Setter Volume Report — global secondary market volume, H1 2020

15th Edition

Setter's semi-annual survey of the global secondary market — every edition since 2013.

Total volume

Total secondary market volume was $20.21bn in H1 2020, down 56.1% from $46.01bn in H1 2019.

Types of assets purchased (H1 2020, USD bn)

  • All assets purchased$20.21bn
  • Private Equity $17.46bn−58.5%
  • Infrastructure $1.44bn−4.4%
  • Real Estate $890.00m−53.4%
  • Agriculture / Timber $270.00m+69.5%
  • Hedge Funds $150.00m−55.1%

Reported activity vs H1 2019

  • Meaningfully higher6.3%
  • Similar23.0%
  • Meaningfully lower70.7%

Key takeaway

  • 6.3% of respondents reported meaningfully higher activity than H1 2019, against 70.7% reporting meaningfully lower.

Assets purchased

LP-led vs. GP-led secondaries

$12.39bn

LP-led volume

$7.82bn

GP-led volume

38.7%

GP-led share of volume

LP-led vs. GP-led split (share of volume)

  • LP-led61.3%
  • GP-led38.7%

Direct purchases split PE vs RE

  • PE directs96.2%
  • RE directs3.8%

Breakdown of LP-led fund secondaries

  • All LP-led fund secondaries$12.57bn
  • Private equity $10.11bn−60.4%
  • Infrastructure $1.44bn−4.4%
  • Real Estate $600.00m−44.0%
  • Agriculture / Timber $270.00m+69.5%
  • Hedge Funds $150.00m−55.1%

Types of funds purchased

Private equity funds (USD bn)

  • LBO$8.62bn
  • VC$670.00m
  • Debt$401.00m
  • Fund of Funds$360.00m
  • Energy$63.00m

Real estate funds (USD bn)

  • Opportunistic$334.00m
  • Core$149.00m
  • Value-Add$116.00m

Maturity of funds purchased

Average age of funds purchased

The volume-weighted average age of the fund interests purchased in H1 2020 was 5.52 years.

Types of GP-led secondaries

Types of deals completed

  • Fund restructurings (LPs may sell or roll into a new vehicle)49.0%
  • Purchases of directs from a fund (incumbent manager exits)17.0%
  • Tender offers to LPs (fund not restructured)7.0%
  • Provision of unfunded / dry powder to a fund2.0%
  • Other25.0%

General partners' approach to the secondary market

Liquidations & restructurings

  • More72.5%
  • Similar21.5%
  • Less6.0%

Staples sought by GPs

  • More18.0%
  • Similar62.0%
  • Less20.0%

Restrictiveness on transfers

  • More restrictive16.0%
  • No change79.0%
  • Less restrictive4.0%

Key takeaways

  • GP-ledA secondary transaction initiated by a fund's general partner, commonly involving a continuation vehicle or tender offer. secondaries were 38.7% of volume in H1 2020, with the balance LP-ledAn LP-led secondary: an existing fund investor (a limited partner) sells one or more fund interests to another investor..
  • Fund restructurings were the most common GP-led structure, at 49.0% of deals.

Geography of assets purchased

Share of assets purchased by region

  • North America58.1%
  • Western Europe30.7%
  • Asia-Pacific4.8%
  • Global2.3%
  • Other4.1%

Volume by region (USD bn, YoY)

  • All regions$20.21bn
  • North America $11.75bn−61.6%
  • Western Europe $6.20bn−35.6%
  • Asia-Pacific $970.00m−68.5%
  • Global $460.00m−79.4%
  • Other $830.00m

Key takeaway

  • North America was the largest source of assets purchased in H1 2020, at 58.1% of volume.

Profiles of buyers

Types of buyers (share of volume)

  • Secondary Funds79.4%
  • Funds of Funds16.0%
  • Hedge Sec / FoFs2.5%
  • Pensions1.5%
  • Inv. Consultants0.6%

Locations of buyers (head-office based)

  • North America63.3%
  • Europe32.0%
  • Asia3.0%

Buyers' scope of interest

16.7%

Broadened into other alternative strategies

22.5%

Intend to broaden next year

Activity levels of small, medium and large buyers

BuyersVolumeShareDealsAvg. deal
Large8$10.10bn50.0%92$109.94m
Medium30$7.70bn38.1%169$45.42m
Small81$2.41bn11.9%282$8.55m

Volume by size of buyer

  • Large 50.0%$10.10bn
  • Medium 38.1%$7.70bn
  • Small 11.9%$2.41bn

Key takeaways

  • Secondary Funds led the buy side in H1 2020 at 79.4% of volume, and 63.3% of buyers were headquartered in North America.
  • The Large tier accounted for 50.0% of reported volume, across 8 buyers.

