Private Sale Tokenization: A New Key to Unlock the Elite Capital Circle

Outside of the stablecoin craze, equity tokenization is becoming a new focus in the market.

Recently, the Web3 startup Jarsy completed a $5 million Pre-seed funding round. They posed an intriguing question: Why do the early growth dividends of top private companies only belong to institutions and ultra-wealthy individuals? Jarsy's solution is to leverage blockchain technology to reconstruct the participation model, transforming the private equity of unlisted companies into asset-backed Tokens, allowing ordinary investors to participate in the growth of star companies like SpaceX and Stripe with a lower threshold.

This initiative has sparked widespread discussion in the market about the topic of "private sale Tokenization". This alternative asset class, originally limited to venture capital and high-net-worth individuals, is being opened up to a broader range of investors through blockchain technology.

Private Sale Tokenization: A New Direction for Asset On-Chain

The private sale market has long been one of the most closed-off areas in finance. Jarsy has created an index system consisting of 30 top private companies, called the "Jarsy 30 Index," to reflect the overall performance of these Pre-IPO enterprises. The index covers high-profile companies like SpaceX and Stripe, representing the most promising and attractive segments of the private sale market.

The data shows that the return rates of these companies are quite impressive. From the beginning of 2021 to the first quarter of 2025, the Jarsy 30 Index has accumulated a rise of 81%, far exceeding the 51% increase of the Nasdaq 100 Index during the same period. Even in the first quarter of 2025, when the overall market was down and the Nasdaq fell by 9%, these leading unlisted companies still rose by 13% against the trend. This not only reflects the fundamental advantages of these companies, but also demonstrates their significant growth potential before the IPO.

However, this "value capture window" has long been open only to a select few. Ordinary investors often find it difficult to participate in asset markets where the average transaction size exceeds $3 million, which are complex in structure and lack public liquidity. Moreover, the exit paths for these companies are not limited to IPOs; mergers and acquisitions have become a more common option, further raising the participation threshold for retail investors.

"Private Sale Tokenization" was born to break this structural inequality. It transforms the originally high-threshold, low-liquidity, and complex opaque private equity into on-chain native assets, significantly lowering the entry threshold from a $3 million ticket to just $10; simplifying the complex SPV agreements into on-chain smart contracts; while also improving asset liquidity and providing the possibility of around-the-clock pricing for previously long-locked assets.

Bringing the "capital feast" of the primary market into everyone's digital wallet

Jarsy

Jarsy, as a blockchain-based asset tokenization platform, is dedicated to breaking down the barriers of the traditional financial world, allowing pre-IPO assets that were once only accessible to high-net-worth individuals to become investment products that global users can participate in. Their goal is to eliminate financial thresholds, geographical restrictions, and regulatory obstacles in investing, redistributing financial opportunities to the masses.

Jarsy's operating mechanism is direct and powerful. The platform first completes the actual equity acquisition of the target company, and then converts this portion of equity into on-chain tokens at a 1:1 ratio. This is not just a simple mapping of securities, but a substantive transfer of economic rights. More importantly, the total issuance, circulation paths, and holding information of all tokens are publicly transparent on-chain, allowing any user to verify in real-time. This on-chain traceability, combined with off-chain physical assets, achieves a technical reconstruction of the traditional SPV and fund systems.

At the same time, Jarsy has simplified the process for retail investors to participate. The platform takes on all the complex tasks such as due diligence, structural design, and legal custody, allowing users to easily build their Pre-IPO investment portfolio starting from just $10 using a credit card or USDC. The complex risk control and compliance processes behind the scenes are completely transparent to the users.

In this model, the token price is highly correlated with the company's valuation, and users' returns come directly from the actual growth of the business, rather than from platform speculation. This structure not only enhances the authenticity of investments but also mechanism-wise opens a long-term profit channel in the primary market that has been controlled by elite capital for retail investors.

Republic

A certain investment platform recently launched a new product line called Mirror Tokens, with the first product targeting a well-known aerospace company, attempting to "mirror" this $350 billion-valued aerospace unicorn as a publicly subscribed on-chain asset. Each token is linked to the expected value trends of the company, with a minimum investment threshold of only $50, and supports Apple Pay and stablecoin payments. This opens the door for retail investors worldwide to enter the primary market.

Unlike traditional private sales, Mirror Token does not grant holders voting rights but has designed a unique "tracker" mechanism: the tokens issued by the platform are essentially a debt instrument dynamically linked to the valuation of the target company. When the target company achieves an IPO, is acquired, or experiences other "liquidity events", the platform will return corresponding stablecoin earnings to investors' wallets based on their token holdings, which may even include dividends. This is an innovative structure that allows for "dividends without holding shares", minimizing legal hurdles while retaining core earnings exposure.

Of course, this mechanism also has certain limitations. All Mirror Tokens will be locked for 12 months after their initial issuance before they can circulate in the secondary market. In terms of regulation, this product is issued under the U.S. Regulation Crowdfunding rules, which do not restrict investor identity, allowing retail investors worldwide to participate, but specific qualifications will be dynamically screened based on local laws.

In the future, the platform plans to launch more Mirror Tokens anchored to well-known private companies, and even allow users to nominate the next "unlisted unicorn" they want to invest in. From structural design to distribution mechanisms, the platform is creating an on-chain private sale parallel market that does not require waiting for an IPO.

Tokeny

Tokeny is a RWA asset tokenization solution provider based in Luxembourg, and has recently begun to venture into the private sale market for securitization. In June 2025, Tokeny partnered with the local digital securities platform Kerdo, aiming to leverage blockchain infrastructure to reshape the way European professional investors participate in the private sale market (such as real estate, private equity, hedge funds, and private debt).

Tokeny's core advantage lies in the standardization of product structure, with compliance logic embedded in the issuance process, allowing for rapid replication and expansion across different jurisdictions through its white-label technology. Tokeny focuses on providing "institutional legitimacy" to the assets themselves. The ERC-3643 standard they use allows for the embedding of control logic such as KYC and transfer restrictions throughout the entire process from token generation to transfer, which not only ensures the legal transparency of the product but also allows investors to self-verify security on-chain without relying on platform endorsements.

Against the backdrop of increasingly stringent regulatory frameworks such as MiFID II, the demand for "compliant on-chain assets" in the European market is growing rapidly. Tokeny is filling the trust gap between institutional investors and on-chain assets in a highly technical manner. This cooperation also reflects a trend: the competition in the RWA field is no longer limited to the on-chain technological implementation, but rather the comprehensive capability of who can delve into regulations, standardize product structures, and establish multi-location issuance channels. The cooperation between Tokeny and Kerdo is a typical example of this trend.

Conclusion

The rise of private sale equity tokenization signifies that the primary market is entering a new stage of structural transformation driven by blockchain technology. However, this path still faces many practical challenges. It may reshape the access rules, but breaking down the deep structural barriers between retail and institutional investors will still take time. RWA is not a "panacea"; rather, it resembles a long-term game about trust, transparency, and institutional reconstruction, and the true test has only just begun.