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Home/Blog/SPV Calculator: How to Model Fees, Carry and Returns for Special Purpose Vehicles
VC & InvestingMay 6, 2026ยท8 min readยทLast updated: May 6, 2026

SPV Calculator: How to Model Fees, Carry and Returns for Special Purpose Vehicles

The math behind SPVs is simple โ€” but most LPs never run it before wiring money. Here is a step-by-step framework for modeling SPV fees, carry, and net returns before you commit.

TC
Trace Cohen
Co-Founder & GP at Six Point Ventures ยท 3x founder (BrandYourself, Launch.it, SPOT) ยท 65+ investments ยท Based in Boca Raton, FL
@Trace_Cohenยทt@nyvp.comยทSouth Florida Advisory

Quick Answer

An SPV with 20% carry and a 10x gross exit delivers approximately 8.2x net to LPs after carry. To calculate net returns: gross proceeds ร— (1 โˆ’ carry rate) / invested capital. On a $1M SPV investing at a $50M post-money valuation that exits at $500M (10x), LPs receive ~$8.2M on $1M invested after the GP takes $1.8M in carry.

A $1M SPV with 20% carry on a 10x gross exit pays LPs approximately $8.2M net โ€” not $10M. Most people investing in SPVs have never run this math.

SPVs (Special Purpose Vehicles) are deal-by-deal investment vehicles โ€” single-purpose LLCs that pool LP capital into one company, appearing as a single clean line on the cap table. They have exploded in popularity โ€” AngelList alone has facilitated billions in SPV volume across thousands of individual deals โ€” but the fee structures, carry mechanics, and return modeling are often buried in legal docs most LPs never read closely. This post gives you the full SPV calculator framework with real numbers.

SPV Calculator: The Core Model

The SPV return formula is straightforward. The variables that matter: invested capital, gross exit multiple, carry rate, hurdle rate (if any), and platform/admin fees.

Here is the base formula: Net LP proceeds = (Gross exit proceeds โˆ’ Carry on profits) โˆ’ Admin fees. Carry is calculated only on profits above cost basis. If there is a hurdle rate (rare in deal-by-deal SPVs), carry only kicks in above that threshold.

ScenarioInvestedGross ExitGross MOICCarry (20%)Net LP ProceedsNet MOIC
Modest win$500K$1.5M3x$200K$1.3M2.6x
Good outcome$500K$5M10x$900K$4.1M8.2x
Breakout$500K$15M30x$2.9M$12.1M24.2x
Write-off$500K$00x$0$00x

20% carry, no hurdle rate, no management fee. Admin fees (~$10K) excluded for simplicity.

SPV Fee Structures by Platform

The fee structure varies significantly by platform. Here is what you actually pay on the major SPV platforms as of 2026:

  • โ€ขAngelList SPV: ~$8Kโ€“$12K setup + 1% platform fee on capital raised + $2K/year admin. Most common for deal-by-deal VC SPVs under $5M.
  • โ€ขCarta Launch: $8Kโ€“$10K flat setup, no percentage platform fee. Annual admin $2Kโ€“$3K. Better economics for larger SPVs where 1% bites.
  • โ€ขAssure: $6Kโ€“$10K setup depending on complexity, $2Kโ€“$4K/year. Known for handling SPVs with complex terms or foreign investors. No percentage fee.
  • โ€ขSydecar: $3Kโ€“$8K setup, no percentage platform fee. Growing operator-led syndicate platform โ€” among the cheapest ways to stand up a small deal-by-deal SPV.
  • โ€ขAllocate: $5Kโ€“$8K setup, $1.5Kโ€“$2.5K/year. Newer entrant, competitive pricing, focused on emerging managers. Minimum LP check sizes $25K.
  • โ€ขCustom (law firm only): $15Kโ€“$30K in legal fees with no ongoing platform. Uncommon for deals under $10M โ€” overhead exceeds economics.

On a $1M SPV, AngelList's 1% platform fee costs $10K โ€” the same as setup. On a $5M SPV, that fee becomes $50K, at which point Carta or Assure flat-fee structures are more LP-friendly. I've run SPVs on multiple platforms and the platform fee structure is one of the first things sophisticated LPs ask about.

