Disclaimer

Not an offer or solicitation

Nothing on this Site is, or should be construed as, an offer to sell, or a solicitation of an offer to buy, any security, in any jurisdiction. GoPublic Tools does not sell securities, arrange transactions, or match issuers with investors. The IPO Cost Calculator, Dilution Calculator, Public Float Calculator, and every listing-requirements checker on this Site model hypothetical scenarios you construct by entering your own assumptions — they do not represent an actual offering, an actual quote, or an actual commitment from any market maker, underwriter, or exchange.

Not investment, legal, accounting, or tax advice

Nothing on this Site is investment advice, legal advice, accounting advice, or tax advice, and none of it is tailored to your company's specific facts. Whether a reverse stock split, a Regulation A+ offering, a reverse merger, or a direct S-1 path is the right structure for your company depends on facts this Site has no visibility into — your cap table history, your investor base, your existing contracts, your audit history, and more. Retain securities counsel, a PCAOB-registered auditor, and a tax adviser before you act on any structure this Site helps you model.

No broker-dealer, exchange, or investment adviser status

GoPublic Tools is not a registered broker-dealer, national securities exchange, alternative trading system, transfer agent, or investment adviser, and nothing on this Site should be read as GoPublic Tools acting in any of those capacities. We are not registered with the SEC, FINRA, or any state securities regulator as any of the above. If your going-public process requires a FINRA-member sponsoring broker-dealer (for example, to file Form 211 under Rule 15c2-11), that is a separate professional relationship you must arrange independently — this Site cannot file on your behalf and does not sponsor filings.

No guarantee of listing eligibility, timing, or outcome

Passing every checklist item in a requirements checker on this Site does not guarantee that OTC Markets Group, Nasdaq, FINRA, or the SEC will approve your application, quotation, or listing. We make no guarantee of eligibility, no guarantee of a specific timeline, and no guarantee of any outcome, financial or regulatory. Exchanges and regulators apply judgment, discretion, and diligence standards beyond the numeric thresholds this Site models, and any of them can deny an application that technically clears every published standard.

Estimates, not quotes

Every dollar figure this Site produces — underwriting cost, legal spend, audit fees, D&O insurance, ongoing public-company overhead — is an estimate built from published market ranges and research, not a quote from any law firm, auditor, underwriter, insurer, or exchange. Actual costs for your company can fall outside the ranges shown, in either direction, depending on deal size, complexity, and the specific firms you engage. Use these figures to build a planning budget, not a final one.

How we grade confidence: verified, cited, range

Every regulatory figure powering this Site's calculators carries one of three confidence tags, and it's worth understanding what each one means before you lean on a number:

• Verified — read directly from a primary or near-primary source (an exchange's own listing guide, a regulator's rules text, or an official fee schedule) during our most recent research pass. This is the highest-confidence tier, but "verified" describes when we checked it, not a guarantee it hasn't changed since.
• Cited — drawn from consistent third-party reporting (legal-service providers, industry summaries) where we have not independently re-confirmed the primary schedule live. Fee figures for OTCQB and OTCQX annual costs are typical examples — widely repeated across sources, but not pulled fresh from an official published schedule each time.
• Range — figures that are inherently a market range rather than a codified rule, such as underwriting discount percentages, legal spend, or D&O insurance premiums. These vary by deal size, company profile, and negotiating leverage, and no single number is "correct" — a range is the honest representation.

You can see which tier applies to the specific figures behind any calculator by checking the source notes on that page.

Rules change — check the as-of date

Every figure on this Site is dated. The figures currently powering every calculator and guide were last checked as of . Exchanges and OTC Markets Group amend listing standards, minimum bid prices, holder-count thresholds, and fee schedules on their own schedules, sometimes with limited advance notice — the OTCQB minimum bid price change and the NYSE American price-standard change both landed with real effective dates that shifted several times in recent cycles. Before you rely on any number from this Site for a filing, a board presentation, or a structuring decision, confirm it directly against the current primary source: Nasdaq's Listing Center, OTC Markets Group's published Rules, FINRA's rulebook, or SEC.gov.

How this disclaimer relates to the Terms of Use

This Disclaimer works alongside, not instead of, the Site's Terms of Use, which sets out the full warranty disclaimer, limitation of liability, and governing-law terms that apply to your use of this Site. Read both before you treat any output from this Site as something you can act on without independent verification.