INSIGHTS. ACCESS. ADVANTAGE
Pre-IPO Investing: The Ultimate Guide
by TSG INVEST
Disclaimer: This guide is for informational purposes only and does not constitute an offer to sell, a solicitation of an offer to buy, or a recommendation of any security or investment strategy. Pre-IPO investments involve substantial risk, including the potential loss of your entire investment. Past performance is not indicative of future results.
What is Pre-IPO Investing?
The VC-backed secondaries market (commonly referred to “pre-IPO”) — the buying and selling of shares in private companies before they pursue an initial public offering — has emerged as one of the most compelling and fastest-growing areas of alternative investing.
Over the past decade, the market for pre-IPO investments has expanded dramatically. Private companies are staying private longer, employees and early investors are seeking liquidity well before a public listing, and a growing ecosystem of funds, platforms, and brokers has emerged to facilitate these transactions. The forces behind this growth are structural and durable, as outlined in the following section.
As with any fast-growing market, the pre-IPO space has attracted a wide range of participants — from highly sophisticated, institutional-caliber fund managers to less experienced operators. For investors, this means the quality of available opportunities, the range of business models, and the professionalism of the firms behind them can vary significantly. The purpose of this guide is to provide a clear, educational overview of the key factors every investor should understand before committing capital in this space.
At TSG Invest, we have built our platform around rigorous due diligence, as detailed in our Venture 50, and a selective approach to the opportunities we pursue— choosing to allocate capital to a focused set of high-conviction opportunities across a broad and often crowded market. This guide reflects that philosophy. Our goal is to help you become a more informed participant in the pre-IPO market, regardless of which firm or platform you ultimately choose to work with.
A NOTE ON TERMINOLOGY: “pre-IPO” is the industry-standard label for this market, but the term may lead to confusion. Not every private company will ultimately pursue an initial public offering. Some may be acquired, remain private indefinitely, or pursue other liquidity paths. The term is best understood as describing a stage of company maturity — not as a guarantee of any particular outcome.
Why Pre-IPO Investing Became Popular
The pre-IPO market has grown dramatically over the past decade, driven by a fundamental shift in how companies approach the public markets.
Put simply: companies are staying private longer, and they are in no rush to go public.
The numbers illustrate the trend clearly. The average age of companies at IPO has climbed to 13 years since founding as of 2025, up from a median of 10 years in 2018. Companies that do eventually list publicly are at-times doing so at significantly higher revenues—precisely because they have had the runway to mature in the private markets for longer. For investors, this means that much of a company’s highest-growth phase may now occur while it is still private, out of reach of traditional public market participants.
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Why Companies Prefer to Stay Private
There are compelling strategic reasons for a company to delay or avoid a public listing:
- Public company reporting obligations, analyst scrutiny, and quarterly earnings pressure create friction that many growth-stage companies may prefer to avoid. Remaining private eliminates the short-term performance cycle that can conflict with long-term strategic priorities.
- Private status allows founders and early backers to maintain board seats, governance control, and cultural autonomy without the influence of public shareholders or activist investors.
- Without the obligation to report quarterly results, private companies can invest aggressively in growth, make bold product decisions, and operate on longer time horizons.
The Regulatory Framework That Made It Possible
The ability of companies to stay private at scale is not just a preference—it is a regulatory reality enabled by the JOBS Act of 2012.
Before the JOBS Act, any private company with more than 500 shareholders was required to register with the SEC and begin public-company-level reporting. Many fast-growing startups were at risk of accidentally crossing this threshold as they issued stock options to employees and raised multiple venture rounds. The JOBS Act raised this limit to 2,000 holders of record, giving companies significantly more room to grow their shareholder base while remaining private.
The mechanics work as follows: the SEC requires a private company to register and begin full Exchange Act reporting if it has both more than $10 million in total assets AND more than 2,000 holders of record. Once triggered, the company must file a Form 10-12G and comply with annual (10-K), quarterly (10-Q), and periodic (8-K) reporting requirements, proxy rules under Section 14, and insider transaction reporting under Section 16. This is a substantial compliance burden that most private companies want to avoid.
