Silicon Prairie Holdings, Inc.
Raising capital for market expansion of our alternative trading system and to add modern banking to our capital technology ecosystem.
Financial Projections
SPHI projects net revenues growing from $1.2M in 2026 to $9.55M by 2031 — a 7.8× increase — while reaching sustained profitability in 2027 and expanding EBITDA margins above 50% by 2029.
In $000s unless otherwise noted. All figures are projections for fiscal years ended March 31. Source: Silicon Prairie Holdings financial model.
Strategic Deployment
This four-year deployment plan outlines our goals to expand the SPHI CapTech ecosystem, scale our operations, and acquire the necessary banking infrastructure to complete our vertical integration.
Competitor Analysis
While competitors like Carta and StartEngine specialize in narrow verticals, SPHI delivers unified, vertically integrated CapTech services. By owning the Bank, Broker-Dealer, Transfer Agent, Technology, and ATS, SPHI eliminates friction and captures value across the complete private capital journey — from the first dollar raised to the final trade.
Click an attribute label to see the specific competitive advantage for that dimension.
Scores 1–5 per attribute assessed by SPHI. Sources: company websites, SEC/FINRA public filings, and industry data Jan 2026.
Business Unit Margins
Each business line carries a distinct margin profile driven by regulatory complexity, labor intensity, and technology leverage. The full-stack model diversifies risk: high-margin recurring lines (Transfer Agent at 75%, Capital Formation at 65%) offset lower-margin but high-volume investment banking.
Revenue Personas
How SPHI captures value at every stage of the client journey. Four representative client archetypes show the breadth and depth of the full-stack revenue model — from a seed-stage SaaS company to a serial real estate developer.
Beachhead to Market
SPHI's go-to-market strategy expands from its full-stack beachhead through 10 strategic initiatives over 6 years — scaling from infrastructure into banking, software, and investor-facing marketplaces.
Strategic timeline is illustrative and based on current projections. Initiatives may be resequenced based on market conditions and capital availability.
Pricing & Competitive Analysis
Source: PPM, MarketBuilder Fee Schedule, Pitch Deck
| Revenue Stream | Fee Type | Typical Fee Range | Recurrence | Notes |
|---|---|---|---|---|
| Capital Formation | ||||
| Reg CF | Success Fee | 3%–8% × $368K + $5K launch | Per raise | Avg median raise; launch fee is one-time |
| Reg D | Success Fee | 1%–6% × $1.7M median | Per raise | Private placement; larger deal sizes |
| Reg A+ | Success Fee | 1%–6% × $3.5M median | Per raise | Mini-IPO pathway; highest capital potential |
| Transfer Agent / IR | ||||
| Cap Table Setup | One-time | $500–$2,500 | One-time | Lower for SPCP portal clients |
| Cap Table Maint. | Per-name/mo | $3/mo per name | Monthly | 40–100+ names typical; recurring |
| Escrow Account | Setup | $0 | One-time | Major differentiator — competitors charge $500–$5,000 |
| Investor Reports | Per report | $5/report | As needed | K-1s, 1099s, distribution notices |
| MarketBuilder | ||||
| Form C (Reg CF) | Offering Statement | $10,000 | Per offering | SEC filing preparation |
| Form C-AR (yr 1) | Annual Report | $12,500 | Annual | Setup $3,500 + $9,000 annual |
| Form 1-A (Reg A) | Offering Circular | $25,000 | Per offering | Largest single compliance fee |