How to Use the SPV Calculator as an LP

Before wiring capital into any SPV, run three scenarios: base case (2xโ€“3x gross), bull case (10x+ gross), and write-off (0x). The write-off scenario is the most instructive โ€” because for most single-company bets, it is the modal outcome. Per CB Insights data, roughly 70% of VC-backed startups that raise seed rounds never return investor capital.

The bull case math matters too. At 20% carry on a 30x gross return, the GP captures 20% of the 29x profit above basis โ€” roughly 5.8x of the 30x gross. LPs receive ~24.2x net. That is still an exceptional outcome, but understanding the GP's economics helps you evaluate alignment. A GP who negotiates 25% carry on a breakout deal is taking 7.25x of the same 30x outcome โ€” real money that compounds across a portfolio.

The most useful SPV calculator metric is expected value: probability-weight your scenarios. If you assign 60% to a write-off, 30% to a 2x net, and 10% to a 10x net, your expected MOIC is (0.6 ร— 0) + (0.3 ร— 2) + (0.1 ร— 8.2) = 1.42x. That is below what you could earn in public markets with far less liquidity risk โ€” which is why deal selection and GP access matter enormously in SPV investing.

You can track live SPV structures and VC fund economics on the SPV Dashboard at Value Add VC, including carry percentages, minimum checks, and platform comparisons across active SPVs.

Carry Structures That Differ From the Standard 20%

Not all SPVs charge 20% carry. Here is the actual range I see across deal types:

  • โ€ข10% carry: Common for well-known operators or repeat GPs who can compete on terms. Signals strong LP demand โ€” GP is giving up economics to close larger checks faster.
  • โ€ข15% carry: Middle ground increasingly popular with syndicate leads on AngelList. Signals moderate pricing power โ€” GP has access but not scarcity.
  • โ€ข20% carry: Standard market rate. Found across the majority of SPVs โ€” this is the default you should assume unless explicitly told otherwise.
  • โ€ข25%โ€“30% carry: Premium structures for GPs with verified track records, exclusive deal access, or late-stage secondary SPVs where the deal itself has lower risk. Rare but exists โ€” model it carefully before committing.
  • โ€ขCarry + management fee: Some SPVs layer a 1%โ€“2% management fee (annualized on committed capital) on top of 20% carry. This is LP-unfavorable โ€” the management fee compounds the fee drag before you get to carry. Avoid unless the deal is exceptional.

What a Full SPV Return Model Looks Like

Here is a complete worked example for a $2M SPV investing in a Series B company at a $100M post-money valuation:

Setup: $2M raised, $10K AngelList setup + $20K platform fee (1%), $2K/year admin. Total year-one costs: ~$32K โ€” usually charged to SPV, reducing deployable capital to ~$1.97M.

Investment: $1.97M deployed at $100M post-money โ†’ 1.97% ownership. Company exits at $1B (10x post). LP share of exit: $1.97M ร— 10 = $19.7M gross.

Carry calculation: Profit = $19.7M โˆ’ $2M basis = $17.7M. GP carry at 20% = $3.54M. LP net proceeds = $19.7M โˆ’ $3.54M = $16.16M.

Net MOIC for LPs: $16.16M / $2M = 8.08x โ€” not 10x, but still a strong outcome that most LPs would take all day. The key insight: a 10x gross investment is an ~8x net investment after standard 20% carry.

Who Runs SPVs โ€” and When an SPV Beats a Fund

In my experience leading and investing in SPVs across 65+ investments, the best deal leads fall into three distinct categories:

Operators & Ex-Founders

Get early access through personal networks, often before traditional VCs. Their operational credibility lets them add value post-close.

Emerging Fund Managers

Use SPVs as a proof-of-concept before raising a dedicated fund. Three to five strong SPVs with realized returns is the best LP pitch you can make.

Established Funds

Run SPVs for follow-on rounds above their pro-rata or outside the fund mandate โ€” letting LPs co-invest in their best performers.

