Deals involving blockchain technology, crypto currencies and/or digital assets such as Security Tokens, Utility Tokens, or NFTs are extremely speculative and present additional risks and may result in total loss of invested capital. PLEASE READ AND REVIEW THOSE RISKS HERE.  

This is an offering for the right to certain defined digital assets offered by AI DREAMS CAPITAL LTD. It is not an offering for a share, membership or partnership interest in AI DREAMS CAPITAL LTD or any of its affiliates.

Deals involving crypto and/or digital assets such as NFTs are extremely speculative and present additional risks. Investor sophistication and enhanced independent reviews are highly recommended.

SOGNI Tokens may trade at lower prices on public token exchanges than the prices that the SOGNI Tokens are purchased in this Offering.

Shortly after this Offering, the Company may seek listing of the SOGNI  Tokens on public exchanges. The SOGNI Tokens  may trade at lower prices on those public exchanges than the prices contributors acquired them in this Offering, and Contributors would be unable to sell their SOGNI Tokens during the lockup and vesting periods.

This Issuer operates from a foreign jurisdiction; and therefore, many of your country's common laws may not apply or be enforceable.

Investments in private companies are particularly risky and may result in total loss of invested capital.

This is a new company and has neither generated revenue, nor has it had any significant operating history.

There may be other available opportunities that are similar to this investment but have different attributes, characteristics, cost factors, and fees.

*Click here for important information regarding Financial Projections which are not guaranteed*

Disclosures & Disclaimers

Sogni is the all-in-one platform for AI-Powered Creativity — built for speed, privacy, and full uncensored control.

“ChatGPT represents today’s peak corporate tools—powerful, addictive, and centralized. But their reign is temporary. We’re approaching a shift toward distributed systems, where tools become truly useful, respectful, and human-centered. The corporate layer is on borrowed time—because centralized systems can’t indefinitely suppress the demand for autonomy, transparency, and collective empowerment. Decentralization isn’t just possible—it’s inevitable.”

— Reginald Lucien Watt

The SOGNI Token powers the Sogni Supernet, a decentralized AI creation network built to unlock sovereign creativity and fair compensation for artists, developers, and GPU providers.

• Creative AI meets DePIN: Sogni brings open-source AI to a purpose-build D network, removing cloud dependence and restoring artistic control to creators.

• Dual-token model: SOGNI (crypto utility + governance) and Spark Points (stable-value prepaid credits for greater Web2 adoption).

• Real demand: Over 100+ million renders on testnet with 900+ GPU workers powering over 360,000+ artists.

• A balance economy of Key Players: Artists and Creatives pay for fast, cheap, and parallel renders. Workers earn SOGNI by running inference jobs. Model creators are rewarded when their models are used.

Creative AI is booming—but centralized platforms control the pipeline.

Sogni changes that by offering:

• A decentralized AI rendering network powered by real users and real GPU nodes.

• Dual-tier rendering (fast/high-quality vs relaxed/bulk) to scale with user needs.

• Artist-owned storefronts, personalized AI model training, NFT minting, and encrypted provenance via .sogni files.

Market Potential:

• Midjourney & CivitAI each serve millions monthly.

• Seeking to acquire 100K monthly paid users, paying $10/month → a potential $12M annual revenue opportunity.

• Video, model training, and B2B services may grow to a potential $30M+ ARR.

Note on Market Estimates and Forward-Looking Information

The market size and growth figures shared here are estimates based on internal research and also publicly available information. These projections are intended to help illustrate the broader opportunity we’re addressing, and reflect our team’s current understanding of industry trends and potential.

However, as with all forward-looking statements, these estimates are not guarantees of future performance. The actual results for our company — and the market as a whole — may vary due to changes in consumer behavior, competition, regulation, and other factors outside our control.

We’re building with purpose and long-term vision, but investing in early-stage companies always carries risk. Please review the full offering details and disclosures before making an investment decision.

Fast Network Revenue Estimates (Paid Daily Renders)

Note on Estimates and Projections

The figures below are based on our internal estimates and assumptions to help illustrate our growth potential. These are not guarantees, and actual results may differ due to market shifts, execution, or external factors.

We’re sharing these to provide insight into our thinking and vision, but please view them as directional — not promises. Always review the full offering and disclosures before investing.

Sogni Supernet: A super fast, affordable GPU Network with a commited ecosystem and community.

