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  • Capital Engine® Powering Online Capital Markets

  • Stamford, CT, USA
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Pitch deck

Capital Engine® Powering Online Capital Markets

Overview

Capital Engine® is a global FinTech and investment bank operating at the intersection of private markets, investment banking, and technology-driven innovation.

The firm leverages its expertise to offer a comprehensive suite of services, including a network of retail-focused investment platforms, an enterprise advisory arm, and broker-dealer operations through its acquisition of SEC registered broker dealer Mallory Capital Group ($10B deals processed).

Key Components of Capital Engine®

1. Retail-Focused Investment Platforms

Capital Engine® provides technology and infrastructure for investment platforms that focus on democratizing access to private market investments. These platforms are designed to streamline capital formation for issuers and simplify the investment process for retail and institutional investors.

  • Accessible Investments: Broadening investor access to private markets, such as real estate, startups, and alternative assets.
  • User-Friendly Experience: Tools to enhance transparency and efficiency in fundraising and investing.
  • Compliance and Security: Integrated solutions to ensure adherence to regulatory standards and protect investor data.

 

2. Enterprise Advisory Arm

The enterprise advisory division delivers strategic guidance to businesses seeking to navigate capital markets and raise funds. This includes assistance with structuring deals, preparing for fundraising, and connecting issuers with potential investors.

  • Capital Formation Strategy: Tailored solutions for equity and debt financing.
  • M&A Advisory: Guidance on mergers, acquisitions, and strategic partnerships.
  • Sector Expertise: Deep knowledge of various industries, particularly commercial real estate and technology-driven businesses.


3. Broker-Dealer Operations
Through its acquisition of Mallory Capital Group, Capital Engine® provides broker-dealer services, enhancing its capabilities in facilitating private placements, securities offerings, and other financial transactions.

  • Deal Origination: Sourcing and structuring compelling investment opportunities.
  • Regulated Transactions: Seamless execution of compliant capital market activities.
  • Investor Network: Leveraging a robust network of high-net-worth individuals, family offices, and institutional investors.

Mission and Vision
Capital Engine® is committed to transforming the private market investing landscape by integrating advanced technology, financial expertise, and a customer-centric approach. The firm envisions a future where private investments are more accessible, transparent, and efficient for all stakeholders.

Competitive Advantage
  • Proven Leadership: Backed by seasoned professionals with decades of experience in finance, technology, and capital markets.
  • Innovative Technology: A proprietary platform that simplifies and enhances the investment lifecycle.
  • Global Reach: Connecting issuers and investors across geographies to unlock opportunities in private markets.

Capital Engine® continues to bridge the gap between traditional finance and modern technology, driving growth for issuers and investors alike.

Proven and Profitable Business With Significant Traction
Our rapidly expanding business is already cash flow positive, and we have significant traction, with the proposed closing of a transformative acquisition, and establishment of a new commercial real estate brand USA REIT (primary / secondaries trading platform). 
 
  • $750M of capital has been raised through our Investment Marketplace or client portals powered by our software over the past five years, which validates the viability of our technology and approach
  • $600K of revenue* has been generated from Private Label customers and Investment Marketplace for online capital raising.
  • We recently entered into a definitive agreement to acquire a Private Placement Agent and Broker Dealer, Mallory Capital Group, which has raised $10B since their inception
  • $250M of active capital raise mandates with a pipeline of $650M of opportunities despite limited business development efforts to date.

* Revenue does not include any success based fees on capital raises done, and with the recent acquisition of the broker dealer, revenue will be significantly higher.

Market Opportunity
Private Capital Markets are Rapidly Transforming
Private markets are rapidly transforming and have surpassed public markets by some measures to become the more popular way for companies to raise money.

According to the most recent SEC data (2022), exempt offerings accounted for approximately $4.45 trillion in capital raising.

Whereas, publicly raised funds accounted for $1.23 trillion in fundraising. That’s roughly 3.5x more capital raised in private markets than in public markets. 

