A private placement , also English private placement and colloquially Placing is a non-public ( "private") emission of assets.
Private placements always take place with the exclusion of a stock exchange (public trading venue) by addressing a few private individuals or institutions directly. Private placements partially release the company from disclosure obligations such as the securities prospectus for capital increases.
In most cases, the potential buyers have to qualify through statutory minimum requirements in order to be able to participate in the sale (asset limit, corresponding risk group according to WpHG ); However, the investors involved must always have a large amount of assets, as private placements usually have a very high price per asset (possibly several million). The opposite is the case with public distribution , for which approval by the financial supervisory authority (in Germany the BaFin ) is usually required. In a private placement, assets are sold to customers with whom a customer relationship already exists. The private placement can also circumvent regulations ( publication requirements , prospectus requirements , investment restrictions , financial reports ).
Usually, the asset is sold by the issuer - possibly via an investment bank - directly to the investor. A secondary market in the sense of an exchange usually does not exist for privately placed assets.
Examples of privately placed assets are:
- closed funds
- Hedge funds
- young shares from a capital increase with the exclusion of subscription rights
- Promissory note loan
- The certificate traded in the largest mistrade court case , see Armin S.
Situation in individual countries
The structure of the rules for private placements varies from country to country.
In Germany, in addition to an existing customer relationship (previous purchase of investment products), there must be a qualified investment or asset advisory relationship and the customer must expect to be informed about other "interesting" investment products without being asked.
- Horst S. Werner: The private placement for raising capital . 2nd updated edition. Bank-Verlag, Cologne 2006, ISBN 3-86556-118-7 .
- Zvi Bodie , Alex Kane, Alan J. Marcus: Essentials of investments . 6th edition. McGraw-Hill / Irwin, Boston MA et al. 2007, ISBN 978-0-07-125143-3 .
- Deutsche Börse: private placement. In: Börsenlexikon. Retrieved November 3, 2015 .