Deals

Number of deals and average deal size

543

Transactions

$37.19m

Average deal size

Deals and deal size by buyer size

Number of deals

  • Large 92
  • Medium 169
  • Small 282

Average deal size

  • Large $109.94m
  • Medium $45.42m
  • Small $8.55m

Execution risk

Deals that fell through vs prior period

  • Meaningfully higher60.0%
  • Similar35.4%
  • Meaningfully lower4.6%

Why deals fell through

  • Seller decided not to sell46.0%
  • Adverse economic issues generally / MAC clause34.7%
  • Adverse portfolio or manager issues uncovered in post-LOI diligence7.7%
  • Disagreement over NAV or post reference date cash flows3.8%
  • Another investor exercised their right of first refusal/offer (ROFR/ROFO)3.8%
  • Adverse tax issues uncovered in post-LOI diligence1.9%
  • Disagreement over PSA terms1.9%

Seller profiles

Types of sellers in H1 2020

  • Pensions33.2%
  • Other Fund GPs27.0%
  • Family Offices9.7%
  • Fund of Funds / Secondary Funds7.5%
  • Sovereign Funds6.7%
  • Insurance Companies4.7%
  • Corporate4.7%
  • Endowments / Charities3.4%
  • Hedge Funds1.7%

Expected sellers over the next six months

  • Banks0.0%
  • Insurance Companies1.0%
  • Pensions34.0%
  • Sovereign Funds8.0%
  • Family Offices8.0%
  • Endowments / Charities9.0%
  • Fund of Funds / Secondary Funds22.0%
  • Hedge Funds / Hedge Fund of Funds1.0%
  • Other Fund GPs (non FoF or Sec Funds)17.0%
  • Corporate - Balance Sheet (non-financial)0.0%

Seller location

Share of volume by seller region

  • North America59.6%
  • Western Europe23.3%
  • Asia-Pacific11.2%
  • Other5.9%

Volume by seller region (USD bn)

  • North America $12.04bn
  • Western Europe $4.71bn
  • Asia-Pacific $2.26bn
  • Other $1.19bn

Key takeaways

  • Pensions (33.2%) and Other Fund GPs (27.0%) led selling in H1 2020.
  • Buyers expect Pensions to be the single largest source of volume over the next six months, at 34.0%.

Terms & returns

Payment terms

Payment terms

  • 100% cash paid on closing69.7%
  • Other terms / structuring14.0%
  • Partially deferred (e.g. half on close, half in a year)11.0%
  • Preferred equity5.3%

Leverage and returns

Level of debt used by buyers vs prior year

  • Meaningfully more6.2%
  • Similar41.5%
  • Less52.3%

Buyers underwrote to an expected gross multiple of 1.49x.

Buyers' target returns

Targeted IRRs (%)

  • PE directs 19.3%
  • VC funds 19.0%
  • LBO funds 14.7%
  • RE funds 14.5%
  • Infra funds 11.7%

Targeted gross multiples (x)

  • PE directs 1.78x
  • VC funds 1.68x
  • LBO funds 1.46x
  • RE funds 1.41x
  • Infra funds 1.38x

Key takeaway

  • 100% cash paid on closing featured in 69.7% of the volume-weighted deal mix, and buyers underwrote to a 1.49x expected gross multipleA return measure equal to total value returned divided by capital invested (e.g. a 2.0x multiple doubles the money)..

Competition

Buyer competition for deals vs prior year

  • Meaningfully higher1.4%
  • Similar71.0%
  • Meaningfully lower27.5%

Intermediation

Volume involving an intermediary

70.4%

Volume involving an intermediary

$14.23bn

Intermediated volume

Outlook

Projected volume for H2 2020

H2 2020 Forecast

$58.30bn

Predicted secondary volume for H2 2020 (−31.7% vs this period)

How buyers expect H2 2020 to compare to this period

  • Meaningfully higher59.1%
  • Similar34.7%
  • Meaningfully lower6.2%

Expected distribution and NAV changes in H2 2020

H2 2020 Expected

−0.6%

Expected change in distributions

+0.1%

Expected change in NAV

Key takeaway

  • Buyers project $58.30bn of volume in H2 2020, −31.7% against H1 2020. They also expect distributions to move −0.6% and NAVsNet asset value — the reported value of a fund's underlying holdings at a point in time. +0.1%.

Methodology

This edition summarises Setter Capital's semi-annual survey of the most active global buyers in the secondary market for alternative investments. Volume is defined as total exposure (NAV + unfunded, in USD) purchased in deals where a binding agreement was entered into during H1 2020.

Source: Setter Capital Volume Report — H1 2020. The published PDF remains canonical.

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Setter Capital advises buyers and sellers across the global secondary market.

Source: Setter Capital Volume Report. Volume is defined as total exposure (NAV + unfunded, USD) in deals with a binding agreement entered into during the reporting period.

V4 preview — figures are transcribed from the published reports; the published PDF remains canonical.