European PE Breakdown - 1Q 2019 - PitchBook

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European PE Breakdown - 1Q 2019 - PitchBook
European PE
Breakdown
1Q 2019
European PE Breakdown - 1Q 2019 - PitchBook
Contents                                                                             Credits & Contact

                                                                                         PitchBook Data, Inc.
    Introduction                                                             2
                                                                                         John Gabbert Founder, CEO
                                                                                         Adley Bowden Vice President,
    Overview                                                                4-5
                                                                                         Market Development & Analysis

    Deals by sector and size                                                 6
                                                                                         Content
    Spotlight: Take-privates                                                7-8          Wylie Fernyhough Senior Analyst, PE
                                                                                         Stephen-George Davis Analyst, PE
    Exits                                                                  9-10          Darren Klees Data Analyst II

    Fundraising                                                            11-12         Contact PitchBook

                                                                                         Research
                                                                                         reports@pitchbook.com

                                                                                         Cover design by Caroline Suttie

                                                                                         Click here for PitchBook’s report
                                                                                         methodologies.

    Introduction
    European PE deal activity saw a notable decline                  IPOs in the quarter. Instead, GPs continued turning
    following the record-setting deal value in 2018.                 to secondary buyouts (SBOs), which accounted for
    However, many GPs took advantage of lower prices in              a majority of exits in the quarter, as seen for the first
    public equity markets to secure attractively priced take-        time in 2018. The steadier atmosphere seen throughout
    privates, which are expected to close later in the year.         1Q should entice GPs that delayed selling, potentially
    Additionally, bolt-ons and software deals were standout          pushing exit activity in later quarters above 1Q’s
    areas driving buyout activity. Both accounted for record         showing.
    proportions of deal count in 1Q and will likely continue
    gaining share. Software was especially noteworthy,               Fundraising activity, meanwhile, was robust, driven by
    nearly trebling its share in five years. VCs and software        a flurry of middle-market-focused vehicles. This ran
    executives alike now view an exit to PE firms in a               counter to the trend of late that saw mega-funds driving
    more favorable light thanks to PE firms evolving their           fundraising levels. The lone mega-fund to close was in
    ownership strategy for software companies, likely                France, which saw several massive funds close in 1Q.
    leading to more future deals. The mounting levels of             Looking forward, with multiple mega-funds (€5 billion+)
    dry powder and constant competition for deals helped             currently in the market, fundraising figures look poised
    keep EV/EBITDA multiples elevated. These high levels of          to continue their healthy pace throughout the year.
    competition in addition to continued low interest rates
    also mean LBO multiples are likely to continue closing in
    double-digit territory.

    Exits experienced a similar dip, likely because GPs are                              Wylie Fernyhough
    waiting for public equity prices and debt markets to                                 Senior Analyst, PE
    rebound after the declines seen at the end of 2018.
    Despite a recovery in public equity markets and a
    generally stable environment, there were no PE-backed

2   P I TC H B O O K 1 Q 2019 E U R O P E A N P E B R E A K D OW N
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Overview
    PE deal activity

                                                                                                                                 3,893
                                                                                                   3,767            3,740
                                                                                                                                                   3,580
                                                                                 3,297

                                      2,861                      2,841
                                                   2,726
                    2,450

     1,767

                                                                                                                                                                   €65.7
                                                                                                                                   €416.6

                                                                                                                                                    €439.1
                                                                                   €310.9

                                                                                                    €414.1

                                                                                                                      €334.3
                      €176.1

                                      €205.6

                                                    €191.6

                                                                     €226.4
       €81.0

                                                                                                                                                                   674

      2009           2010             2011         2012           2013            2014             2015              2016         2017             2018           2019*

                    Deal value (€B)                     Es�mated deal value (€B)                             Deal count                     Es�mated deal count
                                                                                                                               Source: PitchBook | Geography: Europe
                                                                                                                                                 *As of March 31, 2019

