Bankable Access to Late-Stage Private CompaniesPre-IPO notes, issued in Luxembourg
Convert pre-IPO equity exposure into a clearable, transferable security with its own European ISIN. Professional investors gain access through their existing custody account, without direct cap-table entry.
The problem with direct pre-IPO investing
Access to late-stage private companies is operationally hostile for most investors: high minimum tickets, subscription negotiations, cap-table entry with transfer restrictions, positions that cannot be held in a bank portfolio, and no reference pricing. The result: attractive opportunities that many professional and institutional investors simply cannot execute.
The Capital-Hill solution
A dedicated, segregated compartment acquires or references shares in the target company and issues notes with their own European ISIN. Investors buy the note through their custodian bank, like any bond, and the compartment handles the underlying position, governance and eventual exit waterfall.
Why structure through Capital-Hill
Investors hold a note, not a direct equity stake: no subscription negotiation, no transfer restrictions.
Held in major banking institutions account and cleared via Euroclear and Clearstream.
The note carries its own European ISIN with pricing contributed to a dedicated Bloomberg page by a defined calculation agent.
Bankruptcy-remote, legally segregated compartment with clear waterfall mechanics.
Single-name or basket exposure, structured in EUR, USD or any other major currency.
What investors should consider
Pre-IPO exposure remains an investment in private, illiquid companies: valuations are periodic rather than continuous, exit timing depends on a listing or trade sale that may not materialise, and secondary liquidity in the notes may be limited.
The note makes the exposure bankable. It does not change the risk profile of the underlying. Full risk factors are set out in the issuance documentation.
Common questions
Who can invest in pre-IPO notes?
Professional and institutional investors within the meaning of MiFID II and equivalent regimes.
Which companies can be wrapped?
Late-stage private companies where shares can be acquired or referenced (directly, via secondary transactions, or through existing holding structures) subject to structuring and eligibility review.
How is the note priced?
A defined calculation agent publishes pricing on Bloomberg based on the valuation methodology defined in the issuance documentation.
Discuss your Pre-IPO Opportunity
Get in touchIssuance Configurator
Structure a pre-IPO note
Tell us the company, the size and the investor base. We come back with an indicative structure and a timeline.
Open the configuratorNo commitment. Reserved for professional and institutional investors.