what is holding back returns of european private equity? · 2020. 7. 11. · 201601 roland berger...

Amsterdam, January 2016

What is holding back returns of European private equity?

Study

2 201601 Roland Berger PE study.pptx

2

-40

-30

-20

-10

0

10

20

30

40

50

60

12.6

2011

3.8

2010

18.4

2009

4.7

2008

-31.5

2007

22.5

2006

51.0

2005

33.0

2004

19.5

2003

-2.0

2013

11.8

2012

Yearly return rates of European private equity have stabilized since the financial crisis, but are still not at pre-crisis levels

Explanation

> The IRR is reported at fund level and is based on European PE firms

> The IRR is calculated as an annualized effective compounded rate of return using monthly cash flow (CF) to and from the investors, together with the unrealized or residual asset value as a terminal CF to investors

Internal rate of return (IRR) [%] – European benchmark

Source: EVCA/EIF European Private Equity Market Outlook 2011 [1Y for 2003-2009]; EVCA, "Pan-European Private Equity Benchmarks Study" (2010-2013) [1Y for 2010-2013 and 5Y for 2003-2013]

5Y-rolling IRR 1Y-rolling IRR

Ø '03-'07 for 1Y-IRR = 25% Ø '09-'13 for 1Y-IRR = 10%

Introduction


3

Our study examines why European private equity (PE) per-formance is below pre-crisis levels and PE firms' own targets

Introduction

Methodology

Drivers of PE performance

Developments before and after crisis

1 Price levels

> Multiples at acquisition and exit

Portfolio duration (investment horizon)

Debt financing

> Leverage rates

> Costs of debt (interest rates)

Three potential drivers of the lower performance of European PE have been examined

Long-term and short-term comparison for these drivers have been made

2

3

Current situation versus situation in 2012 (<3 years)

I Current situation versus pre-crisis situation before 2008 (>7 years)

II


4

614636982

657342202194211129101

'07

1,412

'06

1,243

'05 '02 '01 '00 '14

1,854

'13

1,439

'151) '04 '03 '12

1,210

'11

1,403

'10

1,101

'09 '08

1,104

'99 '98

Number of European acquisitions and divestments per year

7,527

(51%)

7,307

(49%)

Divestments [#]

Acquisitions [#]

European portfolios of 2,671 private equity firms between 1998-2015 were analyzed, including a total of 14,834 deals

Selection criteria

European portfolios from '98-'15:

> PE firms based in USA, United Kingdom, France, Germany, Netherlands, Sweden, Belgium, Denmark, Finland, Norway, and other European countries

> Deals with missing investment or divestment year are excluded

> Sample consists of 14,834 European companies acquired or sold by PE firms (7,307 investments and 7,527 divestments)

Study sample characteristics

Source: Merger Market database, downloaded on June 5, 2015 [Current and exit portfolio]

Geographical distribution targets [%] Industry representation [%]

Consumer goods & retail 22%

Capital goods & engineering 24%

Building & construction 1%

Automotive 3%

Chemicals and materials 3%

Energy & utilities 3%

Financial services 4%

Pharma & healthcare 8%

Logistics & business services 14%

TMT2) 17% France 18%

United Kingdom 29%

7%

Netherlands 7%

Germany 12%

Italy

Other 17%

Spain 5%

Sweden 6%

1) Data included until June 1, 2015; 2) Technology, media and telecommunication

Introduction


5

This study has been enriched with data from a survey among 820 professionals of leading private equity firms across Europe

Selection criteria

> Exclusive survey with 820 professionals from leading private equity firms across Europe

> Survey includes questions that reflect what market experts expect for different countries and regions and what they consider relevant factors for the private equity business in 2015

Characteristics of participants of 2015 survey

Geographical focus [% of responses] Industry focus [% of responses]

29% 64%

7%

Number of experts respondents [#]

820 # years of PE experience [% of responses]

29%

5-10 years

64%

>10 years <5 years

Source: European Private Equity Outlook 2015; Roland Berger

Poland 3%

CEE excl. Poland 4%

France 5%

UK 5%

Europe 7%

Benelux 7%

Scandinavia 13%

Iberia and Italy 20%

DACH 36%

Chemicals 13%

Building & construction 14%

Energy & utilities 22%

Financial services 26%

Capital goods & engineering 28%

Logistics & business services 39%

TMT1) 46%

Consumer goods & retail 48%

Pharma & healthcare 49%

Automotive 10%

Germany, Austria, Switzerland

Central and Eastern Europe

1) Technology, media and telecommunication

Introduction


6

This document shall be treated as confidential. It has been compiled for the exclusive, internal use by our client and is not complete without the underlying

detail analyses and the oral presentation. It may not be passed on and/or may not be made available to third parties without prior written consent from

Roland Berger Strategy Consultants. RBSC does not assume any responsibility for the completeness and accuracy of the statements made in this

document.

