Deal Syndication
Last updated
Last updated
Once a project meets our eligibility criteria, successfully passes our mandatory due diligence onboarding process, and has its intended issuance structure and terms finalized, Scadenet will proceed to list it on its dealflow syndication platform. This listing aims to gauge investor interest and secure soft commitments.
Provided there is interest and soft commitments from investors, Scadenet will register and tokenize a legal entity known as a Special Purpose Vehicle (SPV). Each SPV operates under a standard Operating Agreement, which designates its token smart contract as the single source of truth for all decision-making and corporate actions within the entity.
A minimum interest threshold from investors must be met on each sponsored project for Scadenet to proceed with the deployment of the SPV. If there is not enough interest, the fundraise will not proceed, and the project will not move forward on the platform.
The SPV will receive an assignment of the issuance instrument from the project, ensuring a fully compliant acquisition to protect investors and satisfy all relevant legal requirements. Following this, Scadenet will provide the SPV with its DeFi infrastructure to facilitate the token issuance and sale to investors.
Tokenizing the SPV will create fractional legal ownership opportunities in the project, while also enabling liquidity options for investors. This tokenization enhances flexibility, market access, and investor participation by integrating traditional assets into a modern, decentralized framework.
SPVs are the backbone of a compliant fundraise as they serve for a variety of purposes:
SPVs acquire a direct legal right over the issuance instruments. These include from Equity Shares or Tokens to more complex instruments like Convertibles (SAFE, SAFT, or Warrants), Promissory Notes, and Economic Rights Units.
SPVs help segregate risk from the parent or operating company, providing seamless investor protection.
SPVs are treated as a single investor in a business's cap table, helping reduce overhead work and costs for the fundraiser.
Any natural or juridical person participating in a deal will be classified as a beneficiary of the underlying SPV, and therefore, of the acquired issuance instrument from the moment of purchase. This transaction constitutes a legal change of ownership thanks to the reassignment of the instrument from the issuing entity to the SPV.
After receiving their SPV tokens, investors are legally entitled to ownership of the issuance instruments and their corresponding economic rights. An investor's share in an SPV is calculated based on the ratio of their contributed amount to the total value of the acquired tokens, after deducting a 5% token dilution, which is allocated to Scadenet as a service fee (subject to vesting).
We facilitate token distributions even if tokens are not held directly in a wallet. For instance, SAFT holders can deposit their SPV tokens into a Uniswap liquidity pool and will still receive the SAFT tokens in their wallets subject to vesting and/or unlocks. In money markets, borrowers of SPV tokens invariably remit their economic rights to the lenders of such assets.
To ensure no payouts are distributed to unverified users who acquired their tokens in the secondary market, beneficiaries must first get KYC/KYB-verified with Scadenet.
After a successful fundraise, Scadenet continues to provide end-to-end support, including managing investor relations, facilitating any necessary corporate actions within the SPV, and providing assistance with regulatory compliance.
Investment partners are encouraged to bring dealflow opportunities of their interest, provided they meet the following criteria:
Meet our pre-listing mandatory due diligence.
Present economic potential.
Are aligned with the organization's mission, vision, and values.
To bring dealflow, please fill out the following form:
