Private Equity vs. Venture Capital: Opposite Investment Mindsets
Managers of private equity (PE) and venture capital (VC) firms have the same goal in mind: maximizing returns. Yet PE buyout and VC early-stage funds go about it in very different ways.
Many prospective investors fail to appreciate that the two most popular alternative asset classes adopt often antithetical methods to drive performance.
VC’s Deliberate Diversification
In asset management, diversification undergirds risk governance and value creation. Because their trade relies on blockbusters — a few investments yield all of the fund’s capital gains — venture capitalists invest in dozens of start-ups. New Enterprise Associates, for instance, aims to allocate each of its funds across more than 100 deals.
Since only a handful of transactions will turn into winners, VCs acknowledge that luck is an important driver of success.
But diversification only matters in the early years of a fund’s life. Very quickly VCs have to home in on their most promising investments. Following the principles of any power law, they must systematically and methodically put most of their capital behind their star assets and disregard at least 75% of their holdings. At that stage, craft takes over. That is why so few venture capitalists are consistent strong performers. Many lack talent, although they occasionally get lucky.
PE’s Restrained Diversification
PE fund managers do not need to diversify as much as their VC counterparts. There are two main reasons for that:
- They control a portfolio asset via majority ownership or contractual terms such as supervoting rights. Unlike VCs, they can take resolute decisions without the need to placate management or co-investors.
- They target mature companies that generally do not face the kind of business and market uncertainty that affects young firms. Consequently, with leveraged buyouts, the probability of failure is much lower.
That explains why, with the exception of multi-strategy global vehicles that back numerous businesses and projects — for example, the $24.6 billion Apollo Investment Fund IX, which closed in 2017 — a PE firm typically sponsors 10 to 12 buyouts per vintage fund. For instance, the KKR Europe IV fund was allocated across 12 companies between December 2014 and March 2019.
One-fifth to one-quarter of PE investees will not cope with their debt burden. The portfolio is diversified enough — across sectors, geographies, and strategies like buy-and-build, organic growth, turnarounds, etc. — to compensate for losses. In principle, while not as complete as the 30-asset portfolios recommended for public stock investing, this diversification is deemed sufficient because PE firms perform strict pre-deal due diligence and can truly influence how their investees are run.
One interesting trend in recent years: Because of intense competition, many PE firms have invested funds across fewer assets. Weaker diversification could prove inadequate in an economic downturn.
VC firms coddle star entrepreneurs.
Unicorn founders can do no wrong as long as the path to exit is clear. If misbehavior puts an initial public offering (IPO) at risk, as with Travis Kalanick at Uber and Adam Neumann at WeWork, only then will the VC backer step in. Otherwise, a VC will do anything it can to support investees with the most traction.
The star performers in a VC portfolio can shoot for the moon, often through a heavy cash burn, in pursuit of an ambitious national or international roll-out and the launch of many initiatives in adjacent segments. Think Uber in food delivery or WeWork in schools with WeGrow. These days such plans can get funded before proof of concept is even asserted.
Bear in mind, the willingness among VCs to stick it out for many years, sometimes for a decade or longer, is a new phenomenon. Back in the dot-com era, venture capitalists were as short-termist as today’s LBO fund managers. But by exiting firms like Apple, AOL, and Amazon a few short years after launch, they eventually realized they had left too much money on the table.
Buyout firms quickly milk their cash cows.
PE fund managers do not care much for the corporate executives running their portfolio assets. Admittedly, some of these executives have built solid reputations as operational experts who can produce cash flow uplifts through such hit-and-run strategies as sale and leasebacks, non-core disposals, cost cuts, etc., to help PE backers produce healthy returns. But on the whole, PE owners leverage the fact that they retain sole control.
Many look to flip companies within months of buying them to mitigate the impact of the time value of money (TVM) on the internal rate of return (IRR). This is called playing the “TVM game.”
Another way to play the TVM game is through dividend recapitalizations: rejigging the capital structure by repeatedly adding fresh LBO loans and upstreaming cash to recoup the initial outlay as early as possible. From that point onward, the PE owner has no downside exposure and future proceeds originating from the portfolio company will constitute capital gains.
While not all fund managers are guilty of such sharp practices, the largest PE groups tend to implement quick flips and divi recaps on an industrial scale.
VC firms are ruthless with underperformers.
At the other end of the performance spectrum, venture capitalists must shed their least-promising assets very early in the life of a fund’s investment period. Three-quarters to 90% of a VC portfolio will deliver negative or negligible returns.
Adapting rapid prototyping to business models, entrepreneurs test on a small scale first to determine whether an idea works before giving the go-ahead or the go-by to its full rollout. This partly defines the venture capitalists’ policy of exiting investments that fail to deliver on early promise.
After the first four years of a 10-year fund, a VC firm should be able to focus exclusively on its most likely home runs and not spend much time on or assign any more capital to the dogs in its portfolio.
PE firms hold onto their lemons.
It might sound counterintuitive, but once the equity portion of a leveraged buyout is underwater, a PE owner would rather hold on for as long as possible than cut its losses early. This is the opposite of what is taught in investment management courses.
This is due to three factors, the second two of which are most relevant:
- The longer a portfolio company is held, the more time it has to restructure, refinance, and, with luck, absorb and overcome the economic downturn or temporary setbacks that sapped profits in the first place. PE firms need time to preserve their equity in distressed businesses. Hopefully, something — an unexpectedly improved macro landscape, a desperate government bailout, or a synergistic bid by a deal-hungry rival — comes along to save the day. This is the bias of loss aversion as applied to PE.
