Mastering Private Equity Set

 
 
Wiley (Verlag)
  • erschienen am 6. Juli 2017
  • |
  • 250 Seiten
 
E-Book | ePUB mit Adobe-DRM | Systemvoraussetzungen
978-1-119-43116-9 (ISBN)
 
This set combines the definitive guide to private equity with its case book companion, providing readers with both the tools used by industry professionals and the means to apply them to real-life investment scenarios.
1) Mastering Private Equity was written with a professional audience in mind and provides a valuable and unique reference for investors, finance professionals, students and business owners looking to engage with private equity firms or invest in private equity funds. From deal sourcing to exit, LBOs to responsible investing, operational value creation to risk management, the book systematically distils the essence of private equity into core concepts and explains in detail the dynamics of venture capital, growth equity and buyout transactions.
With a foreword by Henry Kravis, Co-Chairman and Co-CEO of KKR, and special guest comments by senior PE professionals.
2) Private Equity in Action takes you on a tour of the private equity investment world through a series of case studies written by INSEAD faculty and taught at the world's leading business schools. The book is an ideal complement to Mastering Private Equity and allows readersto apply core concepts to investment targets and portfolio companies in real-life settings. The 19 cases illustrate the managerial challenges and risk-reward dynamics common to private equity investment.
Written with leading private equity firms and their advisors and rigorously tested in INSEAD's MBA, EMBA and executive education programmes, each case makes for a compelling read.
1. Auflage
  • Englisch
  • New York
  • |
  • Großbritannien
John Wiley & Sons
  • 39,47 MB
978-1-119-43116-9 (9781119431169)
weitere Ausgaben werden ermittelt
  • Intro
  • Title Page
  • Copyright
  • List of Contributors
  • Foreword
  • Preface
  • A Note from Claudia Zeisberger
  • How to Use This Book
  • Section I: Private Equity Overview
  • 1: Private Equity Essentials
  • Private Equity Funds Defined
  • The GP Perspective
  • The LP Perspective
  • The Fee Structure and Economics of PE
  • Closing
  • Relevant Case Sudies
  • References and Additional Reading
  • Notes
  • 2: Venture Capital
  • Venture Capital Defined
  • Start-up Development
  • The Venture Capital Investment Process
  • For the First-time Entrepreneur
  • Closing
  • Relevant Case Studies
  • References and Additional Reading
  • Notes
  • 3: Growth Equity
  • Growth Equity Defined
  • Growth Equity Targets
  • The Growth Equity Investment Process
  • Minority Shareholder Rights
  • Closing
  • Relevant Case Studies
  • References and Additional Reading
  • Notes
  • 4: Buyouts
  • Buyouts Defined
  • Leveraged Buyout Funding
  • Management Teams in a Buyout
  • Types of Buyout Transactions
  • Closing
  • References and Additional Reading
  • Notes
  • 5: Alternative Strategies
  • Distressed Private Equity
  • Real Assets
  • Closing
  • References and Additional Reading
  • Notes
  • Section II: Doing Deals in PE
  • 6: Deal Sourcing & Due Diligence
  • Generating Deal Flow
  • Due Diligence Considerations
  • The Due Diligence Process
  • Due Diligence Areas
  • Closing
  • References and Additional Reading
  • Notes
  • 7: Target Valuation
  • The Valuation Toolkit
  • Venture Capital
  • Growth Equity and Buyouts
  • More on Valuation Multiples
  • Closing
  • References and Additional Reading
  • Notes
  • 8: Deal Pricing Dynamics
  • Bidding for a Deal
  • Buyout Pricing Adjustments and Closing Mechanisms
  • Post-closing Price Adjustments and Remedies
  • Closing
  • References and Additional Reading
  • Notes
  • 9: Deal Structuring
  • Buyout Funding Instruments
  • Investment Structures and SPVs
  • Closing
  • Relevant Case Studies
  • References and Additional Reading
  • Notes
  • 10: Transaction Documentation
  • PE Transaction Documentation
  • Buyout Debt Documentation
  • Equity Documentation
  • Closing
  • References and Additional Reading
  • Notes
  • Section III: Managing PE Investments
  • 11: Corporate Governance
  • Sense of Urgency
  • Private Equity as Active Owners
  • Alignment of Interest
  • Closing
  • Relevant Case Studies
  • References and Additional Reading
  • Notes
  • 12: Securing Management Teams
  • Working with Management
  • Working with PE OWNERS
  • Management Compensation Plans
  • Aligning VC Funds and Entrepreneurs
  • Closing
  • Relevant Case Studies
  • References and Additional Reading
  • Notes
  • 13: Operational Value Creation
  • The Value Creation Roadmap
  • Resources for Operational Value Creation
  • Measuring Operational Value Creation
  • Closing
  • Relevant Case Studies
  • References and Additional Reading
  • Notes
  • 14: Responsible Investment