© Roland Berger Strategy Consultants

Contents Page

C The 7-year itch: a deep dive into portfolio durations 22

A 7 Executive summary

B How have drivers of PE performance evolved since the financial crisis?

10


A. Executive summary


8

Short-term trends in price levels and debt financing drive recent performance, but portfolio durations show a structural increase

Source: Roland Berger

Despite the economic growth of the EU that is driving PE performance in recent years, the annual performance of European private equity portfolios is still below pre-crisis levels

Three potential drivers behind the lower performance were examined: price levels, debt financing (leverage rates and costs of debt) and portfolio duration

Price levels and leverage rates are lower than before the crisis, but are increasing again, while costs of debt are historically low – these factors seem to be driving the short-term improvement in PE performance in recent years

Portfolio durations have risen with a factor 2.5 to record lengths from 1.8 years in 2007 to 4.6 years in 2014, across all industries, regions and PE firms

Executive summary [1/2]

1

2

3

4


9

Active management of pre-crisis acquisitions is required to ensure that these long portfolio durations do not become a structural problem

Longer portfolio durations lead to lower growth – PE firms need to focus on divesting pre-crisis acquisitions to improve returns


Longer portfolio durations lead to lower annual growth in enterprise value, dropping from on average 50% (0-2 years) to 3% (7+ years) – in some cases, PE firms settle for a loss if a company is in the portfolio for more than 7 years

Recently, PE firms have taken action and divested an increasing number of pre-crisis investments – however, still 34% of companies in the current portfolio was bought more than 7 years ago, representing more than 60% of total value

PE firms say they want to focus more on divesting companies in 2015. Can and will they do so, or will the all-time high amount of available capital (1,100 USD bn in 2014) keep them preoccupied with making new investments?

Executive summary [2/2]

5

6

7

8


B. How have drivers of PE performance evolved since the financial crisis?


11

Private equity performance

Lower returns could be the

result of longer portfolio

durations (investment

horizons), if enterprise value

growth decreases within the

investment horizon

Growth of enterprise value

between entry and exit results

in positive returns

Changes in enterprise values

over time are reflected by

changes in EBITDA multiples

at acquisition and exit

Three drivers of changes in performance are examined: price levels, debt financing and portfolio durations

Drivers of PE performance

A. Leverage rates

Lower returns could result

from a lower share of debt in

the financing structure (and a

corresponding larger equity

contribution)

B. Cost of debt

Higher interest rates result in

higher costs, lower valuations

and thus lower returns


Note: Fund costs are not included

Portfolio duration

3 1

Price levels Debt financing

2


12

2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013

12

8

4

0

2

6

10

14

2.1 1.4

0.1 0.4

1.8

0.7

-0.5

3.8 4.1 3.3

0.7

3.9

The difference between acquisition and exit multiples is growing and drives performance, but is still smaller than before the crisis

1

Price levels

2Y-rolling median EBITDA multiple at acquisition and exit, per year of acquisition1)

Year of acquisition

1) Analysis based on EBITDA multiples for 1,223 and 1,087 companies in current and exit portfolio, respectively; a minimum of 10 multiples was used to calculate the median for each year of acquisition


EBITDA multiple at acquisition Difference (exit - acquisition) EBITDA multiple at exit

Explanation

> EBITDA multiples are shown

per year of acquisition

– The exit multiple represents

the median EBITDA multiple

received for all companies

sold in a given year

> The difference in EBITDA

multiple between acquisition

and exit gives an indication of

PE performance per year of

acquisition

Ø difference for '03-'07 = 2.6 Ø difference for '09-'13 = 1.1

EBITDA multiple


13

Leverage rates are increasing and drive the recent increase in PE performance, although they are not yet at pre-crisis levels