At the intersection of artificial intelligence, blockchain, and decentralized GPU infrastructure lies Sogni Supernet—a specialized ecosystem engineered to power and democratize Creative AI at scale. Unlike traditional GPU cloud services, Sogni offers a blockchain-based network uniquely designed for Artists, Creatives, Builders, and GPU Owners, providing streamlined access to powerful AI-rendering infrastructure without compromising privacy or creative freedom.

SOGNI Token powers all economic activity in the Sogni Supernet:

• Rendering payments (direct or via Spark conversion)

• Staking for Worker participation and platform benefits

• Model creator royalties

• Artist storefront promotions

• NFT minting and advanced features

• Governance (proposal creation, voting, dispute resolution)

Universal Permissionless Creation

Sogni empowers creators with:

• 200+ open-source AI models (with real-time additions).

• Native Mac, iOS, and Web apps for real-time generation.

• Total creative privacy: prompts are never logged, data never sold.

• Real-time GPU rendering powered by decentralized contributors.

Unlike generic decentralized computing networks (Akash, Render, Aethir), Sogni is purpose-built for Creative AI. No subscriptions. No censorship. No gatekeepers.

Tokenomics Overview

The SOGNI Token is the economic engine of the Sogni Supernet — powering everything from GPU rendering rewards and creator royalties to governance and advanced product features. It is designed to align long-term value accrual with real network usage and community ownership.

Key Details

• Token Name: SOGNI

• Blockchain: Base (Ethereum L2)

• Total Supply: 10,000,000,000 SOGNI

• TGE: Q3 2025

• Token Type: ERC-20

• Dual-token model: SOGNI + Spark Points

SOGNI Token Utility

• Payments: Used to pay for Supernet jobs, model training, and premium features.

• Staking: Required to become a Worker and earn rewards, and unlock platform perks (e.g., discounted fees, queue priority).

• Governance: Token holders vote on proposals, platform parameters, and treasury usage.

• Model Royalties: Model creators earn SOGNI every time their model is used.

• NFT Integrations: SOGNI is used for minting, staking for storefronts, and unlocking premium NFT tools.

A new world of creative tools. Creativity just leveled up. Explore a growing galaxy of Supernet-powered tools.

Sogni Studio
A native AI Image and Video Generation Tool, bringing advanced features, industry-leading speed & limitless creativity with full privacy.

Sogni Pocket
A compact AI Image Generation tool packed with advanced features and built for creating AI art on-the-go.

Sogni Web
A suite of tools to empower your creative process, ensuring every creation reflects your unique vision and style.

The All-in-One Platform for AI Creators to Showcase, Grow, and Earn.

Creative Gallery:
Build your creative legacy with a Sogni public profile—spotlighting your art, films, and models in a dynamic, ever-evolving showcase.

Celebrate Your Creator Journey:
Earn badges that reflect your creative journey—recognizing milestones, skill mastery, and your contributions to the community. From Top Earner to Visionary Creator, your impact gets the spotlight it deserves.

Monetize Your Imagination:

Transform your ideas into income. Mint and sell NFTs, or bring your art to life with physical merchandise—shirts, stickers, and fine prints—crafted for a global audience.

The 3 Core Revenue Streams Powering Sogni Creative Economy.

Sogni’s multi-layered revenue model incentivizes participation from GPU providers, developers, artists, and token holders. Their business model revolves around utility-driven tokenomics, decentralized infrastructure (DePIN), and ecosystem incentives.

DePIN GPU Workers

Sogni Supernet aggregates underutilized GPUs from partners and individual contributors. Users pay in SOGNI tokens to access GPU power for AI rendering, model training, and app development.

• 51% goes to GPU Workers.

• 49% goes to the Platform.

• 1% rewards Creators of AI Models.

SOGNI Token

SOGNI is the primary token used in the Sogni Supernet. It powers transactions and rewards contributions to the network.

• Artists (End-Users): Pay SOGNI to render images; stake SOGNI for discounts, priority, and bonus rewards.

• Model Creators: Publish AI models; earn SOGNI fees every time their model is used.

• GPU Owners (Workers): Run render jobs; receive SOGNI tokens as payment for compute.

• Builders (SDK/API Users): Integrate Sogni into apps; pay SOGNI per request and earn ecosystem incentives.

• Token Holders & Governance: Stake SOGNI to vote on proposals and earn staking rewards; platform fees flow into the treasury for buy-backs, grants, and development.

