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An introduction to

private equity
Pictet Alternative Advisors SA
2014

Private equity funds have earned


a reputation for generating returns
above those of public equity markets.
A prudent selection offers diversified
exposure to attractive sources of risk
premiums over the long term.

Private Equity in perspective


Page 5
The purchase of private
companies has been
practiced since the Industrial
Revolution.

Investing in Private Equity


Page 9
Private equity returns surpass
those of public equity
markets, and top quartile
funds usually generate
consistently strong multiples
on invested capital.

Pictet a strategic partner for


Private Equity
Page 15
Founded in 1805 in Geneva,
Pictet is a leading asset
manager in Europe for both
private and institutional
investors.

Contents

Page 4 Executive summary


5 PART I

Private equity in perspective

The beginnings of private equity


Definition of private equity
How does a private equity fund work?
The private equity industry today
Private equity strategies
Private equity investments

9 PART II

Investing in private equity

The case for private equity


Private equity performance and valuation measures
Investor concerns
Private equity fund of funds model

15 PART III

Pictet a strategic partner for Private Equity





Pictet Group
Pictet Alternative Advisors SA
Investment philosophy
Pictets private equity value proposition
Manager selection
Reporting
17 Glossary and useful terms

Executive
summary

Private equity funds have earned a reputation for generating returns


above those of public equity markets. A prudent selection offers
diversified exposure to attractive sources of risk premiums over the
long term.
Understanding the capital growth drivers of private equity strategies
and sourcing leading managers remains crucial to constructing
a long-term investment programme for private equity investors.
Opportunities exist throughout a companys life cycle, but each stage
calls for particular skills in order to unlock a companys growth
potential. Only some private equity managers have the right tools at
their disposal to consistently meet their investors expectations.
At Pictet Alternative Advisors SA, we have been using our extensive
know-how in alternative investments to select top quartile private
equity funds for high net worth and institutional clients since
the 1980s.
Our private equity team ensures that the results of its selection meet
the requirements of our clients and address the opportunities in
any given economic environment. The team has maintained strong
relationships with key industry players. Strengthening long-term
partnerships with prominent private equity managers has been
instrumental to our success in managing segregated and commingled
private equity portfolios for our clients.

An introduction to private equity

PART I
Private equity in
perspective

The beginnings of private equity


The purchase of private companies
has been practiced since the Industrial
Revolution, however it is broadly
accepted that the first true buyout
was J.P Morgan & Cos purchase
of Carnegie Steel Company from
Andrew Carnegie and Henry Phipps
for $480 million in 1901.

through a fund partnership having


the following characteristics:

 he term of a fund ranges between


T
10 and 12 years

Prior to the second World War, most


private equity investments were
orchestrated by large families and very
wealthy investors. 1946 welcomed the
first two venture capital firms: American
Research and Development Corporation
(ARDC) and J.H. Whitney & Company.
The latter is credited with the first
successful venture capital deal as in
1957 it invested USD 70,000 in Digital
Equipment Corporation, which would
later be valued at USD 335 million
following its initial public offering (IPO).

I nvestment disciplines include


leveraged buyouts (LBO), venture
capital, distressed, growth, mezzanine
finance and angel investor.

Definition of private equity


Private equity capital is equity
capital that is not quoted on a public
exchange. Private equity investors or
funds make investments directly into
private companies or conduct buyouts
of public companies that result in a
delisting of public equity. Capital for
private equity is raised from retail
and institutional investors and can
be used to fund start-ups (venture
capital), make acquisitions (growth
equity, buyout), or to strengthen a
balance sheet (special situations).
Such investments are commonly
made by private equity firms, venture
capital firms or "angel investors".
Investments are generally made

Private equity in perspectives Investing in private equity Pictet a strategic partner for private equity

 rivate equity funds are closed-end


P
investment structures

A funds terms and conditions are

defined in a limited partnership


agreement

How does a private equity fund work?