Average share of debt financing at acquisition1) [%]

30

40

50

60

70

2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014

60%

43%

59%

62%

54%

51%

61% 62%

52% 50%

66%

Ø 57 57%

2A

Leverage rates

Year of acquisition

Source: Merger Market database, downloaded on June 5, 2015 [Current portfolio]

1) Analysis based on 304 deals in current portfolio with data on debt financing at purchase

Ø 2003-2007 = 62% Ø 2009-2013= 51%


14

Interest rates are at historically low levels which has a positive effect on PE performance compared to pre-crisis levels

ECB long-term interest rates [%]

Source: Eurostat

1

2

3

4

5

6

7

2014 2013 2012 2011 2010 2009 2008 2007 2006 2005 2004 2003

United States

United Kingdom

Netherlands

Italy

France

Spain

Germany

2B

Cost of debt

Explanation

> Low interest rates increase

attractiveness of debt

financing, leading to high PE

performance

Ø '03-'07 = 4.2%1) Ø '09-'13 = 2.7%1)

1) Excluding Spain and Italy


15

Low interest rates also have a positive effect on valuations of companies – unrealized global portfolio value is USD 2,644 bn

Unrealized portfolio value of global PE [USD bn]

2B

Cost of debt

898675554465360374418

+120%

2014H1

2,644

2013

2,546

2012

2,332

2011

2,029

2010

1,783

2009

1,413

2008

1,204

2007

1,265

2006 2005 2004 2003 2002 2001 2000

Explanation

> Two forces drive an increase in

unrealized portfolio value:

– a surplus between value of

in- and divestments

– an increase in valuation of

current portfolio assets

> Unrealized portfolio value is

also considered in common PE

performance analyses, such as

IRR benchmarks:

– An increase in unrealized

value thus results in a higher

IRR

> In 2013 and 2014, the global amount of capital distributed to investors (realized value) exceeded the amount of capital called (to be used for investments)

– Hence, the observed growth in unrealized value in recent years is due to an increase in the valuation of assets in the current portfolio of PE firms

– Lower interest rates can partly explain the rising valuations

Source: Preqin (2015 Preqin Global Private Equity & Venture Capital Report)


16

2014

4.4

2013

4.6

2012 2015H1

4.6

2009

3.0

2008

2.3

2007

1.8

2006

1.7

2005

1.7

2004

1.8

2003

2.0

4.6

2011

4.0

2010

3.6

Since 2007, portfolio durations have more than doubled to record lengths and pose a structural problem for PE firms

Median duration of European portfolios [years]

3

Portfolio duration

3.6

2003

3.4

2006

3.5

2005

3.4

2004

3.6

2008

3.2

2007

3.1

5.8

2013

5.8

2012

5.2

2011

4.6

2010

4.3

2009 2015H1 2014

5.4


Total portfolio

Duration of European portfolios

Divestments

Duration for exited companies

Median '03-'07 = 1.8 yrs

Median '12-'15 = 4.5 yrs

Median '03-'07 = 3.3 yrs

Median '12-'15 = 5.6 yrs

x% Growth from '03-'07 to '12-'15

157%

68%


17

Portfolio durations have doubled or even tripled across all industries and regions compared to the pre-crisis situation

3Y-median duration in portfolio before and after crisis, per industry and region [years]


1.7

5.0

Western Europe 1.6

4.2

CEE 1.6

4.3

Northern Europe 1.7

4.3

United Kingdom 2.0

4.9

Southern Europe

Median 2005-2007

Median 2012-2014

Northern Europe

> Denmark

> Finland

> Latvia

> Lithuania

> Sweden

Western Europe

> Belgium

> France

> Germany

> Ireland (Republic)

> Luxembourg

> Netherlands

United Kingdom

Southern Europe

> Cyprus

> Greece

> Italy

> Malta

> Monaco

> Portugal

> Spain

Central and Eastern

Europe (CEE)

> Austria

> Bulgaria

> Croatia

> Czech Republic

> Hungary

> Poland

> Slovakia

> Slovenia

Portfolio duration

200%

146%

160%

174%

163%

Growth from '05-'07 to '12-'14 [%] x%

1.5

Logistics & business services

4.3

1.7 4.4

TMT1)

