AltStreet
SEC filing record
Primary Source · SEC.gov

OurCrowd (Investment in Clipfort - II) L.P.

Single-Deal SPV2015 vintage506(c), 3(c)(1)

Raised

$885K

Investors

29

Min Invest

$10,000

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AltStreet Analysis

·

Generated from EDGAR primary sources

OurCrowd (Investment in Clipfort - II) L.P. is a single-deal special purpose vehicle formed to channel investor capital into the portfolio company Clipfort, filed by OurCrowd's fund management entities (Jonathan Medved, Steven Blumgart, Jay Kalish, Robert Citron as executive officers/directors). The filing reports $885K raised from 29 investors with a $10K minimum investment, under combined Rule 506(c) and Section 3(c)(1) exemptions. This appears to be an OurCrowd-sponsored vehicle, though no parent platform record has yet been matched in this database.

This is a small single-company venture SPV typical of equity crowdfunding platforms that pool retail-accessible capital ($10K minimum) into individual deals, a structure distinct from larger diversified private funds. The simultaneous use of 506(c) (permits general solicitation) and 3(c)(1) (limits the fund to 100 beneficial owners, exempting it from Investment Company Act registration) is a standard pairing for this type of publicly-marketed, privately-placed vehicle rather than an unusual combination.

Data Flags

First Sale DateFirst sale date is not disclosed despite $885K already reported as sold; for a sub-$100M original filing this is a data completeness gap rather than an expected omission.
State of IncorporationEntity is organized in the British Virgin Islands, an offshore domicile, while raising capital from US-based investors — indicates a cross-border fund structure.
ExemptionFiling claims both Rule 506(c) and Section 3(c)(1) simultaneously; this is a common pairing for publicly-marketed single-deal SPVs and is noted here as a platform-style convention rather than a filing irregularity.

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0001632911
Entity NameOurCrowd (Investment in Clipfort - II) L.P.
ExemptionRule 506(c), Section 3(c), Section 3(c)(1)
What the exemption meansRule 506(c) of Regulation D: the issuer may advertise the offering publicly, but every purchaser must be a verified accredited investor. Section 3(c) of the Investment Company Act of 1940: the issuer is a pooled investment vehicle relying on an exclusion from registration as an investment company. Section 3(c)(1) of the Investment Company Act: the fund is excluded from investment-company registration because it has no more than 100 beneficial owners.
Entity TypeLimited Partnership
Jurisdiction of OrganizationVirgin Islands, British
Year Organized2015
Issuer Address14 Rabbi Akiva Street, Jerusalem, L3 9102301
Phone972-2-636-9300
Industry / Fund TypePooled Investment Fund · Venture Capital Fund
Investment Company ActExcluded under Section 3(c)(1) (100 beneficial owners or fewer)
Securities TypeEquity, Pooled Investment Fund
First Sale Date—
Filing DateFebruary 12, 2015
Accession Number0001632911-15-000001
Total Offering Amount$1,045,500
Total Amount Sold$885,000
Amount Remaining$160,500
Total Investors29
Non-Accredited InvestorsNone
Minimum Investment$10,000
Offering DurationOne year or less
Sales Commissions$0
Finders' Fees$0
Revenue RangeNo Revenues
State (Issuer Address)L3
Amendment CountOriginal filing only

Filings on Record

Every filing AltStreet's ledger holds for this CIK, newest first. Each opens the SEC archive folder.

DFebruary 12, 2015

Related Persons (Form D)

Executive officers, directors, and promoters listed on the SEC Form D filing. Source: SEC.gov.

Jonathan Medved

Executive Officer, Director · Jerusalem, L3

Steven Blumgart

Executive Officer, Director · Jerusalem, L3

Jay Kalish

Executive Officer · Jerusalem, L3

Robert Citron

Executive Officer · Jerusalem, L3

Questions About OurCrowd (Investment in Clipfort - II) L.P.

Each answer is built from the values on the SEC filing and the AltStreet ledger, not from the issuer's marketing.

What is OurCrowd (Investment in Clipfort - II) L.P.?