The Employee Equity Carve-Out
Critically, the JOBS Act also created an important exemption: employees who receive equity through a formal, SEC-exempt compensation plan do not count toward the 2,000 holder-of-record threshold. This means a company can have hundreds of employees holding vested stock options without triggering the registration requirement—as long as the equity was granted under a properly structured plan.
This carve-out has had a significant downstream effect on the secondary market. Employees at late-stage private companies accumulate substantial vested equity over time, but have no way to realize that value until the company undergoes an IPO or acquisition—which, as noted above, now takes 13 or more years on average. Pre-IPO platforms, brokers, and SPVs have stepped in to fill this gap, offering meaningful liquidity to employees and early investors without requiring a public listing.
Why This Matters for pre-IPO Investors
The combination of these factors—companies staying private longer, the expanded shareholder threshold, and the growing pool of employee-held equity seeking liquidity—has significantly contributed to the modern pre-IPO secondary market.
For a late-stage private company, the shareholder count is not a trivial administrative detail. Consider the typical cap table which includes founders, early angels, seed investors, multiple rounds of venture investors (Series A through E or beyond), hundreds of employees with vested options, and secondary market buyers who have purchased shares from early shareholders. Keeping an accurate, real-time count of holders of record across years of activity is genuinely complex, and a miscounted cap table could inadvertently trigger SEC registration requirements . This is one reason professional cap table management platforms have become essential infrastructure for late-stage private companies.
It is also why companies actively manage who appears on their cap table through transfer approvals and rights of first refusal. A company may prefer to have a single fund purchase $10 million in shares—representing one holder of record—rather than 100 individual investors each buying $100,000, which would add 100 holders. This dynamic is exactly why companies like SpaceX and Stripe have historically exercised control over secondary transactions, approving or rejecting buyers to manage cap table complexity.
For investors, the practical takeaway is that the pre-IPO market exists because of structural forces that may be unlikely to reverse. Companies have strong incentives to stay private, employees need liquidity, and the regulatory framework supports both. This creates a durable and growing opportunity set for accredited investors who understand the landscape and partner with experienced partners to access it.
Why Pre-IPO Secondary Investing?
With so much of a company’s growth now occurring before it reaches the public markets, pre-IPO investing has become an increasingly relevant part of a diversified alternative investment strategy. For accredited investors, the pre-IPO market may offer a differentiated risk-return profile compared to both public equities and traditional venture capital.
Several characteristics distinguish pre-IPO secondary investing from other approaches to private market exposure:
- Later-stage entry points: Unlike Seed or Series A investing, where you are backing an unproven concept, pre-IPO investments target companies that may have more established revenue, proven products, and identifiable paths toward liquidity. This does not eliminate risk, but it does allow investors to evaluate a substantially more developed business.
- A potentially compressed timeline to liquidity: Early-stage venture investments may require a decade or more before a liquidity event materializes — if one occurs at all. pre-IPO investments in late-stage companies may offer a shorter expected holding period, though this is never guaranteed and timelines can extend well beyond initial estimates.
- Access to category-defining companies: Many of the most consequential companies in artificial intelligence, robotics, defense technology, fintech, and other frontier sectors remain private. The pre-IPO market is one of the few avenues through which individual accredited investors can gain exposure to these growth trajectories before a public listing.
It is equally important to understand the risks. pre-IPO investments are illiquid by nature. Company information is far more limited than what is available in public markets. Valuations can vary substantially from one firm or platform to another, and there is no guarantee of an IPO, acquisition, or any other liquidity event. This asset class is appropriate only for investors who fully understand these dynamics and can tolerate the possibility of a complete loss of their investment.
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How to Invest in Pre-IPO Companies
The pre-IPO market offers several avenues for accredited investors to invest in pre-IPO companies. Each channel has distinct characteristics in terms of accessibility, minimum investment thresholds, and the type of ownership interest acquired.
