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Glossary
20
Tier 4 · Use Case Stories
Prime Ledger · Educational Series · 20

The Lender Who Recycled$50M in SME Loans

A specialty lender with 120 performing SME loans, no warehouse line, and a capital recycling problem. This is how tokenization let them originate twice as many loans, serve twice as many businesses, and build a global investor base — all from the same $50M balance sheet.

Borrower
120 SMEs
Originate
Loan Pool
SPV
Tokenize
Investors
Global
Recycle
Originate Again
Portfolio
$50M
120 SME loans
Two Tranches
Sr + Jr
7.5% / 12%
Settlement
T+0
vs T+7 days
New Loans Y1
244
vs 120 prior year
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What You Will Learn

  • How a specialty lender can tokenize a performing SME loan portfolio to recycle capital and scale origination
  • The complete deal team: lender, tokenization platform, credit rating agency, servicer, compliance, institutional investors
  • Every phase: portfolio selection, tranching, credit enhancement, investor onboarding, token issuance, repayment distributions
  • How tokenization compares to warehouse lines, traditional securitization, and balance sheet lending
  • Six practical lessons that apply to any private credit tokenization
Advanced 30 min read Lesson 20 of 20

A Hypothetical Deal Built on Real Private Credit Structure

Bridgepoint Capital Partners — the lender at the center of this story — is illustrative. But every mechanism described here reflects the actual structure of tokenized private credit facilities that are operational today. Apollo Global Management, Hamilton Lane, and multiple specialty lenders have executed tokenized credit structures using comparable SPV, tranche, and smart contract architectures through platforms like Securitize and Provenance Blockchain.

"The biggest constraint on specialty lending is not deal flow, credit quality, or interest rates. It is the speed at which capital can be recycled. If it takes 90 days to return capital to investors and redeploy it, you can originate four loan cycles a year. If it takes seven days, you can originate many more. Tokenization makes seven days — or fewer — the norm."

Meet the Participants

Lender / Originator
Bridgepoint Capital

A Chicago-based specialty lender focused on manufacturing, logistics, and professional services SMEs. Has originated 340 loans over five years. Currently holds 120 performing loans ($50M portfolio) — and has a pipeline of 200+ new applications waiting for capital.

Tokenization Platform
Prime Ledger

Structures the loan SPV, deploys the two-tranche ERC-3643 smart contract, manages the compliance and investor onboarding stack, and connects the offering to ATS secondary trading infrastructure.

Loan Servicer
Third-Party Servicer

Collects monthly principal and interest payments from all 120 borrowers, manages delinquency and default procedures, and deposits net proceeds into the SPV distribution account on a monthly schedule.

Credit Rating & Diligence
Credit Analytics Firm

Reviews the full 120-loan portfolio, assigns individual loan risk scores, produces the portfolio-level credit analysis for the PPM, and provides ongoing covenant monitoring data fed to the smart contract via oracle.

Secondary Market
Regulated ATS

Lists both Senior (Class A) and Junior (Class B) tokens after the 12-month Reg D lock-up period, providing secondary market liquidity for institutional investors who need to resize or exit positions.

Investors
78 Institutional Investors

An institutional-only offering: 14 insurance company credit portfolios (Senior only), 28 family offices, 18 credit-focused hedge funds, and 18 accredited high-net-worth individuals. Senior tokens: $40M. Junior tokens: $10M.

From Loan Book to Liquid Asset — The Complete Deal

1
Weeks 1–2 · The Problem

200 Businesses Waiting — and No Capital to Serve Them

Bridgepoint Capital has a good problem and a serious problem — and they are the same problem. The good problem: their origination pipeline has never been stronger. 200+ SME loan applications are sitting in underwriting, representing businesses in manufacturing, logistics, and professional services across the Midwest that need growth capital. Bridgepoint's underwriting team knows these markets, the credit is solid, and the spread economics are excellent.

The serious problem: Bridgepoint has no capital to deploy. Their $50M balance sheet is fully committed — 120 performing loans, averaging $417K each, with 18-month average remaining terms. The loans are performing. The capital is locked. Every dollar Bridgepoint has is earning its keep — and unavailable for new originations until those loans mature.

Their warehouse line from a regional bank tops out at $35M — already fully drawn. A new warehouse line from a different bank would take 6–9 months to negotiate. A traditional CLO (Collateralized Loan Obligation) requires a minimum of $250M in loans — Bridgepoint is at $50M. A bank sale of the portfolio would mean selling at a discount and losing the servicing economics.

