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What Is the Structure of a Private Equity Fund?

In the 1980s, technology in the United States got a much-needed boost from venture capital. Many fledgling companies and start-ups like Apple raised funds from private equity sources rather than going to the public market.

These funds are not readily available for the average investor and typically require a minimum investment. Private equity funds are commonly geared toward i澳洲幸运5开奖号码历史查询:nstitutional investors, such as mutual fund companies, pension holders, and insurance companies.

Key Takeaways

  • Private equity funds are closed-end funds that are not listed on public exchanges.
  • Their fees include management and performance costs.
  • Private equity fund partners are called general partners, and investors or limited partners.
  • Limited partners are liable for up to the money they invest, while general partners are fully liable to the market.

What Is a Private Equity Fund?

Private equity funds are closed-end funds and an alternative investment class. Their capital is not listed on a public exchange. 澳洲幸运5开奖号码历史查询:Private equity funds allow 澳洲幸运5开奖号码历史查询:high-net-worth individuals and a variety of institutions to invest in and acquire ownership in companies.

The private equity fund generally divests its holdings through several options, including 澳洲幸运5开奖号码历史查询:initial public offerings (IPOs) or sales to other private equity firms. Minimum investments vary for each fund, the structure of private equity funds historically follows a framework that includes classes of fund partners, management fees, 澳洲幸运5开奖号码历史查询:investment horizons, and other key factors laid out in a 澳洲幸运5开奖号码历史查询:limited partnership agreement (LPA).

Important

Private equity funds historically have faced less regulation. However, following the 2008 澳洲幸运5开奖号码历史查询:financial crisis, the government has looked at private equity with far more scrutiny than before.

Private Equity Fund Structure

Private equity funds can engage in leveraged buyouts (LBOs)澳洲幸运5开奖号码历史查询:mezzanine debt, private placement loans, distressed debt, or serve in the portfolio of a fund of funds. These funds are most commonly designed as limited ꦜpa𝓀rtnerships.

The private equity fund’s partners are known as general partners. Under the structure of each fund, GPs are given the right to manage the private equity fund and pick which investments they will include in their portfolios. GPs are also responsible for attaining capital commitments from investors known as 澳洲幸运5开奖号码历史查询:limited partners (LPs), which include institutions—pension funds, university endowments, insurance companies—and high-net-worth individuals.

Fast Fact

Limited partners do not influence investment decisions. When capital is raised, the exact investments included in the fund are unknown. However, LPs can withhold additional investment to the fund if dissatisfied with the fund or the 澳洲幸运5开奖号码历史查询:portfolio manager.

Limited Partnership Agreement

Institutional and individual investors agree to specific investment terms presented in a limited partnership agreement. What separates each classification of partners in this agreement is the risk to each. LPs are liable for up to the full amount of money they invest in the fund. However, GPs are fully liable to the market, meaning if the fund loses everything and its account turns negative, GPs are responsible for any debts or 澳洲幸运5开奖号码历史查询:obligations the fund owes.

The LPA outlines an important 澳洲幸运5开奖号码历史查询:life cycle metric called the “Duration of the Fund.” PE🍰 funds traditionally have a fi🐼nite length of 10 years, consisting of five different stages:

Payout and Fees

The most important components of any fund’s LPA are the 澳洲幸运5开奖号码历史查询:return on investment and the cost of doing business. The LPA traditionally outlines management fees෴ for general partners. In addition to the decision rights, the GPs receive a management fe❀e and a “carry.”

The 澳洲幸运5开奖号码历史查询:management fee is typically 2% of the capital in the fund. A fund with 澳洲幸运5开奖号码历史查询:assets under management (AUM) of $1 billion charges a management fee of $20 million. This fee covers the fund's operational and administrative costs. The management fee is charged even if the fund doesn't generate a positive return.

The 澳洲幸运5开奖号码历史查询:performance fee is a percentage of the profits generated by the fund and passed on to the 澳洲幸运5开奖号码历史查询:general partner (GP). This "carry" can be as high as 20% of excess 澳洲幸运5开奖号码历史查询:gross profits for the fund and contingent on the fund providing a positive return.Investors are usually willing to pay these fees to help manage and mitigate 澳洲幸运5开奖号码历史查询:corporate governance and management issues that might negativel🌼y aff🍰ect a public company.

Investment Restrictions

The LPA includes restrictions imposed on GPs regarding the types of investment they consider. These restrictions may include industry type, company size, 澳洲幸运5开奖号码历史查询:diversification requirements, and the location of potential acquisition targets. LPs do not 🃏have veto rights over individual investments.

GPs can only allocate a specific amount of money from the fund to each deal they finance. Under these terms, the fund must borrow the rest of its capital from banks that may lend at different multiples of a cash flow, which can test the profitability of potential deals.

Limiting funding to a specific deal is important to limited partners because holding several investments bundled together improves the incentive structure for the GPs. Investing in multiple companies provides risk to the GPs and may reduce the potential carry, should a past or future deal 澳洲幸运5开奖号码历史查询:underperform or turn negative.

What Is an Alternative Investment?

Alternative investments do not fall into one of the traditional categories like stocks, bonds, and cash. They include hedge funds, private equity funds, digital assets, and real assets.

Why Do Private Equity Funds Charge a Performance Fee?

The rationale behind performance fees is that they help align the interests of investors and the fund manager. If the fund manager can do that successfully, they can justify 🦹their performance fee.

What Affects an Exit Strategy for a Private Equity Fund?

Private equity funds typically exit each deal within a finite period due to the incentive structure and a GP's possible desire to raise a new fund. The time frame can be affected by negative market conditions or periods when various 澳洲幸运5开奖号码历史查询:exit options, 🧸such as IPOs, may not attract the desired capital to sell a company.

The Bottom Line

Private equity funds offer un🔜ique investment opportunities to high-net-worth and institutional investors. Typically, PE funds have a limited duration, require 2% annual m꧅anagement fees and 20% performance fees, and require LPs to assume liability for their investment, while GPs maintain complete liability.

Article Sources
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  1. Pitchbook. "."

  2. U.S. Securities and Exchange Commission. "."

  3. U.S. Securities and Exchange Commission. "."

  4. Sunibel Corporate Services. "."

  5. Institutional Limited Partners Association. "," Page 9.

  6. Institutional Limited Partners Association. "," Download "Whole of Fund Model LPA Term Sheet PDF," Pages 1-2.

  7. U.S. Securities and Exchange Commission. "."

  8. U.S. Securities and Exchange Commission. "."

  9. Institutional Limited Partners Association. "," Download "Whole of Fund Model Limited Partnership Agreement (PDF)," Pages 29-31.

  10. Fidelity. "."

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