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In Capital Commitments3
XXXXX | NB Private Equity Open Access Fund
The investment objective of the Fund is to generate risk-adjusted returns and long-term capital growth by selectively making direct private co-investments, alongside top-tier private equity firms and other financial sponsors. The Fund will invest, directly or indirectly, across a range of private equity asset strategies, by acquiring equity or quasi-equity investments or, opportunistically on a secondary basis, units or shares in eligible investment funds, to primarily invest in buyouts (small/mid-cap and large-cap) and to opportunistically invest in special situations, growth capital and credit investments.
This is a marketing communication. Please refer to the fund prospectus and supplement, and to the Key Information Document (“KID”) where applicable, before making any final investment decisions.
Investors should note that by making an investment they will own shares in the fund, and not the underlying assets.
The Fund is a financial product that promotes environmental and social characteristics within the meaning of Article 8 of the Regulation (EU) 2019/2088 on sustainability-related disclosures in the financial services sector. More information about the environmental and social characteristics promoted by the Fund is available in the "Annex 2 – SFDR pre-contractual disclosures for the Sub-Fund”, of the Fund’s supplement.
Why Invest
A direct, private equity strategy, diversified by leading private equity managers, seeking long-term growth
Direct Exposure to Private Companies
Seeks to invest in high-quality and growing private companies, with an emphasis on the small- and mid-cap universe
Partnering with Leading Private Equity Firms
Leveraging the power of Neuberger’s differentiated deal flow to source attractive opportunities across a range of managers in their core areas of expertise
Core Private Equity Solution
Access to a diversified portfolio of private equity investments through a European Long-Term Investment Fund (“ELTIF”) structure that seeks compounding returns while providing simplicity and fee efficiency1
The Private Equity Open Access Fund Edge
An overview of how the Open Access Fund draws on Neuberger’s platform strength to deliver a diversified portfolio of high-quality private equity investments – built on conviction, powered by deep partnerships with top-tier sponsors.
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| NB Private Equity Open Access Fund | Traditional PE Fund | |
|---|---|---|
| Minimums & Eligibility | Lower: Minimum subscription starting from €10,0002 and availability to eligible individual investors | High: $500,000 - $5,000,000 and for institutional investors |
| Transparency | Greater transparency: Monthly NAV reporting | Less transparency: Typically report NAV on a quarterly basis or less |
| Capital Calls | Fully funded upon subscription: Subscription funded upfront with single initial investment | Multiple capital calls: Uncertain timing, difficult for cash flow planning |
| Subscription Availability | Widely available: Monthly subscriptions and easily accessible on trading platforms | Limited: New fund subscription every three to five years |
| Liquidity Opportunities** | Quarterly: Potential for liquidity with quarterly tender offers | None: 10- to 14-year terms, with possible extensions and no liquidity |
| Diversification | Eliminates single GP risk: Exposure to multiple high-quality lead sponsors | Limited: Single lead manager |
**During the 2-year Ramp-up Period, investors will not have the right to redeem their Shares. After the Ramp-up Period, Shareholders will have the right to request the redemption of their Shares on a quarterly basis with at least ninety (90) calendar days in advance of the relevant redemption date. In a given month of a given quarter, should cumulative redemptions in that quarter exceed net 5% NAV, redemptions will be pro-rated. The Board of Directors can suspend redemptions and subscriptions in the interest of investors in the Fund. The Ramp-up period can be extended by a period of up to one year, or concluded earlier, upon the decision of the Board of Directors.
Key Risks
Prospective investors should be aware that an investment in any Neuberger Private Equity Fund (the “Fund” or “Funds”) is speculative and involves a high degree of risk that is suitable only for those investors who have the financial sophistication and expertise to evaluate the merits and risks of an investment in the Fund and for which the Fund does not represent a complete investment program. An investment should only be considered by persons who can afford a loss of their entire investment. The following is a summary of only certain considerations and is qualified in its entirety by the Prospectus and Key Information Document and prospective investors are urged to consult with their own tax and legal advisors about the implications of investing in the Fund. Fees and expenses can be expected to reduce the Fund’s return. Please refer to the KID risk profile.