The CFO calls Prime Ledger after reading a case study on tokenized private credit. The first question: "Can we tokenize a portfolio we already hold — not new loans, but the existing book?"

The answer is yes. Within two weeks, a term sheet is on the table.

The question "can we tokenize existing loans" comes up in nearly every lender conversation. The answer is always the same: yes, and it is often cleaner than tokenizing new originations because the credit history already exists. Three years of payment data on 120 loans is a more compelling due diligence package than underwriting projections on loans that have not yet been made.
2
Weeks 2–5 · Structuring

Two Tranches, One Smart Contract, One Payment Waterfall

The most important structural decision in this deal is the tranche architecture. A single-class token offering — every investor gets the same yield and the same risk — would simplify the structure, but it would also limit the investor universe. Insurance companies need investment-grade, low-yield senior paper. Credit hedge funds want the higher-yield junior paper and are willing to absorb first losses in exchange. Serving both requires two classes.

The deal is structured as a two-tranche SPV. Senior tokens (Class A) represent first-claim on all cash flows — lowest risk, lowest yield. Junior tokens (Class B) represent second claim — absorbing the first 20% of losses before Class A is affected, earning a higher yield as compensation. Both classes are issued as separate ERC-3643 tokens with distinct transfer restrictions and compliance parameters. The waterfall — the order in which cash flows are distributed — is encoded in the smart contract and executes automatically on the monthly distribution date.

Deal Structure Summary
SPV Entity
Bridgepoint SME Credit LLC — Delaware, bankruptcy-remote
Asset Transfer
120 loan assignments transferred from Bridgepoint to SPV
Offering Type
Reg D Rule 506(c) — accredited investors, both tranches
Total Capital Raised
$50M — $40M Class A + $10M Class B
Class A (Senior) Tokens
40,000 tokens at $1,000 = $40M — 7.5% target yield
Class B (Junior) Tokens
10,000 tokens at $1,000 = $10M — 12% target yield
Loss Protection (Class A)
Class B absorbs first 20% of losses before Class A is impaired
Distribution Frequency
Monthly — smart contract waterfall on 15th of each month
Portfolio Yield (Blended)
9.5% weighted average on $50M portfolio
Servicing Fee
1.5% per annum — paid to Bridgepoint from SPV before distribution
Reserve Fund
$2.5M (5% of portfolio) — funded from Class B proceeds at close
Payment Waterfall — Encoded in Smart Contract

Class A — Senior Tranche ($40M)

First claim on all monthly collections. Protected by $10M Class B cushion. Suitable for insurance portfolios, pension mandates, conservative family offices.

7.5%
Investment Grade Risk

Class B — Junior Tranche ($10M)

Second claim — absorbs losses up to $10M before Class A is affected. Higher yield compensates for first-loss position. Suitable for credit funds and yield-seeking family offices.

12%
Higher Yield / Risk
Insurance companies were the key to this deal's success. They represent the largest single pool of institutional capital in the US — and they are perpetually hungry for investment-grade yield in the 6–8% range that banks no longer provide. The Class A tranche was designed specifically to meet insurance company investment policy requirements: first-lien position, overcollateralization from Class B, defined maturity, quarterly reporting. Once two insurance companies committed $12M in Class A paper, the rest of the Senior tranche filled within three weeks.
3
Weeks 5–8 · Portfolio Due Diligence

120 Loans Under the Microscope — and What the Data Showed

The credit analytics firm spends three weeks reviewing every loan in the portfolio. Unlike real estate or pharmaceutical royalties, SME loan credit diligence requires loan-by-loan analysis: borrower financials, collateral descriptions, payment history, covenant compliance, and default/delinquency status. Bridgepoint's portfolio management system exports three years of data — 43,200 payment records across 120 borrowers — in a structured format that feeds directly into the analytics platform.

Portfolio Characteristics at Tokenization
Number of Loans
120 performing — 0 delinquent at time of transfer
Average Loan Balance
$417K (range: $85K – $1.2M)
Weighted Average Interest Rate
9.5% — blended across fixed and floating rate loans
Weighted Avg. Remaining Term
18.3 months
Industry Diversification
Manufacturing 38%, Logistics 27%, Professional Services 35%
Geographic Concentration
Illinois 44%, Ohio 22%, Indiana 18%, other Midwest 16%
Collateral Coverage
Avg. 148% — all loans secured by business assets/receivables
Historical Default Rate
1.8% over 5 years — below sector average of 3.2%
On-Chain Metadata (per loan)
Risk score, LTV, maturity, rate, sector, covenant status

Three loans required special attention: one borrower was 15 days past due on a covenant reporting requirement (not a payment default — resolved before transfer), one loan had a co-borrower whose entity had changed its name (requiring updated documentation), and one collateral package needed a lien search refresh. All three were resolved before the transfer closed. Investors in the final offering received a clean portfolio with zero delinquencies.

