2020-9-7 carried interest presentation
2020-9-7 carried interest presentation
December 2, 2020
Example of General Partner Ownership Interest (Carried Interest)
• The sales proceeds are shared pro rata until the investor and the contractor each receive their
initial investment; which for the investor includes all of the building supplies, labor cost and other
site management fees it paid during the renovation.
• The investor then gets a portion of the profits (preferred return) before the contractor receives any
profit. If the profit does not exceed the preferred return the contractor does not get any profit.
• Assuming the profit exceeds the preferred return, the contractor then receives the next dollars of
profit (catch up) until the ratio of the profit has been shared 80% to the investor and 20% to the
contractor.
• Once the investor and the contractor receive all of the payments as noted above THEN the
investor and the contractor will split any additional remaining profit as negotiated (generally
80/20 split). This is known as general partner ownership interest (or carried interest).
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Typical Private Equity Fund
PSERS
•PS
ERS
Carried Interest - is the amount the General Partner (Investment Manager) retains as an ownership
or capital interest in the investment profits of a partnership. Generally, general partners retain 20%
of the investment profits in a limited liability partnership while the limited partners receive the other
80%. Carried interest is only earned by the general partner after the limited partners receive 100%
of the capital they have contributed to the partnership, including the cost of investments,
fees and partnership expenses plus a preferred return, usually 8%, on the contributed
capital. This General Partner ownership interest may be based on each individual investment as it
is realized or the partnership as a whole.
What does carried interest represent? Two views of what carried interest are:
1. A general partner’s profit share on the sale of a capital asset (capital gain); or
2. A performance fee for the manager
The first looks more to the legal form of the arrangement. The second more to the perceived
substance of the arrangement.
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How Do Public Pension Funds Report Investment Expenses
Two examples - Note the significant differences
▪ Types of fees
▪ Readily separable – fees directly paid
▪ Not readily separable – fees netted from investment income
▪ GASB Requirement
▪ Under GASB statement No. 25, paragraph 29, footnote 12, plans are not
required to include in the reported amount of investment expense those
investment related costs that are not readily separable from investment
income (where the income is reported net of related expenses)
▪ Common Practice is to NOT disclose certain investment-related costs and
offsets. Why?
▪ Financial statements become less comparable with other plans
▪ Cost – it is much more costly to break these fees out than to just report a
net number
▪ Impact on the bottom line
▪ None – Net investment income in dollars does not change, the Statement
of Changes does not change, performance in dollars does not change
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Statement of Changes in Fiduciary Net Position (Pension Fund)
Illustrative Example of Recording Only Readily Separable Expenses in FY 2019
Assumptions:
• Partners earned $700 million in ownership interest payments (carry)
• Partnerships had $100 million in other operating expenses
Observations:
• Gross investment income (total investment activity income) and investment expenses both increased
• Total net investment income is unchanged
• Issue is it will only be a reclassification within the financial statements
• No impact on the actual net of fee earnings
• Irony of issue: The better the performance, the higher the investment expenses and chance of public confusion in
this model
• Every dollar made generates 80 cents for investor (PSERS) and 20 cents for general partner
6 • Excellent alignment of interest
Carried Interest Analysis – Inception to Date as of 12/31/19
Analysis of Carry and Total Fee, Expense, and Carry Load
Private Equity, Private Real Estate and Private Credit
Since Inception of Program (ending December 31, 2019)
Dollar Amounts in Millions
Program Inception Date May 1985 Dec 1980 Oct 2007
Private Equity Private Real Estate Private Credit Total
Net Asset Value at December 31, 2019 $ 8,619 $ 5,409 $ 5,313 $ 19,341
