or all at approximately this valuation to new investors.
Once the fleet reaches 300+ vehicles and annual revenue exceeds $15M, the Company intends to pursue a Regulation A+ Tier 2 offering (up to $75M raise). This creates publicly-tradable shares without the full expense of a traditional IPO. Existing investors' Class A shares automatically convert to the publicly-traded security. This gives investors full open-market liquidity.
The Company's long-term goal is a traditional IPO on NASDAQ or NYSE. At Year 5 with 1,839 vehicles, $45M+ annual revenue, and $34M+ EBITDA, the Company's profile is appropriate for institutional public market investors. At a conservative 10× EBITDA multiple, the Company would be valued at approximately $183M at Year 5. At IPO:
📊 No forced sale: Unlike traditional private equity funds, there is no mandatory exit event. Investors who wish to hold beyond the IPO may do so indefinitely as shareholders of a public company. The Company's self-funding model means continued fleet growth and earnings appreciation benefit all shareholders permanently.
Forward-Looking Statements: All projections below are estimates based on model assumptions and do not constitute a guarantee of future performance. Actual results may differ materially. Key unconfirmed assumptions include: Tesla commission rate (35% estimated), Cybercab vehicle price (~$30,000), utilization rate (30%), and pricing stability ($3.25 + $1.00/mi). See Risk Disclosures for full details.
| Year | Fleet Size | Annual Revenue | EBITDA | EBITDA Margin | Pre-tax Cash Flow* | New Vehicles Added |
|---|---|---|---|---|---|---|
| Year 1 | 100 | $4,462,670 | $3,015,076 | 70.3% | $2,115,076 | 74 |
| Year 2 | 170 | $7,586,539 | $5,275,629 | 69.5% | $3,745,629 | 124 |
| Year 3 | 294 | $13,120,250 | $9,386,324 | 71.5% | $6,740,324 | 224 |
| Year 4 | 518 | $23,116,630 | $16,692,094 | 72.2% | $12,030,094 | 401 |
| Year 5 | 919 | $41,023,937 | $29,815,249 | 72.7% | $21,544,249 | 717 |
After Year 5, fleet size is projected to exceed 1,839 vehicles. All projections assume 30% daily utilization, Tesla Network pricing of $3.25 + $1.00/mile, 35% Tesla commission, and $0.68/mile all-in variable costs. Projections do not account for potential pricing changes, regulatory delays, or competitive pressure.
| Scenario | EBITDA Multiple | Company Value | Value of $100K Investment (1.47%) | Return |
|---|---|---|---|---|
| Bear Case | 6× | $178,832,000 | $2,629,860 | 26× |
| Base Case | 10× | $298,052,000 | $4,383,100 | 44× |
| Bull Case | 15× | $447,079,000 | $6,574,650 | 66× |
The Company is managed by its founding team. [Names and biographies to be completed by the Company prior to offering launch. SEC Regulation CF requires disclosure of all officers, directors, and beneficial owners of 20%+ of the issuer's securities, including their prior business experience for the past 3 years.]
| Person | Title | Annual Compensation | Equity |
|---|---|---|---|
| Founder / CEO | Chief Executive Officer & Managing Director | $300,000 (management fee, incl. first manager) | 5,100,000 Class B shares (51%) |
| Additional Officers | TBD | Included in management fee | Options from future pool (TBD) |
The $300,000 annual management fee is an operating expense of the Company and is included in all financial projections. No additional performance fees (carried interest) are charged to investors — management's primary compensation is the appreciation of their 51% equity stake alongside investors.
Investing in CyberCab Fund involves significant risks. Key risks include:
→ Read the full Risk Disclosures document
Read this offering circular and the full Risk Disclosures before investing. Make sure you understand what you are buying, the risks involved, and the liquidity limitations.
This offering is conducted through an SEC-registered crowdfunding portal. [Portal name and link to be added upon filing. Current options include Wefunder (wefunder.com), Republic (republic.com), and StartEngine (startengine.com).]
The funding portal will ask you to verify your identity and complete a brief suitability questionnaire. Under Regulation CF, annual investment limits apply based on income and net worth.
| Annual Income / Net Worth | Annual Investment Limit (all Reg CF offerings combined) |
|---|---|
| Both income and net worth below $124,000 | Greater of $2,500 or 5% of the lesser of annual income or net worth |
| Either income or net worth at or above $124,000 | 10% of the lesser of annual income or net worth, up to $124,000 maximum |
| Accredited investors | No limit (accreditation verification required) |
Select your investment amount (minimum $100) and complete the subscription agreement on the funding portal. Funds are held in escrow until the minimum raise threshold of $333,200 is met.
Upon offering close (target: [date TBD]), Class A shares are issued to your account. Share certificates or electronic records are maintained by the Company's transfer agent.
Questions? Contact the CyberCab Fund team at contact@cybercabfund.com or book a call at calendly.com/cybercabfund. For questions about the funding portal or regulatory requirements, contact the funding portal directly.