It is the best-performing asset class available, but it has
largely been a no-go zone for private investors. Now some moves are being made to open up
private equity. We figure out what you
need to know to take advantage of superior returns.
Last month private equity firm Ethos sold its majority
stake in sports and outdoor goods group Holdsport, through the retailers’
listing on the JSE, Ethos banked a compound annual return in the order of 25%
on its five-year holding of Holdsport, which had been one of nine holdings in
the R5,5bn Ethos Fund V.
As is typical within the private
equity industry, which in SA boasts assets under management of about R100bn,
Holdsport enjoyed a fixed period of strategic and active input from a
significant shareholder, whose investment managers had their personal savings
at stake.
These industry traits are partly
why private equity consistently outperforms listed equity globally and rates
among the best-performing asset classes over time. Until recently, though, only those with
serious financial clout – pension funds, life funds, foundations, large family
trusts and the like – have had access to these returns. Retail investors have been largely shut
out. Slowly, the divide is narrowing: a
handful of local investment houses have experimented with retail offerings in
the private equity sphere and, though some have failed on the quiet, a few now
present innovative and appealing products tailored to the well-to-do and
seasoned retail investor.
So, what’s all the fuss
about? What your financial adviser might
not be telling you is that reputable South African private equity funds have
outperformed listed equity benchmarks by 500 to 750 basis points over time. RisCura Fundamentals’ latest assessment of
industry performance, done in partnership with the Southern African Venture
Capital and Private Equity Association (SAVCA), shows that private equity has
delivered a compound annual return of 21,4% over the past 10 years. The measure is a pooled internal rate of
return, net of all fees and expenses.
The total return on the JSE all share index (Alsi) over this period was
17,5%. On a five-year basis private
equity returned 19,8% against the Alsi’s 12%; the equivalent returns for the
two asset classes over three years are 10,2% and 4,6%. Launched to the market earlier this year,
RisCura’s is the first comprehensive measure of private equity performance in
SA, and follows globally accepted methodology.
Rory Ord, head of RisCura Fundamentals, says the quarterly publication
of industry performance may help open the industry further to the retail
market. “Enhanced information flow is
consistent with the industry trend of improved transparency. With the data in hand, there is better
understanding of what private equity can deliver and potential investors can
compare performances with other asset classes.”
Is private equity one of the
investment world’s best-kept secrets, then, from a retail perspective, anyway?
Thierry Dalais, executive
chairman of private equity group Metier, shrugs off any reference to the
industry’s reputation for secrecy, saying its methodology is as old as the
hills. “It’s a privately negotiated
investment in equity or equity-related securities, where the manager holds
anything from a significant minority to a controlling position in a business,
pursuing an investment strategy that he believes in.”
He argues that this equity
exposure creates accountability that might be absent from a board of directors
whose members have no active ownership.
“In private equity, the strong alignment of interests ensures that we
actively do those things which will make the investment more efficient, while
taking our responsibilities seriously.”
Anthonie de Beer, a partner at
Ethos, also emphasises the value of this active involvement, arguing that the
right investment strategy and an experienced private equity fund manager are
what underpins outperformance relative to listed equity. “Some investors have had off-putting
experiences after investing with private equity fund managers who don’t
necessarily have a solid strategy or who make short-term decisions. It’s important to be very specific about your
strategy and to be focused on building value over a five- to seven-year
period.”
Depending on industry conditions
and the nature of the business, the private equity firm may encourage measures
that steer turnover higher, be it through product expansion or a move into new
regions; it may seek add-on acquisitions; impose disciplined cost-management or
sell non-core assets, de Beer says. “In
order to be able to defend one’s outperformance relative to listed equity, one
has to be consistent in driving this value creation – year in, year out.” Along with consistency, fund managers need
the discipline of patience and commitment to careful research. Mark Gevers, head of Old Mutual Private
Equity (OMPE), points out that his team typically devotes six to twelve months
to analysing a target company and its sector before pursuing a deal. “If you consider that we’ve done just over 20
deals over the past seven years, you’ll appreciate that these are very
considered decisions – ours is patient capital.”
Earl van Zyl, who heads up
private equity at Momentum Investments’ subsidiary FRAIM, explains that the
information advantage derived from careful research is especially valuable in
the unlisted space, where market efficiency definitely does not exist. “The financial performance and prospects of
private equity owned companies are not publicly known and the private equity
manager often can buy at lower multiples.