The funds manager, or general
partner, establishes a limited
partnership agreement that sets forth
the terms and conditions governing
investment in the fund. Investors
in the fund, or limited partners,
fund capital calls up to their agreed
commitment level for the duration
of the investment period (4-6 years).
Once a portfolio investment is
realised i.e. the underlying company
is sold to a financial buyer, a strategic
investor or gone public via an IPO
the fund distributes proceeds back
to the limited partners.

credit cycles in debt markets on entry


and exit multiples. As a result, the
industry has gone through a process
of consolidation, and the number of
funds has fallen from its 2000 peak
of 1,923 funds to 1,029 in 2013.
Traditionally, family offices and
university endowments were the main
allocators to private equity. However,
the risk/return profile of private
equity investments has recently
attracted non-traditional investors
such as sovereign wealth funds.

The private equity industry today


The private equity industry has
enjoyed significant growth since the
1970s. At the end of 2011, assets under
management - the sum of dry powder
and the net asset value (NAV) of
private equity investments - totalled
USD 3 trillion according to the private
equity research firm Preqin.
Trends in fundraising and the number
of funds demonstrate the industrys
cyclicality and the indirect impact of
YEARLY FUNDRAISING SINCE 1970
2'500

600
Number of funds (LHS)
Amount raised in date in USD bn (RHS)

2'000

500

1'923

400
1'500

1'418
1'384
1'245

1'000

927

263 250

200

756

497

216

100

278

2013

2011

2007

2009

2005

2001

2003

1999

1997

1995

1991

138

1993

1987

224

1989

1985

1981

64

185 178 189 176 206

1983

1979

1977

1975

1971

10 11 15 11 13 10 16 11 24 24

97 113

300

1'029

359

1973

441

1'167
1'044
961

925

907

724

500

1'271

1'249
1'164

1'192

Source: ThomsonOne, data as at 31.12.2013

Private equity strategies


Private equity funds typically employ
a transformational, value-added, active
investment strategy. However, diverse
investment strategies can be used
depending on where the company is in
its life cycle. Each stage of a companys
life cycle exhibits a certain risk profile
and requires a specific set of skills
from the general partner. There are
three principal financing stages in a
companys life cycle.

An introduction to private equity

Venture capital
Venture capital refers to investments
made in young companies with
no or limited revenues. This
stage emphasises entrepreneurial
undertakings and focuses on less
mature businesses and industries.
As the efficiency of a technology,
concept or product has yet to be
proven, venture capitalists are ready to
accept a potential risk of failure of the
companies in their portfolios. Returns
are relatively binary. An unsuccessful
investment can lead to a total loss,
while a successful outcome can yield
a very high return on investment.
Usually, one to two transactions,
considered home runs, drive the
performance of the entire fund, while
the rest of the portfolio lags.

Growth capital
Growth capital refers to equity
investments, most frequently minority
investments, in relatively mature
companies that are looking for capital
to expand or restructure operations,
enter new markets or finance a major
acquisition without a change of
control of the business.
Buyout
Buyout investments consist in
acquiring a stake in a private
company (non-listed or public to be
taken private) with the intention to
exercise influence on the company.
Buyout funds usually invest in
mature, established companies
with a strong market position. The
buyout manager draws up, together
with the companys management, a
business plan to develop the company
further, either organically and/or by
applying a "buy and build" strategy.
This process consists of acquiring a
company of a significant size, and
then adding smaller companies to the
initial acquisition in order to create
a significant player in the industry.
Buyout managers will support the
company's management

Private equity in perspectives Investing in private equity Pictet a strategic partner for private equity

in its acquisition plan, negotiating


possible debt financing and efficiently
consolidating the business. The
plan may also include some cost
restructuring measures, the disposal
of non core assets or the sale of
unprofitable divisions. Buyout
transactions make sense when buyout
capitalists believe they can extract
value by holding and managing a
company for a period of time and
exiting it after significant value has
been created.
Buyout investments can be further
classified into small-, mid- and largecap transactions according to the value
of the targeted company. Generally
buyout transactions are leveraged, i.e.
partly financed with a certain amount
of debt in addition to equity.
Special situations
Special situations funds invest in
restructuring, turnaround, distressed
debt for control and any other unusual
circumstances that a company
can face. This category includes
investments in equity and equityrelated instruments as well as debt
instruments.