  • Responsible Investment Defined
  • ESG in Today's PE Industry
  • The Challenge of Measuring Impact
  • Emerging ESG Frameworks
  • ESG in Emerging Markets
  • Closing
  • Relevant Case Studies
  • References and Additional Reading
  • Notes
  • 15: Exit
  • Exit Considerations
  • Preparation for Sale-Exit Shaping
  • Exit Paths
  • Closing
  • Relevant Case Studies
  • References and Additional Reading
  • Notes
  • Section IV: Fund Management and the GP-LP Relationship
  • 16: Fund Formation
  • Setting up a PE Fund
  • Fund Vehicles
  • Limited Partnership Agreement
  • Closing
  • Relevant Case Studies
  • References and Additional Reading
  • Notes
  • 17: Fundraising
  • The GP Fundraising Process
  • Fundraising Documentation
  • The Fundraising Roadmap
  • Closing
  • Relevant Case Studies
  • References and Additional Reading
  • Notes
  • 18: LP Portfolio Management
  • Deciding on an Allocation to PE
  • Portfolio Construction Considerations
  • PE Fund Manager Selection
  • Managing an Existing PE Portfolio
  • Closing
  • Relevant Case Studies
  • References and Additional Reading
  • Notes
  • 19: Performance Reporting
  • Interim Fund Performance
  • The IRR Conundrum
  • Closing
  • Relevant Case Studies
  • References and Additional Reading
  • Notes
  • 20: Winding Down a Fund
  • Liquidating a PE Fund
  • End-of-Fund-Life Options
  • Zombie Funds
  • Closing
  • References and Additional Reading
  • Notes
  • Section V: The Evolution of PE
  • 21: LP Direct Investment
  • Going Direct
  • Attractions of Co-investing
  • Risks of Co-investing
  • Implementation Challenges
  • Going Direct
  • Closing
  • References and Additional Reading
  • Notes
  • 22: Listed Private Equity
  • Listed PE Firms
  • Listed PE Funds
  • Closing
  • Relevant Case Studies
  • References and Additional Reading
  • Notes
  • 23: Risk Management
  • Asset Class Risk
  • Portfolio Risk
  • Fund Manager Risk
  • Direct Investment Risk
  • Risk Management for GPs
  • Closing
  • Relevant Case Studies
  • References and Additional Reading
  • Notes
  • 24: Private Equity Secondaries
  • Main Transaction Types
  • Deal Structuring
  • Executing Secondaries Transactions
  • Closing
  • Relevant Case Studies
  • References and Additional Reading
  • Notes
  • 25: Evolution of Private Equity
  • PE-How We Got Here
  • PE-Can it Remain Attractive?
  • Private Equity-Quo Vadis
  • Notes
  • Acknowledgments
  • About the Authors
  • Glossary
  • Index
  • Cover2
  • Title Page2
  • Copyright2
  • Preface
  • Section I: GP-LP: Relationships
  • Case 1: Beroni Group: Managing GP-LP Relationships
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • Introduction
  • Group History
  • Key Issues
  • Case 2: Going Direct: The Case of Teachers' Private Capital
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • Introduction
  • Background
  • Investment Objectives and Asset Policy Mix
  • Phase 1: The Origins of Teachers' Private Capital
  • Jim Leech: Tasked With Taking Teachers' Global
  • Phase 2: Growing Ambition
  • Phase 3: The Peak - Leading The World'S Largest LBO
  • Challenges Emerge to the Largest LBO in History
  • Phase 4: Post-GFC Era
  • Evaluating the Success of Teachers' Approach: Issues For Teachers', Pension Funds and Other LPs
  • The Way Ahead
  • Notes
  • Case 3: Pro-invest Group: How to Launch a Private Equity Real Estate Fund
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • April 2015
  • Background Pro-invest Group
  • Finding an Opportunity, 2012: Holiday Inn Express - Going 'down under'?
  • First Steps - Building a Team
  • Which Structure?
  • Anchor Investor - First Commitment
  • The Search for Funding Options - Looking for the Right 'Fit'
  • Adriana Star Capital Appears . . . and Folds
  • Back to the Drawing Board
  • Onwards and Upwards
  • Challenges
  • Notes
  • Case 4: Hitting the Target: Optimizing a Private Equity Portfolio with the Partners Group
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • Future Plan and the Legacy Portfolio, 2005-11
  • Magnifying Returns - Allocating to Alternatives
  • Evolution of Future Plan's PE Portfolio
  • Repositioning the PE Portfolio
  • Enter Stage Left: Partners Group and the Pitch
  • The Task at Hand
  • Section II: Venture Capital
  • Case 5: Sula Vineyards: Indian Wine? - "Ce n'est pas Possible !"
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • Introduction
  • Sula Wines
  • GEM India Advisors
  • The Indian Wine Industry
  • The Global Wine Industry
  • Valuation
  • Conclusion
  • Notes
  • Case 6: Adara Venture Partners: Building a Venture Capital Firm
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • Starting Out: The Origins
  • First Fundraising: Tough but Straightforward
  • Investing the First Fund: Off to the Races
  • Second Fund: First Attempt
  • The 'Dark Ages'
