Private Equity - Buyouts, Lifecycle and Value Creation

By EC Assets Research Team, Private Markets Research · Published

Private Equity: Private equity is the asset class of equity investments in companies not listed on a public exchange. The category spans leveraged buyouts of mature businesses, growth equity in scaling companies, and secondary purchases of existing fund interests - managed through finite-life partnership vehicles.

What Private Equity Is

Private equity invests in companies that are not traded on a public exchange. Most capital goes through closed-ended limited partnerships with a life of about ten years: a general partner manages the fund, limited partners commit capital, and the fund invests over roughly the first four to five years, holds companies for several years and returns capital through exits such as trade sales, sales to other funds or listings.

The main strategies are buyouts of mature, cash-generating companies, usually financed partly with debt; growth equity in expanding companies with little or no leverage; and secondaries, which buy existing fund interests. Venture capital, investing in young companies, is usually treated as a separate category because its returns depend on a few very large winners.

How It Works

Investors commit capital that the general partner draws through capital calls. Fees are typically a management fee of 1.5 to 2 percent on committed capital during the investment period, falling afterwards, plus carried interest of 20 percent of profits above a preferred return, distributed through the distribution waterfall. Early fees and investments produce the J-curve in returns and cash flows.

Kaplan and Strömberg (2009) describe three sources of value: financial engineering, using debt and incentives; governance engineering, through active boards and management ownership; and operational engineering, improving the business itself. A simple value bridge separates the equity gain into earnings growth, debt paydown and the change in valuation multiple.

The fee structure shapes incentives. Metrick and Yasuda (2010) model the expected revenue of private equity managers and find that about two-thirds comes from fixed components, chiefly management fees, rather than from carried interest, and that buyout managers grow revenue mainly by raising larger funds. For investors this is a reason to negotiate fee bases and offsets, not only the carry rate.

Leverage at the company level magnifies returns in both directions; the debt is often provided by private debt funds as well as banks and bond markets.

Worked Example

A buyout fund buys a company with EBITDA of 50 at 10 times EBITDA, an enterprise value of 500, financed with 300 of debt and 200 of equity. Five years later EBITDA is 70, debt has been paid down to 200 and the company sells at 10.5 times, an enterprise value of 735. Equity is worth 735 - 200 = 535.

Source of the 335 equity gain Calculation Amount Share
EBITDA growth (70 - 50) × 10 200 59.7%
Multiple expansion 0.5 × 70 35 10.4%
Debt paydown 300 - 200 100 29.9%

A simplified bridge with no interim dividends, fees or taxes.

The gross multiple is 535 / 200 = 2.675x and the gross IRR about 21.7 percent. Investors also pay management fees, here 2 percent of 200 for five years, 20, and carried interest of 20 percent of the 315 profit after fees, 63. They put in 220 and receive 472, a net multiple of about 2.15x and a net IRR of about 16.5 percent, treating all payments as made at the start and end.

The result is sensitive to the exit multiple. Had the company sold at 9 times instead of 10.5, enterprise value would be 630, equity 430 and the gross multiple 2.15x, an IRR of about 16.5 percent: 1.5 turns of multiple cost about 5 points of annual return. Leverage works in both directions too. Had EBITDA fallen to 45 with no debt repaid, the company would be worth 450 at 10 times and the equity 150, a 25 percent loss, where an all-equity buyer would have lost 10 percent.

When It Applies (and Limitations)

Fees and dispersion. The gap between gross and net returns is large, and differences between good and poor managers are much wider than in public equities. Kaplan and Schoar (2005) found that fund performance persists across a manager's funds, though later research finds the persistence weaker.

Reported valuations. Interim NAVs are estimates and tend to lag market moves, so interim returns and volatility can be misleading.

Entry prices and rates. Returns depend heavily on purchase multiples and financing costs. Higher prices and interest rates reduce the contribution of multiple expansion and leverage.

Illiquidity. Capital is locked up for about a decade, and secondary sales usually involve discounts, particularly in stress.

Exit markets. Distributions depend on buyers and listing windows. When exits slow, as they do after sharp rate rises, holding periods lengthen, cash comes back later and IRRs fall even if the companies themselves perform.

Why It Matters for Institutional Investors

Return potential. Harris, Jenkinson and Kaplan (2014) estimate that the average US buyout fund beat the S&P 500 by 20 to 27 percent over its life, more than 3 percent a year, for most vintages since 1984, which supports a long-term allocation for investors who can bear illiquidity.

Manager selection. With wide dispersion, choosing managers and negotiating terms matters as much as the decision to invest.

Programme design. Commitment pacing, vintage diversification, secondaries and co-investments shape the risk and cost of a private equity programme.

Measurement. Public market equivalents, TVPI and DPI give a more reliable view than IRR alone, particularly before funds are fully realised.

References

  1. Kaplan, S. N., & Strömberg, P. (2009). Leveraged Buyouts and Private Equity. Journal of Economic Perspectives, 23(1), 121-146.
  2. Harris, R. S., Jenkinson, T., & Kaplan, S. N. (2014). Private Equity Performance: What Do We Know? Journal of Finance, 69(5), 1851-1882.
  3. Kaplan, S. N., & Schoar, A. (2005). Private Equity Performance: Returns, Persistence, and Capital Flows. Journal of Finance, 60(4), 1791-1823.
  4. Metrick, A., & Yasuda, A. (2010). The Economics of Private Equity Funds. Review of Financial Studies, 23(6), 2303-2341.

Frequently asked questions

What is private equity?

Investment in companies that are not publicly traded, usually through limited partnership funds managed by a general partner. The main strategies are buyouts of mature companies, growth equity in expanding companies and secondaries, which buy existing fund interests. Venture capital in early-stage companies is often treated separately.

How do private equity funds make money?

Through growth in the profits of the companies they own, repayment of the debt used to buy them, and, sometimes, selling at a higher valuation multiple than they paid. Kaplan and Strömberg (2009) group the tools into financial, governance and operational engineering.

How are private equity returns measured?

With IRR, the annualised return on the fund's cash flows; with multiples such as TVPI, total value to paid-in, and DPI, cash returned to paid-in; and with public market equivalents that compare the fund with what the same cash flows would have earned in an index.

Does private equity beat public markets?

On average, buyout funds have, according to Harris, Jenkinson and Kaplan (2014), with public market equivalents above one for most vintages they studied. Results vary widely between funds, recent vintages face higher entry prices and rates, and reported interim valuations can overstate performance.

What are the main risks?

Illiquidity, since capital is locked up for about ten years; leverage at the company level; dependence on exit markets; valuation uncertainty in interim reporting; high fees; and wide dispersion between managers, which makes selection decisive.

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