Private equity investments


Three types of private equity
investments are possible.
Primary investments
Primary investments, or primaries, are
investments in newly created closedend private equity partnerships. After
conducting a due diligence on the
general partner, its strategy and track
record, limited partners commit an
amount to the new fund. However,
at the time of commitment, limited
partners have little visibility on the
underlying investments that will be
made by the fund. Capital is called as
investment opportunities arise. The
general partner will call and deploy
the funds during the typical four to six
years investment period.
Secondary investments
Secondary investments, or secondaries,
are existing limited partner private
equity interests available on the
secondary market. Secondary
investors enjoy shorter investment
periods and accelerated returns on
invested capital. As secondaries are
composed of existing assets, which
means the fund has already deployed
the majority of its capital to portfolio
companies, the risk associated with
investing in a blind pool of assets is
reduced. Furthermore, write-offs and
losses which may occur in the early
years of a private equity investment
can be avoided when acquiring a fund
at a later stage of its life.

An introduction to private equity

Co-investments
A co-investment is a direct investment
by the limited partner in a company
alongside a private equity fund.
This occurs when general partners
want to acquire a stake in a company
larger than the one allowed by the
diversification requirements laid down
in the limited partnership agreement.
Consequently, general partners will
syndicate part of their exposure to
this single company by offering it to a
handful of existing limited partners.
Co-investments allow the limited
partner to increase his exposure to
a particular opportunity through
both the fund and direct investment.
Co-investments are very often offered
on a no-fee, no-carry basis.

PART II
Investing in
private equity

The case for private equity


Attractive returns:
Over the past three decades,
private equity investments have
demonstrated attractive risk/return
characteristics. Returns surpass
those of public equity markets, and
top quartile funds usually generate
consistently strong multiples on
invested capital. This premium return
over public markets is required to
compensate investors for the longterm nature of such investments. With
an investment horizon of more

than 10 years, there is an illiquidity


premium for investors prepared to
accept a lower level of liquidity.
The use of financial leverage in private
equity investments further bolsters
returns. But leverage risk must
be managed. Thanks to extensive
due diligence that general partners
perform on target companies, they are
able to establish an information edge
supporting their decision to invest.

PERFORMANCE BY VINTAGE (%IRR)


30.0%
27.7%

25.0%

24.5%

24.0%

22.7%

20.0%
16.6%

16.0%

15.6%

15.0%
12.3%
11.0%

12.3%
10.9%

10.6%
9.6%

10.0%

9.6%

9.1%

8.7%

9.2%
8.3%

6.9%
6.0%
4.8%

5.0%

0.0%

16.0%

14.3%

5.0%
3.1%

2000

2001

2002

2003

Private Equity 1st quartile

2004

2005

Private Equity Median

5.6%

8.7%

6.3%
5.0%

2.9%

2006

2007

2008

2009

MSCI ACWI (all country world index)

Source: ThomsonOne, Pictet Alternative Advisors SA, data as at 30.06.2013

Private equity in perspectives Investing in private equity Pictet a strategic partner for private equity

Private equity investments enable


investors to capture the illiquidity
premia and to access the intrinsic value
generated by a private equity fund.

Value creation over the long term:


Private equity general partners
aim to create operational value in
companies through active involvement
and strategic orientation. Over the
long term, operational value can be
generated by developing the business
plan, selecting and strengthening the
management team, accessing new
markets, pursuing growth strategies
by accretive acquisitions, etc.

Research by Pictet demonstrates the


benefits of a private equity allocation
in a global portfolio. Indeed, an
annual commitment of 5% in private
equity improves the portfolios
overall performance and efficiency by
reducing its volatility.

Private equity is a good source of


long-term equity capital compared
to public markets. The pressures of
daily stock volatility, analyst estimates,
shareholder lawsuits, regulations
(Sarbanes-Oxley, for example) and
other factors have made public
companies overly focused on the short
term. Private equity capital can allow
companies to take a longer-term view
in terms of executing on strategy and
restructurings.

Market resilience:
Private equity offers valuable
resilience against market cycles.
Historical data show that each vintage
generated positive performance over
the last 20 years. Moreover, funds
launched during market meltdowns
outperformed as they were able to
take advantage of low valuation
periods.

Portfolio diversification:
Including private equity in a balanced
portfolio can improve its overall
diversification. Private equity returns
have demonstrated a low correlation
to public equity and bond markets.