| Form 1-K (yr 1) | Annual Report | $15,500 | Annual | Setup $3,500 + $12,000 annual |
| Type B Quarterly | Financial Release | $4,000/ea ($16K/yr) | Quarterly | 11–13 pages with production data |
| PPM (Reg D) | Document Prep | $15,000 | Per offering | Private Placement Memorandum |
| Platform / SaaS | ||||
| Private Label Portal | License | $1,000/mo | Monthly | White-label walled garden experience |
| CrowdBuilder | Marketing SaaS | $100–$500/mo | Monthly | LinkedIn-based lead gen system |
| Investment Banking | ||||
| M&A Advisory | Retainer + Fee | Retainer + Success | Per deal | Broker-dealer services |
| Syndication Override | Fee | 1%–3% × $2.5M | Per deal | Selling-group arrangement fees |
| MiniModel Valuation | Flat fee | $3,500 | Per engagement | Equity valuation service |
| ATS Trading | ||||
| Transaction Fee | Both sides | 5% of trades | Per trade | Secondary market liquidity |
| Future: Banking | ||||
| SBA 7(a) | Interest spread | 3.25%–3.5% × $350K | Per loan | Planned via bank acquisition |
| Line of Credit | Interest | 3.5% × $1M | Ongoing | Working capital for clients |
| Card Processing | Merchant fee | 2.7% × volume | Ongoing | Payment processing revenue |
| Payroll/Bill-Pay | Bundled | $14,000/yr | Annual | Full-service banking bundle |
Comparing SPHI fees to market alternatives for cap table management, escrow, and reporting
A. Cap Table Management
| Provider | Type | Setup / Onboard | Monthly Cost | Annual Cost | Per-Name Cost | Shareholder Cap | Notes |
|---|---|---|---|---|---|---|---|
| SPHI (Silicon Prairie) | Transfer Agent | $500–$2,500 | $3/name | Varies by # | $3.00 | Unlimited | SEC-registered TA; integrated with portal |
| Carta (Launch) | Cap Table SaaS | $0 | $0 (free tier) | $280 | ~$11.20/yr @25 | 25 | Free tier; no TA services included |
| Carta (Starter) | Cap Table SaaS | Included | ~$233 | $2,800 | ~$4.67/mo @50 | 50 | Adds 409A valuations |
| Carta (Growth/Scale) | Cap Table SaaS | Custom | ~$378–$768 | $4,536–$9,210 | ~$6/stakeholder/mo | Custom | Enterprise; can reach $77K/yr at scale |
| Pulley (Startup) | Cap Table SaaS | Included | ~$100 | $1,200 | N/A flat rate | Unlimited | No 409A; founder-focused |
| Pulley (Growth) | Cap Table SaaS | Included | ~$292 | $3,500 | N/A flat rate | Unlimited | Includes 2 annual 409A valuations |
| KoreConX | Transfer Agent | Custom | Flat monthly | Custom | $0 per name | Unlimited | Flat fee; no per-shareholder charge |
| Mantle | Cap Table SaaS | Included | ~$100 | $1,200 | N/A flat rate | Unlimited | AI-powered; flat rate all tiers |
| Qapita (Standard) | Cap Table SaaS | $250 onboard | ~$50 | $600 | ~$1/mo @50 | 50 | APAC-focused |
| Colonial Stock | Transfer Agent | Custom quote | Custom | Custom | Per-account basis | Unlimited | SEC-registered since 1987; request quote |
| DealMaker | Transfer Agent | Bundled w/ raise | Bundled | Bundled | Bundled | Unlimited | Included with raise platform; not standalone |
| Capboard | Cap Table SaaS | N/A | ~$25 | ~$300 | N/A | Limited | UK/EU focus; £25/mo starting |
| Cake Equity | Cap Table SaaS | $0 | $0 (free tier) | $0 (free) | N/A | Limited | Free basic; paid for ESOP/409A |
B. Escrow Account Fees
| Provider | Type | Setup Fee | Per-Closing Fee | Wire Fee | Reporting/Other | Total Est. (1 raise) | Notes |
|---|---|---|---|---|---|---|---|
| SPHI (Silicon Prairie) | Broker-Dealer | $0 | Included | Included | Included | $0 | Escrow held via BD; $0 is major differentiator |