• Spark Points (Fiat On-Ramp): Buy Spark Points with fiat, and converts to SOGNI to pay fees—simplifying access for non-crypto users.

Stable Subscriptions

Spark Points are stable-value utility credits for mainstream users:

• Pay for rendering with either Spark Points or SOGNI.

• One Spark Point = one base job*. The value stays stable.

• Recharge your creativity, instantly. Buy them right inside the Sogni apps with Apple Pay, credit cards, and other traditional methods.

• You can also earn Spark Points through onboarding tasks, daily boosts, and community quests.

• While ownership is recorded on-chain, Spark Points are not transferable between users and can only be spent through approved platform contracts.

* Base Job = SDXL Stable Diffusion Model at 20 steps.

As of March, 2025, Sogni Supernet has demonstrated remarkable traction: 366,760+ active users, 20+ minutes per average session.

Graph depicts Historical Growth of GPU Fast Workers on Sogni 

Leadership Experience from Web3 Giant CoinMarketCap, Animoca Brands, Disney, Adobe, and Kraken US.

Sogni’s founding team includes former C-suite executives and experienced advisors and team members from CoinMarketCap, Google, Disney, Adobe, and Kraken US. Together, they bring deep expertise in AI, Web3, media, and infrastructure—uniting to build a decentralized, creator-first future for AI.

Leadership

Mauvis Ledford (Co-Founder & CEO) - Former CTO of CoinMarketCap. After CMC, ran a successful Web3 consultancy for 5 years, helping scale platforms like DexTools, Aavegotchi, and Zignaly to 9-digit market caps and Coinbase listings. Previously served as a nascent technology researcher at the Bill & Melinda Gates Foundation, and spent a decade in Silicon Valley startups.

Mark Ledford (Co-Founder & CTO) - Former CIO of CoinMarketCap, instrumental in building Aavegotchi and other successful Web3 projects. Like his twin brother Mauvis, brings research experience from the Bill & Melinda Gates Foundation where they studied emerging technologies including AI and blockchain.

Alejandro Ramos (Co-Founder & CPO) - Founder of Sogni 1.0. Former Head of iOS at CoinMarketCap, single-handedly built CMC's iOS app that remains in use today. Brings extensive experience in creating intuitive user experiences and mobile applications.

Cecilia Tan (COO) – Former Risk and Regulatory Advisory Solution Lead at EY SG Financial Services, where she provided strategic consulting on technology risk in the Transformative Age. With over 12 years of experience at EY, PwC, and NCS Group, she has navigated complex regulatory landscapes and managed disruptive technologies. At Sogni AI, she drives operational excellence and long-term strategy.

Team

• 12 full-time members.

• 3 dedicated marketing specialists. 

• 2 specialized blockchain developers. 

• Multiple technical leads with 20+ years individual experience.

The team's combined experience spans high-traffic Web3 platforms, decentralized computing infrastructure, and AI systems, positioning Sogni to deliver on its vision of democratizing creative AI while maintaining privacy and performance standards.

Advisors

• Tal Cohen - Former CEO of Kraken US, bringing extensive cryptocurrency exchange and regulatory expertise 

• Allen Day - Head of Web3 at Google, providing strategic guidance on blockchain infrastructure and scalability 

• Paul Sebastien - Former President of Real Vision, Raoul Pal's macro economic media platform, ex-Microsoft exec

Republic Advisory* - strategic advisory firm specializing in fundraising, growth strategy, and capital markets, helping startups and innovative companies scale effectively. *Any reference to Republic Advisory’s involvement pertains solely to general strategic advice. All fundraising and financial decisions are made solely by the company.

Built Different: Real Products. Real Users. Real Utility.

Unlike most crypto projects that raise funds on a pitch deck or MVP, Sogni has shipped a full ecosystem of products — already live, adopted, and refined:

• Sogni Supernet: Decentralized inference network powering Creative AI — live and running.

• Sogni Studio for macOS: The flagship creative tool for artists and workers.

• Sogni Pocket (iOS): Mobile app for casual and on-the-go creation.

• Sogni Web: Zero-install browser version for instant creativity.

• Sogni SDK & SuperApps: A growing set of tools and integrations including Photobooth, Sticker Bots, NFT Creator, and more.