PRIVATE EQUITY MEDIAN NET IRR BY VINTAGE YEAR

in %

20

Median IRR during meltdown years

18

16

15

15

14

14

12

12

Net IRR

11

11

10

10

11

10

8
7

7
5

2010

2009

2007

2008

2006

2004

2005

2003

2001

2002

2000

1999

1997

1998

1996

1994

1995

1993

1991

1992

1990

1989

1987

1988

1986

Source: ThomsonOne, data as at 30.06.2013

10

An introduction to private equity

Private equity performance and


valuation measures
Measuring the performance of illiquid
investments is not as straightforward
as measuring that of traditional asset
classes. Timing the cash flow pattern
of a private equity fund leads to what
is commonly known as the J-Curve
effect. The unpredictability of capital
deployment when opportunities
arise and of distributions when
transactions are realised make it
difficult to calculate time-weighted
returns. As such, the Internal Rate
of Return (IRR) and investments
multiples are the two measures used
to assess the performance of private
equity investments.

The J-Curve effect:


The J-Curve is the name given to the
line, shaped as a J, representing
the cumulated net cash flows of a
private equity fund during its life.
The early years of a private equity
fund are characterised by negative
cash flows, and therefore negative
returns, due to the capital calls, the
management fees and the cost of
investments. As an illustration, the
chart below shows that this particular
fund does not return any capital until
year 3, whereas capital is called in the
meantime. Once the fund starts to exit
the early deals, distributions are made
to investors. Consequently, the net
cash flows of the fund break even in
year 7 and become positive.

ILLUSTRATION: THE J-CURVE EFFECT OF THE NET CASH FLOWS


USD million
7.0

Commitment
Capital Calls
Distributions
Net Cash Flows (cum.)

6.0
5.0
4.0
3.0
2.0
1.0
0.0
-1.0

7 years to
breakeven

-2.0
-3.0

Year 1

Year 2

Year 3

Year 4

Year 5

Year 6

Year 7

Year 8

Year 9

Year 10 Year 11

Source: Pictet Alternative Advisors SA

Private equity in perspectives Investing in private equity Pictet a strategic partner for private equity

11

Internal rate of return (IRR):


The IRR is the standard performance
measure for private equity
investments. It is particularly
suitable for assessing private equity
investments because it captures the
timing effect of cash flows. The IRR is
the discount rate that makes the net
present value of all cash flows equal
to zero.
Investment multiples: Investment
multiples are complementary
measures to the IRR. They express
the value of the investment returned
to a limited partner as a multiple of
its cost basis. However, they do not
take into account the timing of cash
flows. There are two commonly used
multiples:
a. Total value to paid-in (TVPI) ratio
represents the funds total value as
a multiple of its cost basis. TVPI is
calculated by dividing the realised
amount added to the net asset value
of unrealised investments by the
investment cost.
b. Distributed to paid-in (DPI) ratio
is calculated by dividing the
cumulative distributions by the
capital called. It gives a private
equity investor an indication of
distributions relative to capital
paid into the fund (capital called).
If the DPI is greater than one, then
the investor has broken even. It
is a performance measure net of
management fees and carry.

12

An introduction to private equity

Private equity performance is best


measured using IRR combined
with investment multiples. Taken
together, the two measures reflect the
performance and allow for timing
considerations.
Net asset value
Finally, the net asset value (NAV) is
used to value private equity funds.
Since private equity investments
are not listed, the NAV relies on
estimates made by general partners,
who re-evaluate the underlying
assets periodically. Methods used in
this process encompass discounted
cash flows, comparable transactions
and public market multiples. The
NAV is often referred to as a fund's
residual value, as it represents the
value of all investments remaining
in the portfolio. This is a bottomup technique in which individual
companies are valued and then
aggregated to compute the private
equity fund value.

Investor concerns
Private equity is often considered a
highly secretive industry operating
under the radar screens of regulators,
open only to a few ultra high net
worth investors. Misconceptions

about private equity arise from its


risky and complex nature. Investors
often regard private equity as a win
or lose bet but one that also offers
great potential returns.

Myth and reality


We list some of the most recurrent myths and explain why, in our view, these
are actually mistaken beliefs.
MYTH

REALITY

Private equity firms don't add value because


they haven't been in an operating role.