1.7 4.1

Financial services

3.9 Pharma & healthcare

1.7

Consumer goods & retail 1.8

4.8

Capital goods & engineering 1.7

4.9

Building & construction 2.5

5.0

Automotive 2.1

5.2

Chemicals and materials 2.4

4.6

3.3 Energy & utilities

1.3

148%

102%

195%

171%

90%

163%

189%

145%

129%

3

Duration per industry Duration per region

135%

1) Technology, media and telecommunication


18

15%

75%

30%

60%

-5%

0%

45%

5-6 yrs 3-4 yrs 4-5 yrs 7-10 yrs 0-2 yrs 2-3 yrs 6-7 yrs

Longer durations lead to lower annual growth in enterprise value and therefore lower PE performance

Average EV growth and confidence intervals per duration for 1998-2015 [CAGR, %]

Source: Merger Market database (matching of current and exit portfolio resulted in 389 deals with reported enterprise value at acquisition and exit)

3

Portfolio duration

Note: Enterprise value growth can be achieved through EBITDA growth (e.g. acquisitions) and/or by achieving EBITDA multiple expansion

Explanation

> Enterprise value (EV) growth is

calculated as the annual

growth (CAGR) between the

value of each acquisition and

divestment (exit) for a given

portfolio duration

Duration [years] 95% confidence interval [CAGR, %] Average EV growth [CAGR, %]


19

Although PE firms have been trying hard to optimize returns, annual growth is still lower for longer portfolio durations

"Managing portfolio companies actively will become more important in the future – passive management is no longer suitable. Agree or disagree?"

Importance of active portfolio management [%]

Source: Roland Berger; European Private Equity Outlook 2015

3

Portfolio duration

Comments

> In 2014, agreement was

higher (98%)

75%

20%

3%2%0%

Completely agree Agree to

some extent

Neither agree

nor disagree

Disagree to

some extent

Completely

disagree

95%

% of responses [only one answer possible]


20

In summary: PE performance is growing again, but longer portfolio durations present a structural problem

Long- and short-term evolution of performance drivers


Driver Explanation

The difference in EBITDA multiples at acquisition and exit is growing and boosts recent PE performance, but is not yet at pre-crisis levels

Leverage rates have increased since 2012 but are still below pre-crisis levels

Historically-low interest rates have reduced costs of debt and drive increases in valuation

Combined effect Market-driven levers have caused an increase in PE performance since 2012, but long portfolio durations hold back current PE performance

Price levels

Leverage rates

Costs of debt

Portfolio duration

Portfolio durations have increased to record lengths since the crisis and pose a structural problem for PE firms

Current situation vs. pre-crisis/2012: Better Worse Similar

Current vs. 2012

Current vs. pre-crisis

1

2

3

4


21

Portfolio durations for PE firms (years)

Dutch PE firms perform poorly compared to large international PE firms when it comes to portfolio duration (4.9 vs. 3.3 years)

1) International PE firms are only included if ranked in the top-50 of total funds raised in the past 5 years (as of 2015), as compiled by Private Equity International

0

20

40

60

80

7+ yrs

8%

7%

5-7 yrs 3-5 yrs 0-3 yrs

75%

71%

Source: Merger Market database, downloaded on June 5, 2015 [Current and exit portfolio]; Private Equity International

Share of companies in portfolio in 2007 [%]

Duration [yrs]

0

20

40

60

5-7 yrs 3-5 yrs

22%

7+ yrs

37%

0-3 yrs

29%

48%

+166%

Top-50 International

PE firms1)

3.3

1.8 2.1

4.9

Dutch PE firms

+56%

Median 2015H1 [years] Median 2007 [years]

x% Growth between 2007 and 2015

Share of companies in portfolio in 2015H1 [%]

Insights

> In 2007, portfolios of Dutch

and Top-50 international PE

firms were comparable

> In 2015, portfolios differ, as

Dutch PE firms have sold

relatively few old (7+ years)

acquisitions

> Top-50 international PE firms

minimize the impact of longer

durations by continuously

making new investments,

which still dominate portfolios

Top-50 International PE firms portfolios1) Dutch

PE portfolio durations in 2007 and 2015 Evolution of international & Dutch portfolios

Duration [yrs]


