Part 2
The HoldCo seed and anchor rounds, the PropCo programme through to Tranche 1 close, the debt programme and the Government submission on the capital side, led by Fidra from launch through to funds received.
Retainer per month TBA · completion fees on HoldCo, PropCo and debt TBA
33 service lines across 5 sections
Executive Summary
Part 2 executes what Part 1 defines. The HoldCo raise capitalises the platform and carries it through incorporation, the Government authorisation filing and the founding hires, with Fidra running outreach, the meeting programme, term sheet negotiation and investor diligence to completion.
The PropCo programme is run in parallel: the cornerstone shortlist is ranked and approached, the information memorandum and underwriting model are issued, and programme economics, the distribution waterfall, governance and protective provisions are negotiated through to the execution of programme documents and the Tranche 1 close.
The debt programme establishes the framework facility or lender panel and closes the first facilities, while the Government submission evidences secured investment against the protocol agreed in Part 1. Raise management holds the whole exercise together through weekly reporting, data room control and a maintained marketing compliance record by investor jurisdiction.
Commercial Overview
Scope of Services
2A
10 lines
Finalisation of the launch pack with version control thereafter.
Launch packSequenced outreach across the qualified target list for the seed and anchor rounds as defined in Part 1.
Outreach programmeManagement of the meeting programme with preparation notes.
Meeting programmeMaintenance of the investor tracker across status, feedback and follow up.
Investor trackerAnalysis and negotiation of term sheet valuation, preference and board terms.
Term analysisNegotiation of governance, information rights and founder protections.
ProtectionsManagement of investor due diligence with a responses and disclosure log.
Diligence logCoordination of counsel and notary through incorporation, the Government authorisation filing, completion and funds received.
CompletionPreparation of role specifications for the founding hires identified in Part 1.
Role specificationsManagement of the retained search with structured candidate assessment and references.
Appointments · Optional2B
10 lines
Ranking and approach sequencing of the cornerstone shortlist across Monaco resident investors, family offices and strategic groups per the Part 1 qualified list.
Cornerstone shortlistPreparation of the PropCo information memorandum in full.
Information memorandumPreparation of the programme underwriting model on consistent assumptions.
Programme modelNegotiation of programme heads of terms with the cornerstone investor.
Heads of termsNegotiation of programme economics, the distribution waterfall and governance.
Programme economicsNegotiation of pipeline exclusivity, step in rights and key person provisions.
Protective provisionsManagement of the club process to first close: meetings, questions, allocations and subscription.
First closeManagement of Tranche 1 subscription, conditions and funds flow to completion.
Tranche 1 closeStructuring of the co-investment sleeve on the Part 1 design and its documentation.
Co-investment sleeveManagement of the second close where the Part 1 capital strategy provides for one.
Second close · Optional2C
5 lines
Issue of the lender request for proposals to Monegasque and French banks, private banks and debt funds.
Lender RFP · OptionalComparison of responses with a recommendation.
Comparison matrix · OptionalPreparation of the framework facility or relationship lender panel for the programme.
Debt framework · OptionalNegotiation of facility terms on the first facilities.
Facility terms · OptionalManagement of the credit process and conditions precedent through to first drawdown.
First drawdown · Optional2D
4 lines
Assembly of the secured investment evidence pack against the Part 1 protocol: paid up capital, commitment letters and subscription agreements, escrow or bank confirmations and indicative debt terms.
Evidence packPreparation of the Government presentation on the platform, its capital and its contribution to the Principality.
Government presentationSupport to the founder in the engagement meetings with the relevant Ministry and departments.
Engagement meetingsManagement of follow up and the alignment of approvals with the drawdown conditions in the PropCo documents.
Approval alignment2E
4 lines
Weekly raise reporting and board updates.
Weekly reportingContinuous data room and version management across workstreams.
Data room controlMaintenance of the marketing compliance record by investor jurisdiction.
Compliance recordPreparation of the currency exposure paper for investors committing in currencies other than euro.
Currency paper · Optional