- Private equity
- Papers
- Perspectives
Paul Newsome
Head of Investment Solutions
Private Equity
- Low exit volumes are the main reason why the number of funds raised in Q3 was the lowest since the COVID pandemic
- Given the bottleneck in exit activity, there is a real risk that investors might struggle to get exposure to 2024 and perhaps even 2025 vintages
- Investors should consider liquidating at least some of the mature tail-end portfolios and potentially redeploy in secondaries or emerging managers
Overview
How can investors avoid missing out on attractive new investment opportunities when distributions from prior investments remain so lacklustre? While exit activity in Q3 was flat vs. Q2, exit volume over the year-to-date remains more than 20% down vs. the same period in 2023. This is the main reason why the number of funds raised in Q3 was the lowest since the COVID pandemic. Meanwhile, given that dry powder amounts are still high overall, investment activity has been stable, showing a slight year-to-date increase vs. the same period in 2023. Nevertheless, given the bottleneck in exit activity, there is a real risk that a good number of investors might not be able to get exposure to attractive investment opportunities from the 2024 and perhaps even 2025 vintages. Even worse, their lower performing ‘tail-end’ assets for which they continue to pay management fees will act as a drag on overall performance.
What could the solution be? We believe investors could consider selling their more mature tail-end portfolios using the buoyant secondaries market and redeploy the proceeds in new commitments.
The mid-market bucks the trend
The global aggregate value of private equity deals closed for the first nine months of 2024 (YTD Q3) was USD 493bn – 1% higher than the same period last year1. Each region is telling a different story: activity has been stronger in North America (+20%) and Europe (+9%), but is well down in APAC (-43%).
Although, anecdotally, more exit processes seem to be underway since the summer, this has not yet translated into the data. The global aggregate value of exits was USD 259bn for YTD Q3 – a decrease of 21% on the same period last year2. This decline was fairly uniform across all regions: North America (-20%), Europe (-25%) and APAC (-20%).
However, as we observed last quarter, the number of deals exited was actually 12% higher than the same period a year ago. Put another way, the average deal size at exit is 37% lower than it was a year ago. This implies that there continues to be more exit activity in the mid-market than in the large and mega buyout space.
This is certainly our experience. In July, one of our Spanish managers, Portobello, sold USA Group a niche industrial company specialising in the manufacture of precision parts used in solutions for efficiency, e-mobility and wellness. During Portobello’s four-year ownership, the business more than tripled its revenues, driven by the long-term growth trends in its end-markets.
In the same month, Bowmark, sold Focus Group – one of the UK’s leading providers of essential business technology to SMEs – to HgCapital for almost GBP 800m. This was also a four-year hold for UK-based Bowmark and led to net returns to our investors comfortably above our target returns. We have a number of other exits in progress from both our direct and secondaries strategies. We will report on these in due course.
Turning back to the wider market, the ongoing lack of distributions to investors now appears to be affecting fundraising. Although fundraising remained resilient in the first half of the year, total buyout fundraising in Q3 fell to USD 72bn — less than half the amount recorded in the same quarter of 2023. Meanwhile, mega funds still dominate with the top 10 funds accounting for over 65% of this figure.
The tail-end dilemma
The problem for investors right now is that too much of their capital is locked up in aging private equity funds, and not enough is coming back to them in the form of distributions. In aggregate, almost USD 3trn of unrealised value is currently held in buyout funds while almost USD 2.5trn of unrealised value is held in venture capital funds3.
Perhaps more concerning is that one third of this unrealised value in buyout funds (c USD 1trn) is in vintages older than six years. For venture capital, where longer holding periods are more common, around 44% of the unrealised value (c USD 1.1trn) is in vintages older than six years.
Why is this concerning for investors?
- Investors continue to pay management fees on the invested capital until the investments are realised or written off. The longer the underlying fund managers hold on to these unrealised assets, the greater the fee burden becomes on these assets.
- The best investments are usually exited in five years or less. A simple analysis of a mature portfolio of 16 funds we recently sold revealed that only five of the 49 unrealised companies held for five years or longer were valued at 2x or more. In other words, most of the high quality deals had already been exited.
- Further upside is limited. While certain portfolio companies could experience a late flourish, it is just as likely that others could stall. Put another way – in our experience, it is very unusual to see a buyout fund’s overall TVPI materially rise after year seven, especially when management fees continue to chip away at
the value. - Capital is being blocked for new commitments. Most importantly, capital which is hardly appreciating in value is locked up and represents a major opportunity cost for investors.
How could investors solve such an issue? The remedy may be for investors to sell their tail-end portfolios on the secondary market. However, the discount for such portfolios that secondary investors demand can be off-putting to many investors. They would rather wait until the bitter end than take a short term hit. Is this the right approach?
