How To Invest In Privately Held Companies


How Private Equity Works

Stocks, Bonds & Investments : How to Invest in a Privately Held Company

Lets say you invest $1 million through a private equity firm . The private equity firm would put your money in a private equity fund along with money from other investors and invest the pool of money in various private equity instruments, such as buyouts or venture capital .

In addition to meeting the minimum investment requirements of private equity funds, youll also need to be an accredited investor, meaning your net worth alone or combined with a spouse is over $1 million or your annual income was higher than $200,000 in each of the last two years.

» Looking for accredited investor opportunities? Learn how to become an angel investor

Restrictions On Share Transfer

Some articles of incorporation may contain restrictions on share transfers, for all share transfers or for specific cases. So if you want to transfer shares to someone else, read carefully the articles of incorporation and by-laws, or consult a securities lawyer. They will help you and clarify what restrictions, if any, you need to obey.

Consult a Securities Lawyer

In order to issue shares in a private company, you need to follow the rules and regulations of the associated law. If you fail to comply with corporate and securities law regarding issuing or transferring shares, you may be charged and/or penalized. To avoid this, consult our consult our securities lawyer and get timely professional advice.

What About Private Equity Firms

A private equity firm is an investment management company that provides private equity investments . It makes investments in the private equity of startups or operating companies through a variety of loosely affiliated strategies including leveraged buyout, venture capital, and growth capital.

Sometimes, a private equity firm sells its investment in a company to another financial sponsor or private equity firm. However, unlike private investment in a company, you can not outrightly invest in private equity firms.

To directly invest in private equity, you need to work with a private equity firm. These firms have their investment minimums, areas of expertise, fundraising schedules, and exit strategies. So, ensure you research the target company before joining.

If after the research, you go ahead to invest, you can get the following benefits:

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Deploying Significant Capital Into Privately Held Companies And Funds With High Growth Potential

Established in 1995, our $20.7 billion well diversified and high performing global portfolio contains privately-held companies through both direct investments and funds. Our activities are driven by our sector focus we invest in the industrial, healthcare, financial and business services, technology, and consumer/retail sectors.

In 2022, we opened our first international office for private equity in New York City. Having a team in the largest global investment hub enables BCI to foster new relationships while generating additional opportunities to invest capital through our direct and fund investment programs.


State Ownership Vs Private Ownership Vs Cooperative Ownership

An Easy Way to Invest in Privately Held Companies

Private ownership of productive assets differs from state ownership or collective ownership . This usage is often found in former Eastern bloc countries to differentiate from former state-owned enterprises, but it may be used anywhere when contrasting to a state-owned or a collectively owned company.

In the United States, the term privately held company is more often used to describe for-profit enterprises whose shares are not traded on the stock market.

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What To Watch Out For After You Invest In Private Companies

Investing in private companies is a long-term endeavor. Most people who buy shares in private businesses do so with the hope that the company will eventually go public. If a business goes through an IPO, you can easily sell your shares on the stock market. Ideally, going public means that the business is doing well and that its stock price will be higher than it was when you bought shares.

Dont forget that selling your shares will result in a capital gain or loss, which could mean paying taxes.

While you wait for the company to go public, keep an eye on its performance, but try not to stress yourself out by tracking the company on a daily basis.

The Risks Of Private Market Investing

As with public investments, there are no guarantees of success. However, this is even more of a concern in the case of private market investing, because so little is published about companies in question. It can be extremely difficult for the average retail investor to do the necessary due diligence.

Exacerbating this concern is the fact that so many small companies fail.

Private equity tends to favor tech, pharmaceuticals, and biotech, all of which have sizable investment requirements as well as the potential to generate huge returns.

However, these are also among the riskiest fields in which to invest. A lackluster management team, an unreceptive marketplace, or unanticipated competition can render an emerging enterprise impotent. On average, just two of every 12 such concerns produce significant returns for investors.

There is also the decided lack of liquidity of these investments. Small companies, especially startups, can take a while to produce returns. Most private equity investors resign themselves to a four-to-seven period during which they see no return at all. This means that finding someone to buy you out can be a difficult undertaking. Meanwhile, traditional public asset classes such as stocks, mutual funds and exchange-traded funds can be bought and sold quite readily.

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How To Buy Stocks Of Privately Owned Companies

Private stocks aren’t just for fat cats anymore.

Until recently, private stocks were for the rich only. However, the marketplace is changing and becoming more democratic. When all the changes are in place, the Average Joe and Jane will be able to buy private stocks with little fuss. In the meantime, youll have to jump through some pretty high hoops to get your hands on these investments.

What Is A Private Company

How to Invest in Private Companies

Just as the name implies, a privately held company is privately owned. Control of the business is owned by individuals or other companies, usually through private shares of stocks. In addition, financial information does not have to be disclosed to the general public.

When compared to a publicly held company, the setup is entirely different. Shares of public companies can be bought and sold in the public stock exchange through common shares.

