Secondary Market: Evolution and Recent Trends

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1 Secondary Market: Evolution and Recent Trends Emmanuel Roubinowitz, Ponte Partners Internet Securities Event March 16,

2 Secondary Overview Acquisition of shares in PE/VC funds or PE/VC backed companies Average fund life is 14.2 years so some investors will need to sell 5 to 10% of the primary market $35 billion market in 2015 Started in the 90 s Originally distressed sellers, now many different types of sellers These trends should continue Cash flows Years Early Mid Tail end Source: Preqin, J-Curve is a hypothetical representation of fund cash flows 2

3 Secondary Segments LP Interests Transaction Type: Acquisition of LP interests in funds Sellers: Endowments, family offices, foundations, insurance companies, public pension funds etc. LPs Portfolio Directs Transaction Type: Acquisition of securities in a group of companies PE/VC Fund Sellers: Corporates, funds (end of life) etc. Company Directs Transaction Type: Acquisition of securities in one company Sellers: employees, angel investors Portfolio Company 1 Portfolio Company 2 2 Portfolio Company N 3

4 Sellers objectives Rationale Examples Estate management Change of strategy Liquidity Reduction of PE investment Portfolio management Regulations An estate sells an interest in a fund in the context of a succession The new CEO of a corporation decides to liquidate a portfolio of interests in smaller companies An employee of a technology company sells some of her/his shares to buy a house A public pension fund needs to reduce the amount invested in PE following decrease of other assets (denominator effect) An endowment reduces the number of its GPs from 200 to 150 to cut monitoring costs Following Basel III, a European bank has the obligation to sell all PE assets 4

5 Secondary Growth Secondary Market Transaction Volumes Transaction Volume (In Billions) $40.0 $35.0 $30.0 $25.0 $20.0 $15.0 $10.0 $5.0 $- $35.1 $5.2 $1.1 $1.6 $2.7 $6.6 $2.7 $30.0 $1.9 $23.2 $24.8 $7.0 $2.4 $0.6 $18.2 $0.4 $1.4 $0.7 $16.7 $13.7 $11.4 $6.7 $7.0 $6.7 $7.9 $ LP Direct Growth of underlying PE market Secondary as a % of primary increased too, from ~2% in the early days to 90 s to 6% today Sellers are comfortable with the process Source: Dow Jones Private Equty 5

6 Secondary Performance Lower variance across managers Downside protection Higher IRR 6

7 Secondary pricing Factors influencing pricing Asset based Perceived GP quality Asset risks Maturity Valuation style Market based Market sentiment Supply and demand 109% 73% 96% 95% 89% 91% 86% 84% 59% (H1) 103% Buyout pricing as % of NAV VC pricing as % of NAV 63% 68% 70% 74% 73% 79% 81% 82% (H1) Source: Cogent Greenhill 7

8 How to calculate a secondary price Analyze companies Prepare forecasts Set target multiple (risk) Calculate Price Negotiate Example LP selling an interest in a fund with a value of $5m (4 companies) Buyer expects them to be sold for $7m over 3 years Ø For a target secondary multiple 1.6x, buyer will offer a price price of $4.38m, i.e. discount 12.5%. Ø If projections of $8m, no discount Seller s Outcome = Price + Past Distributions Amount Invested 8

9 Technology secondaries: recent trends Private investment in technology companies has reached the size of public market Private investment in VC/PE amount is more than $1 trillion Total valuation of Unicorns amounts to $525bn (NASDAQ market cap $7.5 trillion) Original investor base (institutions) is now including more and more individuals High net worth individuals Employees Angels Endowments But investors liquidity options remain limited Employees, Individuals 0 Corporates 20 years 9

10 Technology: growing inventory of companies 9,000 8,000 7,000 6,000 5,000 4,000 3, Number of VC Backed Companies vs. Exits Number of exits ~10% of total companies The rest disappears or remains in inventory, waiting for liquidity events 2,000 1, Number of VC backed deals Exits (M&A - IPO) Source: NVCA 10

11 Conclusion: what to expect? Volume of secondary sales will continue to grow Institutional investors are starting to sell: Intel Corp., one of the world s largest makers of computer components, is planning to sell part of its venture capital unit, assets that could be worth as much as $1 billion, said people familiar with the matter. Bloomberg, March Large amount of sales from individual investors Interesting buying opportunities Regulations may appear 11

12 4 Embarcadero Center, Suite 1400 San Francisco, CA (415) Ghia Griarte Emmanuel Roubinowitz The information contained in this document is provided for general information and discussion purpose only. It has not been prepared for any other purpose and is not contractual. This document is not intended to make any offer, inducement, invitation or commitment to subscribe to Ponte. 12