Understanding these differences is an important part of determining which approach aligns with your investment goals.
Traditional Brokers
Traditional brokerage firms act as intermediaries in the pre-IPO market, connecting investors either to selling shareholders offering direct shares or to SPVs that hold economic interest in private companies. Brokers can be valuable for sourcing deals, but access through this channel can be limited. Many high-demand private companies may be selective about who they allow on their cap table — for the regulatory and administrative reasons outlined in the previous section — which can make certain opportunities harder to access through a traditional broker relationship.
Private Secondary Marketplaces
Private secondary marketplaces have significantly broadened access to the pre-IPO market for individual accredited investors. These platforms connect buyers directly with sellers — often employees or early investors looking for liquidity — and also provide access to pooled investment vehicles offering economic interest in pre-IPO companies.
Investment Funds and SPVs
For many investors, the most practical path to pre-IPO exposure may be through a pooled investment vehicle — commonly structured as a Special Purpose Vehicle, or SPV. An SPV is an entity created for the sole purpose of acquiring and holding an interest in a single private company, then offering that economic interest to accredited investors. This structure may allow investors to participate at lower minimums than would typically be required for a direct share purchase, while the fund manager handles the complexity of acquisition, ongoing administration, and tax reporting on behalf of investors. SPVs are becoming the dominant structure in pre-IPO investing, now accounting for roughly 40% – 50% of all secondary market transactions.
Tender Offers
Tender offers involve purchasing stock directly from existing shareholders, often initiated or facilitated by the company itself. These can be attractive opportunities because they are typically conducted at company-approved valuations. However, tender offers are selective by design — for private companies, there is no requirement that the offer be extended to all shareholders. Companies typically set eligibility criteria that may limit participation by share class, vesting status, employment status, or holding period, and may cap the number of shares any individual seller can tender. Tender offers are also generally accessible only to major institutional investors or existing shareholders, and they are available for limited windows of time — typically a minimum of 20 business days — making them a point-in-time opportunity rather than a persistent access channel.
While access to pre-IPO investments has become increasingly democratized, availability remains dynamic. The supply of shares or SPV interests in any given company can shift from week to week — or even day to day — depending on actual seller supply and the level of investor demand. High-demand companies tend to carry higher investment minimums and may be more difficult for individual investors to access directly, both because of limited supply and because these companies actively manage their cap tables to control the number of holders of record. This supply-demand dynamic is a primary driver behind the rapid growth of SPV-based investing, which may offer a scalable way for individual investors to access companies that might otherwise be out of reach
Beyond access, there are several additional factors every pre-IPO investor should keep in mind:
- Time Horizon: While many companies are marketed as “pre-IPO,” that label does not guarantee the company is close to going public — or that it will go public at all. A reasonable baseline expectation might be that a late-stage private company could approach a liquidity event within five years, but this is a general benchmark, not a rule. Investors should be prepared for the possibility that timelines extend well beyond initial estimates, and should only commit capital they can afford to have illiquid for an extended period.
- Lockup Periods: Following an IPO, many private company shares are subject to a lockup period — typically between 90 and 180 days — during which shareholders are restricted from selling. This means that even after a successful public listing, there is an additional window before investors can realize liquidity. Increasingly, issuers are getting creative with lockup design, replacing the single expiration date with staggered, milestone-based release schedules. SpaceX’s 2026 IPO is a leading example, where rather than one 180-day cliff, the company staggered its lockup across multiple expirations over the year following the IPO, including an early tranche unlocking after its first earnings report and an additional tranche released only if the stock trades at least 30% above its IPO price, with the final expirations extending more than a year out — into the period following its Q2 2027 results. Structures like this are designed to smooth insider selling and reduce volatility, but for pre-IPO shareholders they mean liquidity may arrive in tranches — and on conditions — rather than on a single calendar date. The IPO process and its implications for pre-IPO shareholders are outlined in greater detail in a subsequent section.
