Investing in
SariKo — What You
Need to Know

SariKo is Node 1 of Pangea — the Global Diaspora Commerce Platform. We're replacing fragmented Filipino community buying and selling (Facebook groups, Viber, Messenger) with a structured, culturally trusted marketplace in Ho Chi Minh City.

The bigger picture: we license this city-by-city playbook globally. Node 2 (Quê Tôi, Vietnamese diaspora) is already in development for Seoul.

You are investing in BridgeTech Labs, Inc. — a Delaware C-Corp incorporated in the United States. This is the parent company of SariKo and the Pangea platform.

A SAFE (Simple Agreement for Future Equity) is a standard startup investment instrument created by Y Combinator. You're not buying shares today — you're buying the right to receive shares at a future funding round (typically a Series A), at terms favorable to you.

In simple terms: you get in early at the lowest price, protected by both a ceiling and a discount.

The minimum investment in the Founders Circle is $1,000. There is no stated maximum, though total Founders Circle capacity is capped at $50,000.

The broader pre-seed SAFE round is raising up to $750,000 total.

Always the US account. No exceptions.

Here's why this matters:

• Your SAFE is a contract with BridgeTech Labs, Inc. (US entity). Funds must match the entity.
• Sending to a Philippine account creates a legal mismatch — it's not a valid investment into the Delaware C-Corp.
• As a US citizen, your financial paper trail should cleanly reflect a US-to-US transaction. This simplifies your tax reporting and protects you.

We accept:

• Wire transfer (ACH/domestic US wire preferred for US investors)
• Zelle / Wise / Remitly — for smaller amounts, confirm with the team first
• Personal check payable to BridgeTech Labs, Inc.

Do not send crypto unless explicitly confirmed with the founding team in advance.

No. Signing a SAFE and wiring funds is not a taxable event. You are not buying shares — you are entering a contract for future equity. No shares change hands, no income is generated, and nothing is reportable at the time of investment.

Tax implications arise only when your SAFE converts to equity (typically at a Series A round). At that point, your cost basis is established and future capital gains calculations begin.

A SAFE investment in a US entity (BridgeTech Labs, Inc.) does not trigger FBAR or FATCA reporting. This is a straightforward US-based investment.

You are not required to file any special forms with the IRS at the time of investment. When your SAFE converts to equity, you will have a cost basis established — and any future sale of shares could generate taxable capital gains.

Yes, this is a legal investment. SAFEs are a standard, widely-used startup investment instrument.

For the Founders Circle (our personal network round), we are raising under Regulation D, Rule 506(b) exemption, which permits up to 35 non-accredited but sophisticated investors in addition to unlimited accredited investors.

Yes — startup investing carries real risk. If BridgeTech Labs, Inc. shuts down before the SAFE converts, investors typically receive nothing (SAFEs are unsecured instruments and rank below creditors in liquidation).

This is why we are transparent about risk. We believe deeply in the mission and the market, but you should only invest what you can afford to lose. Angel investing at this stage is high-risk, high-upside.

Yes — and this is actually a very common pattern for investors who want to build up their position over time. Here's how it works depending on timing:

Pro-rata rights give you the right (not obligation) to invest in a future round in proportion to your current ownership percentage — so your stake doesn't get diluted by new investors.

For Founders Circle investors, we are open to discussing pro-rata rights as part of the agreement. If you plan to follow on in future rounds, ask for this in writing before signing.

Startup returns typically occur at one of three liquidity events:

• Acquisition — another company buys SariKo/BridgeTech Labs
• IPO — we go public and shares become tradeable
• Secondary sale — you sell your shares to another investor in a later private round

Angel-stage startups typically have a 5–10 year horizon to liquidity. This is a long-term investment, not a short-term instrument. We will keep Founders Circle investors updated on milestones, traction, and major fundraising events.

Yes. Founders Circle members are part of our inner circle — not passive bystanders. You can expect:

• Quarterly investor updates (email) covering GMV, seller count, key milestones
• Direct access to the founding team via a dedicated Founders Circle channel
• First notice of future fundraising rounds
• Invitations to milestone events and community launches

Yes. Philippine residents are legally permitted to invest outward into foreign companies. This is considered an outward direct or portfolio investment, and it is allowed under BSP (Bangko Sentral ng Pilipinas) regulations.

When wiring, tell your bank the purpose is: "Foreign direct investment / equity investment abroad." This is the correct classification under MROFT (Manual of Regulations on Foreign Exchange Transactions).

Same as all investors — wire USD to the BridgeTech Labs, Inc. Grey Business account in the United States. Do not send to any Philippine peso or Philippine bank account.

Signing a SAFE and wiring funds abroad is not a taxable event under Philippine tax law. You are not earning income — you are deploying capital.

Tax implications arise only in the future:

• If you receive dividends (unlikely at this stage) — subject to Philippine income tax
• If your SAFE converts and you later sell shares — gains from the sale of foreign shares may be treated as capital gains or ordinary income depending on BIR classification at the time. Consult a Philippine CPA.

No. The Philippine SEC regulates securities offered to Philippine investors by Philippine issuers. Investing outbound into a foreign startup is the investor's own decision and is not subject to Philippine SEC approval.

The relevant regulation is BSP's outward remittance rules (above), not SEC registration requirements.

If you are an OFW remitting from the country where you work, the rules of that country apply for the outward transfer — not Philippine rules. The destination is always the BridgeTech Labs US account.

If you are a dual citizen (Philippine + another nationality), the rules of your country of residence apply for tax and remittance purposes. If you hold a US passport, you are subject to US tax rules regardless of where you live — see Section 03.

Generally yes — investing in a US Delaware C-Corp via SAFE is open to investors worldwide. Most countries permit outward investment into foreign startups, especially at these amounts.

Restrictions can arise in countries with capital controls (e.g., mainland China, some parts of Africa). If you are unsure whether your country allows outward investment of this type, consult a local financial advisor or bank compliance officer.

Australia imposes no restrictions on outward personal investment into foreign startups. FIRB (Foreign Investment Review Board) only regulates foreign investment into Australia — it has no bearing on Australian residents investing abroad.

Canada does not restrict outward investment into foreign startups for individuals. No government approval is required.

MAS (Monetary Authority of Singapore) does not restrict outward personal investments. Singapore residents are free to invest in foreign startups without approval.

The UAE and most Gulf countries (Saudi Arabia, Kuwait, Bahrain, Qatar, Oman) are very permissive on outward investment. No government approval is needed for personal investments in foreign startups at these amounts.

UK residents face no restrictions on outward investment into foreign companies. No HMRC approval or reporting is required at the time of investment.

Hong Kong has a free port, free capital movement policy. There are no restrictions on sending funds abroad for investment purposes.

Vietnam has capital controls that restrict outward investment. Vietnamese residents wishing to invest in foreign companies technically require approval from the State Bank of Vietnam (SBV) and the Ministry of Planning and Investment (MPI) for outward direct investment.

The framework is the same everywhere: