Version 2.0 enhances EquiDeFi's cloud-based platform with streamlined investor onboarding, compliance automation, and scalable infrastructure for managing large private securities offerings.

FORT LAUDERDALE, FL / ACCESS Newswire / March 24, 2026 / EquiDeFi^®, a financial technology company for private capital, today announced the launch of Version 2.0 of its compliance-focused private offering platform designed to support issuers conducting private securities offerings under exemptions such as Regulation D, Regulation A and Regulation S, and released a series of FAQs for users.

EquiDeFi's proprietary solution was developed by professionals with experience in securities law and capital markets. The platform is accessible via web browser and mobile devices at www.equidefi.com for companies, broker-dealers and other market participants seeking to manage private securities offerings. EquiDeFi provides expert online systems that allow companies to conduct offerings and satisfy regulatory requirements with minimal legal or regulatory knowledge.

General

What is EquiDeFi?

EquiDeFi is cloud-based software for private investing.

What problem does EquiDeFi solve?

Private capital - where companies raise new capital directly from investors - requires one-to-one contact between a company and each investor.

EquiDeFi believes that many issuers desire to expand their retail investor reach but the practical realities of navigating difficult compliance requirements with many investors leads to a simple decision to place early shares with just a few institutions or to rely on commission based broker-dealers with access to institutions to market their offering, prior to the time for an initial public offering (IPO) to retail investors. By the time the retail investor is invited to invest, the IPO valuation far outstrips the early opportunity for the institutions who by then have already reaped manifold returns.

How does EquiDeFi work?

EquiDeFi replaces fragmented complex workflows with a centralized, cloud-based platform that handles large numbers of document executions, payment processing, compliance checks, and audit-ready recordkeeping in a single digital environment available online and on mobile devices.

What kind of investments can be found on EquiDeFi?

EquiDeFi is specifically for Regulation D, Regulation A+ (Tier 2) and Regulation S offerings. Issuers integrate an "Invest Now" link, button, or QR code with their own marketing channels, and EquiDeFi's platform seamlessly manages investor intake, from suitability and background checks through closing.

Is EquiDeFi a broker-dealer?

No. EquiDeFi is not a broker-dealer and does not provide investment advice or recommendations. It provides software designed by securities and compliance professionals that supports issuers' needs for compliance and capital formation solutions.

Who uses EquiDeFi?

Companies of all sizes use EquiDeFi. The platform software has already been used by issuers raising from as little as $2 million to as much as $500 million. Current and prior offerings can be seen under the "Live Offerings" link at www.equidefi.com.

For companies seeking to raise capital

When is a good time to engage EquiDeFi?

When founders are unable or no longer willing to support the capital needs of their business. When later stage companies seek capital for growth or expansion. EquiDeFi should be considered an option for public and private companies alike, either alone or in conjunction with other strategies. Many issuers have a large organic following of enthusiastic users of their products or subscribers who may like an opportunity to own a piece of a business they love. If an alternative to institutions or venture capital is desired, an issuer may prefer to stay independent and market its own offering to users and others at lower cost and with complete independence.

Has EquiDeFi been used for large private offerings?

Yes. The platform has been used by both publicly traded and private companies, to manage large-scale offerings across a broad range of industries including PIPEs and pre-IPO offerings. Current and prior offerings can be seen under the "Live Offerings" link at www.equidefi.com.

How does EquiDeFi help companies raise private capital?

EquiDeFi provides software that centralizes investor intake, compliance checks, payments, document execution, and recordkeeping in a single digital workflow. Issuers manage the process themselves or alongside the broker-dealers they engage.

Do I need a lawyer or banker to offer and sell securities?

Raising capital by selling securities is heavily regulated by the SEC and federal law. You should consult your own attorney about your offering. EquiDeFi provides infrastructure tools but does not replace legal counsel. Issuers can also choose to work with one or more investment banker or broker-dealer/finder to assist or go it alone. EquiDeFi does not provide legal or investing advice of any kind.

How do issuers integrate EquiDeFi into their offerings?

Issuers embed an "Invest Now" link, button, or QR code into their own marketing campaigns. Authorized representatives of the issuer then use the EquiDeFi platform to handle investor onboarding, compliance, and closing.

How long does it take to onboard as an issuer?

Issuers can typically onboard and launch an offering in as little as 48 hours, depending on documentation readiness and applicable regulatory requirements.

What does EquiDeFi cost to license?

A base license fee of $10,000 is required to launch an offering, plus additional service charges for services used. 100 basis points on average for payment services. $30 per investor background check. $7,500 per month license fee for duration of offering.

Does EquiDeFi charge commissions on capital raised?

No. EquiDeFi does not charge transaction-based fees tied to the size or success of an offering. Licensees pay convenience fees from a menu of services, and never pay success-based commissions.

Does EquiDeFi provide marketing services?

No. EquiDeFi does not provide marketing or promotional services. Issuers use their own marketing channels and may engage third-party marketing firms. EquiDeFi provides the compliant infrastructure for investor onboarding, payments, and closing.

Who sets the terms of an offering on EquiDeFi?

All offering terms and conditions-including valuation, type of securities, total offering size, minimum investment amount, timing, and closing-are decided by the issuer and its advisors. The platform mirrors the way offerings are structured outside of an online environment. Standard terms and conditions of use are posted at www.equidefi.com.

Offering Types & General Solicitation

What types of offerings does EquiDeFi support?

EquiDeFi principally supports offerings under Regulation D Rule 506(c) and Regulation A+ (Tier 2). The JOBS Act (2012) and subsequent SEC rulemaking expanded access to private capital markets by reducing regulations. The full potential of those changes has been limited and issuers often bypass these valuable options due to professional bias and unfamiliarity with purpose-built technology to handle the complex process of raising capital from a multitude of individual investors, rather than venture capital or private equity firms. EquiDeFi is designed to bridge that gap.

How do Regulation D 506(c) and Regulation A+ differ?

Regulation D 506(c) allows issuers to raise an unlimited amount of capital from accredited investors without SEC review, filing delay, or audited financial statements.

Regulation A+ (Tier 2) allows issuers to raise up to $75 million in a 12-month period but also requires issuers secure costly audited financial statements and make an SEC filing on Form 1-A and receive clearance of an offering circular before the offering can proceed.

In comparison to Rule 506(c), SEC review of a Regulation A offering can take months while Rule 506(c) requires no delay other than the time to prepare and launch the offering circular and subscription documents with counsel, to be uploaded to the platform.

Can a company publicly market a private offering?

Yes. Offerings conducted under Regulation D Rule 506(c) and Regulation A+ now permit what is called general solicitation to locate suitable investors. Many issuers use newspaper and magazine advertisements, public websites, emails, text messaging, television or radio broadcasts, and seminars to reach potential investors. See the SEC's guidance at sec.gov/resources-small-businesses/capital-raising-building-blocks/general-solicitation.

What is general solicitation?

The SEC has not formally defined "general solicitation" but a communication that conditions the market for a transaction, promotes capital-raising, or arouses public interest in an offering is generally viewed as an offer of securities. Whether general solicitation is permitted depends on the regulatory pathway the issuer has chosen, such as Rule 506(c) or Regulation A (Tier 2).

Compliance & Investor Verification

Is EquiDeFi compliant with securities laws?

EquiDeFi is designed with U.S. regulatory requirements in mind and supports compliance workflows for exempt offerings. Issuers of exempt securities must use reasonable steps to perform background checks to confirm investor suitability and EquiDeFi provides the tools. From KYC and background screening through Pesona, confirmation of accredited investor income and assets through Plaid, and AML checks through use of one of our payment processors for credit, ACH or crypto we provide a menu of services designed to make compliance seamless. However, legal compliance is the responsibility of each licensee and its own legal and compliance advisors.

