Co-Investment ModelFree Financial Model Download
Model co-investor capital, preferred returns, and distributions with full waterfall transparency, per-investor IRR attribution, and clawback / catch-up scenarios.
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About this model
This co-investment model evaluates the return potential for a limited partner investing alongside a private equity or venture capital sponsor in a specific portfolio company. It models the target company's revenue, EBITDA, and free cash flow across a 5-year hold period; finances it with senior debt, subordinated debt (if any), and equity; and calculates the net proceeds and net IRR to co-investors after transaction fees, carry, and hurdle returns. The model separates sponsor returns from co-investor returns, showing how preferred returns and carry split between the two groups.
The model includes an LBO sources-and-uses statement showing how the deal is structured (equity percentage, debt-to-EBITDA leverage); a three-statement operating model for the target with revenue growth, margin expansion, and working capital assumptions; a debt schedule with mandatory and optional amortisation; and a waterfall distributing exit proceeds according to the subscription agreement terms (preferred return, catch-up, pro-rata residual). A returns sheet calculates gross and net IRR, MOIC, and cash-on-cash returns, along with sensitivity tables on entry multiple, exit multiple, and margin expansion.
This model serves co-investors evaluating sponsor integrity and deal economics before commitment; advisors building fairness opinions on transfer prices; and sponsors modelling LP returns to support fundraising. It is essential for secondary market investors and LPs assessing whether a co-investment opportunity offers superior risk-adjusted returns compared to a blind pool fund commitment.



Recolor to your brand.
Formatted to IB standards.
Named theme colors repaint the whole workbook in one click, on top of an investment-banking structure with blue inputs, black formulas, and green cross-sheet links.
- Brand-ready
- Institutional grade
- Fully auditable
What's included
- Co-investor subscription and capital call schedule
- Preferred return accrual and waterfall mechanics
- Interim and exit distributions by investor
- IRR and MOIC calculations per co-investor
- Clawback and catch-up scenarios
Built for direct deal economics
Use this model when an LP is investing alongside a sponsor and the waterfall, fees, and exit timing decide net IRR.
Waterfall engine
A useful co-investment model handles preferred returns, catch-up, clawback, and promote allocations rather than approximating with simple splits.
Per-investor analytics
This shows each investor’s capital deployed, distributions received, and projected IRR in one place.
Frequently asked
What is a co-investment model?+
It is a model that projects sponsor and co-investor returns on a single portfolio company through capital calls, waterfall distributions, and an exit.
How do preferred returns work in a co-investment?+
Co-investors typically receive a preferred return (e.g., 8% IRR) before general partners share in upside. The model stacks and calculates this automatically.
Can I model multiple fund structures?+
Yes. Build separate waterfalls for different tranches, seniorities, or deal types within a single model.
Does it handle follow-on commitments?+
Yes. Track original commitment, follow-on commitments, and adjustments alongside capital actually called.
Is this useful for LP underwriting?+
Yes. Co-investors use it to assess sponsor integrity, deal economics, and whether the opportunity beats a blind-pool fund commitment.
Alex Tapio
Founder of Finamodel • Professional Financial Modeller • Ex-Deloitte
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