Before borrowing against a private markets portfolio: a checklist
A condensed guide to the TFOA paper on NAV credit facilities: the four-part decision test, eligible NAV, cash sweeps and when a secondary sale is better.
Key takeaways
The TFOA paper sets a four-part test: temporary need, diversified portfolio, survivable sweep, and credible repayment.
A facility drawn at 35% LTV rises to about 44% after a 20% markdown with debt unchanged.
Jefferies' H1 2026 data put LP portfolio pricing near 87% of NAV and real estate at 68%.
Before borrowing against a private markets portfolio, a family office should be able to answer four questions in writing: whether the need is temporary and defined, whether the portfolio is diversified and one the family means to keep, whether the cash sweep and covenants still leave enough cash for known capital calls in a downside case, and whether repayment rests on an assumption the investment committee would accept in any other context. That is the decision test set out in a paper published by The Family Office Association in October 2026, What a family office should establish before borrowing against a private markets portfolio, which I co-wrote with Marc Sharpe. This article condenses it.
The four-part test
Test | What it asks | Where facilities go wrong |
|---|---|---|
Temporary and defined | Is there a date and an amount? | A recurring shortfall dressed as a bridge |
Diversified and kept | Would you hold these assets without the loan? | Concentration in one or two positions |
Survivable sweep | Can you fund known calls after the lender takes distributions? | Modelling the breach but not the sweep |
Credible repayment | Does repayment depend on a recovery or a refinancing? | Timing bets presented as plans |
Each test is independent. A diversified portfolio is still the wrong collateral if the need is permanent, and a temporary need is still badly served if repayment depends on marks recovering.
Eligible NAV is not reported NAV
The advance rate in a NAV facility applies to eligible net asset value, which is a defined term in the loan document, rather than to the GPs' reported marks. The paper's checklist covers excluded positions, concentration caps by fund, manager and underlying asset, valuation and currency adjustments, the treatment of unfunded commitments and existing debt, whether capitalised interest counts as debt, and whether the lender can challenge valuations between reporting dates.
The gap between the two numbers can be wide, and it is the smaller number that the covenants test. It also moves. The paper's illustration is that a facility drawn at 35% LTV rises to roughly 44% after a 20% markdown if the debt is held flat. Advance limits, maintenance thresholds and cash trap levels are usually set at different points, so a borrower needs all three figures. Lenders publish their own parameters in outline, for example Nodem Capital's investment parameters page, but the document that governs is the facility agreement. The NAV loans explainer covers the structure in more detail.
Model the sweep before the breach
Most borrowers stress-test the LTV covenant. Fewer model the cash sweep, which often starts at closing while the loan is performing. Distributions go to the lender first, interest keeps accruing, and capital calls keep arriving. The paper recommends modelling the sweep alone before modelling any breach, and asking three things of the term sheet: what share of each distribution is captured, whether there are carve-outs for capital calls, taxes and running costs, and when the sweep switches off.
A sweep that captures most distributions from day one turns a portfolio that was funding its own calls into one that needs external cash for them. That is the mechanism by which a facility intended to solve a liquidity problem can create a larger one. The article on cash sweeps, LTV triggers and covenants works through the arithmetic.
When a secondary sale is better
The paper does not offer a single rule, and it warns against comparing a loan to a published secondary price. Jefferies' July 2026 review, cited in the paper, put average LP portfolio pricing near 87% of NAV, with buyout at about 91% and real estate at about 68%. Those are market observations. Buyers select the strongest interests, deferrals are common so the headline price may not settle as cash, and a sale transfers unfunded commitments while a loan does not.
The fair comparison raises the same cash on the same date by each route. The worked example is a $20m requirement: at a 91% bid, raising it means selling about $22m of reported value, a discount of roughly $2m before costs and taxes, against the interest, fees and sweep of a loan over its expected life. The secondary sale versus portfolio financing article sets out that comparison in full.
The paper lists the situations in which a facility is the wrong answer: a recurring shortfall, concentration in one or two positions, repayment that depends on a recovery or refinancing, an unsettled governance process for curing breaches, and cases where the family would exit the assets anyway. In that last case, a discount to a stale mark may simply be what the assets are worth.
What to establish, in order
Taken together, the paper's checklist runs as follows. Write down the amount and date of the need and test whether it recurs. List the portfolio by position with the latest mark, the date of that mark, the unfunded commitment and any transfer restrictions. Obtain the lender's definition of eligible value and recompute LTV on that basis. Model the sweep on the base case and the downside case, including known calls, taxes and running costs. Identify who in the family's governance can approve a cure, add collateral or authorise a sale, and how quickly. Price the alternative of a sale on the same cash and dates. Only then decide.
None of this is specific to one lender. It is the diligence a committee would apply to any other leveraged position, applied to the family's own balance sheet.
The author is Chief Investment Officer of Nodem Capital, an FCA-authorised lender. Family Office Primer is published by Nodem Capital; see our editorial standards.
Questions
What is the four-part test for a NAV credit facility?
The TFOA paper says a facility makes sense only when the need is temporary and defined, the portfolio is diversified and one the family means to keep, the sweep and covenants leave enough cash for known calls in a downside case, and repayment does not rest on an assumption the committee would otherwise reject.
What is eligible NAV?
Eligible NAV is the defined collateral value in a facility agreement: reported NAV less excluded positions, concentration caps, valuation and currency haircuts, and adjustments for unfunded commitments and existing debt. The advance rate and covenants are tested on this figure, which can be well below reported NAV.
When is a secondary sale better than borrowing?
When the shortfall recurs, the portfolio is concentrated, repayment depends on a recovery or refinancing, or the family would exit the assets anyway. The comparison should raise the same cash on the same date by each route, using an actual bid rather than published averages such as Jefferies' 87% of NAV.
Sources
What a family office should establish before borrowing against a private markets portfolio, The Family Office Association, 2026
Global Secondary Market Review, July 2026, Jefferies, 2026
NAV Loan Investment Parameters, Nodem Capital, 2026