| North Capital | BD/Escrow Agent | $500–$2,000 | $500–$1,000/closing | $25–$50/wire | Up to $5,000 cap | $1,500–$5,000 | Most common escrow for Reg CF portals |
| Republic (via escrow) | Platform-included | ~$1,500 est. | Included in 5–10% | Included | Included | ~$1,500 | Deducted from raise proceeds |
| Boston Private | Bank/Trust | $3,500+ | Custom | Custom | Custom | $3,500–$7,000 | Legacy provider; high minimums |
| GoldStar/CrowdPay | Trust/Payment | $500–$1,500 | Per-close varies | $25+/wire | Custom | $1,000–$3,000 | Trust-based solution; FINRA scrutiny |
| Typical Bank Escrow | Bank | $1,000–$2,500 | $500–$1,000 | $25–$50 | Per-report fees | $2,000–$5,000 | Traditional bank escrow; slowest |
C. Investor Report & Tax Document Fees
| Provider / Method | Type | Per-Report Fee | K-1 Prep Cost | 1099 Filing Cost | Bulk Discount? | Annual Cost (150 inv.) | Notes |
|---|---|---|---|---|---|---|---|
| SPHI (Silicon Prairie) | TA / Integrated | $5/report | Included | Included | Volume pricing | $750 | Automated generation from TA system |
| CPA (outsourced K-1) | Accounting Firm | N/A | $250–$500 each | N/A | Sometimes | $37,500–$75,000 | Per-partner K-1 prep is very expensive |
| CPA (1099 filing) | Accounting Firm | N/A | N/A | $15–$50 each | Yes | $2,250–$7,500 | Simpler than K-1; still adds up at scale |
| Transfer Agent (typical) | Full-service TA | $5–$15/report | Pass-through | $5–$10 each | Varies | $1,500–$4,500 | Varies widely by TA; bundled or à la carte |
| Tax Software (bulk) | Software/SaaS | $3–$8/filing | N/A (not K-1) | $3–$8/filing | Yes | $450–$1,200 (1099 only) | e.g., Tax1099.com; 1099s only, not K-1s |
| DIY / In-house | Internal staff | Staff time only | Staff time + CPA review | Staff time | N/A | $5,000–$15,000+ | Often hidden cost in staff hours; error-prone |
Estimated markup vs. market alternatives using 'Value-Based Savings' methodology
| Service | SPHI Price | Market Median | Customer Savings | Implied Markup | Value Ratio | Rationale |
|---|---|---|---|---|---|---|
| Cap Table Setup (one-time) | $1,500 | $2,800 | $1,300 | 67% | 1.87× | 46% below Carta Starter annual; includes SEC-registered TA. Est. COGS ~$500. |
| Cap Table Maint. (150 names/mo) | $450 | $700 | $250 | 70% | 1.56× | 36% below comparable TA. Est. COGS ~$0.90/name. Per-name model scales well. |
| Cap Table Maint. (1,000 names/mo) | $3,000 | $6,000 | $3,000 | 80% | 2.00× | 50% savings vs. Carta Scale tier. COGS/name drops to ~$0.60 at scale. |
| Escrow Account Setup | $0 | $2,000 | $2,000 | Loss Leader | ∞ | $0 escrow via BD license. Strategic client acquisition tool. |
| Investor Report Gen. (per report) | $5 | $25 | $20 | 70% | 5.00× | 80% below blended market. Est. COGS ~$1.50/report (automated). |
Annual Bundle — Typical Issuer (150 Investors)
| Cost Component | SPHI Annual | Market Alt. Annual | Annual Savings | SPHI Markup Est. |
|---|---|---|---|---|
| Cap Table Setup (one-time, yr 1) | $1,500 | $2,800 | $1,300 | 67% |
| Cap Table Maint. (150 × $3 × 12) | $5,400 | $8,406 | $3,006 | 70% |
| Escrow Setup | $0 | $2,000 | $2,000 | Loss Leader |
| Investor Reports (150 × $5 × 1/yr) | $750 | $3,750 | $3,000 | 70% |
| Total Year 1 | $7,650 | $16,956 | $9,306 | ~69% |
Methodology Notes:
1. 'Implied Markup' = (SPHI Price − Est. COGS) / SPHI Price — a gross margin proxy.
2. COGS blends software infrastructure, compliance labor, regulatory fees, and overhead. Estimated at 20–40% of SPHI price.
