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Fund Secondary Transactions
On-site classroom - London
What is it?
Invest Europe's Fund Secondary Transactions course aims to help private equity and venture capital investors and fund managers to get better acquainted with the process and legal documentation of a secondary transaction from the point of view of the secondary buyer, the secondary seller and the GP.
The following aspects will be covered:
Overview / Economics
- Overview of secondary market
- Types of secondary transactions (single fund interest sale, portfolio sale, GP-led transactions, secondary directs)
- Motivations of sellers and buyers
- Role of fund managers in secondary transactions
Overview of Process and Legal Documentation
- Legal Due Diligence: Transfer restrictions in Fund LPAs
- Typical auction process and closing mechanics
- Overview of typical documentation of secondary transactions (other than SPAs and transfer agreements)
- Transfer Agreements: Typical hot topics in negotiations
Sale and Purchase Agreement
- Overview
- Purchase price clauses
- Case Study: Typical hot topics in negotiations
GP-led Transactions
- Overview
- Types of Transactions
- Case Study: Key Considerations
Why should you attend?
Secondary transactions in private equity is a relatively new sub-area of the asset class which developed within a few years from obscurity to a USD 40 billion sub-asset class, indicating the maturity of private equity and addressing its main structural problem: illiquidity. Knowing one’s options to sell or buy on the secondary market is a valuable asset to buyers and sellers alike and broadens the GPs’ scope of liquidity solutions.
Who should attend?
Secondary buyers, including secondary fund-of-funds, primary fund-of-funds and other institutional investors who are taking an opportunistic approach (i.e. buy secondary interests when the opportunity arises, e.g. buying fund interests in a fund in which they are already invested if some of the other investors want to sell).
Secondary sellers, including everyone who is invested in private equity funds and may decide to sell fund interests as a matter of portfolio reallocation.
Fund managers as they have to manage the transfer process, have to learn to defend their brand and build a new relationship with potential new investors. Increasingly, fund managers actively turn to secondaries to use fund restructurings, staples and other GP-led transactions as a tool to provide liquidity solutions for tail-end portfolios and build momentum for the next fundraising.
Advisors and other professional service providers (including administrators, financial advisors and placement agents, lawyers etc.), who are involved in secondary transactions.
Online delivery
To accommodate our members, Invest Europe has decided to hold the 2021 editions of this course as online training. The online course edition is being designed with the same key elements that are valued by our course participants – excellent content and speakers, and interactive group discussions. The updated course structure and format will accommodate online delivery, with shorter sessions and ample audience engagement.
Travers Smith LLP
10 Snow Hill
London EC1A 2AL
United Kingdom
The following topics will be discussed:
Overview and economics
- Overview of the secondary market (numbers)
- Overview of secondary transactions (single fund interest sale, portfolio sale, GP-led transactions, secondary directs)
- Pricing of secondaries
- Motivations of sellers and buyers
- Role of fund managers in secondary transactions
Overview of Process and Legal Documentation
- Legal Due Diligence: Transfer restrictions in Fund LPAs
- Typical auction process and closing mechanics
- Overview of typical documentation of secondary transactions (other than SPAs and transfer agreements)
- Transfer Agreements: Typical hot topics in negotiations
Sale and Purchase Agreement
- Overview and purchase price clauses & typical hot topics
- Tax issues (withholding, payment obligation & US tax issues)
GP-led Transactions
- Overview and typical transaction structures
- Case Study on GP-led transactions
To view the speaker profiles, please click here
Accommodation information will be available as we get closer to the event.
Course Fee (excluding accommodation)
Invest Europe Members: €800
Non-members: €1140
The above prices include all material relating to this course.
Payment
Participants are requested to pay by cheque, banker's draft, bank transfer or credit card in EURO as shown on the Application Form. Applications sent after 10 February 2022 should be paid by credit card.
Bank transfers: should be made net of bank charges and commission to the following bank: ING Avenue Marnix 24, B-1000 Brussels
International bank transfer account number: IBAN BE33 3300 5785 0046 SWIFT/BIC: BBRUBE BB
Domestic bank transfer account number: 330-0578500-46
A copy of the bank transfer should be sent together with the application form. To avoid any confusion, participants are requested to indicate clearly their names and addresses on transfer orders and cheques. Confirmation of registration for fees and practical information will be sent after receipt of the application form and payment. For late registrations (see above), we require payment via a credit card.
Cancellation
Cancellations can only be accepted if received (in writing) by 10 February 2022. Fees (less 20% administrative charges) will then be refunded. After this date, delegates will be liable for the full fee.
In case of cancellation, a substitution between members of the same company is still possible at any time.
The working language of the course will be English.
To register for Invest Europe's Fund Secondary Transactions course, the candidate should submit the application form and proof of payment. Invest Europe maintains the right to refuse the registration if it is not accompanied by all the supporting documents.
Due to the high demand for Invest Europe Training courses, priority is given to Invest Europe's members. Registrations will be handled on a first-come-first-served basis. Any registration received after 10 February 2022 should mention a credit card number for the payment of course fees.