C. The 7-year itch: a deep dive into portfolio durations


23

Statutory fund durations dictate PE firms to settle even for a loss if a company is in the portfolio for more than 7 years

Average EV growth and confidence intervals per duration for 1998-2015 [CAGR, %]

Source: Merger Market database (matching of current and exit portfolio resulted in 389 deals with reported enterprise value at acquisition and exit)

Note: Enterprise value growth can be achieved through EBITDA growth (e.g. acquisitions) and/or by achieving EBITDA multiple expansion

Explanation

> Enterprise value (EV) growth is

calculated as the annual

growth (CAGR) between the

value of each acquisition and

divestment (exit) for a given

portfolio duration

Portfolio duration [years] 95% confidence interval [CAGR, %] Average EV growth [CAGR, %]

45%

30%

60%

75%

15%

0%

-5%

4-5 2-3 0-2 3-4 7-10 6-7 5-6


24

In recent years, PE firms have taken action and divested an increasing number of firms acquired before the crisis in 2008

Divestments per year [# of companies]

Source: Merger Market database, downloaded on June 5, 2015 [Exit portfolio]

6%

2008 2003

200

2010

505

89%

11%

2009

507

93%

7%

2007

753

92%

8%

2006

695

92%

8%

2005

614

98%

2%

2004

426

99%

1%

309

94%

2014

805

0%

100%

77%

636

2011

66%

2013

34%

85%

15%

664

2012

527 23%

90%

10%

0-7 yrs 7+ yrs


25

Distribution of portfolio companies in duration intervals1) [%]

Despite the increasing number of exits with long durations, 34% of the current portfolio was bought more than 7 years ago

# of companies in portfolio

Duration intervals [years]

1) The distribution in for instance 2007 consists of the companies that were bought in 2007 or before and are still in the current portfolio, plus the companies in the exit portfolio that were bought in 2003 or before and were exited after 2007.

2,000

500

0

1,500

1,000

2,500

3,500

3,000

9%

19%

0-2

25%

2,881

(55%)

7+

3%

4%

3-4

2,507

(48%)

10%

4-5

2%

6-7 2-3

6%

10%

9%

5-6

6%

6%


2015H1 2007


26

0

5

10

15

20

25

0

100

200

300

400

500

600

700

2006

8%

2007 2004

6%

10% 10%

2005

10%

2008

9%

2003

4%

2002

4%

2001

5%

2000

4%

1999

2%

1998 2011

8%

2010

6%

10% 8%

5%

2009 2012 2013 2015

7%

2014

The average size of deals was highest in the pre-crisis years 2005-2008, driven by a larger share of deals >1 EUR bn

Average enterprise value (EV) at acquisition

Year of acquisition


2Y-rolling Ø EV [EUR m]

Share of deals with EV >1 EUR bn [%] Average enterprise value [EUR m]

2Y-rolling share of EV >1 EUR bn [%]

Note: analysis based on enterprise values for 3,238 companies in current portfolio

Ø '09-'15 = EUR 356.6 m Ø '98-'04 = EUR 268.2 m Ø '05-'08 = EUR 480.4 m


27

High pre-crisis deal size has resulted globally in acquisitions constituting more than 60% of unrealized portfolio value

Unrealized value of assets per year of acquisition (on June 2014) [USD bn]

0

100

200

300

400

2013

111

4%

2012

205

8%

2011

291

11%

187

2010

234

9%

2009

7%

2008

434

17%

2007

487

19%

2006

388

15%

2005

174

7%

2004

48

2%

2003

24 1%

2002

13 0%

2001

13 0%

2000

14 1%

Unrealized value [USD bn]

Source: Preqin (2014, 2015 Global Private Equity and Venture Capital report)

> The unrealized value of 2006-2008 assets decreased by 4.8% from June 2013 to June 2014

– Fund managers are partly able to escape the shadow of the 2006-2008 exit overhang

∑ 1,595 USD bn [2000-2008] 61% of total for 2000-2013

Year of acquisition x% -- Share of total unrealized value [%]

Unrealized value


28

283

775683

767

596

327

597659

548

368

231142

7274573841

1,200

1,000

800

600

400

200

0

2015H1 2014

1,049

2013 2012 2011 2010 2009 2008 2007 2006 2005 2004 2003 2002 2001 2000 1999 1998

30% of the current portfolio was acquired in 2005-2008 for high EBITDA multiples, putting pressure on returns for these years

