Companion files
GP-Led Secondaries, Single-Asset Vehicles, Pricing, Conflicts and Governance: A Practitioner’s Guide
Four Excel workbooks, now revised: the Thalia transaction of Chapter 18 from first discussion to closing, Chapter 7’s pricing arithmetic, Chapter 12’s fee comparison and the six appendix checklists as working documents. Around them, a blank set for your own transaction, thirteen working documents to print, forty questions that mark themselves, and three cases the book does not work. 105 figures are checked against the book.
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Eleven workbooks, the printable documents and the read-me. Each group below can also be downloaded on its own. Last revised 26 September 2026.
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These carry the book’s own figures, so that every number it prints can be traced to a live formula. Download these four121 KB
Chapter 18
The situation, the process, the price and structure, the election, and the three things the chapter says still deserved scrutiny — each on its own sheet, with every number the chapter states in prose put somewhere it can be tested. The election sheet is the one to open first. Chapter 18 reconciles four money figures: equity of EUR 354.5 million, the syndicate’s EUR 209.2 million, crystallised carried interest of EUR 31.2 million, and the EUR 190.7 million selling investors receive, and the sheet does the same arithmetic live. Fifty-nine per cent of the interests leave, fifty-nine per cent of the gross equity is what the syndicate funds, and taking the carry attributable to that same fifty-nine per cent off it gives the sellers’ proceeds. The carry itself is computed, not typed in: 20 per cent of the EUR 218.5 million gain (EUR 354.5 million less Meridian III’s EUR 136 million cost) after a EUR 62.5 million holdback. The sheet then shows how the carry is settled: EUR 18.4 million in cash, EUR 12.8 million rolled, EUR 9.0 million subscribed back and EUR 9.4 million retained, which is 70 per cent of accrued carry reinvested and about 49 per cent of the cash carry put back. The scrutiny sheet then puts numbers on the three questions the chapter leaves qualitative: what the entry premium over the earlier third-party bid costs rolling investors and what earnings growth would justify it, how much downside cushion the leverage increase consumed, and what the deployment clock on the unfunded EUR 70 million actually requires. Revised: of the five first-round bidders, two had co-invested with the sponsor, so three were independent; a EUR 10 million commitment realises EUR 4.2 million before the carry and EUR 3.8 million on the sellers’ basis; the third-party bid came six months before the agreed price; and Chapter 17’s clock puts the exit-ready date at month twenty-four, while month thirty, which a four-year term seems to allow, already falls in the year the sale process must begin.
Download the workbook32 KBChapter 7
Chapter 7 does three lines of arithmetic and observes that very few election materials do them and no investor should skip them. Here they are, live: the worked comparison with its three better benchmarks, the capital structure test that shows why an equity price comparison across different leverage levels is meaningless, and deferred consideration reduced to present value with a sensitivity table — because the answer moves a great deal and the inputs are judgements that ought to be visible. Then the sheet the chapter’s argument builds to but never draws. A rolling investor is, in economic substance, buying the asset at the transaction price, so a high price is good for those who sell and bad for those who roll. The same asset, the same plan and the same exit run across a range of entry prices, and the transfer between the two groups turns out to be exactly symmetric. The sheet also solves for the entry price at which rolling stops delivering a stated required return — which is what Chapter 10’s question about investing new money at this price actually means. Revised: the discovery test now computes the final spread it was reading from an empty cell, and the nine per cent premium over the prior bid is shown on the equity rolling investors buy, where it is 12.7 per cent, as Chapter 7 prints it.