Each situation is different but let’s consider a simple example. Investor A has a tail-end portfolio of $100m in NAV, which is held in a selection of 2016 buyout vintages. According to Preqin, the median DPI of such funds is now over 100% but over 80% of total value (or relative value to paid-in “RVPI”) is still held as unrealised NAV.
Investor A has two options:
- Hold. Under realistic assumptions, a portfolio of this age could lead to a final value of $110m in four years’ time, so 1.1x today’s NAV. Indeed, this is the average return one would have received on the unrealised NAV of all 2012 vintage buyout funds if one had “invested” four years ago and fully realised at today’s NAV.
- Sell and re-invest. A secondary buyer would typically price to achieve a c 1.3x return (given that such buyers use leverage) which would lead to a price of c USD 85m or 15% discount to NAV. The USD 85m of proceeds would allow Investor A to immediately commit into a new fund. Given the drawdown schedule of a typical fund, it could be efficient to commit at least USD 120m since it is unlikely that more than USD 85m would be drawn in the first two years. After two years, additional drawdowns could be funded by future distributions (from the rest of the portfolio). Looking at historical returns, an investment in a median buyout fund would have been around 80% – 90% drawn after four years, delivering a 1.5x TVPI, a gain of c USD 50m4.
Conclusion:
In this hypothetical example, selling a USD 100m tail-end portfolio today might lead to a USD 15m loss on the sale through the discount. But then, re-investing could lead to a gain of around USD 50m, i.e. a net gain of USD 35m. Meanwhile, holding would have led to only a USD 10m gain. The “sell and re-invest” option is the winner!
Of course, for any given investor, it would require detailed analysis of the investor’s underlying portfolio to determine the best route. However, even if there would be no obvious financial gain by selling and re-investing, history shows that the private equity investment maxim ‘never miss a vintage’ typically holds true.
Since 2000, the best vintages for buyout funds have tended to coincide with the worst years for fundraising. Examples include 2001, 2010 and 2014. Investors who skipped these vintages would have missed out on attractive returns. As such, it is a factor worth considering.
Future-proofing your portfolio
Therefore, our general advice for investors who have mature portfolios with sticky tails is to consider liquidating at least some of the tail in order to get more exposure to 2024 and 2025 funds. The next conundrum, of course, is where to invest. Here are some ideas:
Secondaries – to improve the cashflow profile of your portfolio. It may seem counterintuitive to invest into secondaries having just sold a tail-end portfolio on the secondaries market. However, a well-executed secondaries strategy gives an investor accelerated exposure, early and continuous distributions and access to market leaders that are already held in other private equity funds.
Many of the larger secondaries players fail to deliver to this promise due to (i) the use of leverage, which slows down both capital drawdowns and ultimately distributions, and (ii) overdiversification, which dilutes the exposure to market leaders while leading again to a sticky tail.
We believe the optimal secondaries strategy is to strike a deliberate balance between GP-led deals, single LP-stakes and direct secondaries with the aim of delivering a portfolio of high-quality companies, a predictable and dependable liquidity profile for investors (we aim to deliver a DPI of 1x net to our investors) and top quartile returns.
Emerging managers – to get the best return potential. Historically, emerging managers have delivered better median returns than established managers over nearly all vintages. However, even more striking is that emerging managers have delivered even more upside (expressed as better top quartile performance) and lower “downside risk” (expressed as better bottom-quartile performance). This is true not just for TVPI and net IRR, but also for DPI.5
How do they achieve this? Firstly, it is really a misnomer to even call them “emerging”. Such managers are typically founded by senior professionals who have honed their skills at larger, established managers over multiple market cycles. Secondly, they are nimble. They are often specialists focusing on novel investment themes that fit the current investment environment. They are also unencumbered by legacy portfolios (the sticky tails!) and so can simply focus on sourcing attractive investment opportunities.
Finally, this is private equity in its purest form — GPs deeply aligned with their investors, focused on creating genuine operational value rather than leaning on financial engineering, and targeting innovative, founder-led businesses poised to become the market leaders of tomorrow.
Today, only the most compelling combination of team, strategy and prior track record can attract the interest of investors, particularly in a fundraising landscape that favours mega-cap, blue-chip names. This is Darwinism in action within the private equity market — only the strongest secure capital.
Ultimately, investors deploying capital in this environment should remain outcome-focused — prioritising strategies that deliver strong risk-adjusted returns, optimised cash flow profiles and very thin tails. Without regular distributions, investors cannot reinvest; and without reinvestment, portfolio returns lose the power to compound.