  • Renaissance
  • Second Fund: All or Nothing
  • June 2013: A Time to Decide
  • Notes
  • Case 7: Siraj Capital: Investing in SMEs in the Middle East
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • Private Equity in the Middle East North Africa (MENA) Region
  • Siraj Capital
  • Network & Expertise
  • The Investment Approach
  • Tower
  • Section III: Growth Equity
  • Case 8: Private Equity in Emerging Markets: Can Operating Advantage Boost Value in Exits?
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • Private Equity in Asia
  • Background: Mekong Capital
  • Deal Origination
  • Golden Gate and Growth
  • Maximizing Value and Creating a Profitable Pathway for Future Owners
  • The Board Meeting
  • Notes
  • Case 9: Slalom to the Finish: Carlyle's Exit From Moncler
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • Moncler: Background
  • Carlyle's Investment in Moncler: The 2008 Transaction
  • Carlyle's Investment in Moncler: Value Creation
  • Carlyle Exit Considerations
  • The IPO Option
  • The Trade Sale Option
  • The Dual Track Process
  • Decision Time
  • Notes
  • Case 10: Investor Growth Capital: The Bredbandsbolaget Investment
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • The Swedish Broadband Market
  • Competitors
  • The Offering
  • Building The Company, 1998-2002
  • Investor Growth Capital
  • Sentiments Among Investors
  • Anti-Dilution Provisions in the Shareholders' Agreement
  • Options Facing the Majority Investors
  • Further Articles on Bredbandsbolaget:
  • Notes
  • Section IV: Leveraged Buyouts (LBOs)
  • Case 11: Chips on the Side (A): The Buyout of Avago Technologies
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • Chips on the Side (A): The Buyout of Avago Technologies
  • Agilent Technologies
  • The Semiconductor Industry
  • The Semiconductor Group (SPG)
  • Agilent's Management Approach
  • Notes
  • Case 12: Chips on the Side (B): The Buyout of Avago Technologies
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • Chips on the Side (B): The Buyout of Avago Technologies
  • The Broad Set-Up
  • The Financing Structure
  • Notes
  • Case 13: Going Places: The Buyout of Amadeus Global Travel Distribution
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • The Target: Amadeus
  • Pre-Acquisition Challenges
  • The Suitor: BC Partners
  • The Process
  • The Strategic Options for Amadeus
  • Option B: Develop the IT Solutions division and position Amadeus as a fully-fledged IT supplier to travel providers
  • Section V: Turnarounds and Distressed Investing
  • Case 14: Crisis at the Mill: Weaving an Indian Turnaround
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • Allegations.
  • The Groundwork
  • Action.
  • The Takeover
  • New Day, New Team
  • The Challenges Ahead
  • The Textile Company
  • Setting the Stage for Turnaround
  • Case 15: Vendex KBB: First Hundred Days in Crisis
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • A Colourful History
  • The Stamps Don't Stick!
  • Time to sell
  • The First 100 Days
  • Day 1
  • Notes
  • Case 16: Turning an Elephant into a Cheetah: The Turnaround of Indian Railways
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • Indian Railways
  • The Looming Crisis in 2001
  • Recommendations of the Expert Group
  • Lalu Prasad
  • Sudhir Kumar
  • The Complexity of the Turnaround
  • The Main Issues
  • Bibliography
  • Notes
  • Section VI: Private Equity in Emerging Markets
  • Case 17: Rice from Africa for Africa: Rice Farming in Tanzania and Investing in Agriculture
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • Background and History of Duxton AM
  • Duxton's Investment Philosophy
  • Benefits and Risks of Farmland Investments
  • Duxton and Socially Responsible Investing (SRI)
  • Africa as an Investment Destination
  • The Kapunga Rice Project Limited (KRPL)
  • Duxton's Initial (Top Down) Assessment of KRPL
  • KRPL Business Highlights and Plans
  • Management's Five-Year Business Plan
  • Key Risks for the Deal
  • Proposed Deal Structure
  • Final Assessment and Approval
  • A Change in Circumstances
  • A Meeting in Istanbul Airport
  • Notes
  • Case 18: Private Equity in Frontier Markets: Creating a Fund in Georgia
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • February 2013
  • Background
  • Setting Up A New Investment Vehicle
  • The Challenge
  • Notes
  • Case 19: Asian Private Equity: A Family Office's Quest for Return
  • Synopsis
  • Pedagogical Objective of the Case
  • Suggested Assignment Questions
  • Additional Resources
  • A Multi-family Office's Approach to Private Equity
  • A History of Asian Private Equity
  • Asian Private Equity Today
  • Asian Private Equity Growth Drivers
  • Asian Private Equity Risks
  • Asian Private Equity Returns
  • Notes
  • AAcknowledgements
  • About the Authors
  • EULA