Download the workbook24 KBChapters 4, 10 and 12
Chapter 12’s exercise says most investors have never calculated the total fees and carried interest payable under a sponsor’s base case, in cash, and are surprised by the answer. This workbook does it. Both fee scenarios reproduce to the euro, and the difference the chapter describes as roughly EUR 400,000 or eight points of net multiple computes to exactly EUR 400,000 and exactly eight points. Carry is tiered at 12.5 per cent up to a 1.5 times multiple, 16.7 per cent between 1.5 and 2.0 times and 20 per cent above, and the worked example lands at 1.8, in the middle band. The workbook checks that the printed rate reproduces both printed figures and shows what the alternatives would have produced. Also here: the two-vehicle ten-year fee load, which tests the claim that it can approach a quarter of the gross gain; Chapter 4’s cost allocation with the amount rolling investors bear twice; and Chapter 10’s two investors, with the structural check that reaches the right answer in ten minutes without looking at the asset at all. Added: the same comparison on the usual basis, fees returned before carry, where the gap is about EUR 360,000 and 7 points rather than eight; and the original cost at which the ten-year load reaches a quarter of the gain, EUR 2.64 million on a EUR 5 million position; the chapter’s own illustration uses EUR 2 million, about 23 per cent.
Download the workbook29 KBAppendices B, C, D, E, F and H
The limited partner diligence checklist in seven sections, with the internal constraints last on the page and first in the running order — because for some investors those five questions settle the matter before the asset is ever examined. The sponsor process checklist in the order the transaction happens. The conflicts register with its eight standard entries, each carrying the mitigation the book attaches to it and, crucially, a field for the residual risk after mitigation: a register whose residual column reads none against every entry has not been filled in, it has been completed. The ten questions for a fairness opinion provider, with what each answer tells you. The term sheet review in order of value at risk. Chapter 4’s seven phases with room to record what actually happened, so the compressed phase declares itself. And the fifteen costly mistakes as a twenty-minute review.
Download the workbook35 KBThe three calculation workbooks with every input emptied. Each checks sheet counts what is still missing and tests what holds for any inputs.
Chapters 4, 7, 10, 12 and 18
The Thalia workbook, the pricing workbook and the fee workbook, with every blue input emptied: your fund, your funnel, your bids, your price, your election and your terms. Axes, grid steps and the book’s own standards stay in place. Every sheet waits until the inputs it draws on are complete, and the checks sheet says how many are still missing, sheet by sheet.
The book’s figures are listed cell by cell in a text file inside the archive. Type them back in and every figure the three calculation workbooks reproduce comes back, to the last decimal.
Download the blank set78 KBThirteen pages to print and use. A4, with margins wide enough for US Letter.
Chapters 4 to 17 · Appendices B to H
The election notice’s first hour, with the default read first and the structural check that can settle the answer in ten minutes. The eight questions to the sponsor, sent as one email. The bid funnel and the spread round by round. Reducing a headline price to a number you can compare. The advisory committee’s ten questions. Reading a fairness opinion, with the ten questions for its provider. The terms rolling investors inherit, set against the incoming buyers’. The conflicts register with its residual-risk column. The sponsor’s process plan. Scoring a transaction on the six positive and six negative markers. Rolling and financing checks. The exit clock and the buyer’s first hundred days. And the fifteen costly mistakes as a twenty-minute review.
Download the documents34 KBA workbook that marks itself. Answer in the yellow cells; the marking fills in as you go.
All parts of the book
Seven on the structure and its parties, eight on the transaction, the asset and the price, seven on process, conflict and the investor’s decision, seven on governance, terms, rollover and financing, six on judgement, after closing and Chapter 18, and five on the three cases below. Numbers are marked to a tolerance, multiple choice to the letter, and the score sheet counts your errors part by part: that is your revision list.
Nothing is hidden. The marking sheet holds every answer, every tolerance, and the reason for each answer.
Download the question book16 KBNew material, not a restatement. Three situations the chapters name and never take to a number. Each case is one workbook: the note is the first sheet, the model is the rest, and a checks sheet closes it. Type your own figures in and every finding recomputes.