The on-chain metadata per loan is one of the most valuable features of this structure. Every investor can see, in real time, the risk score, LTV, sector, and covenant status of every loan in the portfolio — without receiving confidential borrower information. The borrower names and identifying details are kept off-chain in a permissioned data room. The analytics are public. The PII is protected.
4
Weeks 8–10 · Investor Onboarding

78 Institutional Investors — and the Insurance Company Conversation

The offering is positioned as institutional-only from day one. No retail, no fan base, no Reg A+. The target investor universe is the kind of institution that has been looking for investment-grade private credit yield and has been locked out of sub-$250M deals by minimum size requirements. Tokenization removes that minimum.

The hardest conversation is with the insurance company portfolio managers. Insurance investment departments move slowly by design — compliance frameworks, investment committee approvals, and legal review layers that add weeks to any new instrument approval. Two insurance companies say yes. Three say "not yet — bring us the next deal with 12 months of performance data." Prime Ledger logs them as prospective investors for the follow-on offering.

Final Investor Base
Insurance Companies (Class A only)
14 — avg. $1.4M each = $19.6M
Family Offices (Class A + B)
28 — avg. $620K each = $17.4M
Credit Hedge Funds (Class B heavy)
18 — avg. $520K each = $9.4M
Accredited HNW Individuals
18 — avg. $197K each = $3.6M
Total Investors
78 — fully institutional / accredited
Total Raised
$50M — fully subscribed in 34 days after PPM delivery
KYC / AML Pass Rate
84 applied — 6 rejected (4 insufficient documentation, 2 restricted jurisdiction)
5
Week 11 · Closing Day

120 Loan Assignments Execute — and Bridgepoint's Pipeline Opens

Closing day involves more documentation than any deal in this series. 120 individual loan assignment agreements must be executed — transferring each loan from Bridgepoint's balance sheet to the SPV. The third-party servicer simultaneously receives notice of the assignment for each borrower (borrowers are notified that their servicer has changed — from Bridgepoint's servicing department to the third-party servicer — while the underlying loan terms remain unchanged).

The smart contract deploys. 40,000 Class A tokens and 10,000 Class B tokens are minted in two separate transactions and distributed to 78 investor wallets. The $50M in proceeds is released from escrow to Bridgepoint Capital. The servicing agreement is executed between the SPV and the third-party servicer.

Two hours after closing, Bridgepoint's lending team sends out term sheets on 22 of the 200 waiting applications. The capital is already moving.

Closing Summary
Loan Assignments Executed
120 — all transferring to Bridgepoint SME Credit LLC
Smart Contracts Deployed
2 — Class A (ERC-3643) + Class B (ERC-3643), separate tokens
Tokens Minted
40,000 Class A + 10,000 Class B — to 78 wallets
Proceeds Released
$50M to Bridgepoint Capital — 120 days after first call
First New Term Sheets Sent
Day 1 post-closing — 22 applications approved same afternoon
Borrower Notification Letters
120 — servicer change notices mailed to all borrowers
6
Months 1–12 · Distributions & The Covenant Monitor

Monthly Payments, One Default, and Why the Smart Contract Was Ready

The servicing begins immediately. Every month, the third-party servicer collects principal and interest payments from all 120 borrowers — chasing delinquencies, managing covenant monitoring, and depositing net collections into the SPV distribution account. On the 15th of each month, the smart contract triggers: deducts servicing fees, tops up the reserve fund if needed, and distributes proportional payments through the waterfall — Class A first, then Class B — simultaneously to all 78 investor wallets.

Month 4 produces the deal's first real test. A logistics company borrower — one of the mid-size loans at $680K — misses its monthly payment. The servicer notifies the SPV. The covenant monitoring oracle, which has been feeding real-time financial data from the borrower's accounting software, flags a deteriorating debt-service coverage ratio. The smart contract automatically draws $68,000 from the reserve fund to make Class A investors whole. The borrower is contacted. A 60-day forbearance agreement is executed. By month 6, the borrower is current — and the reserve fund is rebuilt from subsequent payment collections.

