The discovery layer for publicly marketed private offerings
FEASIBILITY ANALYSIS
Market Validation
The digitally marketable private-offering slice is large and growing
Total amount sold in publicly marketed private placements by year
2013-2025 timeline; annual dollar volume (USD billions, original model series)
Notes
- Publicly marketed private placements includes 506(c) + Reg CF + Reg A+.
- Rule 506(c) is about 99% of dollars in almost every year (for 2025, about 99.3% of total).
- These totals are likely conservative: SEC Reg D statistics are Form D-based and may underestimate actual market volume if issuers do not file Form D; totals also depend on proceeds reported in initial and amended filings during the applicable reporting period.
Sources
- SEC “Statistics Download” workbooks for Reg CF (through 2024) and Reg A (through 2024).
- SEC Reg D stats workbook for Rule 506(c) annual (through 2024) and quarterly (through 2025 Q3).
- Kingscrowd 2025 annual totals for Reg CF and Reg A+ (used for full-year 2025).
Number of offerings
2013-2025 timeline; annual offering count (506(c) + Reg CF + Reg A+)
Notes
- 506(c) offerings: SEC count of initial Form D filings claiming Rule 506(c).
- Reg CF offerings: SEC count of offerings reporting proceeds (Form C-U) through 2024; for 2025, Kingscrowd “successful closes” (801) is used as a practical proceeds proxy.
- Reg A+ offerings: SEC count of newly qualified offerings through 2024; for 2025, Kingscrowd “new offerings launched” (41) is used as the activity proxy.
- 2025 506(c) count note: SEC quarterly Q1-Q3 initial 506(c) filings sum to 2,891; applying median 2014-2024 seasonality Q4/(Q1-Q3)=0.3418 implies about 988 additional filings, or about 3,879 total for 2025.
Sources
- SEC Reg D Statistics Download (initial Form D filings claiming Rule 506(c), annual and quarterly).
- SEC Regulation Crowdfunding Statistics Download (offerings with reported proceeds).
- SEC Regulation A Statistics Download (newly qualified offerings).
- Kingscrowd 2025 annual crowdfunding activity totals (used for 2025 Reg CF and Reg A+ proxies).
Regulation Crowdfunding is natively online, fragmented, and growing into a real dataset
Reg CF is scaling (2016-2025)
2016-2025: annual capital raised (US$M) and offerings reporting proceeds (count)
Notes
- 2016 is a partial year (Reg CF launched May 16, 2016), so early-year comparisons to 2016 understate the true baseline.
- Counts reflect offerings reporting proceeds (realized capital), not just filings or starts.
- 2025 uses Kingscrowd (annual dollars + successful-raises count proxy); 2016-2024 use SEC annual stats.
Sources
- SEC Regulation Crowdfunding (Reg CF) Statistics Download / Data Visual 1: annual reported proceeds (US$ millions) and offerings reporting proceeds, 2016-2024.
- Kingscrowd 2025 Investment Crowdfunding Annual Report: Reg CF 2025 annual dollars raised and successful-raises count proxy.
Reg CF intermediary concentration and fragmentation
2013-2025 scope: Pareto view of a concentrated head and fragmented tail, where top intermediaries capture most proceeds while participation remains spread across many portals.
Notes
- Scope: Deck spans 2013-2025; Reg CF begins 2016 (2013-2015 are pre-launch).
- Fragmentation: DERA reports 83 registered portals (end-2024) and estimates ~89 portals participated over the sample.
- Takeaway: Distribution is concentrated enough to price placement and fragmented enough to require indexing.
Sources
- Scope note: concentration shares in this chart use SEC DERA's sample window (May 16, 2016-Dec 31, 2024); 2025 is shown as timeline context, and intermediary-level 2025 shares await updated SEC publication.
- SEC DERA, Regulation Crowdfunding white paper (May 2025), tables on intermediary concentration and participation.
Why Now?
SEC limit increases expanded online issuance headroom
Under SEC Release No. 33-10884 (effective March 15, 2021), Reg CF and Reg A Tier 2 caps were raised, materially increasing headroom under these exemptions and strengthening issuer incentive to run meaningful online campaigns.