The SPV-vs-fund decision comes down to economics and where you are in building a track record:

SPV Advantages

  • โœ“ LPs know the specific deal โ€” no blind pool
  • โœ“ No ongoing management fee pressure
  • โœ“ Easier to raise: one deal story vs. a 10-year fund thesis
  • โœ“ Fast to set up โ€” close in days on modern platforms
  • โœ“ Best track record builder for emerging managers

Fund Advantages

  • โœ“ Recurring management fee (1.5โ€“2.5% annually)
  • โœ“ Blind pool gives GP full discretion on deals
  • โœ“ Portfolio construction and diversification built in
  • โœ“ LPs commit once โ€” no deal-by-deal fundraising fatigue
  • โœ“ Better for consistent deal flow at scale

For founders, an SPV on your cap table is usually neutral-to-good: capital arrives as a single clean line, reducing the shareholder relationships you manage. The key diligence question is whether the SPV holds a pro-rata right to future rounds โ€” if it does, and dozens of LPs sit behind it, that right can create drag in future financing conversations. And for emerging managers, the standard playbook still holds: run 3โ€“5 SPVs, build realized or marked-up performance, then raise the dedicated fund โ€” most sub-$50M funds I track at Value Add VC were preceded by at least one successful SPV.

Every gross return number a GP shows you is a lie by omission. The only number that matters is net LP MOIC after carry, fees, and the time value of locked-up capital.

Explore live SPV structures and fund economics on the SPV Dashboard and VC Performance Tracker at Value Add VC. Originally published in the Trace Cohen newsletter.

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Frequently Asked Questions

How do you calculate SPV returns?

Multiply invested capital by the gross exit multiple to get gross proceeds. Subtract any management fees deducted upfront, then apply the carry rate (typically 20%) to the profit above cost basis. Net return to LPs = (gross proceeds โˆ’ carry on profits) / invested capital. A $1M investment returning $10M gross with 20% carry yields $8.2M net, or 8.2x MOIC.

What fees does an SPV charge?

Most SPVs charge a one-time setup fee ($5Kโ€“$15K depending on platform) plus an annual admin fee ($2Kโ€“$5K/year). AngelList charges a 1% platform fee on capital raised. Carta and Assure charge flat fees of $8Kโ€“$12K per deal. Management fees are less common in SPVs than in funds โ€” many deal-by-deal SPVs charge zero ongoing management fee.

What is carried interest in an SPV?

Carry is the GP's share of investment profits, typically 20% in venture SPVs (some charge 10%โ€“15% for well-known GPs competing on terms). It is calculated on profits above the cost basis โ€” not gross proceeds. A 20% carry on a $9M profit from a $1M investment means the GP earns $1.8M and LPs receive $8.2M of the $10M total.

How much does it cost to set up an SPV?

Total SPV setup costs range from $5Kโ€“$20K depending on platform and legal complexity. AngelList SPVs start at ~$8K in one-time fees. Assure and Allocate charge $8Kโ€“$12K. Adding a law firm for custom agreements adds $3Kโ€“$8K. These costs are typically charged to the SPV (LP-funded) or covered by the GP as a cost of raising the vehicle.

What is a good return for an SPV?

A good SPV net return is 3x+ MOIC, which places it in the top quartile of venture outcomes for a single deal. The median venture-backed startup that raises an SPV returns 1xโ€“1.5x net to LPs. Top-quartile deals return 5xโ€“20x+ net. Because SPVs are single-company bets with no diversification, LPs should expect most to return under 2x and size accordingly.

SPV vs fund: which structure is better for emerging managers?

SPVs are better for emerging managers starting out โ€” LPs know the specific deal (no blind pool), they are easier to raise, and there is no management fee pressure. The standard playbook is to run 3โ€“5 SPVs first to build a track record, then use that performance data to raise a dedicated fund. Most sub-$50M funds today were preceded by at least one successful SPV.

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Trace Cohen is a serial founder, investor and data geek. Please feel free to reach out t@nyvp.com

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