FS mvp private markets
fund-D
a core middle market private equity solution
NAV1
total gross assets
Past performance is not a guarantee of future results. For additional performance and information, please see performance table. Effective 7/3/2023, the Fund has been renamed FS MVP Private Markets Fund. Prior to that date, the Fund operated under the name MVP Private Markets Fund.
- FS MVP Private Markets Fund’s NAV per common share as of the date indicated is the NAV determined by the fund for purposes of complying with the requirements of Section 23(b) of the Investment Company Act of 1940, as amended, and has not been approved by the fund’s board of trustees. FS MVP Private Markets Fund’s NAV per common share may increase or decrease in the future, and any such change may be material.
The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost and current performance may be lower or higher than the performance quoted.
middle market access
Diversified
Growth
returns
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The maximum sales load is 3.50% for Class D shares. Please see the FS MVP Private Markets Fund’s (“The Fund”) prospectus dated 7/29/2022 for detailed fee and expense information. Investments in Class D Shares of the Fund are sold subject to a sales charge of up to 3.50% of the investment. For some investors, the sales charge may be waived or reduced (in whole or in part). The full amount of sales charge may be reallowed to brokers or dealers participating in the offering. Your financial intermediary may impose additional charges when you purchase shares of the Fund.
Past performance is not a guarantee of future returns. Returns shown are net of all fees and expenses. Shares for FS MVP Private Markets Fund were offered as of 1/3/2022.
*The performance for periods prior to 1/3/2022 reflect the performance of the predecessor fund, MVP Private Markets, L.P., with an inception date of 7/1/2021, the day the predecessor fund began investing. Class I shares were offered on 1/3/2022.
The MVP Private Markets Fund L.P. (The ”Predecessor Fund”) was reorganized into the FS MVP Private Markets Fund on 1/3/2022. FS MVP Private Markets Fund is under the common management of the prior Predecessor Fund. Performance for each investor will vary from overall fund performance depending on fee structure and timing of investment. The historical returns attributable to prior Predecessor Fund do not represent the actual performance nor indicate future results, of FS MVP Private Markets Fund. There is no certainty that FS MVP Private Markets Fund investment objectives will be met. Additional information is available upon request. Predecessor Fund and FS MVP Private Markets Fund both have a management fee of 1.25%. The fee for Predecessor Fund was calculated based off of the greater of the Fund’s NAV or NAV plus uncalled commitments, whereas FS MVP Private Markets Fund is calculated based on the average daily managed assets. Any differences between the calculations as a result of the different fee bases is expected to be minimal.
Hypothetical Growth oF $100,000
Class I shares were offered as of 1/3/2022. The performance for periods prior to 1/3/2022 reflect the performance of the predecessor fund, MVP Private Markets, L.P., with an inception date of 7/1/2021, the day the predecessor fund began investing.
The chart reflects a hypothetical investment and assumes reinvestment of dividends and capital gains. Fund expenses, including management fees and other expenses, were deducted.
Performance data quoted represents past performance and is no guarantee of future results. Class I shares have no sales charges; therefore performance is at NAV. Total return figures reflect changes in share price and reinvestment of dividend and capital gain distributions. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost, and current performance may be lower or higher than the performance quoted. FS MVP Private Markets Fund (the “Fund”) is represented by the Class D share class.
Transaction type1
Region2
top 10 direct equity holdings3
strategy1
sector
Direct credit investments often represent financing for buyout or growth investments and may have various features and covenants designed to protect the lender’s interests; such investments may include both secured and unsecured loans, bonds and/ or other forms of debt.
Direct equity investments generally involve new owners taking a material stake in the target company, frequently a controlling interest, and exercising significant influence on the growth and development of the company through work with the company’s management and board of directors.
Primary investments (primaries) are interests or investments in newly established private equity or private credit funds.
Secondary investments (secondaries) are interests in existing private equity funds, private credit funds or other assets that are acquired in privately negotiated transactions, typically after the end of the relevant fund’s fundraising period.
- Based on fund characteristics (calculated as a percentage of NAV).
- Based on underlying company characteristic (by GP Reported NAV).
- The ten largest direct equity holdings are based on the percentage of the Fund’s net asset value.
