Pre-IPO Secondary Market Platform

Liquidity for private shares, before the IPO ever happens.

Secondaries is a compliant, tech-enabled marketplace connecting founders, early investors, and employees who need liquidity with qualified investors who want early access to promising private companies.

$100-200B
Annual secondary pre-IPO market
25-40%
Year-over-year market growth
24-48h
Target KYC turnaround vs. weeks at incumbents
1-2%
Transaction fee vs. 3-5% at competitors
The Opportunity

A liquidity problem worth solving

Companies stay private longer than ever. That leaves founders, early investors, and employees holding illiquid paper for years — with almost no compliant way to cash out before an exit.

The Problem

Locked-up capital, no clean exit

  • Founders need partial liquidity without losing control
  • Early investors and VC funds want to realize gains and return capital to LPs
  • Employees with vested options can't monetize before a distant IPO or acquisition
  • Existing solutions are slow (weeks of KYC), expensive (3-5% fees), and opaque on valuation
The Solution

A faster, stricter, cheaper marketplace

  • Compliant secondary market matching sellers with qualified buyers
  • Transparent, independent valuation engine (DCF, comparables, precedent transactions, VC method)
  • Stricter KYC/KYB/AML than incumbents — built for regulator trust from day one
  • Deals processed in 24-48 hours, not weeks; closings in 1-2 weeks, not months
How It Works

From offer to settlement

A single compliant pipeline handles verification, valuation, matching, and settlement — with a full audit trail at every step.

1. Seller places offer
→
2. Right-to-sell verified
→
3. Buyer KYC/KYB + AML
→
4. Company due diligence
→
5. Independent valuation
6. Buyer-seller matching
→
7. Funds to escrow
→
8. E-signature & company approval
→
9. Settlement & cap table update
→
10. Regulatory reporting
Business Model

Multiple, compounding revenue streams

Core transaction fees are supplemented by listings, subscriptions, and value-added services — built on both secondary trading and primary placements.

Core

Transaction Commission

1-3% of deal value on every matched trade. A $1M deal generates $10k-30k in revenue.

Listings

Company Placements

$5k basic to $50k premium-with-promotion per company listing on the platform.

Recurring

Subscriptions

Premium investors: $500-5k/month. Companies (data room access): $1k-10k/month.

Services

Advisory & Valuation

Independent valuations ($10k-100k), expedited KYC ($500-2k), advisory ($25k-250k), market making (0.5-2% spreads).

Data

Analytics & API

Analytical reports ($1k-10k) and institutional API access ($10k-100k/year).

Unit Economics

60% Gross Margin

On a $1M / 2% deal: $20k commission against ~$7.9k in platform, KYC, escrow, payment, and support costs.

Revenue StageDeal VolumeListings/OtherTotal Revenue
Year 1-2 (Growth)50 deals × $500k × 2%20 listings × $10k~$700k-1M
Year 3-5 (Scale)500 deals × $1M × 2%Listings + subs + services~$19M
Year 5+ (Maturity)2,000 deals × $2M × 1.5%Listings + services~$75M+
LTV/CAC: 15x for company sellers ($120k LTV / $8k CAC) and 50x for investors ($50k LTV / $1k CAC).
Market Opportunity

A large, fast-growing, under-served market

TAM

$7T+ AUM

Global private equity market, with the pre-IPO secondary segment alone at $100-200B annually, growing 25-40% YoY.

SAM

~5,000 Companies

Liquid tech companies pre-IPO with valuations above $100M, representing $30-50B in potential deal volume.

SOM (Year 5)

2-5% Share

$600M-2.5B in transaction volume, translating to $9-37M in revenue from transactions alone.

Competitive landscape

Incumbents — Nasdaq Private Market, Forge Global (NYSE: FRGE), EquityZen, SharesPost (acquired by Forge), and Carta — are established but slow, expensive, and often not locally focused.

✓

Local Focus

Deep understanding of local regulations and companies where global players are thin.

✓

Stronger KYC/AML

Rigorous source-of-funds verification builds regulator trust from day one.

✓

Tech-Enabled Speed

Automated processing turns weeks-long deals into 24-48 hour cycles.

✓

Transparent Valuation

Independent, multi-methodology Valuation Engine with real-time market data.

✓

Lower Fees

1-2% vs. 3-5% at competitors — pricing built to win volume.

✓

Unified Market

One platform for both secondary trading and primary placements.

Go-To-Market

MVP-first, three-phase rollout

Solve liquidity's chicken-and-egg problem with anchor listings and invite-only exclusivity, then scale deal volume and geography.

Phase 1 · Months 1-12

Launch

  • 5-10 exclusive anchor company listings
  • 100-200 invite-only qualified investors
  • Zero commission for first 6 months
  • Target: 20-50 deals, $10-25M volume
Phase 2 · Year 2-3

Growth

  • Expand to adjacent markets & geographies
  • VC fund partnerships for deal flow
  • Institutional sales team
  • Target: 100 companies, 300-500 deals/yr
Phase 3 · Year 4-5

Scale

  • International expansion
  • White-label for banks/brokers
  • Selective M&A of smaller platforms
  • Target: 500+ companies, $2-4B volume

5-Year Financial Model

Year 1Year 2Year 3Year 5
Revenue$700k$3.5M$12M$75M
Costs$2.5M$5M$15M$55M
EBITDA-$1.8M-$1.5M-$3M$20M
Valuation$15M$40M$150M$500M+

Key risks

RiskImpactMitigation
Lack of liquidity (chicken & egg)CriticalAnchor listings, market making, invite-only exclusivity
Regulatory changesHighDedicated legal counsel, flexible architecture
Fraud / AML violationsCriticalStrict external KYC/AML providers, insurance
Large players enteringHighLocal niche focus, M&A exit optionality
Team

Built to move fast, built to stay compliant

A lean founding team pairs technology execution with business development and regulatory expertise — scaling from 8-12 people at seed to 80-150 by Series B.

CT
CTO / Co-Founder

Technology & Product

Full-time committed; ready to build. 4-6 month MVP timeline leveraging external integrations over custom infrastructure.

CE
CEO (Partner-Sourced)

Business & Fundraising

Fintech/sales background, ideally sourced through partnership network, driving BD and capital raises.

CC
Chief Compliance Officer

Regulatory & Legal

Owns licensing, SEC/FINRA relationships, and the compliance-first posture the platform is built around.

Strategic Partnership

What we're asking, what you get

We're proposing a joint venture: a VC fund's licenses, capital, and deal flow paired with a founding team's technology and execution.

What We Need

  • Licenses — broker-dealer or equivalent, leveraged from partner
  • Capital — $500k-1M seed for a 12-18 month runway
  • Leadership — a CEO with fintech/sales experience
  • Expertise — part-time compliance/regulatory advisor
  • Deal flow — 5-10 portfolio companies willing to list initially

What Partners Get

  • Equity — 30-50% ownership, structure negotiable
  • Preferential access — 24-48 hour first look at all deals
  • Economics — revenue share on platform fees
  • Data — real-time market intelligence dashboard
  • Strategic asset — an infrastructure play in private markets
Next Steps

Let's build the market for private liquidity together.

Deep-dive on business model and tech architecture, discuss CEO candidates, and align on partnership structure and terms.

Get in Touch