    European PE deal activity slowed in 1Q 2019 after                                       The enduring ascension of bolt-ons is a continuation of
    2018’s record showing. The first quarter saw GPs close                                  a trend that began over a decade ago. It is also likely
    on 674 deals valued at €65.7 billion—YoY declines of                                    one reason PE bids have remained competitive with
    26.8% and 34.2%, respectively. The fall in deal value was                               strategics. In fact, GPs have been outbidding corporates
    attributable to the lower count as well as the downtrend                                in recent years.1 Strategics can typically justify a high
    in mega-deals (€1 billion+). Just three mega-deals                                      purchase price due to expected synergies, but research
    closed in 1Q 2019, the lowest figure in three years. In 4Q                              indicates that through the bolt-on strategy, PE firms can
    2018, pricing for leveraged loans and high-yield bonds—                                 price in expected synergies and are able to capture at
    typically used to finance LBOs—dipped, which meant                                      least some of these anticipated synergies, allowing them
    financing costs were overly burdensome during much                                      to bid competitively with corporates.
    of the quarter, and many PE firms postponed deals
    as a result. A similar decline in public markets, while                                 In addition to bolt-ons, buyouts in the software space
    depressing mark-to-market pricing, created take-private                                 have been driving European PE activity. During the
    prospects, however. Several PE firms pounced on the                                     quarter, software accounted for 15.4% of deals, nearly
    opportunity in 1Q as credit markets thawed, securing                                    three times higher than the 5.6% seen in full-year 2014.
    deals such as the €3.0 billion take-private of satellite                                This surge in software deals is due to myriad factors,
    telecommunications company Inmarsat.                                                    but chief among them is performance. The pooled gross
                                                                                            multiple of invested capital for technology buyouts
    While deal count and value lagged previous quarters,                                    between 2009 and 2015 has outperformed all sectors
    bolt-on activity continued heating up. During the                                       other than healthcare.2 These hefty returns stemmed
    quarter, bolt-ons accounted for over 55% of deal                                        from high organic growth rates, which appear set to
    count, the highest on record, though with nine                                          continue. Gartner predicts that in 2019, the SaaS market
    months remaining in 2019, these figures could move                                      will grow by 16.2%3 while worldwide IT spending will
    meaningfully by year end. Although bolt-ons tend                                        rise at just 1.1%.4 To glean the most from these buyouts,
    to be smaller than the median deal size, the bolt-on                                    PE firms have had to rethink the PE playbook when
    acquisition of payments company Concardis was the                                       it comes to software, looking to growth rather than
    largest deal to close in 1Q. The company was acquired                                   simply cost cutting. After Cvent, an enterprise software
    by competitor Nets just months after the firm was                                       company, was acquired by Vista Equity Partners for $1.7
    bought out by a Hellman & Friedman-led consortium,                                      billion in 2016, its CEO and founder, Reggie Aggarwal,
    creating a payments powerhouse.
    1: “Private Equity: Tech’s Best Kept Secret,” Victor Basta, Financial Times, January 7, 2019
    2: “Global Private Equity Report 2019,” Bain & Company, 2019
    3: “Gartner Forecasts Worldwide Public Cloud Revenue to Grow 17.3% in 2019,” Gartner, September 12, 2018
    4: “Gartner Says Global IT Spending to Grow 1.1% in 2019,” Gartner, April 17, 2019

4   P I TC H B O O K 1 Q 2019 E U R O P E A N P E B R E A K D OW N
Over view

    said, “You don’t pay that kind of premium and then                            Proportion of PE deals targeting
    squeeze it for a profit.” Rather, PE firms must continually
                                                                                  software companies
    reinvest in the company.
                                                                                  18%
    In light of these changes, VCs and software CEOs are
                                                                                  16%                                                                                          15.4%
    coming around to the option of exiting to PE. In a post
    on Madrona Venture Group’s website, the managing
                                                                                  14%
    director, Matt McIlwain, wrote, “New PE owners offer a
    high degree of autonomy and flexibility to executives                         12%                                                                                 11.2% 10.8%
    who are meeting or exceeding agreed-to milestones
    (admittedly with greater EBITDA emphasis over                                 10%
    growth), as well as additional capital to take advantage
    of strategic opportunities.”5 In another example of the                        8%                                                                                   7.5%
    changing attitudes toward software buyouts, Jason
    Lemkin, a SaaS founder, described selling to PE firms                          6%
    as “a wonderful third option for liquidity.”6 As founders
    and their investors become more comfortable exiting to                         4%
    PE firms, this option is likely to become more frequent,
                                                                                   2%
    further propelling software PE deal activity.
                                                                                   0%
    Looking to the rest of the year, software deals ought to                             2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019*
    continue gaining share in PE activity. Two of the largest
    announced PE deals yet to close are technology deals,                                          So�ware % of PE (€B)                                 So�ware % of PE (#)
    including the €5.7 billion take-private of Germany-based
                                                                                                                                   Source: PitchBook | Geography: Europe
    online marketplace Scout24 and the $2.0 billion (£1.6                                                                                            *As of March 31, 2019
    billion) take-private of UK-based online travel company
    Travelport. European regulation may also be fostering
    the next generation of software targets. Laws such as                        PE buyout EV/EBITDA multiples (four-
    the recently enacted GDPR, while a hindrance to most                         quarter rolling median)
    businesses, are creating opportunities for software firms
                                                                                  12x
    in the bourgeoning fields of data tracking, protection,
    and management.7
                                                                                  10x
    While many of the deals to close this quarter were

