Closed-end Interval Funds: A Vehicle for Owning Late-Stage Private Equity Businesses
Featuring Kevin Moss
Managing Director
Liberty Street Advisors, Inc.
March 2, 2022
The Private Shares Fund, advised by Liberty Street Advisors, invests in late-stage innovation-driven private equity companies that have the potential to not only disrupt the market but may also improve the productivity in our daily lives. The Fund is a closed-end interval fund that offers individuals, family offices, and institutions an efficient way to invest in private businesses.
Kevin Moss, Managing Director of Liberty Street Advisors, and portfolio manager of The Private Shares Fund, recently answered questions about what closed-end interval funds are, which investors may be interested in allocating a portion of their portfolios to the category, and his management team’s role in creating the closed-end interval asset class.
Q: Kevin, let’s start with the basics, can you explain closed-end interval funds?
A closed-end interval fund is a publicly registered SEC 40-Act fund that allows investors to purchase less liquid securities. Investors can buy several interval funds every day like an open-end mutual fund but can only redeem shares quarterly. Typically, the interval structure allows for up to 5% of net assets to be redeemed each quarter.
The SEC first authorized the creation of interval funds in 1992, mainly as a way of allowing closed-end funds to continuously issue shares that could be purchased and redeemed at NAV.
For their first twenty years, growth in the category was slow, but interest began to pick up after the 2008-2009 recession. According to Interval Fund Tracker, total assets under management in the category grew from approximately $10 billion in 2010 to more than $45 billion across 73 strategies as of November 2021.
Q: How did you go about creating and launching this Fund?
While at my prior firm, SP Investment Management, we started thinking about creating a new fund in 2011. The process of coming up with a structure and the SEC registration process took more than two years. The SharesPost 100 Fund was launched in March 2014. In December 2021, Liberty Street Advisors, Inc. became the advisor to the Fund, and we subsequently changed the name to the Private Shares Fund. The Fund’s entire investment team became employees of Liberty Street.
At my prior firm, we had been getting many requests from financial advisors about how non-accredited investors could access private equity investing. We also noticed that companies were staying private longer because much of the returns that used to be achieved in public equity markets were now being achieved while these companies were still private, and investors may have been missing out on significant growth opportunities.
In addition, advisors told us they wanted to provide a liquidity feature to rebalance client portfolios, and to give clients relief when, for example, buying a house or sending kids to college. By contrast, advisors could put clients into a traditional private equity portfolio, but these often come with eight- or 10-year lockups, higher investment minimums and performance fees.
The interval fund structure not only could democratize access to this asset class beyond accredited investors, but it also provided a liquidity feature, the regulatory protection provided by the Investment Company Act, and lower overall expenses than what one might see in traditional private equity funds.
Q: What are the differences between closed-end interval funds and private equity funds for buying and selling shares, legal structure, and target market?
Closed-end interval funds have quarterly, and in some case, monthly redemption policies. While investors in open-end funds can redeem shares at any time, interval funds typically limit the repurchase of shares to once quarterly. Also, they’re not obligated to fulfill all redemption requests. The limited redemption process gives interval fund portfolio managers greater flexibility to keep assets invested in less-liquid opportunities with longer timeframes that may generate outsized returns.
Also, investors who buy traditional private equity funds must review and sign pounds of paperwork—they may include a Private Placement Memorandum (PPM), subscription agreement, term sheet, investor suitability questionnaire, and more.
CLOSED-END INTERVAL FUNDS VS OPEN-END AND PRIVATE EQUITY FUNDS
|
Closed-end Interval Funds |
Open-end |
Private Equity
|
|
| INVESTOR ACCESS | |||
| Access to illiquid private investments |
High | Low | High |
| Continuously issues new shares |
Yes | Yes | No |
| When investors can purchase shares |
Daily | Daily | Upon Closing or fund raising schedule |
| When investors can sell/redeem shares |
Limited, usually quarterly |
Daily | Typically no built-in mechanism |
| Investment minimums | As low as $2,500 | As low as $1,000 or less |
Typically $250,000 or more |
| INVESTOR PLATFORM | |||
| SEC 40-Act fund | Yes | Yes | No |
| Legal documents required for purchase |
Prospectus | Prospectus | PPM |
| Tax filings | 1099 | 1099 | K-1 |
| Performance fees | No | No | Yes |
| Transparency | Must disclose holdings quarterly | Must disclosure holdings monthly | Not required to disclose holdings |
| Target market | Broad market | Broad market | Long-term investors |
Q: Let’s say you’re a financial advisor. You’ve got a book of business that contains sophisticated investors who don’t currently have a private equity allocation as part of their portfolio. How should you discuss an allocation to private equity in today’s bearish market?
