World Liberty Financial, a crypto project promoted by former President Donald Trump, has primarily directed its token sale overseas, as revealed in a recent filing. Based in Wilmington, Delaware, and managed out of Puerto Rico, the company initially sought to raise $300 million through its digital asset offering.
However, only $12.5 million has been generated so far, falling significantly short of projections. The offering has attracted fewer than 350 investors within the United States, and the company has limited plans for domestic sales due to regulatory challenges.
Trump Oulines His Strategy for WLFI
The project, which initially generated substantial interest with Trump and his sons—Don Jr. and Eric—listed as public figures associated with the project, filed a notice with U.S. regulators this week, outlining its strategy.
According to the filing, World Liberty intends to cap U.S. sales at $30 million. The company will halt U.S. sales upon reaching this limit, although it has nearly $288.5 million in tokens available for international investors.
In a September interview on X, formerly known as Twitter, World Liberty co-founder Zachary Folkman stated that the token sales to non-U.S. investors would proceed through a regulatory exemption called Regulation S, which permits offshore sales without meeting U.S. securities requirements.
This exemption is intended to allow companies to raise capital from foreign investors while bypassing the complexities of U.S. regulations.
The offshore sales strategy also aligns with market realities, as trading volume and demand for crypto tokens have been stronger outside the U.S., partially due to regulatory scrutiny in America.
SEC and the Crypto Industry
The SEC has intensified oversight over the crypto industry, treating many tokens as securities and subjecting them to stricter regulations. This environment has driven many companies, including World Liberty Financial, to look for ways to maximize fundraising potential by focusing on international markets.
Token issuances offshore are common in today’s crypto landscape due to U.S. regulatory hurdles. Offshore sales provide a more flexible pathway for companies targeting investors in jurisdictions with fewer restrictions.
World Liberty’s offshore strategy reflects a broader trend among U.S.-based crypto firms that prefer marketing their products overseas. Through Regulation S, World Liberty has been able to keep the process streamlined for international investors while complying with minimal disclosure requirements.
However, under Regulation D, which is a separate exemption that allows companies to raise capital within the U.S. from accredited investors, World Liberty has raised $2.7 million since mid-October from 348 domestic investors.
Notably, the project’s association with Trump has fueled additional public interest. This year, Trump has engaged more actively with the crypto community, including speaking at the world’s largest Bitcoin conference.
However, while Trump and his sons are mentioned in the World Liberty filing, a disclaimer clarifies that their inclusion is “for informational purposes” and does not imply direct promotion of the offering.
The Road Ahead
With only 17,000 addresses holding the asset to date, according to analytics firm Kaiko, World Liberty Financial faces an uphill battle in achieving its ambitious fundraising goals. As regulatory bodies like the SEC continue to monitor and regulate the crypto industry, companies may be forced to reconsider their strategies for reaching U.S.-based investors.
World Liberty Financial’s approach, using Regulation D and Regulation S exemptions, is designed to help companies save time and funds during the capital-raising process. However, these exemptions come with conditions.
While Regulation D provides more protection and transparency for U.S. investors, it limits the pool to accredited investors. Regulation S, on the other hand, is used for international sales with fewer restrictions but excludes U.S. buyers.
With the SEC’s regulatory stance unlikely to soften soon, crypto firms like World Liberty may continue to focus on non-U.S. markets to fuel their growth while remaining cautious in navigating U.S. regulations.