                                                                                                                                                                                    5.6x
    priced in 4Q 2018—when public equities were expected                                                                                                                     5.6x
                                                                                                                            3.7x

                                                                                   8x
                                                                                                                                                                      4.7x

    to put downward pressure on pricing—multiples
                                                                                                                                                        4.4x
                                                                                                                                                               4.9x
                                                                                                                                                 4.4x
                                                                                         4.1x

                                                                                                                                   3.5x
                                                                                                3.9x

                                                                                                                                          4.1x
                                                                                                                     3.3x
                                                                                                       3.9x
                                                                                                              3.9x

    remained aloft during the quarter. Looking at the last
    four quarters, the median European buyout multiple
                                                                                   6x
    was 11.5x, the highest figure on record. During the
    quarter, several deals closed above 10x, including
    the €200 million buyout of beverage dispensing
                                                                                   4x
    equipment manufacturer Celli by Ardian and the
                                                                                                                            6.1x

                                                                                                                                                                                    5.9x
                                                                                                                                                        5.7x
                                                                                                                                   5.7x
                                                                                                                     5.6x

                                                                                                                                                 5.6x

                                                                                                                                                                      5.6x
                                                                                                                                                                             5.6x

    company’s management, which closed at 11.8x. Such
                                                                                         5.5x

                                                                                                                                                               5.4x
                                                                                                5.4x
                                                                                                       5.3x
                                                                                                              5.2x

                                                                                                                                          5.2x

    elevated pricing has led to firms loading up on debt                           2x
    and aggressively making pro-forma adjustments to
    rationalize the buyouts. Jonathan Lavine, co-managing
    partner at Bain Capital, reportedly called attention to                        0x
    these trends, arguing that PE firms are accumulating too                             4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q
    much debt in the competition to secure deals. However,                                         2016                          2017                           2018     2019*
    the European Central Bank’s prolonged low interest-rate                                 Debt/EBITDA                        Equity/EBITDA                      EV/EBITDA
    policy, which is leading to depressed credit costs, means
    highly levered transactions are here to stay, at least for                                                                     Source: PitchBook | Geography: Europe
                                                                                                                                                     *As of March 31, 2019
    the time being.

    5: “How VC-to-PE Buyouts Can Change Market Dynamics for Later-Stage, VC-Backed Companies,” Madrona Venture Group, Matt McIlwain
    6: “The Rise of Private Equity in SaaS: A Gift to Founders,” SaaStr, Jason Lemkin, October 4, 2017
    7: “PE Firms Seeking Software,” Lincoln International, William Bowmer & Scott Twibell, October 2018

5   P I TC H B O O K 1 Q 2019 E U R O P E A N P E B R E A K D OW N
Deals by sector and size
    PE deals (€) by sector                                                                               PE deals (#) by sector
    100%                                                                                   B2B           100%                                                                                  B2B

     90%                                                                                                  90%
                                                                                           B2C                                                                                                 B2C
     80%                                                                                                  80%

     70%                                                                                                  70%
                                                                                           Energy                                                                                              Energy
     60%                                                                                                  60%

     50%                                                                                   Financial      50%                                                                                  Financial
                                                                                           services                                                                                            services
     40%                                                                                                  40%

     30%                                                                                   Healthcare     30%                                                                                  Healthcare

     20%                                                                                                  20%
                                                                                           IT                                                                                                  IT
     10%                                                                                                  10%

       0%                                                                                                  0%
                                                                                           Materials                                                                                           Materials
                                                                            2018
                                                              2016
                                                                     2017
                                                2014
                                                       2015
                           2011
                                  2012
                                         2013
             2009
                    2010

                                                                                   2019*

                                                                                                                                                                               2018
                                                                                                                                                   2014
                                                                                                                                                          2015
                                                                                                                                                                 2016
                                                                                                                                                                        2017
                                                                                                                2009
                                                                                                                       2010
                                                                                                                              2011
                                                                                                                                     2012
                                                                                                                                            2013

                                                                                                                                                                                       2019*
                                                                                           & resources                                                                                         & resources

                                                  Source: PitchBook | Geography: Europe                                                               Source: PitchBook | Geography: Europe
                                                                    *As of March 31, 2019                                                                               *As of March 31, 2019

