Private Sale

A private sale sits near the end of a token's fundraising path, typically the last round completed before a project opens deals to the broader public and approaches its token generation event. Because participants negotiate directly with the founding team rather than buying through an open portal, private sale terms, including price, allocation size, and lockup length, are set deal by deal rather than published uniformly.

Most private sales are structured through legal instruments such as a Simple Agreement for Future Tokens (SAFT), which lets a project accept capital from accredited investors before the token itself exists or is legally cleared for public distribution. In exchange for committing capital early and accepting restricted liquidity, buyers, often venture capital funds, are typically granted the steepest discount of any funding stage, along with vesting schedules that release tokens gradually over one to two years rather than all at once.

Projects use private sales to secure runway for development, marketing, and exchange listing fees, and to attach recognizable investor names to the project as a credibility signal ahead of a pre-sale or public offering. The main risk sits with later retail buyers: because private sale tokens were bought far below market price, a vesting cliff can release a large, low-cost supply onto exchanges at once, creating sudden sell pressure that catches investors unaware if they have not checked the project's unlock schedule.