Quantum-class Data Retrieval. No quantum computer required!
- $95M named enterprise pipeline · Chevron, Cross River Bank, Elevance Healthcare · qualified opportunities, not booked revenue · Valuation Cap $46,000,000
- 3Yr LTV · Ranked #18th by F6S.com Top Quantum Companies
- 5 verticals in active engagement
- Oil & Gas · Finance · Healthcare · Logistics · Aviation
ElephantSqlDB, Inc., a Delaware C-Corporation, with a future public-listing pathway available through a NASDAQ Capital Market direct listing or traditional IPO.
ElephantSqlDB, Inc. is conducting a private placement under Rule 506(c) of Regulation D, open exclusively to verified accredited investors as permitted under SEC general solicitation rules.
● The Security
Investors receive common stock in ElephantSqlDB, Inc., issued at a price derived from a $46 million post-money valuation cap with a 20% discount. The valuation cap is supported by an independent intellectual property valuation prepared by Centri Business Consulting.
● The Offering Structure
Subscriptions are executed on a Simple Agreement for Future Equity (SAFE). The SAFE converts into common stock upon receipt of investment funds, so investors hold equity from closing rather than a contingent future right. The SAFE is not a note: it carries no interest, no maturity date, and no repayment obligation.
● Distribution
The offering is available to institutional investors, family offices, and individual accredited investors. Subscriptions are conducted directly through this investor portal upon registering and logging in.
● The Use of Proceeds
Proceeds will fund enterprise go-to-market execution across five target verticals, continued platform development, and working capital. A detailed allocation appears in the Private Placement Memorandum.
● The Liquidity Path
The Company's stated long-term objective is a public listing on the Nasdaq Capital Market within 12 months.
● How to Participate
Accredited investors may review the Private Placement Memorandum, complete verification, and subscribe through the investor portal. Investment involves substantial risk, including possible loss of the entire investment. Prospective investors should review the Risk Factors section of the PPM in full.
● Securities Transfers
Beyond the planned NASDAQ listing objective, the Company has built a secondary trading facility into this investor portal, intended to give holders a path to liquidity once the Rule 144 holding period has run — one year from the date the purchase price is paid. The facility is designed to operate as a periodic call auction: orders are collected over a scheduled window, matched at a single clearing price, and settled through an independent escrow agent and transfer agent. Participation would be limited to verified accredited investors, and eligibility is evaluated per share lot against the holding period and the transfer restrictions in the subscription documents. This secondary trading facility is not yet operational. Operating a venue of this kind requires a registered broker-dealer, and the Company is in discussion with prospective operators; no arrangement has been concluded. There is no assurance that the facility will become operational, that a trading window will be held, that a window will produce a price acceptable to both a buyer and a seller, or that any investor will be able to sell any shares at any time or price. Investors should not subscribe in reliance on the availability of secondary liquidity. This secondary trading facility is being provided as a convenience to our investors to provide multiple venues for liquidity.
Regulation D Disclosure
This offering memorandum constitutes a general solicitation under Rule 506(c) of Regulation D with respect to the U.S. tranche only. SAFEs in the U.S. tranche will be sold only to investors who are verified as accredited investors under Rule 501. The Securities have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption.
Regulation S Disclosure
With respect to the offshore tranche, the Securities are offered and sold outside the United States to non-U.S. persons in offshore transactions in reliance on Regulation S. As a Category 3 issuer, the Company’s Regulation S sales are subject to a one-year distribution compliance period. During such period and thereafter as required, the Securities (i) may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons except pursuant to registration or an available exemption; (ii) will bear the restrictive legends set forth in Section 20; and (iii) will be subject to stop-transfer instructions. The Company will refuse to register any transfer not made in accordance with Regulation S, pursuant to registration, or pursuant to an available exemption.
No Directed Selling Efforts
Neither the Company, nor any affiliate, nor any person acting on its or their behalf has engaged or will engage in any “directed selling efforts” in the United States (as defined in Regulation S) with respect to the Securities offered in the offshore tranche.
NVIDIA Inception Disclaimer
NVIDIA Inception is a program designed to nurture startups. Participation does not constitute an endorsement, investment, or partnership by NVIDIA Corporation. NVIDIA has not verified the claims made in this document.
Forward-Looking Statements
This document contains forward-looking statements regarding the Company’s planned IPO, pipeline, expected contract conversions, market opportunity, and technology capabilities. These statements involve risks and uncertainties that may cause actual results to differ materially. The Company undertakes no obligation to update forward-looking statements.