    PE deals (€) by size                                                                                 PE deals (#) by size
    100%                                                                                        €2.5B+   100%                                                                                       €2.5B+

     90%                                                                                                 90%
                                                                                                €1B-                                                                                                €1B-
     80%                                                                                                 80%
                                                                                                €2.5B                                                                                               €2.5B
     70%                                                                                                 70%

     60%                                                                                        €500M-   60%                                                                                        €500M-
                                                                                                €1B                                                                                                 €1B
     50%                                                                                                 50%

     40%                                                                                        €100M-   40%                                                                                        €100M-
                                                                                                €500M                                                                                               €500M
     30%                                                                                                 30%

     20%                                                                                        €25M-    20%                                                                                        €25M-
                                                                                                €100M                                                                                               €100M
     10%                                                                                                 10%

       0%                                                                                       Under     0%                                                                                        Under
                                                                     2017
                                                                            2018

                                                                                                                                                                        2017
                                                                                                                                                                               2018
                                                       2015
                                                              2016

                                                                                                                                                          2015
                                                                                                                                                                 2016
                                         2013
                                                2014
                           2011
                                  2012

                                                                                                                              2011
                                                                                                                                     2012
                                                                                                                                            2013
                                                                                                                                                   2014
             2009
                    2010

                                                                                                                2009
                                                                                                                       2010
                                                                                   2019*

                                                                                                                                                                                      2019*

                                                                                                €25M                                                                                                €25M

                                                  Source: PitchBook | Geography: Europe                                                               Source: PitchBook | Geography: Europe
                                                                    *As of March 31, 2019                                                                               *As of March 31, 2019

6   P I TC H B O O K 1 Q 2019 E U R O P E A N P E B R E A K D OW N
Spotlight: Take-privates
    Take-privates (#) as proportion of overall PE deal activity
    5%

    4%

    3%

    2%

    1%                                                                                                                              0.8%     0.8%

    0%
           2003      2004     2005      2006     2007      2008      2009   2010     2011   2012   2013    2014   2015     2016    2017     2018
                                                                                                              Source: PitchBook | Geography: Europe

    This section was published separately as an analyst                            assets, among other factors, has caused a paradigm shift
    note, written by Senior PE Analyst, Wylie Fernyhough,                          whereby private market multiples have approximated
    on April 8, 2019.                                                              public markets for nearly a decade. This presents PE
                                                                                   firms with a massive opportunity. Pockets of downward
    Introduction                                                                   volatility—similar to what we saw in 4Q 2018—can cause
                                                                                   public companies to drop by 20% or more in a quarter.
    Take-private buyouts have been declining as a portion                          These moments of price weakness present an opening
    of overall deal activity for nearly two decades. In                            for PE firms, and many seized the opportunity.
    2018, these deals accounted for 0.8% of deal flow in
    Europe. However, the number of take-privates has held                          Take-privates are also tending to focus on technology
    relatively steady as the count of non-take-privates has                        companies, evident by the recent Scout24 and Travelport
    ballooned. Interestingly, these deals now account for                          buyouts. The sector accounted for 42.5% of take-private
    a higher portion of deal value than 15 years ago as the                        deal value between 2016 and 2018. These buyouts are
    size of take-privates has dramatically outpaced non-                           happening sooner in a company’s public life as well.
    take-privates during that time.                                                In a recent example, cloud-based Apptio was barely
                                                                                   public for two years before Vista Equity Partners took
    While the count of take-privates may be level with                             the company private in a $1.9 billion buyout in 2018.
    the figures of 15 years ago, some structural changes                           The median number of years since the public listing of
    are underway in the PE industry that we believe will                           take-private targets fell from 15.5 years in 2015 to 8.5
    boost the number of take-privates in the coming                                years in 2018. In some cases, PE firms are not waiting for
    years. Public markets in Europe offer fertile hunting                          companies to go public, instead acquiring them while still
    ground for billion-dollar-plus buyouts that allow GPs                          VC-backed or in IPO registration.
    to spend down dry powder and begin earning fees on
    uninvested capital. To note, PE mega-funds in North                            Performance
    America and Europe have $328.3 billion in dry powder
    as of 2Q 2018 and are seeking deals sizable enough to                          While they can be compellingly priced, take-privates
    move the needle on called capital; this is nearly double                       present certain unique risks of which GPs need to be
    the sum of dry powder just four years prior.                                   aware and for which they are (hopefully) compensated.
                                                                                   Looking at exits of take-privates over the past three
    Opportunities                                                                  full years, we see these buyouts are more than twice
                                                                                   as likely (12.1% versus 5.2%) to go bankrupt or out
    For many years, public companies traded at a premium                           of business when compared to similarly sized non-
    to their private market counterparts. This was mostly                          take-privates. In addition to the deleterious impact
    due to liquidity preferences and the increased visibility                      bankruptcies can have on fund performance and
    into financials. Heightened competition for private                            stakeholders, bankruptcies reflect negatively upon