- Valuations: Valuations for pre-IPO companies, particularly in the secondary market, can vary substantially across platforms, brokers, and funds. One marketplace may quote a price that differs significantly from another, and fund managers apply their own internal valuations — or “marks” — which may diverge further still. Mutual funds that hold private company positions are required to classify these investments as Level 3 assets under fair value accounting standards, reflecting the inherent difficulty of pricing illiquid securities. The degree of valuation dispersion can be significant: the well-documented gap between Fidelity’s and Baron Capital’s respective marks on X (formerly Twitter) following Elon Musk’s 2022 acquisition is a notable example. The private market remains fundamentally more opaque than the public market, and investors should expect — and account for — meaningful valuation variability when evaluating pre-IPO opportunities.
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Pre-IPO Investment Structures: Direct Shares vs. SPVs
When investing in pre-IPO companies, there are two primary structures available to investors: acquiring shares directly or gaining economic exposure through a pooled investment vehicle, commonly known as a Special Purpose Vehicle, or SPV. Understanding the differences between these structures — and the key considerations within each — is essential to making informed investment decisions.
Direct Share Ownership
Purchasing shares directly from a selling shareholder is the most straightforward path to pre-IPO exposure. Direct ownership gives you control over your position and a direct line to the underlying equity. However, this route is not always available. Many high-demand private companies restrict access to their cap table, and direct share transactions often carry higher minimum investment requirements — particularly for the most sought-after names in the market. These constraints are a primary reason SPVs have become the dominant structure in pre-IPO investing.
SPV Investments
A Special Purpose Vehicle is an entity created to acquire and hold an interest in a single private company, then offer that economic interest to accredited investors. By pooling capital, SPVs allow investors to access pre-IPO companies at potentially lower minimums than would be required for a direct purchase. The fund manager handles the complexity of acquisition, administration, and tax reporting on behalf of investors. The trade-off is that you do not hold direct ownership in the company’s shares — instead, you own membership interest in the fund, which in turn holds the underlying position.
SPVs are becoming the most common structure in the pre-IPO market, and there are several important characteristics investors should understand before committing capital.
- SPV Layering: Not all SPVs provide the same proximity to the underlying shares. If an SPV (or its affiliate) acquires shares in the portfolio company directly, the investor is one layer removed from the underlying equity — commonly referred to as a “single-layer” SPV. However, SPVs may also gain their exposure not by purchasing shares directly, but by investing in another SPV that holds the shares. In this case, the investor is two layers removed from the underlying equity — a “double-layer” structure. Triple-layer structures and beyond also exist. Each additional layer can introduce additional complexity and distance from the actual ownership of shares, so it is worth understanding exactly how the SPV you are investing in has structured its access to the portfolio company. Investing in a double-layered or multi-layered SPV is not inherently a negative — many reputable funds operate this way to access high-demand companies. However, understanding the structure matters, particularly when it comes to expenses. For example, if the SPV you invest in has itself invested in another SPV, that underlying vehicle may carry its own carried interest or operational costs. The key question is whether those additional expenses are absorbed by the fund manager or passed through to investors — a detail that should be clearly disclosed.
- The SPV Investment Process: Investors in a pre-IPO SPV will typically be provided with three core documents: an Operating Agreement, a Private Placement Memorandum (PPM), and a Subscription Agreement. The PPM is the most comprehensive of these — a detailed document outlining the SPV’s structure, its managers’ business model, the terms and conditions of the investment, risk factors, and other disclosures. While PPMs can run well over 100 pages, investors should read it through. To formalize an investment, the investor completes the Subscription Agreement to “subscribe” to the SPV. Once accepted, the fund manager or its administrator provides countersigned documentation or a separate confirmation of ownership. While each SPV has its own unique structure, these three documents remain the standard across the industry.
- Business Models: SPV business models vary widely. Common revenue structures include markups on the acquisition price, management fees, carried interest, broker fees, and other charges. The specifics of how a given SPV generates revenue and compensates its managers will be outlined.