OBJECTIVE
MINIMAL INITIAL INVESTMENT
STRUCTURE
ELIGIBILITY1
CUSIP
ADVISOR
SUB-ADVISER2
SHARE CLASS INCEPTION DATE
SUBSCRIPTIONS
CAPITAL CALLS
LIQUIDITY
LOCK-UP
Tax Reporting
- Shares are being offered only to investors that meet the criteria for qualifying as “qualified clients” and “accredited investors” who are either (i) U.S. persons for U.S. federal income tax purposes or (ii) non U.S. persons that meet additional eligibility standards as defined by the Fund in its sole discretion The qualifications required to invest in the Fund will appear in subscription documents That must be completed by each prospective investor.
- Pursuant to an investment sub-advisory agreement (the “Sub-Advisory Agreement”), the Adviser has engaged FS Global Advisor, LLC (the “Sub-Adviser”), as a non-discretionary sub-adviser to manage a portion of the Fund’s assets (the “Account”) invested in a senior credit strategy, as allocated by the Adviser. The senior credit strategy seeks attractive, risk adjusted returns with current income by primarily making direct investments in U.S. middle market companies and specifically, senior debt investments (typically, first lien, “stretch senior” and “unitranche” investments). The Sub-Adviser is a registered investment adviser under the Advisers Act and provides investment advisory and administrative services to closed-end management investment companies and other investment funds. Future Standard is the parent company of the Sub-Adviser.
Diversification does not ensure a profit or guarantee against a loss.
The following are certain risk factors that relate to the operations and terms of the Fund. These considerations, which do not purport to be a complete description of any of the particular risks referred to or a complete list of all risks involved in an investment in the Fund, should be carefully evaluated before determining whether to invest in the Fund.
The Shares are speculative and illiquid securities involving substantial risk of loss. An investment in the Fund is appropriate only for those investors who do not require a liquid investment, for whom an investment in the Fund does not constitute a complete investment program, and who fully understand and can assume the risks of an investment in the Fund.
- The Fund commenced operations on January 3, 2022. The Fund is subject to all of the business risks and uncertainties associated with any new business, including the risk that the Fund will not achieve its investment objectives and that the value of Shares could decline substantially.
- The Fund is a non-diversified, closed-end management investment company designed primarily for long-term investors. The Fund is neither a liquid investment nor a trading vehicle. An investor should not invest in the Fund if the investor needs a liquid investment.
- The Fund does not list the Shares for trading on any securities exchange, and the Fund does not expect any secondary market to develop for the Shares.
- The Fund is a “non-diversified” management investment company. Thus, there are no percentage limitations imposed by the Investment Company Act on the Fund’s assets that may be invested, directly or indirectly, in the securities of any one issuer.
- Before making investments, the Fund may invest proceeds of the offering in cash, cash equivalents, U.S. government securities, money market funds, repurchase agreements, and other high-quality debt instruments maturing in one year or less from the time of investment (“Temporary Investments”)
- The valuations reported by the Sponsors, based upon which the Fund determines its month-end net asset value and the net asset value per Share may be subject to later adjustment or revision.
- Fund Investments may have limited operating histories and the information the Fund will obtain about such investments may be limited.
- The Fund Investments will generally be long-term and illiquid in nature.
- There are no limitations imposed by the Adviser as to the amount of Fund assets that may be invested in (i) any one Fund Investment, (ii) in Portfolio Funds or other investments managed by a particular Sponsor or its affiliates, (iii) indirectly in any single industry or (iv) in any issuer.
- The Fund Investments will include direct and indirect investments in various companies, ventures and businesses (“Portfolio Companies”). This may include Portfolio Companies in the early phases of development, which can be highly risky due to the lack of significant operating history, fully developed product lines, experienced management, or a proven market for their products.
- The valuations reported by the Sponsors, based upon which the Fund determines its month-end net asset value and the net asset value per Share may be subject to later adjustment or revision.
- The Sponsors and (subject to applicable law) the Fund may employ leverage through borrowings or derivative instruments and are likely to directly or indirectly acquire interests in companies with highly leveraged capital structures.
- Some or all of the Sponsors (subject to applicable law) and the Fund may use options, swaps, futures contracts, forward agreements and other derivatives contracts.
- The Fund and the Fund Investments are subject to financial market risks, including changes in interest rates.
- The Fund may seek to hedge against interest rate and currency exchange rate fluctuations and credit risk by using structured financial instruments such as futures, options, swaps and forward contracts, subject to the requirements of the Investment Company Act.