Invest in Private CompaniesBEFORE THE IPO
Introducing the Private Transaction Network (“PTN”), founded in 2016 as the first self-directed private equity fund of its kind. PTN’s business, structure, and technology were created to help investors overcome challenges in the pre-IPO investment space: access, trust, and liquidity. PTN provides members with access to late-stage pre-IPO investments as well as a structure and technology that enables seamless transactions and secondary liquidity.
1 – What is the Private Transaction Network?
Private Transaction Network, “PTN”, is an electronic network created for accredited investors that provides its members with exclusive investment opportunities that are not publicly available. In addition to providing members with access to private investments, PTN also enables members to transact with one another on our network.
2 – Who is eligible to become a member of PTN?
PTN was created for non-U.S. institutions and accredited investors. This includes high net worth individuals, family offices, funds, wealth management platforms, broker dealers, fund of funds, etc.
3 – What services and technology does PTN offer members?
Investment Access: PTN provides members with the ability to invest electronically in any of the opportunities on the platform. If you’re interested in a company or alternative investment that does not appear on the platform, please let us know. We are constantly sourcing new deals for our members.
Technology and Transparency: PTN members are given an electronic trading platform where they can see an “electronic order book”, comprised of buying and selling interest from other members.
Liquidity: The PTN structure allows members to place buy or sell orders at any time, which can be viewed and interacted with by other members via the electronic trading platform.
4 – How do I get started?
Please feel free to give us a call or send an email to email@example.com to get started. If you have any additional questions, please reach out as we’re more than happy to help.
1 – How is PTN structured?
PTN is established as a Segregated Portfolio Company (“SPC”) in Bermuda. PTN allows members to invest in individual companies as opposed to a basket of companies.
2 – Who regulates the platform?
The Bermuda Monetary Authority. PTN is approved and regulated by the Bermuda Monetary Authority (“BMA”), which regulates Bermuda’s financial services sector.
3 – Who is the fund administrator?
The Fund Administrator is Harbour Financial Services Limited (“HFS”), a division of Wakefield Quin Ltd, one of Bermuda’s leading law firms. HFS overseas all deposits and withdrawals.
4 – Where is my money held?
Funds are held at the Bermuda Commercial Bank Limited (“BCB”), the bank in Bermuda focused on commercial, corporate and high net worth clients.
5 – Who owns the shares?
PTN and its affiliated holding companies own the shares. For more information, please review our Private Placement Memorandum.
6 – If the platform owns the shares, what am I buying?
As a member of PTN, you will be buying membership interests. Membership interests are utilized to express ownership of the fund and may be transferred or sold to other members. Membership interests are created by our fund administrator and act as digital representations of the underlying shares held by PTN. Membership interests are created on a 1:1 ratio with the underlying shares, unless otherwise specified. For example, if the fund owns 1,000,000 shares of ABC Inc., 1,000,000 membership interest are created and offered to members.
7 – What are the tax implications?
PTN is not authorized to offer any investment or tax advice. Please consult with an accountant or a tax professional to ensure you are in compliance with your local tax laws.P
1 – How do I make an investment?
Investors must be approved by PTN and our fund administrator, complete the necessary paperwork and fund their account. At that point, members are welcome to buy and sell membership interest in any of the opportunities listed on the platform.
2 – What does it cost to buy or sell membership interest?
Members are charged 5% of the notional amount for transactions (buy and sell) completed when the underlying company is still private. After an IPO occurs, transaction fees will be reduced to 2.5% of the notional amount during the lock-up period.
3 – Are there any backend, performance, inactivity, or liquidation fees?
PTN does not charge any inactivity or liquidation fees. Typically, PTN does not charge any backend or performance fees. In some rare cases, PTN may be entitled to receive carried interest for a particular series. PTN will make it abundantly clear to members which opportunities are subject to carried interest.
4 – Minimum investment size?
There is a $10,000 minimum for your first transaction. After your first transaction there is no minimum investment size.
5 – Can I short companies on PTN?
No. Investors can only buy utilizing cash deposited into their account or sell membership interests that they already own.
6 – Can I have a margin account?
No. All transactions are cash only and PTN does not extend margin to any members.
7 – What does an order on the order book represent?
All orders placed on the platform represent firm buy or sell orders. Transactions are cash only and PTN’s technology actively risk-manages accounts. On buy orders, our technology ensures that the member has enough cash before allowing a buy order to be placed. On sell orders, our technology verifies that the member owns enough membership interest before allowing a sell order to be placed. This ensures the integrity of the platform and makes the investment process seamless for our members.
8 – What happens when a company on the platform has an IPO?
The shares that PTN owns are restricted and may be subject to a lock-up.
When a company goes public via traditional IPO, the lock-up period is typically six months. When a company goes public via direct listing, there is no lock-up period. Shares become tradeable immediately after the IPO.
Regardless of the IPO method, PTN provides its members with two choices: Members can either have their shares transferred to their brokerage account, or PTN can sell their shares on their behalf and wire them the monies. If members choose to have their shares transferred, PTN will cover the cost of the transfer. If members choose to have PTN sell shares on their behalf, PTN will pass through any brokerage or wire fees incurred.
9 – Can Membership Interest be traded during the lock-up period?
Yes. PTN runs a special lock-up period promotion after the IPO. Our fees are reduced from 5% to 2.5% per transaction and we will actively inform our members when orders to buy or sell are placed. In terms of price/share, we believe membership interest will trade at a discount on PTN in comparison to where the shares trade on the public markets. On the sell side, members are given the ability to sell their shares and lock in potential profits. On the buy side, members have the ability to purchase shares at a discount to where they are trading on the public markets. If investors are looking to hold past the lock-up period, PTN’s lock-up period promotion may help them acquire shares at a discount. There are no guarantees that there will be liquidity, but we believe this structure and our platform provides significant value and potential trading opportunities for our members.
If you’re interested in hearing about these promotions please contact firstname.lastname@example.org and tell us to add you to our e-mail distribution list.
10 – I’m interested in a company that’s not on the platform. What do I do?
We are constantly sourcing new deals for members. If you’re interested in a company or alternative investment that doesn’t appear on the platform, please let us know. We’d be more than happy to pursue it on your behalf.
Become a member
Are you a U.S. Person or U.S. Entity?
PTN can only accept non-US investors at this time. We do have relationships with firms in the United States. We’re happy to make introductions. Please contact email@example.com to let us know how we can help.
Are you an accredited investor?
If you are eligible to become a member of PTN, a member of the PTN team will reach out to schedule your introductory and walk you through the on-boarding process.