3. 'Market Median' uses midpoint of competitor pricing for comparable service tiers (excludes free tiers lacking TA/compliance).
4. 'Value Ratio' = Market Price / SPHI Price. Ratio >1.0× means customer pays less with SPHI.
5. $0 escrow is a genuine loss leader enabled by SPHI's Broker-Dealer license.
6. Believable markup range for regulated financial services: 55–80% gross margin, consistent with SaaS+Services hybrids (Carta, Broadridge, Computershare).
Web-verifiable data from public filings, FDIC reports, and academic datasets — February 2026
| SPHI Revenue Category | Industry Benchmark GM | Comparable Co. | Comparable GM | Primary Source | Verification |
|---|---|---|---|---|---|
| Capital Formation (Reg CF / D / A+) | 69.2% | Financial Svcs (Non-bank) | 69.2% | Damodaran (NYU Stern) Margins by Sector, Jan 2026 — 176 firms | Download margin.xls → "Financial Svcs" row → Gross Margin |
| Transfer Agent / IR | 30% | Computershare (ASX: CPU) | 30% | Computershare FY2024: Revenue $2.97B, COGS $2.08B | Yahoo Finance → CPU earnings Aug 2024 |
| Platform & Tech (SaaS) | 75% | Software (Sys & App) Damodaran | 71.7% | Damodaran 71.7% (309 firms); Benchmarkit 2024 median 75% | Damodaran margin.xls → "Software" row |
| IB & Syndication | 53.3% | Brokerage & IB Damodaran | 53.3% | Damodaran Margins by Sector, Jan 2026 — 32 firms | margin.xls → "Brokerage & Investment Banking" row |
| Secondary Market / ATS | 53.3% | Brokerage & IB + Forge (FRGE) | Net Loss | Damodaran 53.3% (sector); Forge FY2024: $75.3M rev, $76.7M op loss | Forge 10-K (SEC EDGAR); Damodaran margin.xls |
| Future Banking Services | See Notes | Regional Banks (FDIC QBP) | 27.5% | FDIC Q4 2025: Community bank NIM 3.77%; Damodaran Regional Banks 27.5% | fdic.gov → QBP Q4 2025; Damodaran margin.xls |
Recommended Margin Assumptions
| Revenue Category | Conservative | Base Case | Optimistic | Rationale |
|---|---|---|---|---|
| Capital Formation | 55% | 65% | 70% | Damodaran Fin Svcs 69.2%; advisory-heavy model reduces to ~55–65% |
| Transfer Agent / IR | 25% | 30% | 40% | Computershare 30% (FY2024); Broadridge 31% (FY2025) |
| Platform & Tech (SaaS) | 65% | 75% | 80% | Industry median 75%; vertical SaaS 70–80% |
| IB & Syndication | 40% | 50% | 55% | Damodaran 53.3%; McKinsey CIB cost-to-income 54% |
| Secondary Market / ATS | 35% | 45% | 55% | Damodaran 53.3%; Forge still pre-profit; compliance costs compress |
| Future Banking | 20% | 28% | 35% | FDIC community bank NIM 3.77%; banking is low-margin |
Key Public Comparables
| Company / Dataset | Ticker / Source | Revenue | Gross Margin | Source Detail | How to Verify |
|---|---|---|---|---|---|
| Computershare Limited | ASX: CPU | $2.97B (FY2024) | ~30.0% | FY2024 Annual Report; COGS $2.08B | computershare.com → Investor Relations |
| Broadridge Financial | NYSE: BR | $6.89B (FY2025) | 31.0% | FY2025 10-K; Gross Profit $2.137B | macrotrends.net or SEC EDGAR |
| Forge Global Holdings | NYSE: FRGE | $75.3M (FY2024) | Net Loss | FY2024 10-K; Op loss $76.7M | ir.forgeglobal.com → Q4 2024 |
| Damodaran Dataset | NYU Stern | 5,994 US firms | By Sector | Margins by Sector (US), Jan 2026 | stern.nyu.edu/~adamodar → Data |
| FDIC Quarterly Banking Profile | FDIC.gov | 4,421 banks | NIM: 3.39% | Q4 2025 QBP; Community NIM 3.77% | fdic.gov → QBP → Q4 2025 |
| IBISWorld / GlobeNewsWire | Industry Report | $379.9B (IB&B) | Profit 31.7% | 2025 IB&B Global Industry Report | globenewswire.com search |
Methodology & Caveats:
1. Gross Margin = (Revenue − COGS) ÷ Revenue. COGS = direct costs only per GAAP.
2. Banks use NIM rather than gross margin. Damodaran shows ~100% "gross margin" for banks; we use net margin (27.5%) as the meaningful proxy.