Remember that the closed-end fund interval structure allows portfolio managers, advisors, and clients to buy into an alternative asset class—late-stage private equity in the case of The Private Shares Fund.
One reason advisors should consider private equity for their toolkit is the long-term historical performance of the category, which of course cannot be guaranteed, and can have had a wide dispersion of returns. Investing in closed-end interval funds also requires a willingness to sacrifice immediate access to invested capital in exchange for potential excess returns, which is why they may be more suitable for risk-tolerant investors who are willing to stick with them over the long run.
For The Private Shares Fund, it also gives investors the potential to invest in long-term “unicorns”. While many interval funds pursue opportunities across different industries, some focus on specific sectors. The Private Shares Fund invests primarily in late-stage private growth companies in the high-tech and technology enabled sectors. Many of these unicorns—high potential growth private companies often with established product lines and client basis, varying levels of profitability and valuations of $1 billion or more and have established product lines and client bases. As potential future merger or acquisition or Initial Public Offering (IPO) candidates, these companies may have the more mature fundamentals than many smaller public companies.
If you look at the stability of The Private Shares Fund’s net asset value since its launch in 2014, the standard deviation is about a quarter of the public indices. The primary reason is we’re not trading in a public forum, and we’re not trading on daily supply and demand.
Q: Can we drill down to a specific private company or two…what companies would you like to highlight, and why did you invest in them?
We really like the private space economy—we’re looking at companies that are participating in the space “space”. The space economy may be immensely disruptive. Hence SpaceX, which we have had in our portfolio. SpaceX is Elon Musk’s private company with the idea of making space travel affordable to both individuals and companies. The firm is also establishing a network of satellites that would allow for high speed internet access to be available anywhere in the world. This part of their business is called Starlink.
We have also liked Axiom Space, which is the destination or infrastructure play that’s building an international space station (ISS). Unlike other firms, Axiom Space has a contract with NASA to attach onto the existing ISS and allow them to build out their new international space stations. If you have reusable rocket ships, you need a space station destination. Right now, there’s only one international space station. And few companies are trying to build private a space station.
Ax-1, the first mission of Axiom Space, is currently set to launch to the ISS in March 2022.
An additional area that we have invested in is cybersecurity. Governments, companies, and individuals unfortunately have increasingly needed to protect themselves against people trying to hack into their systems. And every time somebody hacks into a system, you fix it and then they find a hack for the fix.
The Fund’s portfolio is also spread across businesses in the education technology, digital health, and enterprise software sectors, among others.Q: How large is the market for U.S-based businesses that focus on innovation and disruption? Are non-U.S. investors able to participate in private equity investing?
We are partnering with a Switzerland-based global asset management company to bring this fund’s model to market in Europe and Asia.
For More Information
For more information on The Private Shares Fund, financial professionals should contact their wholesaler by calling HRC Fund Associates, LLC at libertystreet@hrcfinancialgroup.com or 212-240-9726. Individual investors and shareholders should contact their financial advisor, or the Fund at 800-207-7108.
About Kevin Moss
Kevin Moss has over 25 years of senior level experience in financial services, his specific areas of expertise include the management of client relationships, investment research coverage, block and position trading, and operations management.
Prior to Liberty Street Advisors, Kevin was President & COO of SP Investment Management (SPIM) overseeing the operations and trading of the SPIM funds. He is also one of the creators of the PrivateShares Fund, formerly the SharesPost 100 Fund, still serving as the President of the fund, one of the portfolio managers and a member of the investment committee.
Prior to SPIM, Kevin was a senior portfolio manager at First New York Securities, where he managed a global macro book. Kevin began his career as an institutional equity’s sales trader working for Instinet, and later Commerzbank. His client base included hedge funds, pension funds and proprietary trading desks. Subsequently, Kevin held a series of distinguished posts at leading hedge funds and proprietary trading firms including serving as the head of international trading for Libra Advisors and Opus Trading Funds.
Kevin received his undergraduate degree in finance from Tulane University and his MBA from Columbia Business School, magna cum laude.
About Liberty Street
The Liberty Street Funds offer investors and financial advisors mutual funds sub-advised by independent boutique managers who possess expertise in their asset class. Because Liberty Street focuses on boutique managers, financial advisors can provide value-added strategies in actively managed and less-correlated portfolios to their clients. Through its selective multi-manager family of funds, Liberty Street provides access to timely investment strategies. The Liberty Street Funds are advised by Liberty Street Advisors, Inc. HRC Fund Associates, LLC, Member FINRA/SIPC, is an affiliate of Liberty Street and not affiliated with Foreside Fund Services, LLC.