7   P I TC H B O O K 1 Q 2019 E U R O P E A N P E B R E A K D OW N
Spotlight: Take - privates

    Take-privates and non-take-privates (#) by exit type (2016-2018)

     Non-take-private over
                                                        43.8%                                      36.5%                          14.6%          5.2%
            $500M

    Non-take-private under
                                                        51.0%                                                38.4%                     3.8% 6.8%
           $500M

                Take-private                            42.3%                                     37.4%                       8.2%        12.1%

                               0%                             25%                  50%                               75%                         100%

                                       SBO                           M&A                 IPO                         Bankrupt/out of business
                                                                                               Source: PitchBook | Geography: North America & Europe

    the GP, potentially causing reputational damage and                    Median annualized change in EV for
    making future fundraising efforts more challenging.
                                                                           take-privates and non-take-privates by
    One explanation for the higher rate of bankruptcy
    in take-private deals is that to afford these massive                  exit year
    buyouts, PE firms employ greater amounts of leverage.                  40%
    Lenders are often willing to boost leverage given the
                                                                                                                                             35.5%
    lower levels of perceived risk and added levels of                     35%
    financial insight that can be gleaned from years of
    public filings. However, given the higher bankruptcy                   30%
    rates, this line of thinking appears flawed.
                                                                           25%
                                                                                                                                     19.8%
    The most important question as it pertains to                          20%                                                                   18.0%
    performance, however, is if GPs are being compensated
    for this additional downside risk through higher returns.              15%
    Overall, we find the answer to be that performance—
    as measured by the annualized change in EV over the                    10%
    holding period—shows a discernible benefit for take-                                                                                  6.6%     5.1%
                                                                            5%
    privates compared with non-take-privates of a similar
                                                                                                                                          3.7%
    size (over $500 million). One reason for this could be                  0%
    that GPs are able to act when price dislocation occurs,                       2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018
    securing buyouts at more attractive prices than would                   -5%
    be available in private markets. These findings may
                                                                           -10%
    also give credence to the belief that public companies                                          Take-private
    are overly focused on short-term thinking and become                                            Non-take-private under $500M
    inefficient, allowing an actor with a longer-term focus to                                      Non-take-private over $500M
    step in and realize untapped value.
                                                                                               Source: PitchBook | Geography: North America & Europe

    Conclusion
                                                                           consider altering the mix of financing— favoring equity—
                                                                           to derisk the acquisition and hopefully avoid bankruptcy.
    In summary, take-privates suffer a higher level of
                                                                           Since take-privates present opportunities to spend down
    bankruptcy or going out of business but show
                                                                           heaps of dry powder at reasonable valuations, we believe
    measurable upside, as compared to similarly sized non-
                                                                           the coming years will see a rise in take-private activity.
    take-privates, to justify this risk. When looking at take-
                                                                           We will have to watch performance closely as the recent
    privates as a source of deal flow, GPs ought to have a
                                                                           flood of high-profile technology take-privates are exited
    clear value-creation plan laid out. Additionally, GPs may
                                                                           and see how returns stack up.

8   P I TC H B O O K 1 Q 2019 E U R O P E A N P E B R E A K D OW N
Exits
    PE exit activity
                                                                                               1,400
                                                                                                                                          1,315
                                                                                                                     1,279
                                                                              1,176
                                                                  1,079
                                    966                                                                                                                          1,099
                                                  859
                     739

      518

                                                                                                                                                                                     €29.2
                                                                                                                      €259.9

                                                                                                                                            €294.4

                                                                                                                                                                     €253.0
                                                                     €199.4

                                                                               €256.7

                                                                                                 €307.2
                     €137.7

                                    €202.3

                                                   €131.5
       €45.2

                                                                                                                                                                                     139

      2009          2010           2011           2012            2013        2014             2015                  2016                  2017                  2018                2019*

                                                Exit value (€B)                                                                Exit count
                                                                                                                                     Source: PitchBook | Geography: Europe
                                                                                                                                                       *As of March 31, 2019