- As long as it owns the asset, the PE firm can keep charging management fees.
- What’s more incredible, because of how returns are calculated, selling an investee company at, say, 10% below its original equity value represents a negative IRR of 10% at the end of the first year. That compares to -2.1% annualized returns after five years or -1.05% after 10 years. To hide bad news, PE owners are better off not pulling the plug on troubled assets.
That sort of scenario seems implausible. So let’s review a real case. In 2006, a consortium of Madison Dearborn, Providence Equity, Texas Pacific Group, Thomas H Lee, and Saban Capital bought broadcaster Univision for almost $14 billion, or 16-times forward EBITDA. The Great Recession and intense competition from Telemundo, Netflix, and Amazon pushed valuations lower: Average enterprise value-to-EBITDA multiples for traditional media groups fell to eight times.
Given its market focus and strong brand among Latinos, Univision performed adequately, if far from admirably. By holding onto Univision for 14 years — it was finally sold earlier this year for $8 billion, including $7.4 billion in debt — the PE owners could levy more fees and report better annualized returns than they would have had they disposed of the business earlier. The TVM hollows out the IRR, but it also softens the blow of failures by averaging out negative returns over more years.
Swashbucklers and Buccaneers
To sum up, PE and VC firms alike follow a two-pronged investment strategy to optimize both portfolio diversification and holding periods:
- The best-performing VCs have a long pedigree as business builders that make numerous small bets and fail fast by shedding their worst portfolio assets swiftly while backing start-ups with potential. Hence the incentive to aggressively boost valuations and hunt for unicorns to compensate for the many losers.
- The PE fund managers with the highest returns are freebooting financial engineers who bet big, bag easy proceeds expeditiously, and realize investment failures slowly. They carry out quick flips and dividend recaps with their most stellar investees while holding onto lackluster assets for as long as creditors allow. In this way, they seek to turn these assets around and also cushion the negative impact they may have on the fund’s blended returns. Hence the many buyout zombies wallowing in a state of aimless lethargy.
Venture capitalists are swashbucklers that seek business risk — disruption — and champion innovation to generate long-term economic value. Buyout specialists pile up financial risk — leverage — and perform liquidity tricks to play the TVM game.
PE and VC performance-enhancing techniques are not just different, they are precise opposites.
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5 thoughts on “Private Equity vs. Venture Capital: Opposite Investment Mindsets”
Apart from being able to draw fees and get a lower interest rate on the borrowed money, is there much of a conceptual difference between PE and a private investor buying a portfolio of shares on margin and reinvesting the unrealised gains or cashing out early whilst holding on longer term to his losers in the hope of a turnaround?
If there isn’t much of a conceptual difference does the success or failure of the private investor vs private equity basically come down to the higher interest rate and the lack of fees?
Thank you for your comment, John. Sorry for the slightly long answer.
You might be aware of recent research (from scholars and consultants) that argues that, on the whole, PE fails to outperform public equity. The danger with that sort of generalisation is that it ignores outliers – strong PE performers who can justify their fees.
But to answer your point, there are several factors to bear in mind when comparing private equity and public equity. The cost of debt and the level of fees are two, as you rightly flagged out. But there are others.
One that is important: as a public investor, it is unlikely that you will be able to leverage up as much your position as some of the most aggressive PE fund managers.
And if you do manage to use 70% or 80% debt to purchase a stock, as an individual investors you will be solely exposed to the risk of default in case the stock drops in value, whereas in PE the risk lies with the portfolio company, not with the fund manager. Ther fund manager cannot go bankrupt in case of default, whereas the investee can and will.
In addition, PE fund managers are able to negotiate preferential terms with lenders because they do repeat business with them. So amend & extend procedures are available to PE-backed portfolio companies. I very much doubt that an individual public stock investor will have that much negotiating power with lenders. That will affect his/her ability to renegotiate and hold onto a distress asset as long as TH Lee, TPG et al were able to do with Univision.
There is one clear benefit from investing in public markets, though – liquidity. The ability to sell most public stocks readily (except for small stocks with little or no liquidity) significantly reduces the risk profile of public markets.
Hence the only justification to invest in PE is if it can generate excess return above that achieved in public markets.
To repeat, some individual PE fund managers appear to outperform public markets, but not the overall PE industry (if research papers are to be believed). I recently submitted a series of articles to this blog, so maybe they will be posted in the coming months and provide more information to address your question.
John, your article was very informative. Expect you to deal with complex issues such as:
1. How do PEs with proposed investment of say, 10%, call the shots on Good Governance and Performance Management;
2. How do PEs manage situations where their investments are significant say, >50% and yet, they are unable to call the shots on Board Composition, Ethics Policy, Related Party transactions and Performance Management;
3. Is it practicable for PEs to target an ‘X’ multiple (of their investments) and work towards achieving it by the time they exit?
Thanks for your message.
Addressing your questions in turn:
1. VCs typically hold minority interests so need to use diplomacy rather than coersion to get the entrepreneurs and other managers to behave appropriately and maximise performance. Broadly speaking, VC and founders’ interests tend to be aligned.
2. I am not aware of any PE owner that would have a majority stake and not be able to call the shots. If these cases exist, they are rare.
3. PE fund managers (i.e., LBO firms) tend to target an IRR while VCs focus on a money multiple. A target return only acts as a compass. A lot can happen between the time of investment and the exit stage.
Venture capital are supposed to be ruthless. In fact, it is because of this quality that they are able to cut off the worst one quite early on which also limits the downside.