FOREWORD


Henry R. Kravis, Co-Chairman and Co-CEO of KKR

What is private equity? Given you're reading this book, I'm certain this is a question you'd like to have answered.

To define the asset class properly is not as simple as looking it up in a dictionary or conducting a quick search on the internet. To do so would give you some version of private equity is capital that is invested privately. Not on a public exchange. The capital typically comes from institutional or high-net worth investors who can contribute substantially and are able to withstand an average holding period of seven years.

But private equity is so much more than its literal definition.

The way I would describe private equity, or PE, today is an asset class delivering market-beating investment returns that has grown college endowments and enhanced the retirement security of millions of pension beneficiaries, including teachers, firefighters, police and other public workers. Just as important, private equity does this by helping companies grow and improve, starting from day one of an investment.

Different firms approach this in different ways, but consistent among them is the first enduring principle of private equity: alignment of interest. This refers to alignment between a company's management and the firm investing in it, but it also means alignment between the firm investing and its own investors.

At KKR, once we make an investment, we work with a company's management team to improve the balance sheet, margins, operations, and, importantly, their topline. These actions may seem obvious steps in how to create successful companies today, but when George Roberts, Jerry Kohlberg and I co-founded KKR a little over 40 years ago, they were not.

In the '70s and '80s, companies were less concerned with these efficiencies, perhaps because management was focused on other things. To help solve for this, when we were getting started, we instituted management ownership programs, a concept that was not typical in those days. Running a company as an owner unlocks value and this alignment of interest impacts company profitability substantially. I remember a board meeting at one of our investments in the '80s, a business in the oil and gas industry, where management recommended a $100 million oil exploration budget. Our first reaction was that they must be quite optimistic about their prospects to risk that much of the shareholders' capital. We pointed out to them that as shareholders who owned 10% of the company, they were putting $10 million of their own capital at risk. Moments later, management decided to reconsider the budget. One month later, the exploration budget had been cut in half, and they were acutely more focused on the results of each and every drilling site.

The opportunity to improve companies, the ability to have an alignment of interest with management and us being the shareholders with long-term, patient capital-to me, these are the hallmarks of private equity.

And while we have been focused on delivering exceptional long-term investment returns from the outset, private equity has evolved quite a bit since we started out four decades ago.