- Fund Expenses: Operating an SPV involves real costs — including financial reporting, software, administration, legal, and in some cases external fund audits. Depending on the SPV’s structure, some or all of these expenses may be passed through to investors. The PPM will detail how expenses are allocated and who bears the cost.
- Investor Reporting: A well-managed SPV should provide investors with periodic updates on the status of the portfolio company and the fund itself. Reporting cadences vary — some SPVs report annually, while others provide semi-annual or quarterly updates. The frequency and quality of investor communications can be a useful indicator of a fund manager’s professionalism and commitment to transparency.
The pre-IPO SPV market is large and growing, with a wide range of operators, business models, and levels of professionalism. Each SPV has its own unique structure, business model, documentation, and reporting practices. Investors should approach each opportunity with independent due diligence — reading the PPM thoroughly, understanding the layering structure, evaluating the business and expense model, and assessing the fund manager’s communication practices.
How Do Pre-IPO Investors Realize Returns?
Like any equity investment, the fundamental premise of pre-IPO investing is straightforward: you invest at one price with the expectation of eventually selling at a higher one. The key difference from public market investing is liquidity. Pre-IPO securities are illiquid — they cannot be readily bought or sold the way publicly traded stocks can. In most cases, you will need to wait for the portfolio company to undergo a “liquidity event,” meaning an event that enables the majority of shareholders to convert their holdings into cash or tradable securities.
There are several common paths through which a private company may provide liquidity to its shareholders. The exit events outlined below are what are generally considered “full liquidity events” — meaning they create an opportunity for all or substantially all shareholders to sell their positions if they choose to do so. This is distinct from partial liquidity mechanisms such as tender offers or general secondary market sales, where participation is typically limited to select shareholders based on eligibility criteria set by the company or the buyer, and not all holders may have the opportunity to sell:
- Traditional IPO: In a traditional initial public offering, the company issues new shares to the public for the first time, typically with the support of investment banks that help set the offering price, market the deal through a roadshow, and underwrite the transaction. A traditional IPO generally offers strong price support, broad institutional marketing, and the ability to raise significant new capital. The trade-offs include a longer and more expensive process, greater dependence on market conditions and bank coordination, and a lockup period — typically 90 to 180 days — during which existing shareholders are restricted from selling.
- Direct Listing: In a direct listing, the company begins trading on a public exchange by allowing existing shareholders to sell their shares directly to the market, usually without issuing new shares or engaging traditional underwriters. This approach tends to be less expensive for the issuing company and produces more market-driven pricing, with no IPO lockup and no dilution from newly issued shares. However, direct listings offer less price stabilization support, typically do not raise primary capital (unless a hybrid structure is used), and lack the marketing weight of a well-known underwriting syndicate. For these reasons, direct listings are generally most viable for well-capitalized companies with strong existing brand recognition.
- SPAC Merger: A Special Purpose Acquisition Company, or SPAC, is a publicly traded shell entity that raises capital through its own IPO with the sole purpose of merging with a private company, thereby taking it public. For the target company, a SPAC merger can offer a faster path to the public markets, greater flexibility in negotiating valuation terms, and more certainty of execution compared to a traditional IPO. The disadvantages include potential dilution from the SPAC sponsor’s equity stake and warrants, a higher incidence of post-merger price declines, and reputational considerations associated with the SPAC structure — particularly following a period of market skepticism toward SPAC deals.
- Merger or Acquisition: A private company may also provide liquidity through a merger with or acquisition by another entity. In these scenarios, shareholders may receive cash, stock in the acquiring company, or a combination of both. The merger of xAI and SpaceX is one example of how a merger can create a liquidity path for existing investors outside of a traditional public offering.
- No Liquidity Event: It is equally important to acknowledge that not every pre-IPO investment will result in a liquidity event. A company may remain private indefinitely, or in more adverse circumstances, may cease operations entirely. Despite investing in companies at a more mature stage of their lifecycle, pre-IPO investing carries the real possibility of a total loss of capital. Investors should only allocate funds they can afford to have illiquid for an extended and potentially indefinite period.