The Fund may make use of financial derivatives instruments for the purpose of hedging the risks inherent to other investments of the Fund, which can involve significant risks of loss.
Market Conditions. The Fund’s strategy is based, in part, upon the premise that investments will be available for purchase by the Fund at prices that the Fund considers favourable. To the extent that current market conditions change or change more quickly than Neuberger Berman Group, LLC or an affiliate (collectively, “Neuberger”) currently anticipates, investment opportunities may cease to be available to the Fund or investment opportunities that allow for the targeted returns described herein may no longer be available.
No Assurance of Investment Return. There can be no assurance or guarantee that the Fund’s objectives will be achieved, that the past, targeted or estimated results presented herein will be achieved, or that investors in the Fund (“Investors”) will receive any return on their investments in the Fund. The Fund’s performance may be volatile. An investment should only be considered by persons who can afford a loss of their entire investment. Past activities of investment entities sponsored by Neuberger provide no assurance or guarantee of future results. The Fund’s intended strategy relies, in part, upon the continuation of existing market conditions in certain countries (including, for example, supply and demand characteristics or continued growth in GDP) or, in some circumstances, upon more favourable market conditions existing prior to the termination of the Fund. No assurance or guarantee can be given that investments meeting the Fund’s investment objectives can be acquired or disposed of at favourable prices or that the market for such investments (or market conditions generally) will either remain stable or, as applicable, recover or improve, since this will depend upon events and factors outside the control of the Fund’s investment team. Notwithstanding anything in this presentation to the contrary, Neuberger, may vary its investment processes and/or execution from what is described herein.
Legal, Tax and Regulatory Risks. Legal, tax and regulatory changes (including changing enforcement priorities, changing interpretations of legal and regulatory precedents or varying applications of laws and regulations to particular facts and circumstances) could occur during the term of the Fund that may adversely affect the Fund or its shareholders.
Use of Leverage. The Fund may employ leverage and engage in borrowing in connection with its investment activities or participate in investments with highly leveraged capital structures. Although the use of leverage may enhance returns and increase the number of investments that can be made, leverage also involves a high degree of financial risk and may increase the exposure of such investments to factors such as rising interest rates, downturns in the economy, or deterioration in the condition of the assets underlying such investments.
Borrowings. The borrowings of the Fund may in certain cases be secured by the capital commitments of the Shareholders and the other assets of the Fund, which may increase the risk of loss of such assets.
Highly Competitive Market for Investment Opportunities. The activity of identifying, completing and realizing attractive investments is highly competitive, and involves a high degree of uncertainty. There can be no assurance or guarantee that the Fund will be able to locate, consummate and exit investments that satisfy the Fund’s rate of return objectives or realize upon their values or that it will be able to invest fully its committed capital.
Reliance on Key Management Personnel. The success of the Fund will depend, in large part, upon the skill and expertise of certain Neuberger professionals. In the event of the death, disability or departure of any key Neuberger professionals, the business and the performance of the Fund may be adversely affected.
Potential Conflicts of Interest. The Board of Directors, the Alternative Investment Fund Manager, the Portfolio Managers, the Depositary, the Administrator and the other service providers of the Fund, and/or their respective affiliates, members, employees or any person connected with them may be subject to various actual or potential conflicts of interest in their relationship with the Fund.
Limited Liquidity. In certain circumstances, investments may become less liquid or illiquid due to a variety of factors including adverse conditions affecting a particular issuer, counterparty, or the market generally, and legal, regulatory or contractual restrictions on the sale of certain instruments.
Material, Non-Public Information. By reason of their responsibilities in connection with other activities of Neuberger, certain employees may acquire confidential or material non-public information or be restricted from initiating transactions in certain securities. The Fund will not be free to act upon any such information. Due to these restrictions, the Fund may not be able to initiate a transaction that it otherwise might have initiated and may not be able to sell an investment that it otherwise might have sold.
