CAPITAL WITHOUT
THE CAP TABLE.
non-dilutive funding. on-chain infrastructure. real liquidity.
Tokenized instruments give post-seed scaleups a way to raise capital without giving up equity, without waiting on the venture timeline, and without depending on the next priced round to get there. Tokenized Instruments is one of three Capital Pathways Liquidity Club delivers to qualified Members.
A NEW CATEGORY OF CAPITAL.
A tokenized instrument is a financial asset issued and traded on blockchain infrastructure rather than through traditional banking, brokerage, or venture rails. The underlying value is real. The wrapper is digital.
For a post-seed scaleup, the practical translation is straightforward. You can raise capital against future revenue, future commercial rights, or other assets you control without going through a priced equity round, without giving up board seats, and without the months of process attached to a Series A that may or may not arrive on the market’s timeline.
Tokenized instruments are non-dilutive, faster to issue than traditional debt, and capable of generating both upfront capital and ongoing revenue as the instrument trades.
NON-DILUTIVE. FAST. GLOBAL.
No Equity Given Up
Tokenized instruments aren’t equity rounds. The cap table doesn’t change. Founders keep ownership. Investors get programmable, tradable exposure to the asset class on offer.
Faster Than a Round
Faster than a comparable priced round. The full path from first conversation to live offering runs roughly four to six months — versus the nine to eighteen a Series A typically demands. Once the structure is set, the offering itself launches in weeks rather than quarters. No banker syndication. No extended back-and-forth on a SAFE-to-priced conversion.
Capital and Revenue
A well-structured tokenized instrument generates two things: the upfront capital from issuance, and ongoing revenue as the instrument trades on a secondary market. One issuance. Two compounding effects.
Global Investor Pool
Tokenized markets aren’t geographically gated the way traditional venture is. Eligible investors from outside the founder’s home country can participate without the legal and operational friction of cross-border equity investment.
Built-In Secondary Liquidity
Investors don’t have to wait for an exit event to recover capital. The token trades on a secondary market. Liquidity is structural to the instrument, not contingent on a future round.
Programmable Compliance
Smart contracts enforce KYC, accreditation, jurisdictional restrictions, and transfer rules at the protocol level. Compliance isn’t an external process. It’s a property of the instrument.
FIVE PATHS. CHOOSE THE ONE THAT FITS.
These five structures cover the most common tokenization offerings for private companies. The right one depends on what you want to accomplish, whether you can give up equity, and what your investor base looks like. The LC partner network spans all five. Members access the relevant partners through their subscription.
Reg D 506(c)
Equity Token
Tokenized preferred stock. The closest equivalent to a traditional priced round, settled on chain with a twelve-month transfer restriction. Best for growth-stage scaleups on a venture path who want global accredited investor reach.
Reg D 506(c)
Revenue Share Token
A claim on a defined percentage of revenue. No equity transferred, no dilution. The strongest non-dilutive option for cash-flowing software and B2B businesses with recurring or contracted revenue.
Regulation Crowdfunding
Community Round
A registered offering open to non-accredited investors through a FINRA-registered portal. Up to five million dollars per twelve-month period. Best for scaleups with engaged customer communities who want retail participation and brand-aligned investor bases.
Utility With Capital Formation
Fan or Loyalty Token
Tokens granting access, governance rights, or experiences. Non-dilutive. Requires an existing audience and a Howey opinion before any public activity. Best for entertainment, sports, and brand-led businesses.
Real World Assets · Reg D 506(c)
Asset-Backed Token
Debt or revenue-share tokens secured by a specific, documented real asset placed in a special purpose vehicle. Real estate, contracted receivables, intellectual property royalties, or equipment. The token holder has a secured claim on identified asset cash flows, which supports higher advance rates than unsecured structures. Best for asset-rich scaleups seeking non-dilutive capital against something specific rather than the whole company.
A sixth structure, the collectible or phygital token, is available for issuers with scarce, authenticated physical assets and an identifiable buyer community. Convertible note tokens and warrant structures are also available for specific bridge scenarios. Partners across the network cover all of these.
The cap table isn’t the only way.
For a generation of founders raised on equity dilution as the default, tokenized instruments are a reset. Capital doesn’t have to mean a board seat. Liquidity doesn’t have to mean an exit. The infrastructure to fund a company outside the venture model now exists. The question is whether you’re using it.
STRUCTURED. SUPPORTED. END TO END.
qualification, structuring, and progress mirroring.
Liquidity Club gives eligible Members a direct path to issuing tokenized presales structured for early-revenue companies. Members don’t navigate this on their own. The Club’s Member Success Service handles qualification, supports the structuring conversation, and mirrors campaign progress back into the LC platform.
The model accommodates both US and non-US Members through structures matched to each jurisdiction. US offerings run on Reg D 506(c) for accredited investors and Regulation Crowdfunding for retail participation through a FINRA-registered portal. Non-US offerings run on regulated international markets. Capital flows in at issuance. Revenue flows in as the instrument trades.
Included with membership. No advisory fees, no success fees, no engagement fees on the issuance. You pay the LC subscription; you pay the partners directly for the work they do. Liquidity Club takes no cut of what you raise.
Qualify
Your Member Success Coordinator reviews fit, traction, and jurisdictional eligibility.
Structure
The Club supports structuring the instrument for issuance.
Issue
The presale launches on the exchange. Capital flows to the Member.
Trade
The instrument trades on the secondary market. Progress mirrors back into LC.
WHO THIS IS FOR.
This is a fit if you’re building this way:
- Post-seed scaleup with real revenue and customer traction
- Eligible under US, EU, or relevant international regulatory frameworks
- Comfortable with on-chain infrastructure and digital assets
- Looking to raise capital without giving up equity, or open to equity tokens with global accredited reach
- Building on a timeline that doesn’t depend on the next venture round
This isn’t a fit if:
- You’re pre-revenue or pre-product
- Your business and investor base don’t map to any of the five available structures
- You require an immediate, certain capital outcome on a fixed deadline
- You or your investors are unfamiliar with token-based instruments
- Your business model doesn’t generate the revenue or asset rights to back the instrument
READY TO EXPLORE THIS PATHWAY?
Tokenized instruments are one of three Capital Pathways available to Liquidity Club Members. If you think this is a fit for your scaleup, request an invitation and we’ll route you to the right conversations.