A regular briefing for the alternative asset management industry.
Although some recent press commentary may suggest otherwise, the rise in so-called "continuation funds" (or, as the FT has labelled them, "sell-to-yourself" deals) is a healthy sign of a maturing market. Of course, there are issues that need to be carefully navigated – not least, the inevitable conflicts that arise – but these are familiar and manageable issues. As we discussed at our inaugural Alternative Insights summit last week, an appropriately structured deal can lead to a win-win-win for the investors, the fund manager and the target asset(s).
Much of the private capital universe focuses on relatively long-term investments in illiquid assets. For investors who do not need short-term, unplanned liquidity – which includes most institutional investors – the most efficient way to invest in such assets is through closed-ended pooled investment vehicles. As the private markets have grown, a huge number of assets are now held in that way, and – as European policymakers have acknowledged – that brings significant advantages for the real economy, as well as for institutional investors and their ultimate beneficiaries.
But investors need liquidity at some point, and one way to achieve that is for the fund to have a fixed term – in practice usually around 10 years. That means that, at some point, the fund will have deployed most of its capital, leaving the assets held by the fund with limited access to follow-on funding and the fund manager, or GP, with only a few years left to generate value and sell its investments. The fund is effectively a forced seller at a somewhat arbitrary point in time.
For most investments, that does not matter. The business model of private equity assumes that significant changes can be made over the course of the expected holding period, and the asset made ready for sale within the fixed life of the fund. But when that is not the case, and an asset would benefit from more time and more capital, the secondary market allows a fund manager to offer a liquidity option – effectively the right for investors to receive cash within the existing fund term, or to retain exposure to the asset through a longer-dated vehicle that has greater access to follow-on capital.
The first priority for a GP looking at a continuation fund deal is to explain why it considers that to be the best option for investors. In many cases, a deal can fail at this first hurdle. But, often, the GP will have a compelling edge over the market.