Net Income to PSERS (after all fees, other expenses, and carried interest) $ 15,015 $ 9,586 $ 2,771 $ 27,372
Total Net Management Fees and Other Fund Level Expenses $ 2,920 $ 1,473 $ 670 $ 5,063
7 (1) Includes Net Management Fees and Other Fund Level Expenses
Carried Interest Analysis – Inception to Date as of 12/31/18
Analysis of Carry and Total Fee, Expense, and Carry Load
Private Equity, Private Real Estate and Private Credit
Since Inception of Program (ending December 31, 2018)
Dollar Amounts in Millions
Program Inception Date May 1985 Dec 1980 Oct 2007
Private Equity Private Real Estate Private Credit Total
Net Asset Value at December 31, 2018 $ 8,224 $ 5,358 $ 5,016 $ 18,598
Net Income to PSERS (after all fees, other expenses, and carried interest) $ 14,085 $ 9,013 $ 2,458 $ 25,556
Total Net Management Fees and Other Fund Level Expenses $ 2,772 $ 1,415 $ 582 $ 4,769
8 (1) Includes Net Management Fees and Other Fund Level Expenses
Carried Interest Analysis – Calendar Year 2019
Analysis of Carry and Total Fee, Expense, and Carry Load
Private Equity, Private Real Estate, and Private Credit
Calendar Year 2019
Dollar Amounts in Millions
Private Equity Private Real Estate Private Credit Total
Net Asset Value at December 31, 2019 $ 8,619 $ 5,409 $ 5,313 $ 19,341
Net Asset Value at December 31, 2018 (2) $ 8,224 $ 4,961 $ 5,016 $ 18,201
Change in Net Asset Value for the Year $ 395 $ 448 $ 297 $ 1,140
Net Income to PSERS (after all fees, other expenses, and carried interest) $ 930 $ 573 $ 313 $ 1,816
Total Net Management Fees and Other Fund Level Expenses $ 148 $ 58 $ 88 $ 293
(1) Includes Net Management Fees and Other Fund Level Expenses
9 (2) PTRES-REIT mandates were migrated to Traditional Group as of 4Q2018.
Carried Interest Analysis – Calendar Year 2018
Analysis of Carry and Total Fee, Expense, and Carry Load
Private Equity, Private Real Estate, and Private Credit
Calendar Year 2018
Dollar Amounts in Millions
Private Equity Private Real Estate Private Credit Total
Net Asset Value at December 31, 2018 $ 8,224 $ 5,358 $ 5,016 $ 18,598
Net Asset Value at December 31, 2017 $ 7,644 $ 5,710 $ 4,822 $ 18,176
Change in Net Asset Value for the Year $ 580 $ (352) $ 194 $ 422
Net Income to PSERS (after all fees, other expenses, and carried interest) $ 697 $ 470 $ 269 $ 1,436
Total Net Management Fees and Other Fund Level Expenses $ 160 $ 70 $ 89 $ 319
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(1) Includes Net Management Fees and Other Fund Level Expenses
Private Equity, Private Credit, Private RE Management Fees, Carried Interest & Other Expenses
Presentation Methodology
• PSERS used a best efforts approach to gathering the data necessary for this presentation.
• PSERS canvassed our active funds for Carried Interest, Mgt Fee Offsets and Other Fund Expenses detail by fund. These amounts have
not been tracked separately for financial statement presentation.
• PSERS added performance fees to Carried Interest estimates for Private Debt funds structured as “evergreen funds”. These fees are
separately accounted for and disclosed within the CAFR. We included these fees in the analysis for comparative purposes.
• PSERS also did not have any Carried Interest, Other Fund Expenses or Mgt Fee detail by fund for liquidated funds prior to CY 2016
included in Inception to Date as of December 31, 2019 amounts presented. The Mgt Fees for Private Equity liquidated funds were not
available due to document retention policies and/or the fact that funds were no longer in existence. Therefore, good faith estimates were
used to calculate Private Markets, Private Credit, and Private Real Estate funds as detailed below:
• Liquidated Private Equity, Private Credit and Private Real Estate fund’s carried interest was estimated by applying 25% to the
combined Net Cash / Net Asset Value gain for those funds with an IRR of 8% or higher since inception.
• Liquidated Private Real Estate fund’s Mgt Fees were provided by Courtland Advisors via their internal records.
• Liquidated Private Equity and Private Credit funds’ Mgt Fees were estimated in 2016 by applying the Mgt Fee rate on record to the
Average Quarterly Commitment over PSERS first 16 quarters PSERS invested in those funds, these amounts were then rolled
forward into 2019 inception to date. For the remaining quarters PSERS invested in these funds, the Mgt Fee reported by each fund
was used.
Note: It took more than 220 staff hours from PSERS and Hamilton Lane to provide this analysis.