Important Disclosure
Holdings are subject to change. Not a recommendation to buy, sell, or hold any particular security. The Fund’s website updates top holdings and total holdings frequently. Please visit the Fund’s website for the most current information here: top holdings; total holdings.
Past performance is not a guarantee of future results.
As of December 9, 2020, Liberty Street Advisors, Inc. became the adviser to the Fund. The Fund’s portfolio managers did not change. Effective April 30, 2021, the Fund changed its name from the “SharesPost 100 Fund” to “The Private Shares Fund.” Effective July 7, 2021, the Fund made changes to its investment strategy. In addition to directly investing in private companies, the Fund may also invest in private investments in public equity (“PIPEs”) where the issuer is a special purpose acquisition company (“SPAC”), and profit-sharing agreements. The Fund’s investment thesis has not changed.
Investors should consider the investment objectives, risks, charges, and expenses carefully before investing. For a prospectus with this and other information about The Private Shares Fund (the “Fund”), please download here, or call 1-800-834-8707. Read the prospectus carefully before investing.
The investment minimums are $2,500 for the Class A Share and Class L Share, and $1,000,000 for the Institutional Share
Investment in the Fund involves substantial risk. The Fund is not suitable for investors who cannot bear the risk of loss of all or part of their investment. The Fund is appropriate only for investors who can tolerate a high degree of risk and do not require a liquid investment. The Fund has no history of public trading and investors should not expect to sell shares other than through the Fund’s repurchase policy regardless of how the Fund performs. The Fund does not intend to list its shares on any exchange and does not expect a secondary market to develop.
All investing involves risk including the possible loss of principal. Shares in the Fund are highly illiquid and can be sold by shareholders only in the quarterly repurchase program of the Fund which allows for up to 5% of the Fund’s outstanding shares at NAV to be redeemed each quarter. Due to transfer restrictions and the illiquid nature of the Fund’s investments, you may not be able to sell your shares when, or in the amount that, you desire
The Fund intends to primarily invest in securities of private, late-stage, venture-backed growth companies. There are significant potential risks relating to investing in such securities. Because most of the securities in which the Fund invests are not publicly traded, the Fund’s investments will be valued by Liberty Street Advisors, Inc. (the “Investment Adviser”) pursuant to fair valuation procedures and methodologies adopted by the Board of Trustees. While the Fund and the Investment Adviser will use good faith efforts to determine the fair value of the Fund’s securities, value will be based on the parameters set forth by the prospectus. As a consequence, the value of the securities, and therefore the Fund’s Net Asset Value (NAV), may vary.
There are significant potential risks associated with investing in venture capital and private equity-backed companies with complex capital structures. The Fund focuses its investments in a limited number of securities, which could subject it to greater risk than that of a larger, more varied portfolio. There is a greater focus in technology securities that could adversely affect the Fund’s performance. The Fund is a non-diversified investment company, and as such, the Fund may invest a greater percentage of its assets in the securities of a smaller number of issuers than a diversified fund. The Fund’s quarterly repurchase policy may require the Fund to liquidate portfolio holdings earlier than the Investment Adviser would otherwise do so and may also result in an increase in the Fund’s expense ratio. Portfolio holdings of private companies that become publicly traded likely will be subject to more volatile market fluctuations than when private, and the Fund may not be able to sell shares at favorable prices. Such companies frequently impose lockups that would prohibit the Fund from selling shares for a period of time after an initial public offering (IPO). Market prices of public securities held by the Fund may decline substantially before the Investment Adviser is able to sell the securities. The Fund may invest in private securities utilizing special purpose vehicles (“SPVs”), private investments in public equity (“PIPE”) transactions where the issuer is a special purpose acquisition company (“SPAC”), and profit sharing agreements. The Fund will bear its pro rata portion of expenses on investments in SPVs or similar investment structures and will have no direct claim against underlying portfolio companies.
All investments involve risk and loss of principal is possible. Fund objectives and fees vary and differ based on the type of product and strategy.
Standard Deviation indicates the volatility of a fund’s total return and is useful because it identifies the spread of a fund’s short-term fluctuations. In general, the higher the standard deviation, the greater the volatility of the return. Performance fee is a payment made to an investment manager for generating positive returns.
A 1099 is a form is used to report non-employment income, including dividends paid from owning a stock or income that you earned as an independent contractor. Schedule K-1 is an Internal Revenue Service (IRS) tax form issued annually for an investment in a partnership.
Companies that may be referenced on this article are privately held companies. Shares of these privately held companies do not trade on any national securities exchange, and there is no guarantee that the shares of these companies will ever be traded on any national securities exchange.
The Private Shares Fund is distributed by Foreside Fund Services, LLC.in the U.S. only.