Private markets · Calculator
Is my pre-IPO offer any good? Compare it like-for-like.
A $77 SPV can be worse than $81 direct. Enter the offer you have and any alternatives, and see what each route returns after upfront fees, annual fees, carried interest and layering, and the fee-free direct price each one is really equivalent to.
How the routes compare
| Rank | Route | Entry price | All-in entry | Net multiple | Cost drag | Direct-equivalent price |
|---|
Net multiple across exits
All-in entry
What you pay per underlying share once upfront fees and one-off costs are included, before any carry.
Cost drag
How much less you get, at the exit you're testing, than a cost-free purchase at the route's headline price: entry costs, fees and carry together.
Direct-equivalent price
The fee-free direct price that would give you the same net result. Lower is better. It makes different structures comparable.
What to ask before you trust any pre-IPO offer
The fee arithmetic only matters if the position is real and transferable. Before comparing economics, ask who the seller is and whether the intermediary is authorised to represent them, whether the vehicle already holds the shares or is still raising, which share class sits underneath, whether the company must approve the transfer or holds a right of first refusal, and how many vehicles sit between you and the company's cap table. See how secondary pricing, ROFR and company approval work and what SPV fees and carry typically look like.
Frequently asked questions
- Is a lower SPV price always better than a higher direct price?
- No. Carried interest is a share of the profit, so it costs more the better the company does. A route quoted a few percent cheaper but carrying 20% carry and an upfront fee often returns less than a pricier direct purchase at any meaningful exit. Compare net multiples at the exits you consider plausible, not headline prices.
- What is a "direct-equivalent price"?
- It is the price you could pay for the shares directly, with no fees or carry, and end up with the same net result at a given exit. If an SPV quoted at $77 has a direct-equivalent price of $86, it behaves like buying the shares directly at $86.
- How should I treat an SPV that invests through another SPV?
- Each vehicle in the chain can charge its own upfront fee, annual fee and carry, and they compound. Ask for the full chain down to the entity on the company's cap table, and model every layer. Choose "SPV of an SPV" in the calculator to see the effect.
- Does the calculator account for taxes, currency or the risk of the deal failing?
- No. It isolates fees, carry and price. It does not model tax, currency, the time value of money beyond the annual-fee drag, the chance a transfer is blocked by a right of first refusal, or the risk that the position does not exist. Those can matter more than the fee arithmetic.
- Does Esploro see what I type into the calculator?
- No. The calculation runs entirely in your browser. Nothing is sent unless you choose to submit the interest form, which the "Send this to Esploro" button only pre-fills.
Sources
- SEC Investor.gov — Pre-IPO investment scams (investor alert) (7 Jun 2024)
- FINRA — Know the risks of pre-IPO funds and potential fraud (18 Aug 2026)
- U.S. SEC — Release 2026-73 — alleged undisclosed markups and unauthorised fees in pre-IPO funds (10 Aug 2026)
- U.S. SEC — Release 2026-75 — $74m pre-IPO scheme (14 Aug 2026)
- U.S. SEC — Release 2026-98 — private funds holding SpaceX and other pre-IPO interests (30 Sept 2026)
- UK FCA — Share, bond and boiler room scams (19 Jan 2026)
Tell us what you're trying to acquire
Describe the exposure you want — or the offer you already have.
We keep a register of investor interest to understand where private-market demand is and on what terms. It is not an order and we do not arrange transactions. Or run an offer you've received through the calculator first.