After leaving Bear Stearns to start our own firm, we had $120,000 between the three of us-$10,000 each from George and me, which was about all we had at the time, and $100,000 from Jerry who was 20 years our senior. With $120,000 in the bank, we went to raise our first fund, a $25 million private equity fund. Keep in mind there were no such funds in those days and there was no one doing what is now considered private equity. Given this environment, we had a difficult time raising the $25 million on terms that we felt made sense. So we had a thought: Why don't we go to eight individuals and ask them to put up $50,000 each for a five-year commitment and in return, we'd give them the ability to come into any of our deals. And if they did invest, we'd take 20 percent of the profits-what is known today as carried interest.

How did this happen? George's father and my father were in the oil-and-gas business where, in those days, there was something called "a third for a quarter." If you had a lease and wanted to drill, you put up 25 percent of the cost and found someone to put up the remaining 75 percent of the cost. Consequently, that person gets a two-thirds interest for what they put down and you get a one-third interest. When applying this concept to our own business, we thought 20 percent was close enough to third for a quarter, and that's still the standard today.

When we first started doing deals, private equity transactions, better known as leveraged buyouts at the time, were in their infancy. The PE industry as we know it was not yet born. In fact, we never imagined we'd ever use the term "industry" when talking about what we do.

Private equity deals looked very different than they do today. The asset class was new, and so too was its level of sophistication. As PE explored elaborate capital structures, new sources of funding, larger pools of equity capital and did so through variable economic conditions, we did not properly explain these complexities-or our mission-to the public. As a result, PE deals became associated with hostile takeovers at the time. Referring to PE as "corporate raiders" or "barbarians," the public's reaction to the very same question I asked you-what is private equity?-was simply: an investment vehicle to acquire, strip and sell an asset for profit. We never thought of it this way; we were always focused on the opportunity at hand to create value at the companies in which we invested. Nonetheless, we and others did not pay enough attention to communicating this with our various stakeholders.

Looking back 40 years later, this is one of the many lessons, perhaps the hardest, that we've learned along the way. These lessons-and the headlines referencing barbarians that came with them-are not exclusive to KKR. The experiences of the early days of PE served as a catalyst for transformation of the entire PE industry.

I think it is safe for me to speak on the industry's behalf when I say we have learned there is so much more to investing than buying low and selling high. As my colleague Bill Cornog will expand upon in Chapter 13, we've learned to think of ourselves as industrialists. When we buy a company, we ask ourselves: what can we do to make it better? How can we create value? What constituents should we be mindful of and will factor into a good outcome for everyone?

At KKR, key to answering these questions is the development of what we call 100-Day Plans. These plans are put into place as soon as we make an investment. That means we hit the ground running from the day a transaction closes. Our goal is to focus, with a sense of urgency, on the creation of value. As part of this process, we establish upfront operating metrics. These can often reveal underlying problems with a business before those problems can be seen in the financial data. In this way, we can make difficult operational and personnel decisions as early as possible in the process. Recognizing, acknowledging and addressing problems up front are part and parcel of the successful ownership model.

This value creation process involves not only understanding a company's balance sheet and financial statements, but also its employees, their impact on the world around them and being good participants in community life. This all contributes to value creation-or destruction.

As an industry, we've learned that we can make a difference by integrating our performance-focused investment philosophy with environmental, social and governance (ESG) initiatives. It is our responsibility-not only to serve our investors through great investor returns-but also to support them by investing in the communities of the corporations in which we invest. Over the years, I think the PE industry has picked up on this quite a bit.

And while that doesn't mean every company we invest in is advancing an ecological solution, I believe PE-backed companies can help solve challenges-economic or otherwise-in their communities. Whether it's improving municipal water treatment facilities, funding sustainable economic initiatives in underprivileged communities or reducing waste and promoting eco-efficiency in plants and factories, incorporating ESG practices has become a focal point throughout the lifecycle of an investment.

As I mentioned earlier, one of the key principles to making this work is the alignment of the interests of all parties-managers, investors and employees alike.

Investing alongside one's investors, or our limited partners (LPs), is the best demonstration of partnership. While the principle of alignment has not changed from four decades ago, it has definitely been emphasized more greatly in recent years. We, and others, have continued to make larger firm and employee commitments to our funds, further incentivizing our employees to do well for our investors.

With the addition of new technologies and important groups like the Institutional Limited Partners Association, there is also a focus on making sure LPs have greater visibility into the underlying details of the companies in which they are invested. This enhanced transparency is not limited to the PE industry alone, and our world is better off for it. Information is at our fingertips. This is a good thing and promotes efficiency, integrity, and...

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