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Private Equity, Private Credit, Private RE Management Fees, Carried Interest & Other Expenses
(Dollars in Millions)
A - B = C + D = E F G F–G=H G/F
Private Equity
$ 117 $ (17) $ 100 $ 48 $ 148 $ 1,209 $ 279 $ 930 23.08%
Private Credit
72 (9) 63 25 88 367 54 313 14.71%
Total
$ 234 $ (29) $ 204 $ 89 $ 293 $2,264 $ 448 $ 1,816 19.78%
1980 - 2019 Total Direct Exp. of Total Dollars Carried Net Dollars
Mgt Net Mgt Other Fund Carry as % of
(Inception to Date as of Offsets Managing Earned Incl. Interest 1 Earned to
Fees Fees Exp 2 Gross
12/31/19) Partnership Carried Interest PSERS
Private Equity
$ 2,616 $ (256) $ 2,360 $ 560 $ 2,920 $ 18,745 $ 3,730 $ 15,015 19.90%
Private Credit
Not Collected Not Collected 495 175 670 3,258 487 2,771 14.95%
Total
$ 4,021 $ 1,035 $ 5,063 $ 33,416 $ 6,044 $ 27,372 18.09%
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Private Equity, Private Credit, Private RE Management Fees, Carried Interest & Other Expenses
(Dollars in Millions)
A - B = C + D = E F G F–G=H G/F
Private Equity
$ 139 $ (25) $ 114 $ 46 $ 160 $ 911 $ 214 $ 697 23.49%
Private Credit
68 (3) 65 24 89 337 68 269 20.18%
Total
$ 255 $ (32) $ 223 $ 96 $ 319 $ 1,846 $ 410 $ 1,436 22.21%
1980 - 2018 Total Direct Exp. of Total Dollars Carried Net Dollars
Mgt Net Mgt Other Fund Carry as % of
(Inception to Date as of Offsets Managing Earned Incl. Interest 1 Earned to
Fees Fees Exp 2 Gross
12/31/18) Partnership Carried Interest PSERS
Private Equity
$ 2,499 $ (239) $ 2,260 $ 512 $ 2,772 $ 17,536 $ 3,451 $ 14,085 19.68%
Private Credit
Not Collected Not Collected 432 150 582 2,891 433 2,458 14.98%
Total
$ 3,821 $ 948 $ 4,769 $ 31,152 $ 5,596 $ 25,556 17.96%
See Footnotes on next page.
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Private Equity, Private Debt, Private RE Management Fees, Carried Interest & Other Expenses
Footnotes to schedule
•1 Carried interest includes carried interest paid and accrued, offset by clawbacks. Carried interest for all active funds and for all
periods presented were verified for reasonableness by applying a carry of 20% to cash / Net Asset Value gains for those funds with
an Internal Rate of Return in excess of 6% and inquiring about outliers for additional documentation and substantiation.
2
Other fund level expenses are partnership expenses per the Limited Partnership Agreement and are reimbursed to General
Partner for services rendered and in some cases offset against Mgt Fees.
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Appendix
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Carried Interest Reported by Managers CY 2019
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Carried Interest Reported by Managers CY 2019
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Carried Interest Reported by Managers CY 2019
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Carried Interest Reported by Managers CY 2019
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Carried Interest Reported by Managers CY 2019
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Carried Interest Reported by Managers CY 2019
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Carried Interest Reported by Managers CY 2019
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Carried Interest Reported by Managers CY 2019
Bain Capital Distressed and Special Situations 2013 (A) AIV, L.P. $ 1,247,508 $ - $ 253,760 $ 1,501,268
Bain Capital Distressed and Special Situations 2013 (A), L.P. $ 526,128 $ - $ 101,376 $ 627,504
Bain Capital Distressed and Special Situations 2016 (A), L.P. $ 2,686,715 $ 14,756 $ 2,431,377 $ 5,132,848
