Kelley Rating (one asterisk = lowest, to five asterisks = highest):
- Ease of navigation, design of interface and learning curve *****
- Instructional documentation and help system ***
- Carries out the goal of the product as advertised *****
- Overall usefulness ****
Xpert ATS is an online platform for private company investing provided by Xpert Securities, a registered broker-dealer subsidiary of Xpert Financial. It’s an alternative trading system (ATS) built specifically for private company investing, including both primary issuances of securities and secondary re-sales of private company restricted securities. It provides an opportunity for family offices and other investors to liquidate existing investments in private companies, as well as invest in other growth-stage private enterprises. Xpert’s stated goal is to enable private companies to raise capital faster and more cost-effectively, while providing investors with greater transparency and uniformity when investing in growth-stage private companies.
Xpert ATS offers family offices, high net worth individuals and other accredited investors the ability to invest in emerging private companies as part of their portfolio management, thus providing diversification and other planning opportunities. Growth-stage private company investments provide opportunities for wealth transfer, including the shift of future appreciation in investment value, from the client to other family members, utilizing techniques such as grantor retained annuity trusts, grantor retained unitrusts and other leveraged vehicles for the transfer of appreciating assets.
The goal of Xpert is to help companies provide information to as many approved investors as possible, as well as to provide a platform for the review of this information by prospective investors. From the company viewpoint, Xpert ATS serves to identify potential investors, help the company get exposure to new investors and, ultimately, control who invests in the company.
Xpert will provide a personal demo of the operation of the website upon request.
As a user, your initial registration with Xpert may be as an investor, a company or a shareholder. You will then receive a call from a customer service representative to assist you in accessing the system. In order to purchase securities, you must first be approved as an accredited investor by the Xpert compliance team. Then, to login, you must enter an ID and a Password, as well as a unique password from an Xpert generated token. This two-factor authentication is similar to RSA security.
The offering of securities on Xpert ATS is referred to as an “Xpert Private Offering” (XPO) and consists of either a “Fixed Price Auction” (an XPO where shares are offered at a specified price) or an “Xpert Auction” (a modified Dutch auction, where investors actively bid on the shares being offered). An XPO can either be a primary placement from an issuer that is raising capital with new shares, or a secondary offering of existing shares sold by shareholders.
What’s It All About?
Once inside the Xpert ATS platform, you can view listed companies, navigate to private offerings and review your account. The “Your Account” page is where you, as a potential investor, can enter your background and increase your bidding power. Your investor account can be edited to include a summary of yourself, sectors in which you are interested, current investments and board positions you hold. “Bidding Power” reflects the funds that you have available to make purchases. Once you’re approved as an accredited investor, you’re given limited bidding power, but may provide documentation in order to increase your bidding power, if desired. Prospective investors, this, create detailed profiles from which the issuer can determine whether to grant the investor access to an offering.
By clicking the “Companies” tab, you can see a list of all of the companies that are currently listed on Xpert ATS. Click on a company name to be presented with the company’s public profile. The company’s public profile includes a general company overview, marketing documents, product media, videos about the company and a description of the management team.
In order to see the company’s private information, you must first click the “Request Access” button that appears on the company profile page. If approved by the company, “Access Granted” will appear across the company’s profile. Once permission has been granted, you are then able to view detailed information relating to the company, including: historical data, audited financials, projected financials, private documents, and a virtual roadshow (video) by the company’s management team.
After you perform due diligence on the company, you may indicate your interest in investing in the company using the “Indication of Interest” widget located on the company’s profile. If you click that you are interested, the widget will show you a possible valuation for the company. You may then respond if you think that the valuation is too high or too low, as well as indicate the highest valuation at which you might be interested in investing, along with the maximum and minimum amounts you would potentially invest.
Click on the “Private Offerings” tab, and you can see all of the active XPOs occurring across Xpert ATS. Select a specific XPO to view all of the offering details. Click the “Place Bid” button to be taken through a four-step bidding process.
The first step displays the XPO details. There you can review the terms of the offering including: (1) types of securities offered, (2) type of auction, (3) price per share, (4) number of shares available, (5) pre-money valuation, (6) post-money valuation (7) minimum shares per bid, and (8) other important details of the offering.
The second step of the bidding process presents you with the legal documents that will govern the offering. You must read the documents and agree to be legally bound by them in order to proceed with your bid.
Once you have agreed to the documents, the third step allows you to input the number of shares that you wish to purchase and the price you wish to bid for the shares. In the case of a fixed price auction, the price is established by the company. In the case of an Xpert auction, you can bid any amount above the minimum price, and the ultimate purchase price is established at the end of the auction using a computational process where the price is set at the highest price at which all of the shares would be sold (all investors pay the same ultimate price even if their bid was higher).
The final step is to confirm your bid. At this point, you are required to enter a randomly generated number from your Xpert token for security purposes.
What About Help and Support?
When you are in the system, a “Help” button is located on the top right of the screen, but context sensitive help is not provided. The help function takes you through the various steps discussed above including how to request access to a company, indicate investment interest in a company and place a bid. A FAQ is available that addresses background questions, private offerings (being granted access to bid and bidding on an XPO), private offerings (how to bid) and how to increase your bidding power. A glossary of terms used by Xpert is included as well. A Market Manual that discusses market operation, types of market participants, fees, participants, primary issuance rules, secondary trading rules, the Xpert ATS Platform and supervision and dispute resolution is also available. Xpert’s Privacy Policy can be viewed, as well.
Tech support is available by phone and email.
How Do You Contact Xpert?
Xpert Financial
1825 S. Grant Street
Suite 400
San Mateo, CA 94402
650.212.1535
Phone: 1.888.695.2606
Email: [email protected]
Website: https://www.xpertfinancial.com/
Bottom Line
Xpert ATS provides a unique and convenient platform for investors to acquire interests in privately held companies. A client looking for growth investments as part of financial and estate planning may find assistance through this process.
Trusts & Estates magazine is pleased to present the monthly Technology Review by Donald H. Kelley—a respected connoisseur of the software and Internet resources wealth management advisors use to further their practices.
Kelley is a lawyer living in Highlands Ranch, Colo. and is of counsel to the law firm of Kelley, Scritsmier & Byrne, P.C. of North Platte, Neb. He is the co-author of the Intuitive Estate PlannerSoftware, (Thomson – West 2004). He has served on the governing boards of the American Bar Association Real Property Probate and Trust Section and the American College of Tax Counsel. He is a past regent and past chair of the Committee on Technology in the Practice of the American College of Trust and Estate Counsel.
Trusts & Estates has asked Kelley to provide his unvarnished opinions on the tech resources available in the practice today. His columns are edited for readability only. Send feedback and suggestions for articles directly to him at [email protected].