Setter Volume Report — global secondary market volume, H1 2021

17th Edition

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

Total volume

Total secondary market volume was $54.91bn in H1 2021, up 171.7% from $20.21bn in H1 2020.

Types of assets purchased (H1 2021, USD bn)

  • All assets purchased$54.91bn
  • Private Equity $51.92bn+198.0%
  • Real Estate $1.85bn+107.4%
  • Infrastructure $910.00m−38.5%
  • Hedge Funds $150.00m+2.1%
  • Agriculture / Timber $85.00m−68.9%

Reported activity vs H1 2020

  • Meaningfully higher90.3%
  • Similar9.1%
  • Meaningfully lower0.6%

Key takeaway

  • 90.3% of respondents reported meaningfully higher activity than H1 2020, against 0.6% reporting meaningfully lower.

Assets purchased

LP-led vs. GP-led secondaries

$22.02bn

LP-led volume

$32.89bn

GP-led volume

59.9%

GP-led share of volume

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

  • LP-led40.1%
  • GP-led59.9%

Direct purchases split PE vs RE

  • PE directs96.4%
  • RE directs3.6%

Breakdown of LP-led fund secondaries

  • All LP-led fund secondaries$22.01bn
  • Private equity $20.18bn+100.2%
  • Real Estate $680.00m+13.1%
  • Infrastructure $910.00m−38.5%
  • Hedge Funds $150.00m+2.1%
  • Agriculture / Timber $85.00m−68.9%

Types of funds purchased

Private equity funds (USD bn)

  • LBO$14.52bn
  • VC$2.82bn
  • Fund of Funds$1.59bn
  • Debt$1.06bn
  • Energy$196.00m

Real estate funds (USD bn)

  • Opportunistic$365.00m
  • Value-Add$161.00m
  • Core$152.00m

Maturity of funds purchased

Average age of funds purchased

The volume-weighted average age of the fund interests purchased in H1 2021 was 5.78 years, compared with 5.52 years in H1 2020.

Types of GP-led secondaries

Types of deals completed

  • Fund restructurings (LPs may sell or roll into a new vehicle)84.0%
  • Purchases of directs from a fund (incumbent manager exits)6.0%
  • Tender offers to LPs (fund not restructured)2.0%
  • Provision of unfunded / dry powder to a fund1.0%
  • Other7.0%

General partners' approach to the secondary market

Liquidations & restructurings

  • More46.5%
  • Similar50.5%
  • Less3.0%

Staples sought by GPs

  • More20.0%
  • Similar75.4%
  • Less4.0%

Restrictiveness on transfers

  • More restrictive6.0%
  • No change89.0%
  • Less restrictive6.0%

Key takeaways

  • GP-ledA secondary transaction initiated by a fund's general partner, commonly involving a continuation vehicle or tender offer. secondaries were 59.9% of volume in H1 2021, 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 84.0% of deals.

Geography of assets purchased

Share of assets purchased by region

  • North America69.3%
  • Western Europe19.5%
  • Asia-Pacific5.7%
  • Global4.8%
  • Other0.7%

Volume by region (USD bn, YoY)

  • All regions$54.91bn
  • North America $38.07bn+224.0%
  • Western Europe $10.71bn+72.8%
  • Asia-Pacific $3.16bn+226.5%
  • Global $2.65bn+470.9%
  • Other $320.00m

Key takeaway

  • North America was the largest source of assets purchased in H1 2021, at 69.3% of volume.

Profiles of buyers

Types of buyers (share of volume)

  • Secondary Funds85.1%
  • Funds of Funds11.5%
  • Pensions1.5%
  • Inv. Consultants1.0%
  • Hedge Sec / FoFs0.9%

Locations of buyers (head-office based)

  • North America67.5%
  • Europe31.1%
  • Asia1.4%

Buyers' scope of interest

11.0%

Broadened into other alternative strategies

21.1%

Intend to broaden next year

Activity levels of small, medium and large buyers

BuyersVolumeShareDealsAvg. deal
Large20$38.15bn69.5%347$109.97m
Medium51$13.80bn25.1%504$27.37m
Small60$2.96bn5.4%364$8.13m

Volume by size of buyer

  • Large 69.5%$38.15bn
  • Medium 25.1%$13.80bn
  • Small 5.4%$2.96bn

Key takeaways

  • Secondary Funds led the buy side in H1 2021 at 85.1% of volume, and 67.5% of buyers were headquartered in North America.
  • The Large tier accounted for 69.5% of reported volume, across 20 buyers.

