November 19, 2024

What are the Best Assets to Acquire With an SPV?

When it comes to acquiring assets in the world of finance, an SPV – or Special Purpose Vehicle – is a popular and powerful tool. By creating an SPV, you’re essentially forming a separate legal entity to acquire, hold, or manage assets for a specific purpose. But with this flexibility comes a critical question: What are the best assets to acquire using an SPV?

Whether you’re an investor, entrepreneur, or business owner, understanding which assets work best for an SPV can maximize your financial returns, mitigate risks, and align with your long-term strategy. Let’s explore the types of assets that are most commonly acquired using SPVs and why they’re so effective.

1. Real Estate

Real estate is one of the most common asset types acquired through SPVs. This strategy is particularly useful for large-scale developments, commercial properties, or real estate syndications where multiple investors pool their capital. Some of the benefits include:

  • Liability Protection: By isolating the property in an SPV, the risk associated with the property – such as debt, lawsuits, or liabilities – does not affect your personal assets or other investments.
  • Simplified Ownership Structure: SPVs make it easier to manage co-ownership or investor shares in real estate projects, especially for large developments or joint ventures.
  • Tax Benefits: In some cases, structuring real estate investments through an SPV can lead to tax advantages, depending on the jurisdiction and structure of the entity.

While you can use an SPV to acquire just about any type of real estate, the most common use cases include commercial office buildings, multi-family housing developments (like apartment buildings), and large-scale residential developments. 

2. Venture Capital and Startups

If you’re investing in startups or early-stage companies, SPVs offer an excellent way to streamline the process. Venture capitalists and angel investors frequently use SPVs to pool funds and invest in startups while maintaining a clear structure for managing shares and returns.

SPV’s are ideal for venture capital and startups for a few reasons, including:

  • Simplified Investor Relations: Instead of each investor holding individual equity in a startup, the SPV consolidates all investments under a single entity, simplifying the startup’s cap table.
  • Risk Containment: Startups are high-risk investments. An SPV isolates the risks associated with these ventures from the investor’s other assets. It basically has the effect of insulating the investment.
  • Flexibility in Fundraising: SPVs can be created quickly and tailored to meet the specific needs of a fundraising round. For this reason, they’re highly attractive when trying to put together complex deals.

At the end of the day, SPVs make startup investing more accessible and manageable for investors who want to participate in high-growth opportunities without overwhelming administrative complexities.

3. Intellectual Property (IP)

Acquiring intellectual property, such as patents, trademarks, copyrights, or proprietary technologies, through an SPV is a strategic move for businesses and investors looking to protect and monetize these assets.

If you’re looking to acquire IP, here are some reasons why an SPV should at least by a consideration:

  • Asset Isolation: By placing IP in an SPV, you shield it from potential business liabilities, such as bankruptcy or lawsuits. This removes so much of the risk that most people are worried about when investing in a piece of intellectual property.
  • Easier Licensing and Monetization: An SPV can license the IP to other entities or businesses, creating a clear path for generating revenue. (This is actually the most underrated benefit, as most people overlook it.)
  • Attractive to Investors: Investors often prefer IP to be held in an SPV because it simplifies valuation and mitigates risk during mergers or acquisitions.

Most commonly, investors and business professionals will use an SPV to acquire software and technology patents, brand trademarks and logos, copyrighted content, or proprietary manufacturing processes. However, you can use this structure to acquire any type of IP asset you want.

4. Renewable Energy Projects

As the world shifts towards sustainable energy, renewable energy projects like solar farms, wind farms, and hydroelectric facilities have become popular assets for SPVs. These projects often require significant capital and come with unique regulatory and operational challenges, making SPVs an ideal structure. This is true for a few specific reasons, including:

  • Simplified Financing: SPVs are often used to secure funding from multiple sources, such as banks, institutional investors, or government grants.
  • Risk Management: Isolating the renewable energy project in an SPV prevents risks associated with the project (e.g., construction delays or operational issues) from impacting other parts of your business or portfolio.
  • Tax Incentives: Many governments offer tax credits or subsidies for renewable energy projects, and an SPV can be structured to take full advantage of these benefits.

Using SPVs for renewable energy projects not only helps manage risk but also positions you to capitalize on a growing sector. Whether it’s solar panel installations, wind turbines, hydroelectric plants, battery storage facilities, or any number of other renewable energy projects, an SPV is the way to go.

5. Securitized Financial Instruments

SPVs are frequently used in the financial industry to acquire and manage securitized assets like mortgage-backed securities (MBS), collateralized loan obligations (CLOs), and asset-backed securities (ABS). These instruments pool financial assets into a single entity, making them easier to sell to investors. Here’s why an SPV is such an attractive option in this scenario:

  • Risk Isolation: Securitized instruments are inherently complex and can carry significant risk. SPVs ensure that these risks are contained within the entity.
  • Efficient Structuring: SPVs provide a clear structure for packaging, selling, and managing these financial instruments.
  • Regulatory Compliance: SPVs help financial institutions meet regulatory requirements by separating securitized assets from their main operations.

You may be wondering which types of securitized financial instruments are commonly being acquired with SPVs. Broadly speaking, it can be any number of things. However, the most common are mortgage-backed securities, CMBS, and CDOs.

6. Private Equity Investments

SPVs are also commonly used to acquire private equity stakes in companies, whether as part of a buyout, a minority investment, or a specialized fund. This structure is particularly advantageous for institutional investors or consortiums for the following reasons:

  • Defined Investment Scope: SPVs can be set up to focus on a specific investment or group of investments, ensuring clarity and precision.
  • Risk Mitigation: As with other assets, private equity investments held in an SPV shield other holdings from risks related to these investments.
  • Exit Strategy Flexibility: An SPV makes it easier to sell or transfer private equity stakes, especially during mergers and acquisitions.

For investors looking to gain exposure to private equity while maintaining a clean, organized structure, SPVs are a go-to solution. This includes for buyout transactions for private companies, as well as minority equity investments (and everything in between).

7. Infrastructure Projects

Large-scale infrastructure projects like toll roads, airports, and water treatment plants require significant capital investment and are often funded through SPVs. These projects benefit from the SPV structure by isolating risks and simplifying funding. The biggest benefits include:

  • Risk Segregation: Infrastructure projects often involve high risks, such as regulatory changes or construction delays. An SPV ensures these risks do not spill over into other ventures.
  • Streamlined Ownership: Multiple stakeholders, such as governments, private investors, and lenders, can collaborate easily within the SPV structure.
  • Long-Term Revenue Streams: Infrastructure projects typically generate steady, predictable cash flows, making them attractive investments for SPVs.

Whether it’s toll roads, bridges, airports, water treatment facilities, etc., SPVs enable the development and management of complex infrastructure projects with minimal disruption to the parent organization’s operations. That's a huge win for all parties involved. 

Is an SPV Right for You?

While the topic of SPVs might be new to you, hopefully you can see the potential. There’s so much room for flexibility and unique use cases. The key is to make yourself familiar with the different types of assets that you can acquire and to build a team that’s skilled in putting together SPVs for asset acquisition. 

Jason Powell

Chief executive officer

Seasoned Security Attorney with extensive experience advising businesses, lenders, investors, and real estate developers across the U.S on SPV creation, Business transaction, strategies and financing

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