How does EquiDeFi handle investor verification?

EquiDeFi provides easily navigable dashboards that allow issuers and their agents to easily review investor information directly on platform and approve or disapprove each investor.

What does "reasonable steps" mean for accredited investor verification?

Issuers relying on Rule 506(c) must take reasonable steps to verify that each investor is accredited. Whether those steps are reasonable is an objective, facts-and-circumstances determination made by the issuer (or those acting on its behalf) for each purchaser and transaction. EquiDeFi provides tools-including Plaid integration-to support that verification process. For more information the SEC has published guidance at www.sec.gov and a recent no-action letter at www.sec.gov/rules-regulations/no-action-interpretive-exemptive-letters/division-corporation-finance-no-action/latham-watkins-503c-031225.

Are audit trails maintained?

Yes. EquiDeFi maintains detailed, auditable records of each investor interaction and executed agreements, and offering documentation which are retained for future review in the issuer dashboard view. All investor communications are captured and preserved, and copies can be provided to brokers for regulatory compliance.

What records must issuers maintain during a capital raise?

Issuers must maintain records of investor communications, executed agreements, compliance checks, payments, and closing documentation for regulatory and audit purposes. EquiDeFi captures and retains all of this information for a designated retention period.

How can investors access their investment documents?

Each investor receives a dedicate investor "vault" assigned to each email used for their login when making an investment. EquiDeFi creates an investor vault where every investment using that login id is listed, and all their executed documents as well as copies of the original offering materials can be viewed or downloaded.

Payments & Funds

How can investors fund their investments through EquiDeFi?

EquiDeFi supports multiple payment methods, including ACH, credit cards, and digital wallet crypto payments for a small service fee depending on the offering. Traditional wires or checks sent off platform may incur additional fees since they must be manually input on the platform.

How does EquiDeFi handle investor payments?

EquiDeFi never holds investor funds. Investor payments are collected through Stripe (or other third party processors) which establish a direct account with the issuer or its escrow agent. Funds flow to escrow or directly to the issuer's designated account.

Are funds held in escrow?

If desired. Escrow services are supported for offerings that require them. As with all offering terms, the decision to use escrow is made by the issuer and its advisors.

Does EquiDeFi support digital signatures?

Yes. EquiDeFi includes digital signature and document execution tools to streamline investor closings.

For Brokers, Placement Agent & Advisors

How does EquiDeFi support brokers?

EquiDeFi reduces compliance friction by automating investor screening, document execution, and audit-ready recordkeeping, allowing brokers to manage more investors across more deals with fewer operators and registered representatives.

Does EquiDeFi replace broker-dealers or legal counsel?

No. EquiDeFi complements existing broker-dealer, legal, and compliance relationships by providing infrastructure tools that support their workflows and compliance responsibilities.

Can brokers manage multiple offerings at once?

Yes. EquiDeFi's dashboards allow brokers and advisors to monitor investor activity, compliance status, and closing progress across multiple offerings in real time.

Do companies need a broker or placement agent to raise capital?

Not always. Requirements depend on the offering structure and applicable regulations. Many issuers choose to work with brokers or advisors-which EquiDeFi recommends-while others manage raises internally using their own staff, accountants, or lawyers.

Scale & Capacity

Can EquiDeFi support large investor volumes?

Yes. EquiDeFi is built to support offerings with thousands of investors while maintaining compliance, reporting, and operational accuracy and efficiency.

How many investors can participate in a private offering?

Private offerings on EquiDeFi support an unlimited amount of investor interest. The practical constraint is operational and compliance capacity of the teams responsible for compliance review and closings, not investor demand-which is exactly the bottleneck EquiDeFi is designed to remove.

Capital-Raising Considerations

What do companies need in place before raising private capital with EquiDeFi?

Companies typically need defined offering terms, a term sheet, appropriate disclosure documents, subscription agreements, and a compliant process for investor onboarding, payments, and recordkeeping, which are delivered electronically when downloaded by investors on EquiDeFi and also available in their investor vault once closing occurs.