    In 1Q 2019, PE exit activity decreased significantly,                           PE exits (€) by type
    totaling €29.2 billion across 139 transactions—declines
    of 50.1% and 52.7% YoY. While first-quarter declines                                100%                                                                                   SBO
    in exit activity can be seen across all deal types,
                                                                                        90%
    SBOs continue to account for the majority of exits.
    Since 2009, SBOs have consistently increased their                                                                                                                         IPO
                                                                                        80%
    proportion of exits, lifting their share in all but three
    years. By contrast, the number of exits via corporate                               70%                                                                                    Corporate
    acquisition has fallen for the last three years and
                                                                                                                                                                               acquisi�on
    seems on track to continue its current downswing. In a                              60%
    similar vein, there were zero PE-backed IPOs in the first
    quarter, as GPs waited for year-end volatility to subside                           50%
    before listing portfolio companies.
                                                                                        40%
    In addition to broader public market volatility, the
    lack of 1Q IPOs can be attributed to multiple factors,                              30%
    including but not limited to geopolitical concerns, trade
    issues and potential economic headwinds in Europe. It
                                                                                        20%
    was not only PE-backed companies that delayed IPOs in
                                                                                        10%
    the quarter. Volkswagen postponed the IPO of its truck
    unit, Traton SE, which was anticipated to be Europe’s
                                                                                         0%
    largest IPO of 2019, citing “weak market conditions.”
                                                                                                                                                       2017
                                                                                                                                                              2018
                                                                                                                                  2014
                                                                                                                                         2015
                                                                                                                                                2016
                                                                                                                    2012
                                                                                                                           2013
                                                                                               2009
                                                                                                      2010
                                                                                                             2011

                                                                                                                                                                       2019*

    2019 has given way to Europe’s slowest IPO market
    since 2009, the height of the financial crisis. However,
                                                                                                                                     Source: PitchBook | Geography: Europe
    the rest of the year has some hopeful prospects,                                                                                                   *As of March 31, 2019
    with expected offerings from other large PE-backed
    companies, such as Moscow-based Sibur Holding and
    London-based Global Switch Holdings, which gives the
    rest of the year a more sanguine outlook.

9   P I TC H B O O K 1 Q 2019 E U R O P E A N P E B R E A K D OW N
E xits

     The drop in exit value can also be credited to a lack           PE exits (€) by size
     of larger exits, continuing a trend from 2018. 1Q 2019
     recorded only one exit in the €2.5 billion+ bucket, the         100%                                                                                      €2.5B+
     sale of Spain-based sports management and marketing
                                                                     90%
     company, Dorna Sports, which is most recognized for
     owning the commercial and television rights for the                                                                                                       €1B-
                                                                     80%
     motorcycle racing world championship Grand Prix                                                                                                           €2.5B
     (MotoGP). The company’s story is indicative of PE firms         70%
     wanting to “hold onto their winners.” Bridgepoint Advisers
                                                                     60%                                                                                       €500M-
     purchased Dorna in a €345.0 million SBO from CVC
                                                                                                                                                               €1B
     Capital Partners in 2006, after which Bridgepoint sold a
     39% stake to the Canada Pension Plan Investment Board           50%
     (CPPIB) for $518.0 million in 2012. After a growth round                                                                                                  €100M-
                                                                     40%
     in 2013, and several dividend recapitalizations along the                                                                                                 €500M
     way, Bridgepoint sold the company to itself, transferring       30%
     ownership to one of its newer flagship funds. It should
     also be noted that various PE firms were interested in the      20%                                                                                       €25M-
     asset, some of which even submitted preliminary bids                                                                                                      €100M
     after Lazard bankers were appointed to explore a sale.          10%
     Bridgepoint used these bids to calculate a “fair” sale price.
                                                                      0%                                                                                       Under
     We anticipate these types of GP “self-sales,” especially of

                                                                                                                                                  2019*
                                                                                                                                    2017
                                                                                                                                           2018
                                                                                                                      2015
                                                                                                                             2016
                                                                                                 2012
                                                                                                        2013
                                                                                                               2014
                                                                            2009
                                                                                   2010
                                                                                          2011
     portfolio companies with relatively strong performance,                                                                                                   €25M
     to continue in the near term as GPs attempt to hold onto
                                                                                                                 Source: PitchBook | Geography: Europe
     coveted assets beyond the typical PE fund lifespan as a                                                                       *As of March 31, 2019
     means to navigate anticipated uncertainty.