Secondary Market Trading Growth
Globally, companies are staying private for longer, partly driven by the growing availability of private equity, which offers an alternative source of funding. The secondary market has grown to almost $100bn, a six-fold increase during the past decade and is on track to exceed $130bn in 2023.

The growth of private capital markets is fueled by companies eager to raise money without the regulatory burdens of going public, and investors looking for new ways to score large payouts outside of the stock and bond market.

To empower investment professional and advisors (wealth managers, private banks, 1031 exchanges, broker dealers, sponsors, family offices, RIAs, GP/LPs, social impact and real estate funds) with cloud based private capital and investor management software, to manage their own branded digital investment platform, scaling their business, bringing simplicity, transparency and accessibility to secure online investing.


US Broker Dealer / ATS

Capital Engine Continues Strategic Growth with Acquisition of Mallory Capital Group
With over $10 billion raised and a combined 80 years of capital raising and advisory experience, Mallory Capital Group is a well-established private placement agent that raises institutional and private capital for investment managers across a wide range of alternative strategies.

  • Capital Engine® formally received FINRA approval for acquisition of Mallory Capital Group, an SEC-registered broker-dealer - full details in the press release
  • Enable company to directly receive transaction commissions
  • Radically improve the economics of Capital Engine® tiered business ecosystem and revenue opportunities
  • Apply to operate an Alternative Trading System (ATS) in 2026 under Exchange Act Rule 3a1-1(a) providing secondaries trading / liquidity
  • ATS will support investing and trading in exempt private securities, digital and fractionalized assets

Capital Engine® Powering Online Capital Markets

Investment Opportunity


Capital Engine® is seeking up to $5M to scale / accelerate revenue growth in 2026 / 27 with focus on strategic partners, business / tech development, broker dealer expansion, development of sales / marketing capabilities, recruit key staff to ramp up market share, setup of SEC-licensed Alternative Trading System (ATS) and secondary trading platform for private capital markets in the US.

Capital Engine® has multiple, synergistically aligned tech-enabled capital solutions verticals. Our proprietary software solutions enable companies to efficiently execute online and offline capital raises and provides investor management solutions for investment platforms, real estate funds, private companies, investment banks, broker-dealers, and law firms.

Our technology solutions also power our online capital raising Marketplace, tech enabled private placement agent and broker dealer, and our upcoming commercial real estate marketplace and secondaries trading platform USA REIT. 

Growth Capital
Raising up to $5M Series A
  • Series Seed: $1 million closed January 2025
  • Funded acquisition of broker-dealer Mallory Capital Group
  • Funded development of Capital Engine’s investment marketplace and software solutions
  • Currently raising $250 million for clients
  • Deal pipeline of over $650 million
  • Actively raising $250 million for clients
  • Deal pipeline: $650 million+ potential raises
  • Min. Investment: $24,000
  • Share price: $6 / share
  • Post-money valuation: $34 million
 
Investment Structure / Incentives
 
Investment Tier Commitment Amount Discount Share Price % of $5M Round
Minimum $24,000 – $49,999 0% $6.00 < 1%
Tier 1 $50,000 – $99,999 5.0% $5.70 1% – 1.9%
Tier 2 $100,000 – $249,999 7.5% $5.55 2% – 4.9%
Tier 3 (Key) $250,000 – $499,999 12.5% $5.25 5% – 9.9%
Anchor $500,000+ 20.0% $4.80 10% +
  • Discounts are designed to incentivize larger commitments while preserving the $6.00 headline valuation
  • Investors ($500k+) may receive enhanced information rights or observer-level access
  • Structure mirrors traditional private placement and breakpoint logic
  • Discounted share prices apply only to Series A commitments and do not reflect future round pricing

Uses of Capital
  • Accelerate & scale revenue growth: $2.5 million
  • Develop strategic partnerships: $750,000
  • Expand broker-dealer sales & marketing staff, and onboard key management team members: $1 million
  • Automatic Trading System: $750,000

Monetization
Capital Engine® differentiates itself from competitors with its core focus on building customized, scalable private capital and secondary market infrastructure:
 
  • Private label model (customized white-label solutions)
  • Strategic partnerships (revenue share typically 50/50)
  • Online investment marketplace - Reg D, CF and A+ (success based fee 5% – 10%)

Our list of over 40 clients includes leading real estate funds (some with over >$500M in assets), investment platforms, regulated broker-dealers, law firms, funds, etc.