Financial information is readily available and regulated by the SEC . This government agency heavily monitors publicly traded companies and imposes several accounting and reporting practices regulations.

When most people think about big-name companies globally, generally public ones like Apple or AT& T come to mind. But surprisingly, less than 1 percent of the 27 million businesses in the U.S. are publicly traded on major exchanges. That means the vast major of companies is privately held, away from Wall Streets reach.

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What Is Private Market Investing

Simply put, private market investing refers to investments made in the equity or debt of companies that are not listed on a stock exchange. In other words, these are companies that have not gone public. This form of investing helps increase the value of a company, which gives an investor the opportunity to realize outstanding gains from a trade sale, buyout, recapitalization, or IPO.

Access to these opportunities for individual investors has traditionally been rather limited. In the past, one had to meet the criteria of an accredited investor before being allowed to take on the risk that investing in private markets entails.

However, introduction of the SECs Regulation A has opened the door for people who dont fall into that category. In fact, individual investors can now take advantage of these opportunities with a platform such as Yieldstreets alternative investment strategies.

How To Invest In Private Companies And Small Businesses

While not all private companies are small businesses and vice versa, they have similar investing processes. Regardless of its size, it needs to prove that it has the growth potential required to sell shares to shareholders.

In both cases, you need to invest in the company directly. That means that instead of purchasing stock on a stock exchange, you deal with the private business itself.

Private companies and small businesses each offer unique advantages over public company investments. You get to create a relationship with the business owners, and you have more say in the companys inner workings. For example, you get to help decide who gets elected to the board of directors for that business, and you may even join the board yourself.

Regardless of whether you decide to invest in a small business or a larger private company, the process of choosing the right company remains the same.

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Most Company Control: Private Company

When a public company sells shares on the public market, investors who buy those shares get a small amount of ownership in the company. That means that a public company becomes accountable to its shareholders.

This can take a very direct form. Shareholders may have voting rights , which allows them to influence the direction of a company that way. Its not always quite as direct, though. Not all shareholders have voting rights .

Make no mistake, though: a public corporation still needs to please its shareholders. Otherwise, a shareholder might try to dump company stock, lowering the companys overall valuation and making it harder to sell stock in the future. Put simply, most investors dont want to buy into a struggling company.

For that reason, public companies always need to have their shareholders in mind, which can seriously affect the direction the company takes. It often leads to an emphasis on short-term profit rather than long-term strategy.

A private company, on the other hand, retains more control over its direction. Yes, it will still be accountable to the handful of investors that have private equity in the company. But since those investors are often decision-makers within the company anyway, it allows the company to self-govern more effectively.

The Private Equity Sweet Spot

An Easy Way to Invest in Privately Held Companies

Clearly, buying to sell cant be an all-purpose strategy for public companies to adopt. It doesnt make sense when an acquired business will benefit from important synergies with the buyers existing portfolio of businesses. It certainly isnt the way for a company to profit from an acquisition whose main appeal is its prospects for long-term organic growth.

However, as private equity firms have shown, the strategy is ideally suited when, in order to realize a onetime, short- to medium-term value-creation opportunity, buyers must take outright ownership and control. Such an opportunity most often arises when a business hasnt been aggressively managed and so is underperforming. It can also be found with businesses that are undervalued because their potential isnt readily apparent. In those cases, once the changes necessary to achieve the uplift in value have been madeusually over a period of two to six yearsit makes sense for the owner to sell the business and move on to new opportunities.

How Private Equity Works: A Primer

To clarify how fundamental the buy-to-sell approach is to private equitys success, its worth reviewing the basics of private equity ownership.

With large buyouts, private equity funds typically charge investors a fee of about 1.5% to 2% of assets under management, plus, subject to achieving a minimum rate of return for investors, 20% of all fund profits. Fund profits are mostly realized via capital gains on the sale of portfolio businesses.

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Examples Of A Privately Held Company

There are many more privately held companies than public companies in existence. While extremely large businesses tend to become publicly traded at some point , there are many well-known private companies.

Well-known private companies include:

  • Deloitte
  • C. Johnson
  • Ernst & Young
  • PricewaterhouseCoopers

What Is The Best Way To Invest In Private Companies

For everyday investors, the best way to invest in private companies is likely through a crowdfunding site. These sites handle many difficult parts of the process and vet opportunities before making them available to investors. This streamlined process makes investing in private companies much easier.

The Balance does not provide tax, investment, or financial services and advice. The information is being presented without consideration of the investment objectives, risk tolerance, or financial circumstances of any specific investor and might not be suitable for all investors. Past performance is not indicative of future results. Investing involves risk including the possible loss of principal.

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Why Invest In Private Markets

Simply put, the potential for reward is greater.