Private equity firms can add value by challenging


management to think outside the box. Private
equity firms can recognise patterns that may not
be obvious to management teams and possess a
network of relationships that can assist companies
in recruiting talent at the board and management
level. They can often help companies explore
strategic partnerships with other firms. Nowadays,
most private equity firms have operating
capabilities at the firm.

Private equity firms win while


entrepreneurs lose.

An entrepreneur typically retains substantial


interest in the business. Private equity firms
only make money if the value of the company
appreciates. It is in the best interests of private
equity firms to help the company grow and
increase its value. A private equity investment
provides entrepreneurs with the opportunity to
diversify their assets.

Private takeovers are often blamed for the


loss of jobs through factory closings or other
restructuring moves.

Industries where private equity funds have been


active grow more rapidly than other sectors,
whether measured using total production, value
added, total wages or employment.

Private equity funds are vultures only focused


on short-term profits.

First, private equity funds represent a potential


governance role model for the next-generation
businesses. Second, they can be a potent partner
for companies seeking to expand overseas. They
have very deep experience in acquiring companies,
putting in new 'world-class' management teams
and turning them around. Lastly, companies
can tap into the managements know-how and
experience of global private equity funds.

Private equity in perspectives Investing in private equity Pictet a strategic partner for private equity

13

Private equity fund of funds model


Within a balanced portfolio of
assets, including private equity has
demonstrated an improved risk/
return profile by diversifying the
asset mix. Allocating to the asset
class via a dedicated private equity
fund of funds diversifies exposure
across geographic regions, types
of investment (primary, secondary,
co-investments) and financing stages
(venture, growth, buyout and special
situations).

14

An introduction to private equity

Idiosyncratic risks inherent to


investing in a single manager or
a handful of funds are reduced
through a fund of funds. Likewise,
deploying capital across multiple
vintage years diversifies the risk of
being concentrated in one vintage or
deploying capital at the market peak.
Fund of funds specifically offer
investors the opportunity to directly
leverage long-term relationships
with top quartile general partners
demonstrating consistently strong
returns.

PART III
Pictet a strategic
partner for
private equity

Pictet Group
Founded in 1805 in Geneva, Pictet is
a leading asset manager in Europe for
both private and institutional
investors.
As at March 2014, assets under
management and in custody totalled
around USD 447 billion (CHF 394
billion; EUR 324 billion).
Pictet Group employs more than 3,500
people worldwide, including 900
investment professionals, analysts,
economists and strategists.
Pictet Alternative Advisors SA
Pictet Alternative Advisors SA is
the division of the Pictet Group
responsible for investments in hedge
funds, private equity funds and real
estate funds. Established in 1991, it
constructs, manages and advises on
portfolios of alternative investment
solutions for institutional and private
clients. The division consists of around
45 employees and manages over USD
14.5 billion.
Investment philosophy
Over the years, Pictet Alternative
Advisor SA has developed investment
principles and rules based on best
industry practice and solid experience,
which today lie at the heart of our
investment philosophy. This latter
relies on four pillars:

Private equity in perspectives Investing in private equity Pictet a strategic partner for private equity

Intrinsic value creation:


We identify private equity managers
that focus on building the intrinsic
value of the companies they own
through strategies and restructurings
focused on growing revenues and
improving margins.
Long-term relationships:
We seek partnership-like relationships
with the funds in which we invest. This
long-term perspective gives us access
to the worlds top private equity funds
and subsequent generation.
Human capital:
We recognise the significance
of investing in managers who
demonstrate established and cohesive
teams with a disciplined dedicated
approach to their private equity
investments. Furthermore, we value
clear alignments of interests within the
management structure and with firms
that share Pictets values.
Bottom-up:
Bottom-up selection relies on investing
in managers that demonstrate
consistent absolute performance
backed by proven track records. Unlike
many market participants, we do
not feel compelled to allocate to all
strategies and regions. Historically,
we have avoided underperforming
sub-classes such as venture capital,
low yielding assets like infrastructure,
or areas that depend on financial
engineering.

