SPVs (Special Purpose Vehicles)

Click here to start onboarding!
• Tell us more about the fund or SPV you want to set up on our platform and when you aim to close this deal and we will reach out for the next steps.
• Please sign our Services after completing the Build process in order for us to get started on your deal.
• Provide us the investment agreement and other relevant documents.

Formation: We set up the SPV entity and bank account.
Simple SPV documents: We provide simple SPV document templates that we have built internally and leverage industry best practices.
‍Compliance: We assist with deal compliance with our exempt reporting advisor product.
‍Investor onboarding: We provide investor onboarding with a super fast standardized process.
‍Deal closing: We assist with wire to the portfolio company.
Cap table management: We calculate each investor's interest in the private fund and provide them with an easy to use dashboard to manage their interests.
‍Regulatory filings: We submit Reg D to FINRA and Blue Sky State Filings for each private fund.
‍Accounting & Tax: We assist with calculation of management fees, carry fees and distributions along with annual K1 filings.
‍Distribution: We assist with distributing capital to investors in the private fund upon liquidity event.

Simple, straightforward pricing:
$8,000 for standard SPVs (one time payment - for up to 10 years)
‍
Payment is due upon the SPV raises 10x the setup cost
‍
+$2,000 for adviser as a service (one time payment)
+$2,000 for custom requirements (e.g. Secondary SPV, SPV into SPV, SPV into a Fund)
‍
High Volume Partnership: at least 5 SPVs in 12 months - we setup a Master Series LLC  in DE with a name of your choice (no extra cost to use your own brand on the Cap Table)
‍
The set up costs are deducted pro-rata from the investors in the SPV.

The general process for SPV liquidation:

Upon portfolio company liquidity event, SPV is liquidated and cash paid out to investors assuming there is no lockup period.

Reasoning
• The generally accepted fairest approach to SPV liquidity is for the fund manager to distribute cash to investors upon soonest liquidity event.
If the investor would like to rebuy, the investor can choose to buy back on the public market.
• The nature of an SPV is a single purpose transaction and a way for investors to direct capital into a single investment. If an investor wants to give more discretion upon liquidity events, a fund structure generally is more aligned with fund manager discretion.

Portfolio Company Existence
• Check existence of Portfolio Company with applicable Secretary of State;
• Obtain a certificate of good standing or similar document;
• Review of press coverage on the Portfolio Company, including by reviewing Portfolio Company’s website and social media; and
• Research on Portfolio Company’s main team members (CEO and other C-level officers), including by reviewing LinkedIn profiles and other online sources.

‍Market Research on Portfolio Company and Investment Opportunity Analysis
• Overview of the industry and competitors of the Portfolio Company;
• Assess Portfolio Company’s weaknesses and strengths in comparison to its industry peers;
• Assess main risk factors pertaining to the Portfolio Company’s business and the underlying investment;
• Upon completion of market research, perform a final analysis on the investment opportunity, assessing the potential upside and downside risk in view of the investment objectives of the Fund/SPV.

‍Commercial Terms Review of Legal Documents
• Commercial terms review of legal documents presented by the Portfolio Company (e.g. SAFE, convertible note, stock purchase agreement);
• Identify and analyze key commercial terms proposed by Portfolio Company, such as valuation metrics, conversion mechanisms and rights of equity holders;
• Identify any terms that may be materially detrimental to the interest of investors / equity holders.