Part of the value to be had, then, is on account of the information
asymmetry between insiders and outsiders.”
Another factor that plays a role
in boosting return on equity is the use of debt – through deals described as
leveraged buyouts. “There is some debate
regarding the sustainability of financial engineering in the private equity
industry, and there is the argument that one shouldn’t build an investment
thesis on the basis that one can get leverage,” Van Zyl says. He adds that few firms in SA have relied
heavily on leverage as an investment strategy.
All in all, good reason to expect
some decent performance from the private equity asset class. With the added benefit of diversification,
there is a strong rationale to include it in one’s portfolio. So, why aren’t more Individual investors
venturing there? Well, the very
characteristics that make private equity irresistible from a returns point of
view render it quite unappealing to Joe Investor.
For starters, with their target
market firmly set in the direction of big-pocketed institutional investors,
it’s not unusual for private equity firms to set a minimum investment amount of
around $10m. On the argument that your
private equity exposure ought to be in the region of 5% - 10% of your total
portfolio, on top of which you’d have to spread your private equity allocation
across a number of fund managers to avoid risk concentration, you’d have to be
in the very high echelons of the high-net-worth category to make this work.
Then there’s the liquidity
mismatch, as Citadel chairman Jan van Niekerk calls it. “Individual investors usually are accustomed
to having access to their capital within days, weeks or months; there’s no such
convenience with private equity, where the lock-in can be in the region of 10 –
12 years.” Once invested, the only way
out is by selling to a third party, “at a price of their making”. Since such a secondary market is
underdeveloped in SA, the penalties for exiting early, by way of steep
discounts, are that much heftier.
The typical private equity fee
structure can be unpalatable. Once the
fund manager has access to the investor’s capital, a management fee of around
2% is levied on the committed amount – regardless of whether these funds have
been disbursed through acquisitions.
This initial phase in which the fund manager selects target companies
for the fund can take up to five years.
But Van Zyl explains that this is integral to creating the right
incentive structure, so that managers are not tempted into hasty
deal-making. Additionally, the profit
share from the winding up of a private equity fund is weighted generously in favour
of the manager: the convention is that one fifth of the excess returns from the
fund – that is, returns higher than the so-called hurdle rate - go to the
manager. Typically the hurdle rate is in
the order of 8% to 10%. With huge sums
at stake - and with investors having to make capital commitments to the fund
manager well before any underlying investments are made – detailed due
diligence of the manager is essential.
Referring to the local institutional market, Dalais argues that SA is
still building expertise in the area of manager evaluation. By implication the dilemma of disconcertment
is considerably greater for the retail investor who may not have this
expertise.
A fund-of-fund structure, through
which a manager builds a portfolio of investments into private equity funds,
removes much of the rigmarole of a due diligence and gives the investor
diversified access to the asset class.
It may come at the cost of an extra layer of fees, though. Vunani Private Equity, Sanlam Private Equity,
OMPE and Momentum all offer fund-of-fund structures in the local market; the
first two are open only to institutional investors.
Speaking from experience in
assessing potential private equity fund managers, Citadel’s Van Niekerk says
his team looks at what strategy the fund manager follows and whether the
organisation has the appropriate skills set; what incentive structures are in
place and whether the manager has his own money invested alongside the
investor’s. Also important are the
manager’s track record and whether the other investors in the fund could bring
some strategic advantage in helping to boost returns in the underlying
investments.
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SA PRIVATE EQUITY IN
PERSPECTIVE
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|
|
|
|
|
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Dec
2010
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Dec
2009
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Funds under management
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R97,6bn
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R105,4bn
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Third-party funds raised
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R11,1bn
|
R3,8bn
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Proportion of total funds raised in SA
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42.4%
|
50.3%
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Investments made
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R10,4bn
|
R7,2bn
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Funds returned to investors
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R17,3bn
|
R2,0bn
|
|
|
|
Source: KPMG, SAVCA
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Having investigated private
equity as an offering for Citadel’s retail client base, Van Niekerk says the
lack of liquidity is too big an obstacle for a pure exposure to the asset
class, even though he is “very excited” about its returns performance. What his team has designed instead is a fund-of-funds
that invests in a mix of private equity and hedge funds, which is one way of
overcoming the illiquidity problem without introducing cash drag. At the other end of the spectrum, Douglas
Investments has partnered with Metier in bringing pure-play private equity to
its high-net worth retail base. The
Conexus unitised portfolio has an estimated market value of nearly R125m and
invests directly in underlying businesses, in contrast with the fund-of-funds
structure which typically is considered suitable for retail investors. Dalais explains that this particular client
base understands the illiquidity risk; moreover, the investment adviser is able
to assess clients’ overall financial allocation and judge whether they can
afford the private equity exposure.