     IT has seen a spike in exit count from 12.6% in 2018 to         PE exits (#) by sector
     18.7% in 1Q, which is not wholly unexpected given the           100%                                                                                 B2B
     increases in deal activity within the sector in the past
     few years, specifically in software. One of the more            90%
     notable IT exits in 1Q was of Denmark-based KMD                                                                                                      B2C
     by Advent International. KMD, which offers software             80%
     services to local and central governments as well
                                                                     70%
     as the private sector, was initially purchased from                                                                                                  Energy
     Local Government Denmark, an association of the
                                                                     60%
     98 municipalities in Denmark, in an LBO by an EQT-
     led consortium in 2009 for $335.2 million (DKK 2.0              50%                                                                                  Financial
     billion and €267.8 million). Three years later, in 2012,                                                                                             services
     the company was again exited via SBO by another                 40%
     consortium for an undisclosed amount. In 1Q 2019,
     KMD was sold to NEC Corporation for €1.2 billion to             30%                                                                                  Healthcare
     help expand NEC’s business from northern Europe
                                                                     20%
     into the majority of European countries. This is one
     example of why software and IT companies have come                                                                                                   IT
                                                                     10%
     to comprise a larger portion of deals and exits in the
     last few years, as they are scalable assets which often          0%
                                                                                                                                                          Materials
                                                                                                                                                  2019*

     appreciate rapidly. We expect to see more exits in this
                                                                                                                                    2017
                                                                                                                                           2018
                                                                                                                      2015
                                                                                                                             2016
                                                                                                        2013
                                                                                                               2014
                                                                            2009
                                                                                   2010
                                                                                          2011
                                                                                                 2012

                                                                                                                                                          & resources
     vein moving forward.
                                                                                                                 Source: PitchBook | Geography: Europe
                                                                                                                                   *As of March 31, 2019

10 P I TC H B O O K 1 Q 2019 E U R O P E A N P E B R E A K D OW N
Fundraising
     PE fundraising activity
                                     112                                                                                                   111
       107
                      103                                             105
                                                                                               101                  98
                                                      95
                                                                               91

                                                                                                                                                                    72

                                                                                                                                                                                    32

                                                                                                                                                                  €67.4

                                                                                                                                                                                    €25.7
                                                                                                                    €64.8

                                                                                                                                           €79.6
                                                                              €43.7

                                                                                               €50.4
                                      €37.3

                                                     €26.7

                                                                      €55.7
        €38.3

                       €20.6

       2009           2010           2011           2012           2013       2014            2015                2016                    2017                   2018              2019*

                                                 Capital raised (€B)                                                     Fund count
                                                                                                                                     Source: PitchBook | Geography: Europe
                                                                                                                                                       *As of March 31, 2019

     Fundraising in 1Q 2019 came in strong with €25.7 billion                     PE fundraising (€) by size
     raised across 32 funds. This increase was largely due to
                                                                                      100%                                                                                        €5B+
     healthy fundraising activity for larger France-based funds,
     namely in the €1 billion to €5 billion bucket. Additionally
                                                                                       90%
     three €1 billion-plus growth funds closed in the quarter,
                                                                                                                                                                                  €1B-
     buoying fundraising gains. These substantial increases are                        80%                                                                                        €5B
     significant, considering they take place concurrently with
     vast reductions in fundraising in the UK due to uncertainty                       70%
     around Brexit. That said, there is at least one $10 billion fund                                                                                                             €500M-
     based in the UK likely to close this year, which would alter                      60%                                                                                        €1B
     fundraising figures drastically.
                                                                                       50%
     While GPs have been raising ever larger funds (noted by                                                                                                                      €250M-
                                                                                       40%
     the sizable increase in median fund size in 1Q), only one                                                                                                                    €500M
     mega-fund closed in this quarter, a €6 billion buyout fund                        30%
     from Paris-based Ardian. However, there are multiple
     European mega-funds currently open and expected to close                          20%                                                                                        €100M-
     sometime during the year, indicating that the trend toward                                                                                                                   €250M
     a swelling number of mega-funds remains intact. Two such                          10%
     examples are Apax X, a $10 billion buyout fund based in
     London,8 as well as Permira VII, a €10 billion buyout fund                         0%                                                                                        Under
                                                                                                                                                                          2019*