Final Thoughts
The pre-IPO market represents a meaningful opportunity for accredited investors to participate in the growth trajectories of some of the most innovative private companies in the world. It also requires a level of diligence, patience, and selectivity that goes well beyond what most public market investing demands. Understanding the structures, risks, business models, and operating dynamics outlined in this guide is an essential first step — but choosing the right partner to navigate this market with is equally important.
At TSG Invest, every opportunity we offer to investors has been through our rigorous, multi-layered due diligence process. We do not simply aggregate available deals — we selectively evaluate countless potential opportunities and invest only in what we believe to be those that meet our standards for company quality, valuation integrity, and return potential.
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Enter TSG Vault to view current fund offerings, pricing data, and connect with an advisor.
frequently asked questions
What is Pre-IPO Investing?
Pre-IPO investing refers to buying shares in private companies before they pursue a public offering or other liquidity event. Over the past decade, this market has expanded dramatically — private companies are staying private longer, and a growing ecosystem of funds, platforms, and brokers has emerged to facilitate these transactions. The term “pre-IPO” is industry-standard but worth understanding clearly: it describes a stage of company maturity, not a guarantee that a company will ever go public. Some companies are acquired, others remain private indefinitely, and others pursue alternative liquidity paths. The opportunity is real, but so is the complexity — and the quality of firms and opportunities in this space varies significantly.
How Do You Buy Pre-IPO Stock?
There are several ways to buy pre-IPO stock, depending on your investment goals and the level of access you’re looking for. Accredited investors can purchase pre-IPO shares through private secondary marketplaces, traditional brokers, or by investing in a Special Purpose Vehicle (SPV) — a pooled fund structured to hold a position in a single private company. Some investors buy pre-IPO shares directly from selling shareholders such as employees or early investors, while others gain economic exposure through an SPV (usually at a lower minimum investment). The right approach depends on the company, your capital, and how much direct ownership matters to you. For a detailed breakdown of each channel, see our section on How to Invest in Pre-IPO Companies above.
How Do You Invest in Private Companies Before They Go Public?
An accredited investor is an individual or entity that meets specific financial thresholds established by the SEC, qualifying them to participate in certain private investment offerings. For individuals, the current thresholds are a net worth exceeding $1 million (excluding primary residence), or annual income of at least $200,000 (or $300,000 jointly with a spouse) in each of the two most recent years. Certain professional credentials — including Series 7, 65, or 82 licenses — qualify as well.
Can You Sell Pre-IPO Shares Before a Liquidity Event?
Pre-IPO shares are illiquid by nature, and selling them before a company undergoes an IPO, acquisition, or other liquidity event can be difficult. In some cases, investors may be able to sell their position through a private secondary marketplace or negotiate a private transfer — but both options are subject to company transfer restrictions, rights of first refusal, and the availability of willing buyers. SPV investors face additional constraints, as their position is a membership interest in the fund rather than a direct share that can be independently transferred. Investors should approach every pre-IPO investment with the expectation that their capital may be locked up for years, and should only commit funds they can afford to have illiquid for an extended period.
What Is a Pre-IPO Marketplace?
A pre-IPO marketplace is a private platform that connects buyers and sellers of shares in private companies that have not yet gone public. These marketplaces facilitate secondary transactions — typically between accredited investors and selling shareholders such as employees or early venture backers seeking liquidity. Some marketplaces also offer access to SPV-based investment vehicles. Pre-IPO marketplaces have significantly broadened access to the private secondary market over the past decade, though availability of shares in any given company can shift based on actual seller supply and investor demand. Each platform operates under its own business model, minimum investment requirements, and compliance framework.
What Is the Best Pre-IPO Investment Platform?