A handful of SA’s bigger
institutions, including Momentum, have entered this market, too. Its private equity fund-of-funds welcomes
wealthy individual investors. “Compared
with the average private equity fund, we are far more accessible to the retail
market. The minimum investment value is
R1m, although this is negotiable and is set as a way to filter sophisticated
investors into the fund,” Van Zyl says.
Momentum’s fund has a market
value of just over R400m, has returned over R700m to investors since closing in
2004 and boasts an annual return of 28,3% since inception (after adjusting for
fees, but before tax).
Meanwhile, OMPE has what could be
labeled one of the most innovative retail products on the market. In May 2006 it closed its first private
equity multimanager retail fund, which was followed by another in 2007. In October 2009 it launched a pure secondary
private equity fund – effectively, a buy-in to existing private equity
assets. The first fund has delivered
annualised returns of 30,5% since inception (after adjusting for fees, but
before tax).
A number of factors differentiate
these funds from their peers. The
minimum investment is set at a low R100 000, while investors may withdraw
capital in advance of the so-called investment realisation – the point where
the underlying assets are sold. The cost
for such quarterly liquidity withdrawals varies across the funds, from 5% to 7%
of the then market value.
Gevers describes the liquidity
facility as a way of giving clients peace of mind. “Very few investors have made use of the
liquidity option. More than anything
else, this is possibly just a convenient emotional backstop for
investors.”
Offering a liquidity underpin to
the private equity investor is a luxury that might be limited to large
institutions with hefty balance sheets; in Old Mutual’s case, the private
equity product is life-wrapped, meaning the asset is matched to the horizon of
a life or endowment product, and additionally benefits from tax rebates
associated with life products.
The investment house is committed
to the retail market. “The wider the
gospel is spread, the better. Our
motivation is to create a market for private equity to those investors who
otherwise would not have access to institutionally orientated third-party
private equity funds; we hope these investors will continue to be followers of
the asset class.”
For investors who simply want to
avoid the inconvenience related to illiquidity, penalties and minimum
investment amounts, there is always the indirect route to private equity, which
would be through listed vehicles that invest in unlisted assets. A long list of possibilities might appeal
here, including Brait, Brimstone, Bidvest, Purple Capital, PSG, RECM &
Calibre, Reinet and Remgro.
But the purists argue that
exposure to unlisted assets through listed securities is not an entry to
private equity in the strict sense of the term.
The major distinction says SAVCA executive officer JP Fourie, is that
there is a definite end point in the private equity investment model, which
entails a recycling of investments. “It
is a transitional business model with an exit mentality.”
Many of the listed investment
vehicles are strategic long-term investors rather than financial buyers, with
the additional feature being that they use their own balance sheets to fund
acquisitions. Asked about the likelihood
that the private equity gospel will indeed be spread to the retail market,
Fourie argues that, “as the asset class matures and understanding of it
increases, we will see more retail interest.
Most of it will be done through a fund-of-fund structure, though,
because of the administrative burden related to managing large numbers of
relatively small clients.”
Momentum’s Van Zyl emphasizes
that private equity remains a tough sell in the retail market because of the
illiquidity constraint. “This will never
be something to open up for R5000 a month with the option to exit at any
time. It will always be a product for
the top end of the market.”
On the broader prospectus for
private equity, Van Zyl says he expects returns to ease as returns from other
asset classes come off. “Private equity
is not an absolute-returns game, though; its performance is measured relative
to listed equity – and this relative outperformance ought to remain the same.”
De Beer agrees. “The top-quartile private equity funds
globally should always outperform public markets by greater than 300 basis
points. If they don’t, the investor has
to question the strategy and quality of the private equity fund manager.”
For retail investors with the
means – and the stomach – it’s time to opt in.