                                                                                                                                                                                  €100M
                                                                                                                                                          2017
                                                                                                                                                                 2018
                                                                                                                                          2015
                                                                                                                                                   2016
                                                                                                                            2013
                                                                                                                                   2014
                                                                                             2009
                                                                                                    2010
                                                                                                           2011
                                                                                                                  2012

     based in Frankfurt. Vehicles in the €1 billion-€5 billion bucket
     comprised nearly half of total capital raised at 48.6%, putting
                                                                                                                                     Source: PitchBook | Geography: Europe
     2019 on pace to have the highest proportion of capital raised
                                                                                                                                                       *As of March 31, 2019
     in this range since 2008. Interestingly, four of the seven funds
     raised in this size bucket were growth funds.
                                                                                      of the funds raised in Europe. We believe that this trend is
                                                                                      driven by two primary factors: a meteoric rise in software
     Growth funds have become more prevalent in Europe,
                                                                                      investments and a demand for earlier stage companies
     encompassing 23.1% of fundraising value in 1Q, higher than
                                                                                      after a decade of slow growth in the region. We believe the
     any full-year figure since 2011. Furthermore, growth funds
                                                                                      mounting interest in growth investments will continue so
     have been consistently accounting for a swelling portion
                                                                                      long as market conditions in Europe remain stable.
     8: Although Apax is based in London, its funds are denominated in USD.

11   P I TC H B O O K 1 Q 2019 E U R O P E A N P E B R E A K D OW N
Fundraising

     PE fundraising (€) by region                                                                        PE fundraising (€) by type
     100%                                                                                    UK &        100%                                                                                 Other
                                                                                             Ireland
      90%                                                                                                90%
                                                                                                                                                                                              PE growth/
      80%                                                                                                80%
                                                                                             Southern                                                                                         expansion
                                                                                             Europe
      70%                                                                                                70%

      60%                                                                                                60%                                                                                  Mezzanine
                                                                                             Nordics
      50%                                                                                                50%
                                                                                                                                                                                              Buyout
      40%                                                                                    DACH        40%

      30%                                                                                                30%
                                                                                             France &
      20%                                                                                    Benelux     20%

      10%                                                                                                10%
                                                                                             Central &
        0%                                                                                   Eastern      0%
                                                                                     2019*

                                                                                                                                                                                      2019*
                                                                2016
                                                                       2017
                                                                              2018
                                                  2014
                                                         2015
                                    2012
                                           2013
               2009
                      2010
                             2011

                                                                                                                                                                        2017
                                                                                                                                                                               2018
                                                                                                                                                          2015
                                                                                                                                                                 2016
                                                                                                                                     2012
                                                                                                                                            2013
                                                                                                                                                   2014
                                                                                                                2009
                                                                                                                       2010
                                                                                             Europe                           2011

                                                   Source: PitchBook | Geography: Europe                                                            Source: PitchBook | Geography: Europe
                                                                     *As of March 31, 2019                                                                            *As of March 31, 2019

     Counterintuitively, the average time to close a buyout fund                                         Median PE fund sizes (€M)
     has been decreasing since 2017 while the average time to
                                                                                                         €600
     close all PE funds has risen over the same time period. This
     may be due to LP apprehension over investing in a relatively                                                                                                                              €507.5
     newer strategy, growth funds, juxtaposed with the familiarity                                       €500
     of investing in a buyout fund with a laudable track record. Of
     the 11 growth funds raised in the quarter, the UK raised four                                                                                                                            €425.0
     of them, which is notable given the region’s diminished role                                        €400
     in fundraising in the last few years.
                                                                                                                                                                                         €295.0
     In 1Q, the France & Benelux region accounted for 48.3% of                                           €300
     total capital raised across Europe. Fundraising in France                                                                                                                          €270.1
     was especially strong with the aforementioned Ardian LBO
                                                                                                         €200
     Fund VII as well as Astorg Partners’ Astorg VII, both based
     in Paris. The Astorg VII fund, which closed in January at €4
     billion, represented a near 100% step-up from its €2.1 billion
                                                                                                         €100
     buyout fund closed in 2016. The firm tends to invest in
     global B2B niche market leaders with an EV range of €200
     million to €1 billion. Astorg focuses on a limited number of                                          €0
     portfolio companies in a single fund to maximize gains from                                                2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019*
     its investment. However, this hyper-concentrated method of
     holding companies can lead to varied returns. For instance,                                                          Buyout Funds                                   All PE Funds
     Astorg’s 2007 fund Astorg IV is a top-quartile performing                                                                                      Source: PitchBook | Geography: Europe
                                                                                                                                                                      *As of March 31, 2019
     fund, but its subsequent fund, 2011 Astorg V, is a bottom-
     quartile performing fund. Given that Brexit has been delayed
     another six months, the coming quarters will help inform
     us which regions address the gaps in fundraising stemming
     from the UK’s likely decline in commitment figures.

12   P I TC H B O O K 1 Q 2019 E U R O P E A N P E B R E A K D OW N
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