Bain Capital Distressed and Special Situations 2019, L.P. $ 76,027 $ - $ 1,833,412 $ 1,909,439
Bain Capital Middle Market Credit 2010, L.P. $ 198,042 $ 757,934 $ 77,970 $ 1,033,946
Bain Capital Middle Market Credit 2014, LP $ 1,030,604 $ 7,495,557 $ 170,897 $ 8,697,058
Brigade Distressed Value Offshore Fund $ 1,688,029 $ - $ 677,901 $ 2,365,930
Brigade Structured Credit Offshore Fund $ 2,860,307 $ 175,606 $ 246,076 $ 3,281,988
Carlyle Energy Mezzanine Opportunities Fund II, L.P. $ 2,305,799 $ - $ 667,474 $ 2,973,273
Carlyle Energy Mezzanine Opportunities Fund-Q, L.P. $ 1,243,820 $ - $ 559,032 $ 1,802,852
Cerberus Levered Loan Opportunities Fund I, L.P. $ - $ - $ - $ -
Cerberus Levered Loan Opportunities Fund II, L.P. $ - $ - $ - $ -
Cerberus PSERS Levered Loan Opportunities Fund, L.P. $ 7,705,541 $ 5,341,554 $ 1,470,022 $ 14,517,117
Clearlake Opportunities Partners II, L.P. $ 201,262 $ 84,062 $ 516,888 $ 802,212
Galton Onshore Mortgage Recovery Fund III, L.P. $ 73,706 $ - $ 246,437 $ 320,143
Galton Onshore Mortgage Recovery Fund IV, L.P. $ 972,945 $ - $ 710,268 $ 1,683,213
Galton Residential Mortgage-Backed Securities $ 1,240,471 $ 1,221,784 $ - $ 2,462,255
Hayfin SOF II USD Co-Invest, L.P. $ 88,302 $ - $ 73,938 $ 162,240
Hayfin SOF II USD, L.P. $ 2,064,659 $ - $ 665,041 $ 2,729,700
HayFin Special Opportunities Credit Fund (Parallel), L.P. $ 582,326 $ 100,702 $ 94,044 $ 777,072
ICG Europe Fund V, L.P. $ 649,394 $ 582,335 $ 390,785 $ 1,622,514
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Carried Interest Reported by Managers CY 2019
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Carried Interest Reported by Managers CY 2019
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Carried Interest Reported by Managers CY 2019
Brookfield Strategic Real Estate Partners III, L.P. $ 5,234,573 $ - $ 710,111 $ 5,944,684
Brookfield Strategic Real Estate Partners, L.P. $ 950,000 $ 28,259,595 $ 339,000 $ 29,548,595
Cabot Industrial Core Fund, L.P. $ 677,704 $ 10,198 $ 99,121 $ 787,023
Cabot Industrial Value Fund IV, L.P. $ - $ 154 $ 7,241 $ 7,395
Cabot Industrial Value Fund V, L.P. $ 750,000 $ 348,116 $ 105,418 $ 1,203,534
Cabot Industrial Value Fund VI, L.P. $ - $ - $ - $ -
Cabot U.K. Core-Plus Industrial Fund SCSp $ - $ - $ - $ -
Carlyle Realty Partners III, L.P. $ - $ 4,257,667 $ 108,959 $ 4,366,626
Carlyle Realty Partners IV, L.P. $ 14,767 $ - $ 126,634 $ 141,400
Carlyle Realty Partners V, L.P. $ 137,940 $ 17,204,526 $ 77,003 $ 17,419,469
Carlyle Realty Partners VI, L.P. $ 155,374 $ 71,916 $ 228,313 $ 455,603
Carlyle Realty Partners VII, L.P. $ 546,810 $ 1,889,383 $ 131,846 $ 2,568,039
Carlyle Realty Partners VIII, L.P. $ 828,545 $ - $ 127,735 $ 956,280
Centerline High Yield CMBS III - Loan/Stock $ 26,652 $ - $ - $ 26,652
DRA Growth and Income Fund IX, LLC $ 1,898,251 $ - $ 160,542 $ 2,058,793
DRA Growth and Income Fund VI, L.P. $ - $ 1,191,069 $ 37,264 $ 1,228,333
DRA Growth and Income Fund VII, LLC $ 620,297 $ 9,780,271 $ 232,968 $ 10,633,536
DRA Growth and Income Fund VIII, LLC $ 1,500,353 $ 225,235 $ 136,866 $ 1,862,454
DRA Growth and Income Fund X, L.P. $ 19,818 $ - $ 105,714 $ 125,532
Exeter Core Industrial Club Fund II, L.P. $ 638,381 $ 544,620 $ 123,797 $ 1,306,798
Exeter Core Industrial Fund III, L.P. $ - $ - $ - $ -
Exeter Industrial Value Fund II, L.P. $ 1,190 $ 6,006 $ 43,588 $ 50,783
Exeter Industrial Value Fund III, L.P. $ 229,673 $ 3,198,947 $ 83,528 $ 3,512,148
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Carried Interest Reported by Managers CY 2019
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Carried Interest Reported by Managers CY 2019
Private Real Estate
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