No investor receives a reduced distribution. No investor files a complaint. No investor even sends an email — because the on-chain dashboard shows the reserve fund draw, the forbearance status, and the rebuild in real time. The transparency handles the communication automatically.

Year 1 Summary
Total Collections Received
$5,840,000 — 97.3% collection rate (1 default, 2 late)
Servicing Fees Paid
($750,000) — 1.5% of $50M portfolio
Reserve Fund Draw (Month 4)
($68,000) — 1 default, fully recovered by Month 6
Class A Distributions
$3,000,000 — 7.5% on $40M (on target)
Class B Distributions
$1,160,000 — 11.6% on $10M (slightly below 12% due to default draw)
Monthly Distributions Made
12 — each completing in under 25 seconds
Investor Communications Required
Zero formal notices sent — all activity visible on-chain in real time
The Class B yield coming in at 11.6% vs. the 12% target is exactly how the tranche structure is supposed to work. Junior investors accept variability in exchange for higher base yield. The Class A investors received exactly 7.5% — on target, fully protected. The structure absorbed a real credit event and delivered the promised result for each investor class. No surprises. No disputes.
7
Months 13–18 · The Capital Flywheel

The Real Outcome: 244 New Loans — Twice the Prior Year

The true measure of this deal is not the investor returns — though those are solid. It is what Bridgepoint did with the $50M. In the 12 months following the tokenization close, Bridgepoint originated 244 new SME loans totalling $102M — more than twice their prior-year origination volume of 120 loans at $50M. The capital recycling flywheel is working exactly as designed.

Month 13: the Reg D lock-up expires. Both token classes list on the ATS. Secondary trading is modest — most institutional investors hold to maturity — but meaningful: $3.2M in Class A tokens trade in the first 60 days, primarily insurance companies adjusting portfolio weightings. One credit hedge fund sells its entire $1.8M Class B position to two family offices that had missed the primary offering. T+0 settlement. No legal documentation required beyond the standard ATS trade confirmation.

By month 18, as the first loans in the pool begin maturing, principal repayments flow back through the smart contract waterfall — first to Class A, then to Class B. The scheduled wind-down of the SPV has already begun. Three insurance companies that initially declined the offering have now requested priority allocation in Bridgepoint's second tokenization — which Prime Ledger is already structuring, this time for a $75M pool of Bridgepoint's new originations.

The pipeline problem that started this story? It no longer exists. Bridgepoint now has a permanent capital recycling mechanism — tokenize the existing book, deploy new capital, originate new loans, tokenize again. The constraint on Bridgepoint's growth is no longer capital. It is deal flow. And deal flow, for a lender with Bridgepoint's track record and a 244-loan origination year, is not a problem.

244
New SME loans originated by Bridgepoint in Year 1 after tokenization — vs. 120 the prior year. Capital recycling doubled output.
T+0
Settlement time for secondary market token trades — vs. T+7 days for traditional private credit bilateral transfers
0
Investor communications required during Year 1 — all activity, including the Month 4 default event, visible on-chain in real time
$75M
Size of Bridgepoint's second tokenization deal — 50% larger than the first, driven by insurance company demand from prior offer

What Was Tokenized — Bridgepoint's Loan Book

Unlike royalty or real estate deals where a single asset drives the cash flow, this deal is backed by 120 individual credit relationships. That diversification is the risk management — and it is visible on-chain to every investor.

By Industry
Manufacturing
38% / $19M / 46 loans
Logistics & Distribution
27% / $13.5M / 32 loans
Professional Services
21% / $10.5M / 25 loans
Healthcare Services
9% / $4.5M / 11 loans
Technology
5% / $2.5M / 6 loans
By Risk Profile
Risk Score A (Strong)
31% / 37 loans
Risk Score B (Solid)
44% / 53 loans
Risk Score C (Watch)
22% / 26 loans
Risk Score D (Elevated)
3% / 4 loans
Wtd. Avg. Risk Score
B+ (investment grade)