By the numbers:

• 100M+ images rendered

• 360,000+ users

• 900+ GPUs connected

• Over 80,000+ App Store downloads

• Near-instant and batch rendering at scale

• Ready to support B2B, creator, and enterprise use cases today

This isn’t a speculative token on future promises — SOGNI fuels a real economy already in motion. Tokenomics aren’t hypothetical; they’re already being validated on testnet and ready to scale on mainnet.

Product Ecosystem

• Sogni Studio Pro (macOS) – Advanced AI art suite

• Sogni Pocket (iOS) – AI art on the go

• Sogni Web – Browser-based creative tool

• Supernet SDK – Let any dev build generative AI apps powered by the network

• Photobooth, Sticker Bots, NFT Creator, and more

Over 80,000 downloads across mobile and desktop. GPU owners earn by running jobs via Fast Worker NFTs or local Mac idle time.

Sogni Studio Pro

Sogni Studio Pro is a macOS-native app designed to seamlessly integrate into your creative workflow, offering a comprehensive set of tools to fully control your creative process. Every creation becomes a true reflection of your unique vision and style. With advanced features, lightning-fast performance, and total privacy, your work remains entirely yours—always.

Sogni Pocket

Sogni Pocket brings professional creative AI tools to your iOS device, offering a seamless, feature-packed experience for crafting stunning visuals wherever inspiration strikes.

Sogni Web

Sogni Web provides a suite of tools to empower your creative process, ensuring every creation reflects your unique vision and style. With advanced features, category-defining speed, and complete privacy, your work remains entirely your own.

Photo Booth

Photo Booth is an AI-powered tool that transforms user photos into stylized portraits using advanced style transfer techniques. Accessible via web browsers, it allows users to upload or capture photos and apply various artistic styles to create unique images.

Sogni Supernet stands out with blazing fast image generation (6 images in under 5 seconds), with support for up to 512 simultaneous output.

At our standardized rate of $0.005 per render, this translates to $5,000 in revenue per million renders. Projecting forward, achieving one million renders daily would yield approximately $1.82M in annualized revenue from core image generation services alone.

CivitAI, a comparable platform in our sector, processes approximately 600 million on-site generations annually. Achieving equivalent scale through Sogni Supernet would generate approximately $3M in annual revenue  from image rendering alone. The incorporation of long-form video rendering and LoRA training services—capabilities most subscription-based platforms cannot structurally support—positions us to capture additional market segments with significantly higher revenue potential.

Sogni Supernet Differentiators:

• Supernet Fast: 6 images in under 5 seconds

• Up to 512 simultaneous generations

• Dual-tier pricing for budget-conscious or speed-hungry creators

• Forever free local rendering with Sogni Studio & Sogni Pocket

Below are calculated revenue estimates of the Sogni Supernet network, paid daily render account.

Fast Network Revenue Estimates (Estimated Paid Daily Renders)

Growth Vectors and Expanded Service Offerings

Our revenue potential expands substantially with the introduction of:

Video Rendering Services: Converting 30 frames per second of video equates to 30 individual image renders, creating a multiplicative effect on throughput and revenue potential.

Custom Model Training: Proprietary LoRA training services add high-value offerings to our ecosystem.

Together, these advanced services could amplify our baseline revenue by a factor of 10-30x, representing a potential market opportunity, given enough time in the market to yield annual revenue of $10-30M or more.

Generative AI Market: Projected  $1.3 Trillion Market by 2032.

The global Artificial Intelligence (AI) market is set for exponential growth, driven by advances in Large Language Models (LLMs), multi-modal systems, and AI agents. Grand View Research projects the AI market will surpass $600 billion by 2028, while Bloomberg Intelligence estimates it could reach $1.3 trillion in the 2030s. A critical sub-sector emerging within AI focuses on security, compliance, and governance, addressing regulatory and enterprise risk concerns.

• Emerging Industry can Grow at a Compound Annual Growth Rate (CAGR) of 42% Over the Next 10 Years2

• Poised to represent 10-12% of total tech spending2

• AI isn’t a passing trend—it’s a tectonic shift, reshaping hardware, software, and services globally.