How long does it usually take to raise private capital?

Timelines vary widely depending on demand, preparation, and marketing reach. Delays can arise from lack of engagement by broker-dealers, marketing outreach design, lack of follow through, as well as economic conditions and investor sentiment.

Why do private capital raises stall or fail?

Common causes include unattractive valuations or terms, limited investor interest in the industry or management team, and-separately-operational failures: a complicated investing process, inability to communicate with investors or complete and retrieve necessary paperwork, confusing documents, fragmented workflows, and an inability to manage repeated one-to-one outreach at scale.

Over the past several decades, technology has fundamentally transformed and modernized securities markets. Online brokerages provide retail investors with tools to manage their own equity trading. Investors participate in the secondary markets with ease where securities and even cryptocurrency are easily bought and sold. The primary capital markets on the other hand - where companies raise new capital directly from investors - have not experienced similar advances nor have they seen expanded access open for retail investors. Ordinary investors are not invited to invest alongside institutional investors in transformative companies such as SpaceX, OpenAI, Anthropic, Stripe, Cerebras, Grammarly/Superhuman, Kalshi, Polymarket and Groq. These shares are offered only to venture capital, hedge funds and private equity. Unless an investor has unique access to management or owns a specialized fund, retail investors are left out of early stage investing in companies of tomorrow. EquiDeFi believes that many issuers desire to expand retail reach but the practical realities of navigating difficult compliance requirements leads to a simple decision to place their early shares with institutions prior to the time for an initial public offering (IPO) to the public. By the time the retail investor is invited to invest the IPO valuation far outstrips the early opportunity, and institutions have already reaped manifold returns.

Primary securities offerings are allowed because Congress and the Securities and Exchange Commission ("SEC") have created expansive exemptions from lengthy and complex registration of primary sales of securities to the public. Regulation D and Regulation A adopted under the Securities Act of 1933, as amended (the "Securities Act") establish procedures by which companies can raise capital prior to creating secondary trading markets for their shares, or if already publicly traded, outside of SEC registration of the sale. Manual, paper-based processes still dominate these activities involving scanned documents, bank wires, fax transmissions and in-person meetings. These processes are costly, time-consuming and error-prone, requiring extensive involvement by attorneys, accountants and financial intermediaries to manage regulatory compliance, investor verification and transaction documentation, which we believe stymies public access to pre-IPO valuations and similar investing opportunities as well as the intent of Congress and the SEC to democratize investing opportunities.

Congress and the SEC took significant steps to expand access to private capital markets more than ten years ago yet issuers and their advisors do not broadly embrace these options when raising capital, instead following well travelled private placement paths that offer private rounds to intermediaries such as placement agents or accountants and their clients, or to known friends and family investors. The Jumpstart Our Business Startups Act (the "JOBS Act"), enacted in 2012, and subsequent SEC rulemaking, including the 2013 amendments to Rule 506(c) of Regulation D took a previously prohibited activity for exempt private offerings and for the first time permitted what long was allowed in public offerings, known as general solicitation. Additionally, the 2015 amendments to Regulation A (commonly referred to as "Regulation A+" or "Tier 2"), were adopted to connect a broader range of investors with companies seeking growth capital through general solicitation. However, we believe that what should have been the turning point the full potential of these regulatory reforms has been constrained by the absence of purpose-built technology infrastructure to manage private offerings at scale.

We believe this gap between regulatory opportunity and technological capability represents a significant market opportunity for us. Our platform is designed to address this gap by providing the compliance-first digital infrastructure that enables issuers, broker-dealers and their agents to conduct private offerings efficiently, transparently and in compliance with applicable securities laws.

Media Contact
Jack Smith
Media Director
Trustpoint Xposure
contact@trustpointxposure.com

SOURCE: Law Office of Harvey Kesner P.C. / EquiDeFi, Ltd.