The best pre-IPO investment platform depends on what you’re looking for — and there is no single answer. It is important to note that pricing and valuations for pre-IPO companies can deviate considerably from platform to platform, broker to broker, and fund to fund based on supply, demand, and other criteria. Some platforms function as open marketplaces connecting individual buyers and sellers, while others operate as fund managers that structure and manage SPVs on behalf of investors. Key factors to evaluate include the platform’s fee and expense structure, the depth of its due diligence process, the transparency and frequency of investor reporting, whether the platform is a registered broker-dealer or investment adviser, and the types of companies available on the platform. Investors should also pay attention to SPV layering — whether the platform acquires shares directly or invests through intermediary vehicles — and whether operational costs are absorbed by the manager or passed through to investors. At TSG Invest, we take a selective, research-driven approach through our Venture 50 — evaluating a broad market of private companies and investing only in those that meet our standards for company quality, valuation integrity, and return potential.
Do I need to be an accredited investor to access pre-IPO investments through TSG?
Yes. Pre-IPO and private placement investments offered through TSG Capital Advisors and TSG’s pooled investment vehicles are available to accredited investors only. This is a regulatory requirement for private securities offerings, not a firm preference. If you are unsure of your accreditation status, we are happy to walk you through the criteria during a consultation.
What is an accredited investor?
An accredited investor is an individual or entity that meets specific financial thresholds established by the SEC, qualifying them to participate in certain private investment offerings. For individuals, the current thresholds are a net worth exceeding $1 million (excluding primary residence), or annual income of at least $200,000 (or $300,000 jointly with a spouse) in each of the two most recent years. Certain professional credentials — including Series 7, 65, or 82 licenses — qualify as well.
What Is an SPV in Pre-IPO Investing?
A Special Purpose Vehicle (SPV) is an entity created for the sole purpose of acquiring and holding an interest in a single private company, then offering that economic interest to accredited investors. By pooling capital from multiple investors, SPVs make it possible to access pre-IPO companies at usually lower minimums than a direct share purchase would typically require. The fund manager handles the complexity of acquisition, ongoing administration, and tax reporting. SPVs have become the dominant structure in pre-IPO investing, now accounting for more than half of all secondary market transactions. Investors should pay close attention to an SPV’s layering structure, business model, and whether the vehicle acquires shares directly or through an intermediary fund.
Can I invest in individual pre-IPO companies or only through funds?
Both options may be available depending on the opportunity. TSG Capital Advisors may facilitate direct private placements in individual companies for accredited investors where shares are available. TSG’s fund vehicles may provide diversified exposure across a portfolio of private companies or economic interest to single companies
The information presented in this guide is published by The Spaventa Group LLC and its affiliates, including TSG Alpha Partners LLC, a registered investment adviser with the U.S. Securities and Exchange Commission, and TSG Capital Advisors LLC, a broker-dealer registered with the Financial Industry Regulatory Authority (FINRA) and a member of SIPC. Registration with the SEC or FINRA does not imply a certain level of skill or training.
This content is provided for educational and informational purposes only. Nothing contained herein constitutes an offer to sell or a solicitation of an offer to buy any security, nor does it constitute investment advice, tax advice, legal advice, or a recommendation regarding any particular investment, strategy, or course of action. All investment decisions should be made based on an investor’s own due diligence and consultation with qualified legal, tax, and financial professionals.
Investing in pre-IPO securities and private company shares involves a high degree of risk and is suitable only for investors who can bear the loss of their entire investment. These securities are illiquid, may have no public market, and are subject to significant transfer restrictions. Valuations referenced herein are estimates based on available market data and do not guarantee the price at which shares may ultimately be purchased or sold. Past performance of any company, fund, or investment strategy is not indicative of future results.
Certain information contained in this guide may constitute forward-looking statements. These statements involve known and unknown risks, uncertainties, and other factors that may cause actual results to differ materially from those expressed or implied. TSG Invest and its affiliates make no representation or warranty, express or implied, regarding the accuracy, completeness, or reliability of any information provided.
Securities offered through TSG Capital Advisors LLC. Advisory services offered through TSG Alpha Partners LLC. TSG Invest is a trade name of The Spaventa Group LLC. Check the background of firms and investment professionals on FINRA’s BrokerCheck (brokercheck.finra.org).