Deals

Number of deals and average deal size

1,215

Transactions

$45.18m

Average deal size

Deals and deal size by buyer size

Number of deals

  • Large 347
  • Medium 504
  • Small 364

Average deal size

  • Large $109.97m
  • Medium $27.37m
  • Small $8.13m

Execution risk

Deals that fell through vs prior period

  • Meaningfully higher7.0%
  • Similar69.9%
  • Meaningfully lower23.1%

Why deals fell through

  • Seller decided not to sell76.7%
  • GP did not allow transfer / PTP issues7.7%
  • Adverse tax issues uncovered in post-LOI diligence5.2%
  • Adverse portfolio or manager issues uncovered in post-LOI diligence5.1%
  • Disagreement over PSA terms2.5%
  • Adverse economic issues generally / MAC clause2.5%

Seller profiles

Types of sellers in H1 2021

  • Other Fund GPs40.8%
  • Sovereign Funds11.6%
  • Pensions11.3%
  • Fund of Funds / Secondary Funds9.7%
  • Family Offices6.8%
  • Banks6.7%
  • Insurance Companies6.4%
  • Endowments / Charities5.7%
  • Corporate1.1%

Expected sellers over the next six months

  • Other Fund GPs (non FoF or Sec Funds)13.0%
  • Pensions42.0%
  • Sovereign Funds17.0%
  • Fund of Funds / Secondary Funds12.0%
  • Family Offices4.0%
  • Banks0.0%
  • Insurance Companies8.0%
  • Endowments / Charities3.0%
  • Corporate - Balance Sheet (non-financial)1.0%
  • Hedge Funds / Hedge Fund of Funds0.0%

Seller location

Share of volume by seller region

  • North America62.3%
  • Western Europe29.0%
  • Asia-Pacific5.6%
  • Other3.1%

Volume by seller region (USD bn)

  • North America $34.19bn
  • Western Europe $15.90bn
  • Asia-Pacific $3.07bn
  • Other $1.70bn

Key takeaways

  • Other Fund GPs (40.8%) and Sovereign Funds (11.6%) led selling in H1 2021.
  • Buyers expect Pensions to be the single largest source of volume over the next six months, at 42.0%.

Terms & returns

Payment terms

Payment terms

  • 100% cash paid on closing90.6%
  • Partially deferred (e.g. half on close, half in a year)6.0%
  • Other terms / structuring3.4%

Leverage and returns

Level of debt used by buyers vs prior year

  • Meaningfully more14.7%
  • Similar82.4%
  • Less2.9%

Buyers underwrote to an expected gross multiple of 1.52x.

Buyers' target returns

Targeted IRRs (%)

  • VC funds 19.3%
  • PE directs 19.3%
  • LBO funds 14.7%
  • RE funds 12.2%
  • Infra funds 10.5%

Targeted gross multiples (x)

  • PE directs 1.92x
  • VC funds 1.75x
  • LBO funds 1.49x
  • RE funds 1.45x
  • Infra funds 1.43x

Key takeaway

  • 100% cash paid on closing featured in 90.6% of the volume-weighted deal mix, and buyers underwrote to a 1.52x 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 higher37.0%
  • Similar60.3%
  • Meaningfully lower2.7%

Intermediation

Volume involving an intermediary

71.0%

Volume involving an intermediary

$38.99bn

Intermediated volume

Outlook

Projected volume for H2 2021

H2 2021 Forecast

$110.40bn

Predicted secondary volume for H2 2021 (+78.6% vs this period)

How buyers expect H2 2021 to compare to this period

  • Meaningfully higher40.1%
  • Similar58.2%
  • Meaningfully lower1.7%

Expected distribution and NAV changes in H2 2021

H2 2021 Expected

+3.5%

Expected change in distributions

+4.2%

Expected change in NAV

Key takeaway

  • Buyers project $110.40bn of volume in H2 2021, +78.6% against H1 2021. They also expect distributions to move +3.5% and NAVsNet asset value — the reported value of a fund's underlying holdings at a point in time. +4.2%.

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 2021.

Source: Setter Capital Volume Report — H1 2021. 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.