3. Public comparables (Computershare, Broadridge) report consolidated margins. SPHI operates individual lines, so per-line margins may differ.
4. Early-stage SPHI will likely operate below benchmarks initially due to fixed cost absorption.
5. All sources are publicly available at no cost. An investor can verify every number within 30 minutes.
Capital Efficiency: SPHI vs. Wefunder
Wefunder is the market leader in Reg CF crowdfunding, having raised $69M in venture capital to build a single business line. SPHI built five synergistic business lines for $3M — and its own market leader has publicly acknowledged the limitations of the single-line model.
line of business
Business Line
line of business
Put bluntly, Wefunder as it exists today is operating like a lifestyle business: profitable, but not growing. My main goal in 2026 is to restore growth.
| Dimension | 🟠 Wefunder (Market Leader) | 🟢 SPHI (Full-Stack Challenger) |
|---|
For $69 million they developed one line of business and they have recently stated that line does not have much growth. For $3 million we developed 5 synergistic lines of business with a 6th to be added, giving good growth through being able to serve companies through the life cycle rather than with just one service. Their cost per line of developed business: $69 million. Our average cost per developed line of business: $600,000. Plus we have a mobile app. They do not.
Wefunder revenue and funding data sourced from public disclosures and press reports. SPHI figures are pro forma projections. Valuations and multiples are estimated based on available market data.
ATS Market Size Calculator
Explore the revenue potential of SPHI's Alternative Trading System across different market scenarios. Adjust assumptions to see how the TAM → SAM → SOM funnel maps to SPHI's achievable ATS revenue — and compare to SPHI's own five-year projection.
(5% Transaction Fee)
(5% of SOM volume)
All default values are sourced from SPHI's internal secondary market segmentation analysis, which draws on SEC DERA data, Kingscrowd 2025 Annual Report, and comparable platform disclosures.
| Variable | Conservative Default | Source |
|---|---|---|
| Installed Base | $10.7B ($1.3B CF + $9.4B A+) | SEC DERA through 12/31/2024 |
| Annual New Issuance | $925M ($378M CF + $547M A+) | Kingscrowd 2025 Annual Report |
| Trading Velocity | 1.0–1.5% of installed base/yr | SPHI analysis; SE Secondary pricing comp |
| ATS Adoption | 15–25% of eligible issuers | StartEngine Secondary market share data |
| SPHI Share | 15–20% of SAM | One of ~3 ATS platforms in Reg CF/A+ space |
| ATS Fee Rate | 5% of transaction volume (fixed) | SPHI fee schedule; StartEngine benchmark |
Important caveats: The pitch deck's 35% annual turnover assumption — used in persona revenue examples — is a per-issuer post-raise trading estimate, not a market-wide velocity. Market-wide turnover is much lower (1–3%) based on SEC data and comparable platforms. The calculator uses market-wide turnover by default for the conservative/moderate scenarios, matching StartEngine and Rialto comparable data.
SPHI is one of approximately 12 FINRA-registered Alternative Trading Systems in the U.S., and one of only ~3 focused on Reg CF / Reg A+ / small Reg D securities. Regulatory tailwinds — including the SEC's Small Business Capital Formation Advisory Committee recommendations — support expansion of secondary market infrastructure for private company shares.
Calculator for illustrative purposes only. Outputs are estimates based on user-adjusted assumptions and are not a guarantee of future performance. Source data: SEC DERA, Kingscrowd 2025, SPHI internal market analysis.