Liquidity Strategy
Capital Engine® believes the optimal value creation strategy for our investors will be to target an accelerated path to an exit and liquidity event in 2025/2026. Potential acquirers include:
  • FinTech Consolidators
  • Investment Bank
  • Private Placement Agent/Broker Dealer
  • Private Equity Firm
  • One of our White Label customers or Strategic Partners

Alternative Liquidity Options
  • Capital Engine’s investors could sell shares on our secondary trading platform
  • Dividend payments to shareholders from substantial free cash flow
  • Dividend recapitalization with investment from deep-pocketed / patient capital partner
  • IPO on NASDAQ / NYSE 

Capital Engine® Powering Online Capital Markets

Capital Engine® has multiple, synergistically aligned tech-enabled capital solutions verticals. Our proprietary software solutions enable companies to efficiently execute online and offline capital raises and provides investor management solutions for investment platforms, real estate funds, private companies, investment banks, broker-dealers, and law firms.  

The Problem
Private Securities Markets Lack the Infrastructure of Public Markets
There is no established secondaries trading platform for exempt private securities market to match the public market infrastructure of the NYSE or Nasdaq

Investor Access
Private securities and alternative investments are not readily available to the general public. Thus, the average individual retail investor is denied access to potentially attractive investments in some of the world’s fastest growing enterprises.

Lack of Transparency
Regulatory disclosure requirements imposed on public companies, as well as the scrutiny of outside investors, provides a fairly high level of transparency not available to private markets.

Limited Liquidity
Liquidity is limited for private companies and alternative assets. Where liquidity does exist, the experience is inefficient.

The Solution
Capital Engine® tiered business ecosystem addresses these key pain points
Fully Integrated and Compliant End-to-End Online Software Solution.

Solution Benefits
Capital Engine® is transforming the $2.5 trillion exempt private securities infrastructure and subsequent secondaries trading, creating an organized and liquid market for private capital, digital assets and other exempt securities.

Regulatory & Compliance
  • Securities laws
  • Privacy & security
  • E-Commerce
  • Investor protection
  • Blockchain systems & digital securities

Automation of Manual Work
  • Turnkey transaction system
  • Deal setup
  • Investor onboarding
  • Investor relations
  • Marketing automation

Integrated Private Markets Structure
  • Eliminate inefficiencies in private markets
  • Supports customer-specific needs
  • Manage / sync with key business technologies
  • Clearing, custody and secondaries market infrastructure

Security & Privacy
  • Transactions
  • Communications
  • Investor servicing & reporting


Target Market Sectors
These sectors have lagged in terms adopting and advancing capital raising innovations and technologies. 

Capital raising in these sectors is inefficient, time consuming, and expensive, hence the enormous opportunity to disintermediate these markets.

Project Title Document Title Action
Capital Engine® Powering Online Capital Markets Subscription Agreement View

Any investment you do make will be in the the underlying company Capital Engine Inc.
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Investment Summary

  • Deal Type : Series A Preferred
  • Sponsor : Capital Engine Inc.
  • Hold Period : 2 years
  • Share Price : $6 / share
  • Funding Goal : $5M
  • Investment Type : FinTech
  • Min. Investment : $24,000
  • Potential Exit : 10x - 20x return

  • Capital Engine Series A Summary March 2026

  • Video Gallery
  • Bryan Smith | CEO (203) 635-3098 | bryan@capitalengine.io

Documents