Chapters 6 and 16 · Case one
Chapter 16’s four-company vehicle at a modest discount to carrying value, with one asset, a third of the value, priced at a substantial premium to what its declining earnings support. Allocated pro rata, three assets sit near their comparables and the passenger 46.2 per cent above: the portfolio’s overpayment of 65 is almost entirely its 60. A 5 per cent discount to carrying value is fair only at 15.8 per cent, and the passenger needs its earnings to rise 37.5 per cent to be worth its allocation.
Chapters 14 and 17 · Case two
Thalia’s vehicle eighteen months late, with a net asset value facility of 96 drawn at year four to pay a distribution. The DPI goes from zero to 0.29; the IRR barely moves, 9.03 to 9.09 per cent; the multiple falls by the interest, 11.7. A 20 per cent fall in the manager’s own valuation breaks the facility’s covenant, at the moment the exit is already late. Nothing was realised.
Chapters 10 and 13 · Case three
An investor base set so that Chapter 18’s own election returns its 41, 54 and 5. Put the same investors through Chapter 16’s compressed design, twenty-one days with a default to roll, and the reported roll rate is 75 per cent, 60 points of it silence, against 42.5 if everyone could decide. The buyers fund 88.6 instead of 209.2: the manufactured roll rate is worth EUR 121 million to them.
Download the three cases30 KB| Blue text | a hardcoded input — you may edit these |
| Black text | a formula — do not overtype these |
| Green text | a link to another sheet |
| Yellow fill | the assumptions that carry the answer |
| Amber cells | inputs, in the three cases |
| ADDED | a figure the book does not give, used in the cases and marked wherever it appears |
105 figures are checked against the book across the first three workbooks: 48 in the Thalia workbook, 24 in the pricing workbook and 33 in the fee workbook. All 105 reproduce, and none is unexplained. Each line carries its own tolerance, set to the precision the book actually prints.
Two things are marked where they matter rather than quietly adjusted. Chapter 4’s six phases from mandate to closing, added sequentially, come to roughly six and a half to ten and a half months against a stated six to nine, because they overlap: preparation starts before the mandate is signed and the election runs inside documentation, as the chapter says, and the internal decision comes before the mandate. And the few figures the book does not print, such as Thalia’s seven-year holding period or the original cost at which the ten-year fee load reaches exactly a quarter, are labelled as inferred or assumed wherever they appear.
The related analysis takes one of these files' central results and works it through step by step.
Read the related analysis Browse Julian R. Sterling's booksThe workbooks open in Microsoft Excel, LibreOffice Calc, Google Sheets and Numbers; the PDF prints on A4 or US Letter. They use no macros and no add-ins, so nothing needs to be enabled or trusted. If your spreadsheet asks to update links on opening, decline — there are none.
The Continuation Fund Handbook by Julian R. Sterling. The workbooks reproduce the worked examples in the chapters; the book is where the reasoning behind them is set out. It is not yet on sale — these files are published ahead of it.
| 26 Sep 2026 | The workbooks follow the corrected manuscript: Chapter 18 now prints EUR 209.2 and 190.7 million, Meridian III’s EUR 136 million cost and a EUR 62.5 million holdback, so the EUR 31.2 million of carry is computed and its split shown; the third-party bid is six months before the agreed price; Chapter 12 prints the 16.7 per cent middle band and the EUR 2 million original cost; Chapter 7 prints the 12.7 per cent equity premium; Chapter 4’s timeline counts six to nine months from mandate to closing. 105 checks, all reproduced. Two sentences of the working documents corrected. |
| 23 Sep 2026 | The four workbooks revised: two of Chapter 18’s five bidders were prior co-investors, so three were independent; the EUR 10 million investor realises EUR 4.2 million before the carry and 3.8 after it; Chapter 17’s clock makes the asset exit-ready at month twenty-four, not thirty; the final-round conversion (three of four, not 3.0) and the pricing workbook’s discovery test are corrected; the fee comparison is added on the usual fees-first basis. 85 checks. Added: a blank set, thirteen working documents, forty questions that mark themselves and three new cases. Each workbook can now also be downloaded on its own. |
The other books with companion files. The full list of titles is on the author page.