Liquidity Restrictions. An investment in the Fund should be considered to be an illiquid investment because Shares are not generally transferable without the prior consent of the Board of Directors and the redemption rights of the Shareholders are restricted. In addition, transfer of the Shares may be affected by restrictions on resales imposed by applicable law. The Fund is not intended as a complete investment program and is designed only for persons who do not need liquidity with respect to their investments.
THE FOREGOING DOES NOT PURPORT TO BE A COMPLETE EXPLANATION OF THE RISKS AND CONFLICTS INVOLVED IN THIS OFFERING OR AN INVESTMENT IN THE FUND. POTENTIAL INVESTORS SHOULD READ THIS PRESENTATION, THE PROSPECTUS, THE KEY INFORMATION DOCUMENT AND THE SUBSCRIPTION AGREEMENT OF THE FUND IN THEIR ENTIRETY BEFORE DECIDING WHETHER TO INVEST IN THE FUND AND SHOULD CONDUCT THEIR OWN DILIGENCE OF THE OPPORTUNITY AND IDENTIFY AND MAKE THEIR OWN ASSESSMENT OF THE RISKS INVOLVED.
Investors are advised that only a small percentage of their overall investment portfolio should be invested in an ELTIF.
Detailed information regarding all applicable fees and costs, including but not limited to subscription fees, management fees, performance fees and redemption fees, is available in the Prospectus, Supplement and Key Information Document. Prospective investors should carefully review the Prospectus, Supplement and Key Information Document before making any investment decisions.
ELTIFs are designed for long term investment and may involve a lock up period during which redemptions are not permitted. Investors may only request redemption after a minimum holding period and subject to a notice period and/or redemption gate as detailed in the prospectus.
The fund will terminate on the fiftieth (50th) anniversary of its First Closing Date, unless such term is extended by a period of up to three (3) one-year extensions at the discretion of the Board of Directors of the fund following consultation of the AIFM. The fund’s term is subject to earlier termination by the redemption in full of all shares in the fund.
The fund is intended to be marketed to retail investors only in those EU Member States in which it is duly registered for retail marketing. The fund may be marketed to professional investors in additional jurisdictions in accordance with applicable law.
Distributions: The shares will be generally non-distributing, meaning that investment proceeds will be retained and reinvested and not distributed to investors before the end of the term of the Sub-Fund. However, the Board may determine to make payment of a dividend from time to time in line with the fund Prospectus Supplement.
Investors are advised that only a small proportion of their overall investment portfolio should be invested in an ELTIF.
The fund may make use of financial derivatives instruments for the purpose of hedging the risks inherent to other investments of the fund, which can involve significant risks of loss.
Case Studies
All information in this section is as of the date of this presentation (unless otherwise noted) and includes certain investments of the Fund as of that date. The investments presented in this section are solely for the informational purpose of describing investment themes and objectives that are generally consistent with those of the Fund, the investment process and analysis used by Neuberger to evaluate such investments, as well as Neuberger’s capabilities in sourcing and managing such investments, and should not be deemed to be a recommendation to buy or sell any security mentioned. Investment opportunities pursued by the Fund may be different, potentially materially, from the opportunities described herein. The opinions expressed herein reflect the current opinions of Neuberger as of the date hereof. There can be no guarantee the views and opinions expressed in this presentation will come to pass.
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Education
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Neuberger Private Markets Advantage
Integrated platform providing access to high-quality investments in partnership with leading private equity managers
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Years of Investing
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Of Capital Committed Over the Past Three Years4
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Employee Retention Rate5
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Average Years’ Experience of Senior Investment Team6
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Global Private Markets Professionals7
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Active Underlying Portfolio Companies8
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Private Equity Fund Investments9
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Private Equity Fund Advisory Board Seats10
Recognized Industry Leader
Pioneer
One of the first managers to launch private equity funds in a non-traditional structure
Recent Award
Awarded ‘Best Manager ELTIF – Private Equity’ by Scope Fund Analysis in November 202411
ELTIF Expertise
Currently managing 6 private equity ELTIF funds marketed across 13 jurisdictions