Ref 1: “Grand View Research projects the AI market will surpass $600 billion by 2028” https://www.grandviewresearch.com/industry-analysis/artificial-intelligence-ai-market

Ref 2: “Generative AI to Become a $1.3 Trillion Market by 2032, Research Finds” https://www.bloomberg.com/company/press/generative-ai-to-become-a-1-3-trillion-market-by-2032-research-finds/

Competitive Advantage

Unlike conventional providers such as Midjourney that operate on fixed subscription models with standardized processing speeds, Sogni Supernet offers:

• Dual-tier rendering options combining both ultra-fast processing and cost-efficient bulk rendering (see Dual-Tier Architecture section);

• Unlimited rendering capacity without monthly subscription constraints;

• The market's only platform capable of accommodating variable-length video rendering without artificial limitations;

• Unmatched AI model personalization with minimal data requirements to rapidly and efficiently tailor renders to specific user needs (See LoRA section)

An easy-to-use SDK and API for app/dapp developers to access fast, parallel inference (see Developer-Friendly Ecosystem section).

Market Comparables (As at 31 March 2025 - Historical CoinMarketCap Data) 

Note: Io.net’s market cap is based on CoinMarketCap data as of end-Q1 2025 (circa $108 million)messari.io. Using its max supply of 800 million IO (per CMC) to estimate FDVcoinmarketcap.com, the fully diluted valuation was roughly $640 million in March 2025.

While others compete in decentralized GPU infrastructure, Sogni Supernet sets itself apart through:

Specialized Focus: Unlike general computing platforms (Akash, Io.net), Sogni is purpose-built for creative AI, delivering optimized performance and ease-of-use for this specific use case (See Model Library section).

User Experience: Our applications (Sogni Studio, Sogni Pocket, Sogni Web) provide intuitive interfaces specifically designed for artists, not developers.

Parallelization Capability: Our architecture enables up to 512 simultaneous image generations, a capability not matched by any existing platforms in the Web2 or Web3 space with video and model training coming soon.

Dual Token Economics: The $SOGNI/SPARK system bridges Web2 and Web3 users, creating broader market access than crypto-only competitors.

Sogni’s vision revolves around five transformative pillars that redefine the Creative AI landscape.

Unmatched Creative Freedom
Build the most privacy-centric environment for AI-powered art — no surveillance, no filters, no gatekeepers.

Unrivaled Speed and Parallelization
Deliver industry-leading batch rendering and fast inference by maximizing parallel GPU workloads — unlocking Jevons’ paradox where efficiency fuels demand.

Joyful Products
Create intuitive, pro-level experiences across macOS, iOS, and Web. Every Sogni product is built for creators — not developers.

Seamless Integration
Power an open ecosystem with SDKs and APIs that abstract away infrastructure so developers can focus on building — not maintaining AI backends.

Sustainable Economics
Incentivize long-term network health through balanced compensation across all participants — from artists and GPU workers to model creators and token holders.

Sogni has raised a cumulative $2.3 million across multiple rounds

Sogni has successfully completed its Seed Round with backing from leading Web3 investors and infrastructure partners.

Raise Highlights

• $2.3M+ raised at $30M valuation

• Seed round completed: Comma3 Ventures and Republic Ventures* as co-leads, Contango Digital, Oyster Ventures, ARC Singapore, DEXT Force Ventures, Nosana, Formless Capital, Gecko Ventures (CoinGecko), IBC Group (Mario Nawfal).

*Republic Ventures is a separate and independent entity with Opendeal broker LLC (Republic's Broker-dealer)

Use of Funds:

• Scale Supernet GPU infrastructure

• Expand creator tools and storefront features

• Launch Android, Windows, and enterprise SDKs

Strategic Partners:

• CoinMarketCap: selected for CMC’s exclusive Accelerator Program

• Nosana: decentralized CI/CD and GPU marketplace infrastructure

• Salad: partner for tapping into idle consumer GPUs at scale.

• CoinGecko: partner and supporter of early-stage growth initiatives

Also Backed by:

• NVIDIA Inception Program

• Advisors: former Kraken US CEO, Google Web3 Head

Investor Takeaway:

• Pre-validated valuation with real user traction

• Backed by both capital and compute-focused strategic players

• Funded roadmap aligned to measurable milestones

Investor Documents:

• Whitepaper (whitepaper.sogni.ai)

Sogni is more than just AI art platform—it’s an entire ecosystem designed to liberate creativity and reward participation. 

By aligning GPU providers, Artists, & Model Trainers under one robust, privacy-oriented network, we’re redefining what’s possible in the world of generative AI. As we move toward the Mainnet Launch, we invite all visionaries—be they creators, developers, or entrepreneurs—to join in shaping the next era of AI-driven art.