OurCrowd (Investment in Clipfort - II) L.P. is a Virgin Islands, British limited partnership organized in 2015 that filed a Form D with the SEC on February 12, 2015 as a venture capital fund. The filing claims Rule 506(c), Section 3(c), Section 3(c)(1) for an offering of equity and pooled investment fund interests.

Is OurCrowd (Investment in Clipfort - II) L.P. legit?

AltStreet does not rate legitimacy; it reports the public record. OurCrowd (Investment in Clipfort - II) L.P. filed a Form D with the SEC on February 12, 2015 claiming Rule 506(c), Section 3(c), Section 3(c)(1). A Form D is a notice of an exempt offering, not a review or approval of it. The newest notice reports $885,000 sold to 29 investors. AltStreet's enforcement record (SEC, FINRA and state actions) shows no action naming the issuer as of today. Before investing, confirm the filing on EDGAR, check the seller's registration on FINRA BrokerCheck, and read the offering documents, which a Form D does not include.

Is OurCrowd (Investment in Clipfort - II) L.P. registered with or approved by the SEC?

No. A Form D is a notice that an issuer is selling securities under an exemption from registration, and the SEC does not review, approve, or pass on the merits of the offering. The filing shows that OurCrowd (Investment in Clipfort - II) L.P. claimed Rule 506(c), Section 3(c), Section 3(c)(1) and disclosed the items the form requires, such as the amount sold, the minimum investment, related persons, and anyone paid to sell the securities. It does not verify the issuer's claims or its business.

How much has OurCrowd (Investment in Clipfort - II) L.P. raised?

OurCrowd (Investment in Clipfort - II) L.P. reported $885,000 sold from 29 investors of a $1,045,500 total offering as of the Form D filed February 12, 2015.

Who can invest in OurCrowd (Investment in Clipfort - II) L.P.?

The offering relies on Rule 506(c), so the issuer may advertise it but may sell only to investors it has verified as accredited. Because the fund also relies on Section 3(c)(1), it may have no more than 100 beneficial owners. The filing reports no non-accredited investors. The minimum investment accepted from an outside investor is $10,000.

What is the minimum investment in OurCrowd (Investment in Clipfort - II) L.P.?

The Form D lists $10,000 as the minimum investment accepted from any outside investor as of February 12, 2015. Issuers can waive their own minimums, and the figure does not include fees.

Who is selling OurCrowd (Investment in Clipfort - II) L.P. and how are they paid?

The Form D names no recipient of sales compensation, which usually means the issuer or its affiliates are placing the securities directly. Sales commissions are reported as $0 and finders' fees as $0. Form D allows these to be estimates.

Who is behind OurCrowd (Investment in Clipfort - II) L.P.?

The Form D lists 4 related persons: Jonathan Medved, executive officer, director (Mr. Medved is the Managing Partner of the General Partner, OurCrowd International GP, LP); Steven Blumgart, executive officer, director (Mr. Blumgart is Managing Partner of the General Partner); Jay Kalish, executive officer (Mr. Kalish is Partner and General Counsel of the General Partner); Robert Citron, executive officer (Mr. Citron is CFO of the General Partner). Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is OurCrowd (Investment in Clipfort - II) L.P. located?

The issuer's address on its SEC filings is 14 Rabbi Akiva Street, Jerusalem, L3 9102301. Its phone number of record is 972-2-636-9300. It is organized under the laws of Virgin Islands, British.

How long is the OurCrowd (Investment in Clipfort - II) L.P. offering open?

The issuer indicated that the offering is not intended to last more than one year. An issuer must amend its Form D annually while a continuing offering stays open, and no amendment is on record yet.

How large is OurCrowd (Investment in Clipfort - II) L.P.?

The Form D reports a revenue range of No Revenues.

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Data Methodology

Capital raise figures, investor counts, and filing dates are sourced directly from SEC EDGAR Form D primary documents via the SEC EDGAR submissions API and full-text search index. EDGAR entity profiles and deal-level data are reviewed by AltStreet analysts with backgrounds in corporate finance and securities law — cross-referenced against offering circulars, audited financial statements, and primary regulatory filings before publication. Platform-provided information, where present, is clearly labeled and does not affect EDGAR data or AltStreet editorial coverage. Platforms may request factual corrections for demonstrable inaccuracies by contacting [email protected]. This page does not constitute investment advice.