Up-C
Investment Banking glossary · Investment Banking Valuation
Definition
IPO structure: public C Corp holds interest in operating partnership.
Up-C in plain English
Most companies you invest in ARE the business, but an Up-C is a sneaky two-layer setup: the public company you buy stock in is really just a holding shell that owns a stake in a separate partnership where the actual business lives. Founders use it because partnerships get better tax treatment than regular corporations, letting the original owners keep those tax perks even after going public. Picture a famous restaurant that stays a private partnership, while a new public "parent" company sells shares and owns a slice of it. This structure is what makes those Tax Receivable Agreements possible, funneling tax savings back to the founders.
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