Notes
- Higher caps increase the practical campaign size under each exemption, which can raise issuer participation and expand indexable inventory.
Sources
- U.S. SEC Release No. 33-10884, “Facilitating Capital Formation and Expanding Investment Opportunities by Improving Access to Capital in Private Markets,” Nov. 2, 2020 (effective Mar. 15, 2021).
- U.S. SEC Press Release 2020-273, “SEC Harmonizes and Improves ‘Patchwork’ Exempt Offering Framework,” Nov. 2, 2020.
Accredited investor definition expanded beyond wealth-only tests
Effective Dec. 8, 2020, the SEC added a credentials-based qualification path (Series 7, 65, 82), shifting accredited eligibility beyond wealth-only thresholds and expanding the qualified investor base through demonstrated financial sophistication.
Notes
- The eligible investor universe and sophistication spectrum expand, increasing demand for tooling, transparency, and standardized deal comparison.
- Count reference points are SEC estimates tied to underlying source windows (including FINRA-based figures as of Dec. 2018).
Sources
- U.S. SEC Press Release 2020-191, “SEC Modernizes the Accredited Investor Definition,” Aug. 26, 2020.
- U.S. SEC Small Entity Compliance Guide, “Amendments to Accredited Investor Definition,” Dec. 7, 2020 (effective Dec. 8, 2020).
- U.S. SEC Final Rule Release No. 33-10824, “Amending the ‘Accredited Investor’ Definition” (SEC estimates including 691,041 and 17,543 reference counts).
Regulators are publishing data and transparency tooling
In 2025, the SEC both published exempt-offering market analyses and launched public data/visualization tooling, signaling that transparent exempt-offering data is becoming strategic market infrastructure.
Notes
- Regulatory direction favors better data and transparency; an offering index benefits as a discovery and data layer.
- DERA summaries indicate roughly $10.7B in combined reported proceeds across Reg A and Reg CF over their reviewed periods.
Sources
- SEC DERA, “Analysis of the Regulation A Market: A Decade of Regulation A,” May 2025.
- SEC DERA, “Analysis of Crowdfunding under the JOBS Act,” May 2025.
- U.S. SEC Press Release 2025-106, Aug. 13, 2025 (Statistics and Data Visualization launch).
Private-markets data utility is validated by strategic M&A
Recent billion-dollar transactions show incumbents are paying strategic prices for private-markets data, analytics, and workflow assets, positioning this stack as core infrastructure for market transparency and comparability.
Notes
- TAM expansion and completed billion-dollar acquisitions both support private-markets data plus workflows as strategic infrastructure.
- Offering Index is positioned as an offering-level discovery/data wedge within that infrastructure layer.
Sources
- BlackRock SEC filing exhibit (Preqin acquisition materials), Exhibit 99.2, June 30, 2024 (private-markets data TAM from about $8B in 2024 to about $18B by 2030E; implied growth about 12% annually).
- BlackRock SEC filing exhibit, Exhibit 99.1, June 30, 2024 (transaction terms for Preqin acquisition at about £2.55B, roughly $3.2B).
- S&P Global press release, “S&P Global Completes $1.8 Billion Acquisition of With Intelligence,” Nov. 25, 2025 (deal completion and $1.8B transaction value).
Conclusion
The evidence converges on a simple takeaway: the online private-offering ecosystem is big, growing, and structurally indexable. Dollars and deal counts have scaled materially over the last decade. Reg CF is now a meaningful, natively online dataset. Distribution is simultaneously concentrated, with a small set of intermediaries capturing most proceeds, and fragmented, with a long tail spanning many portals. That is exactly the environment where a standardized discovery layer creates compounding value. The “why now” tailwinds reinforce the direction. Regulators are expanding caps, broadening eligibility, and investing in public data tooling. Incumbents validate the data utility thesis through billion-dollar M&A. Net result: private offerings have gone digital and the market is ready for an offering-level data and discovery layer.