Unigestion Private Equity Activity
Here are the highlights of some of the investments that we completed in Q3.
July, Unigestion closed a multi-asset secondary transaction with FSN Capital. Nordlo, headquartered in Stockholm, Sweden, provides managed IT and digital transformation services to SMEs, NGOs, and public institutions and is present in Norway and Sweden with 833 employees at 46 locations. Saferoad, headquartered in Oslo, Norway, provides a broad range of road safety products and solutions with 2,500 employees across 13 European countries. Both assets are cycle-resilient, having performed well during market downturns and exhibited continuous growth during times of crisis, such as the COVID pandemic, the war in Ukraine, and the recent period of high inflation. Saferoad’s growth is driven by the often anticyclical government spending while Nordlo exhibits a significant share of recurring revenues with multi-year contracts.
In August, Unigestion co-led a tender process for Transom Capital Fund III including a late primary staple to Transom Capital Fund IV. Transom Capital Group is a Los Angeles-based sponsor focused on deep value opportunities and operational turnarounds. They consistently invest in companies at low entry valuations and low debt. The sponsor was formed in 2008 and has an established track record with 11 fully realised deals. The transaction was closed at an attractive entry valuation and low net leverage, reflecting Transom’s strategy, and consists of an attractive mix of assets with early liquidity potential and newer investments with higher return potential.
In the same month, Unigestion completed a direct investment into Paris-headquartered Eres Group. Founded in 2005, Eres is a mid- and long-term savings platform offering Profit-Sharing (PS) plans and Retirements plans, which offer tax advantages for both employers and employees. The company designs the architecture of the products (agreements, services, and investment’s supports) and distributes them either directly or through a network of 6,700 distributors. Eres’s sweet spot is intermediated profit-sharing for SMEs. In December 2023, the company had EUR 6.8bn assets under management. Eres’ core market is expected to grow over 10% p.a. This is underpinned by an increasing penetration rate of French companies thanks to favourable regulatory tailwinds.
Also in August, Unigestion committed to Argos Climate Action. The Fund supports European mid-market companies through their ”Grey to Green” environmental transition, specifically focusing on the reduction of their greenhouse gas (GHG) emission leveraging a proprietary tool developed together with ENEA, a consulting firm. Argos focus on companies where the decarbonisation will bring a competitive advantage, resulting in better commercial tractions and/or higher margins. The Fund intends to reduce the GHG emission intensity by at least 7.5% yearly. Argos Climate Action will also leverage “Paddles”, a proprietary database of value creation levers developed in 2014 and extensively used by Argos across its whole platform. The fund has already one portfolio company, Bracchi - an Italian-based logistics and transport market leader - and has signed exclusivity agreements on two potential new acquisitions in Germany and France.
In September, Unigestion committed to Longshore Capital Fund II. Longshore specialises in selected subsectors within tech-enabled business services: revenue cycle management, tech-enabled BPO, payments / incentives, and managed services. Longshore Capital was established in 2020 by Nick Christopher and Ryan Anthony, both of whom were previously partners at LaSalle Capital Group where they worked together from 2006 to 2019 and led the tech-enabled business services investments. At LaSalle, Nick and Ryan led the acquisition of eight platform companies and 41 add-ons across LaSalle Funds I and II. In 2020, the founding partners formed Longshore and raised USD 210m for Fund I. Longshore selectively invests in companies that have a tech-enabled component and are compelling due to recurring revenue models with contractual customer relationships; proprietary technology that enhances barriers to entry, increases productivity, and improves services; digital transformation; and favourable secular market trends
Also in September Unigestion completed an off-the-market secondary transaction consisting of the acquisition of an LP stake in Miura III with a primary staple in Miura IV. Founded in 2007, Miura is a Barcelona-based GP focused on value acquisitions with clear transformational projects across family-owned and entrepreneurial business in niche industries in the Spanish mid-market. Miura is characterised by its ability to help families and founders to further internationalise their companies mainly via M&A coupled with its Mediterranean heritage. Unigestion has negotiated an attractive deal structure with a deferred purchase price for 12 months from the closing date. Exits expected to take place in the next 12 months present a high likelihood of covering the deferred purchase price. Furthermore the unrealised assets have experienced strong sales and EBITDA growth since acquisition.
In the same month, Unigestion sold its LP stake in Vitruvian III, a 2017 vintage fund with €2.4bn of total commitments. Although Vitruvian III has performed well, further upside was limited and Unigestion has neither re-upped to Vitruvian IV nor Vitruvian V. The key rationale was the larger fund size compared to Unigestion’s sweet spot (<EUR 1bn) as well as the risk-return profile of the assets, with early growth, pre-IPO and selected PIPE or public market investments.
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