Current portfolio (June 2015) per year of acquisition


∑ 2,172 companies acquired '05-'08 [30% of current portfolio]

Year of acquisition

1) analysis based on acquisition multiples for 1,223 companies in current portfolio

2009-2015

9.8

2005-2008

10.1

1998-2004

7.1

Median EBITDA multiple at acquisition1)

Number of companies


29

13

39

2422

3537

2525

35

26

16

10

30

57

33

0

5

10

15

20

25

30

35

40

2015H1 2014 2013 2012 2011 2010 2009 2008 2007 2006 2005 2004 2003 2002 2001 2000 1999 1998

The current portfolios of Dutch PE firms have a similarly large share of pre-crisis acquisitions, with 2005-2008 representing 31%

Current portfolio (June 2015) per year of acquisition


∑ 102 companies acquired '05-'08 [31% of current portfolio]

Year of acquisition

Number of companies


30

PE firms increasingly say they will focus more on divesting firms in 2015

"Which phase of the PE value chain will you focus on most in 2013/2014/2015?"

Focus of PE investors on phases in PE value chain in 2013-20151) [% of participants]

Source: Roland Berger; European Private Equity Outlook 2015

4%

15%

23%

28%

31%

7%

11%

22%

26%

34%

14%

14%

19%

34%

20%

Developing portfolio companies

Fundraising

Divesting existing investments

Extending existing funds

Making new investments

Change w.r.t. 2014

1) As multiple answers were possible, the original survey results have been rescaled so that they sum to 100%

2013 2014 2015


31

But given the all-time high of capital, they will be busy investing; can and will they simultaneously divest pre-crisis acquisitions?

Available capital for global PE firms [USD bn]

940954999

796

559

404401

-1%

+35%

+10%

2014

1,144

2013

1,074

2012 2011

1,002

2010 2009

1,057

2008

1,066

2007 2006 2005 2004 2003

Source: Preqin (2015 Preqin Global Private Equity & Venture Capital Report)

x% CAGR


33

Large international PE firms minimize impact of long durations by making new investments, which still dominate portfolios

Distribution of durations in portfolio per year for large international PE firms1)2)

Source: Merger Market database, downloaded on June 5, 2015 [Current and exit portfolio]; Private Equity International

52%60%

65%72% 71%

58%

44% 40% 44%49% 47% 46% 48%

37% 19%13%

13% 18%

28%

34%32% 22% 12% 19% 24% 21%

21%16%

21%21% 14% 7% 10%

8%17% 21% 23% 22%

18%13%

6%7%

12% 12%9%9%8%7%5%

2010

388

2009

360

2008

346

2011

411

2013

442

2012

100% 472

2015H1 2007

318

4%

2006

309

2005

292

2004

266

2003

259 472

2014

410

3-5 yrs 5-7 yrs 0-3 yrs 7+ yrs

1) The distribution in for instance 2003 consists of the companies that were bought in 2003 or before and are still in the current portfolio, plus the companies in the exit portfolio that were bought in 2003 or before and were exited after 2003; 2) International PE firms are only included if ranked in the top-50 of total funds raised in the past 5 years (as of 2015), as compiled by Private Equity International (PEI300-ranking)

BACKUP


34

By contrast, Dutch PE firms make relatively few new acquisitions, resulting in portfolios dominated by long durations

Distribution of durations in portfolio per year for Dutch PE firms1)


54% 53%

74% 72% 75%69%

59%52% 48%

42%

30% 28% 29%

31% 28%

6%14%

17%21%

24%

26%26%

20%

27%26% 21%

15% 18%16% 7% 5%

11%15% 18%

23%

19%

13%13%

7% 8% 6% 5% 7% 8%15%

23%32% 37%

2007

78 143

2009

115

2006

58

2005

58

3%

2004

52

2003

49 173 185

2015H1 2014 2013

172

2012

162

2011

154

2010H1 2008

102 100%

3-5 yrs 7+ yrs 5-7 yrs 0-3 yrs

1) The distribution in for instance 2003 consists of the companies that were bought in 2003 or before and are still in the current portfolio, plus the companies in the exit portfolio that were bought in 2003 or before and were exited after 2003

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