What Bridgepoint Would Have Done Instead

Dimension Bank Warehouse Line Portfolio Sale Traditional CLO Tokenization ✓
Capital Available$35M max (fully drawn)$45M (5% discount)Not available — need $250M+$50M — full portfolio value
Time to Capital6–9 months to negotiate new line60–90 daysNot applicable120 days total
Servicing Retained?YesNo — buyer servicesTypically yesYes — servicing fee retained
Covenant RestrictionsYes — restrictive bank covenantsNoneYes — CLO indentureNone — no bank relationship
Minimum Portfolio SizeNo minimumNo minimum$250M+ required$10M+ is viable
Investor BaseOne bank (concentrated risk)One buyerRating agency approved pool78 investors — diversified
Settlement Speed (Secondary)N/AN/AT+3 daysT+0 on blockchain
Transparency to InvestorsN/AN/AQuarterly trustee reportsReal-time on-chain data per loan
Capital Recycling SpeedMonthsSingle eventComplex — monthsSame-day post-close

What Each Party Got

Bridgepoint Capital
$50M recycled — 244 new SME loans in Year 1
Servicing fee retained — $750K/year ongoing income
No bank covenants — full operational flexibility
78-investor base for repeat offerings — 3 insurance cos. on waitlist for $75M deal
Class A Investors
7.5% yield — on target, fully protected through default event
Real-time portfolio transparency — no waiting for quarterly reports
T+0 secondary market exit available after month 13
Sub-$250M access — previously unavailable asset class
Class B Investors
11.6% yield — slightly below 12% target, absorbed the default event as designed
High-yield private credit access at $500K minimum vs. $5M+ typical fund minimums
ATS secondary — one fund sold full position T+0, no paperwork
The 120 SME Borrowers
No change to loan terms — same rate, same servicer contact, same repayment schedule
Received a servicer change notice — most did not notice any operational difference
244 additional SMEs received capital in Year 1 because Bridgepoint could deploy again

Six Lessons From the Bridgepoint SME Credit Tokenization

01

Tranching Unlocks Investor Audiences That a Single Class Cannot Reach

Insurance companies would not have touched this deal without a senior tranche providing first-lien protection. Credit hedge funds would not have touched it without a junior tranche offering 12% yield. A single-class structure serving neither audience would have struggled to raise $20M. Two tranches raised $50M and built relationships with investors who will anchor every subsequent Bridgepoint offering.

02

The Month 4 Default Was the Deal's Best Marketing Moment

When the forbearance loan defaulted in month 4, the reserve fund covered Class A automatically and the entire event was visible on-chain in real time. No investor sent an angry email — because they could see exactly what happened, exactly how it was handled, and exactly when the reserve was rebuilt. The transparency didn't just manage the crisis. It demonstrated that the structure was designed for real-world credit events, not just clean portfolios.

03

Borrower Experience Must Be Unchanged — Completely

A mid-market SME borrower who suddenly gets calls from a tokenization platform asking questions would be alarmed. The deal was designed so that borrowers experience no change except a servicer change notice that most did not notice. The tokenization is invisible to them. This is not just good operations — it is a legal and reputational necessity. Borrower disruption creates default risk.

04

Insurance Companies Are Worth the Extra Compliance Work

The 14 insurance company investors required state insurance department investment approval, investment policy statement reviews, and legal sign-off from external counsel — adding 3–4 weeks to their onboarding timeline. Worth every hour: $19.6M in Class A demand from the most creditworthy institutional investors in the market, plus 3 more on the waitlist for the next deal. The compliance work for insurance investors is a one-time investment that pays dividends across every subsequent offering.

05

The Real Product Is the Capital Recycling Engine, Not the Single Deal

The $50M tokenization was not the end goal — it was the first cycle of a permanent capital recycling mechanism. Bridgepoint doubled origination volume in Year 1. By Year 3, they will have tokenized four portfolios, built a $200M+ investor base, and established themselves as one of the few SME lenders in the country with institutional-grade capital access at sub-CLO portfolio sizes. The single deal was the proof of concept. The engine is the business.

06

On-Chain Covenant Monitoring Changes the Credit Relationship

Traditional loan monitoring happens quarterly through borrower-submitted financials. The covenant oracle connecting borrower accounting data to the smart contract provides weekly indicators — not quarterly. This does not mean the lender becomes more intrusive. It means early warning signs are detectable 10–12 weeks earlier than in traditional structures. The forbearance in month 4 was managed before it became a payment default precisely because the deteriorating DSCR was visible in month 2.

Prime Ledger Tokenizes
Private Credit Portfolios

If you originate loans, hold a performing credit portfolio, or manage a private credit fund that needs capital recycling infrastructure — the structure exists, the technology is ready, and the investor base is waiting. Let's build the engine together.

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