Tuesday, November 3

What Is a Crossover Fund, and Why Do Investors Use One?

A crossover fund invests in private companies before they go public. Learn how it works, what each side gains, and the risks to know about first.

Financial charts on a monitor illustrating how a crossover fund invests
Featured image: Trading apps on an iPhone screen by forextime.com, CC BY 2.0, via Wikimedia Commons.

Investment terms can sound like they were designed to keep outsiders confused. Crossover fund is one of them. The idea behind it is simple enough, though, and understanding it helps explain how companies move from private backing to the stock market and why money flows where it does.

The basic idea of a crossover fund

A crossover fund is an investment vehicle that spends time on both sides of a line. On one side are private companies, the ones whose shares aren’t traded on a public exchange. On the other are public companies, whose shares anyone with a brokerage account can buy.

Financial charts on a monitor illustrating how a crossover fund invests
Image: PHYSIC STREET, CANTON by John Thomson, Public domain, via Wikimedia Commons.

Traditionally those worlds had separate players. Venture capital firms bought into young private companies. Mutual funds and hedge funds bought shares of listed ones. A crossover fund steps across the boundary. It usually buys into private companies that are mature enough to be thinking about a public listing, and it may keep holding the shares after the company lists.

The name comes from that movement. The investor is crossing over from the private market to the public one, often alongside the company it backed.

Why the label exists

Think of a company’s life as a ladder. At the bottom are founders and early believers. Higher up are growth rounds, where larger checks pay for hiring and expansion. Near the top is the stock market debut, the moment shares become tradable by the general public.

Some investors specialize in the middle rungs, and some in the top. A crossover fund sits between the two. Its team needs the skills of both camps: the patience and diligence of private investing, and the market awareness of public investing. It has to understand a company’s business well enough to judge it before anyone outside can see its full numbers, and it has to understand how public investors will value it afterwards.

What a company gets out of it

For a company preparing to list, money from a crossover fund can be useful for several reasons.

  • Late-stage capital. Growth can be expensive, and a large round can fund it without selling the whole company.
  • A bridge to public markets. The fund already knows institutional investors, which can help when the company starts talking to the market.
  • A signal. Having experienced public-market investors on the list can reassure others that the business is ready for scrutiny.
  • An anchor. These investors may hold their shares through the listing, which can add some stability on the first day of trading.

None of this is a guarantee of success. It is simply why many companies welcome this kind of backer before a listing.

What the investor is hoping for

The investor’s reasoning is a mix of opportunity and timing. Companies that grow quickly often become more valuable as they approach a listing, because the risk of failing falls and the pool of possible buyers gets larger. If a crossover fund buys shares before the listing, and the stock market later values the company higher, the fund can profit.

There is another attraction. Entering late in a company’s private life usually means the business has real revenue and a track record. That’s less speculative than backing an idea on a slide deck. Investors who prefer visible evidence over big promises often like this stage for that reason.

The fund also has a choice about when to sell. Some sell soon after the listing, once any lock-up period ends. Others hold longer if they still believe in the business. A crossover fund therefore has more flexibility than a venture fund, which often has to wait for a sale or listing before it can see returns.

The risks are real

It would be a mistake to think this is an easy path. A few risks deserve attention.

First, the price paid in the private round may already be high. If the market mood turns before the listing, the public valuation can come in lower, and the investor can lose money. Late-stage valuations are negotiated, not tested by daily trading, so they can drift away from what the public will pay.

Second, listings can be delayed or canceled. A company may wait for better conditions, and the investor’s money stays tied up in a stake that can’t be sold easily.

Third, after the listing the share price can swing widely. A crossover fund that bought privately has to accept that new public holders may judge the company by different standards, such as quarterly results and short-term trends.

Finally, information is limited. Private companies share less than public ones, so even careful investors may be working with partial pictures.

Why activity rises and falls

Crossover investing tends to follow the mood of the stock market. When public markets are welcoming and new listings are doing well, a crossover fund has more reason to buy in, because the exit looks near. When listings dry up, these funds often slow down or return to traditional strategies.

That is why news about this kind of investing often comes in waves. A burst of large private rounds can signal that investors expect an open window for listings. A quiet stretch can signal the opposite. It’s a useful clue, but it’s an indicator of sentiment, not a forecast.

Should an ordinary investor care?

Most individuals will never put money into a crossover fund directly, since these vehicles are usually open only to institutions and wealthy investors. Still, the topic matters for two reasons.

One is understanding headlines. When a company announces a large pre-listing round, knowing who tends to write those checks and why helps you read the news without excitement or cynicism.

The other is perspective on new listings. A company that debuts with well-known investors already on its books isn’t automatically a good buy. Those investors bought at a different price and in different conditions, and their goals may not match yours. Before you buy shares of a newly listed company, read its filing and judge the business, not the names behind it.

For a neutral background reference, the Wikipedia article on Initial public offering is a useful place to start.

Related reading: What a Fifth Fund Tells You About a Venture Firm and Retailer Payment Apps and Pay-in-4: What Shoppers Should Know.