Investing in private markets affords investors the opportunity to realize a premium for the lack of liquidity they agree to take on. In other words, because private markets tie up an investors money for longer periods of time, they can often offer a higher return. Moreover, there exists a much wider variety of investment opportunities in private markets than in public. As we noted previously, the number and ways of private market investing are increasing, even while the number of public market offerings are on the decline.

Another reason to invest in private markets is diversification1. Spreading capital over a wide variety of investment options that encompass a broader representation of the economy is healthier for an investment portfolio. To this end, the private market can provide size diversification. Public market investments tend to lock investors into larger companies, while private companies are usually smaller.

And again, private market investments have outperformed public assets considerably. Over the past 15 years, private equity has marked 14% annualized returns, while the S& P 500 posted 9.3%, the Russell 3000 returned 10%, and MSCI World delivered 7.2%.

Private Equity In The 1980s

How to Invest in Private Equity (Startups & Private Companies)

In January 1982, former United States Secretary of the TreasuryWilliam E. Simon and a group of investors acquired Gibson Greetings, a producer of greeting cards, for $80 million, of which only $1 million was rumored to have been contributed by the investors. By mid-1983, just sixteen months after the original deal, Gibson completed a $290 million IPO and Simon made approximately $66 million.

The success of the Gibson Greetings investment attracted the attention of the wider media to the nascent boom in leveraged buyouts. Between 1979 and 1989, it was estimated that there were over 2,000 leveraged buyouts valued in excess of $250 million.

Drexel reached an agreement with the government in which it pleaded nolo contendere to six felonies â three counts of stock parking and three counts of stock manipulation. It also agreed to pay a fine of $650 million â at the time, the largest fine ever levied under securities laws. Milken left the firm after his own indictment in March 1989. On 13 February 1990 after being advised by United States Secretary of the Treasury Nicholas F. Brady, the U.S. Securities and Exchange Commission , the New York Stock Exchange and the Federal Reserve, Drexel Burnham Lambert officially filed for Chapter 11 bankruptcy protection.

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Can You Issue Shares In A Private Company

Private companies have restrictions in terms of transferring/selling shares, and typically have a limited number of shareholders. A private company that wants to issue shares needs to satisfy one of these two requirements:

  • To provide a prospectus, or
  • To be exempted as a private issuer

A prospectus is a legal document which is a long and generally expensive to create. A prospectus is a core disclosure document that includes details about your company, finances, the business plan, and investment that is offered for sale.It has to be reviewed and accepted by at least one securities commission. When shares are issued with these terms, it is referred as initial public offering.

What is the main challenge with providing a prospectus?

Most startup companies dont have time and money to issue it.

Who doesnt need a prospectus?

Accredited investors can invest in a company via prospectus exemption these include:

  • Individuals with financial assets worth more than one million
  • Businesses with net asset of 5 million dollars minimum.
  • Pension funds, government and financial institutions.

Accessing The Private Market

Until recently, the private market was solely the domain of high net worth investors. After all, these people could more readily absorb losses when they occurred and have the connections to make deals happen before they reach the public. However, the other side of this is that mainstream investors have long been denied the opportunity to benefit from the growth potential of well-run private businesses.

Regulation A gives companies the ability to raise as much as $75 million in equity investment from the public and remain exempt from registering the offering. This has created opportunities such as equity crowdfunding, which can increase investment options for regular people who have traditionally been limited to products such as public bonds, stocks and savings accounts.

Offerings such as the Yieldstreet Prism Fund seek to generate income by investing across private asset classes such as Art, Commercial, Consumer, Legal, Real Estate, and Corporate. Its diverse2 specialty finance holdings are sourced from private market opportunities that have been historically off-limits to retail investors. However, retail investors can now access those elusive asset classes in a single investment as low as $500.

Alternative investments should only be part of your overall investment portfolio. Further, the alternative investment portion of your portfolio should include a balanced portfolio of different alternative investments.

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Origins Of The Leveraged Buyout

The first leveraged buyout may have been the purchase by McLean Industries, Inc. of Pan-Atlantic Steamship Company in January 1955 and Waterman Steamship Corporation in May 1955 Under the terms of that transaction, McLean borrowed $42 million and raised an additional $7 million through an issue of preferred stock. When the deal closed, $20 million of Waterman cash and assets were used to retire $20 million of the loan debt. Lewis Cullman’s acquisition of Orkin Exterminating Company in 1964 is often cited as the first leveraged buyout. Similar to the approach employed in the McLean transaction, the use of publicly traded holding companies as investment vehicles to acquire portfolios of investments in corporate assets was a relatively new trend in the 1960s popularized by the likes of Warren Buffett and Victor Posner and later adopted by Nelson Peltz , Saul Steinberg and Gerry Schwartz . These investment vehicles would utilize a number of the same tactics and target the same type of companies as more traditional leveraged buyouts and in many ways could be considered a forerunner of the later private-equity firms. In fact it is Posner who is often credited with coining the term “leveraged buyout” or “LBO”.


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