15

Pictets private equity value


proposition
Pictets private equity fund of funds
expertise is based on its longstanding
experience in managing discretionary
portfolios of private equity funds and
co-investments.
The team follows a global diversified
buyout strategy and selects only top
quartile performers with proven and
deep track records, funds that have
been long-term equity investors and
that demonstrate significant control
and influence on their underlying
investments. Our aim is to provide
investors with a global exposure to
private equity that achieves long
term premium returns over public
equity markets. Each programme
has an emphasis on managers who
deliver returns based on operational
improvements rather than through
financial engineering.
When investing in private equity,
statistics show a crucial pattern in
fund returns. Past and future fund
performances tend to be highly
correlated in private equity. This
suggests that there is a likelihood
that the next funds managed by the
general partner will remain in the same
performance bracket.
This feature gives a substantial
advantage to investors, such as Pictet
Alternative Advisors SA, that have
been investing in the asset class for
a long time and that have gained
privileged access to top tier private
equity managers.

16

An introduction to private equity

Manager selection
In its manager selection, Pictet
Alternative Advisors SA targets
private equity managers who exhibit
exceptional skills in their field of
expertise. We follow a strict analytical
approach to investing in private equity,
based on robust analysis and risk
management processes. Potential funds
are subject to a rigorous, standardised
and documented evaluation process
before any investment is made to
ensure that only funds meeting our
strict investment criteria are selected.
Reporting
Pictet Alternative Advisors SA
Private Equity heavily relies on its
operations team for the execution of
its investment recommendations as
well as to ensure the monitoring of
investments through our proprietary
reporting system called PiPER (Pictet
Private Equity Reporting). PiPER is
a vital tool that allows the team to
measure and report the performance
of complex private equity portfolios
to clients.
In addition, the team publishes a
quarterly product report highlighting
the major events in each private
equity strategy, including a comment
on the performances posted by all the
underlying private equity funds.

Glossary and
useful terms

Capital call
The amount of funds from the
commitment that is called up by the
PE fund for making investments (and
paying the fund fees).
Commitment
The maximum amount an investor will
be required to invest. On average funds
typically draw approximately 90% of
the committed amount within the first
four to six years of a fund. Distributions
are expected before the full amount of
the commitment is called.
Distributed to paid-in (DPI) multiple
Distributions received to date as a % of
the called up capital.
Distribution
Capital distributed to a fund's
investor as underlying investments
are realised. Usually, an investor will
receive his/her initial investment plus
a preferred return before the general
partner can participate in the profits.
Such arrangements are specified in
the Limited Partnership Agreement
and are referred to as "distribution
waterfall".
General partner
The fund manager.

Limited partner
The investor in the fund.
Net asset value (NAV)
The value of the investments based
on the private equity firms valuation
guidelines. This value is rarely
correlated to the commitment amount.
By itself, the NAV is not an indicator
of fund performance as it does not
reflect levels of capital calls and
disbursements.
Residual value paid-in (RVPI)
multiple
The valuation of unrealised
investments as a percentage of called
capital.
Quartile
The 25% bracket into which a funds
relevant peer group falls. The top (or
first) quartile refers to the top 25%.
Total value to paid-in (TVPI) multiple
Distributions received to date and
unrealised value as a % of the called up
capital.
Vintage
The first year in which a commitment is
made. As the fund invests over several
years, this simply indicates the starting
point of the investment period.

Internal rate of return (IRR %)


The annual compounded rate of return
of the investments in the fund. Net IRR
is earned by investors net of fees and
carry.
Invested capital
The amount of the commitment
that has actually been invested in
underlying companies.

17

Disclaimer
This document is not intended for persons who are citizens of, domiciled or resident in, or entities registered in a country or
a jurisdiction in which its distribution, publication, provision or use would violate current laws and regulations. In particular,
investment funds or any other collective placement instruments which have not been authorised for public offering in the
investors country of domicile may only be offered as private placements to qualified investors. Additional investment
restrictions may be provided for in the official offering documentation (available upon request).
The information and data furnished in this document are disclosed for information purposes only; the Pictet Group is not
liable for them nor do they constitute an offer, an invitation to buy, sell or subscribe to securities or other financial instruments.
Furthermore, the information, opinions and estimates in this document reflect an evaluation as of the date of initial
publication and may be changed without notice. Information and opinions presented in this document have been obtained
from sources believed to be reliable, and, although all reasonable care has been taken, the Pictet Group is not able to make any
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