## **Learning Outcomes**

This article explains private equity and venture capital as alternative asset classes, including:

- the fundamental characteristics and objectives of PE and VC investments and how they fit into the broader investment universe
- the main types of private equity strategies—venture capital, growth equity, buyouts, turnaround/distressed—and typical company stages targeted
- standard closed‑end fund structures, roles and incentives of limited partners and general partners, and key economic terms such as management fees, carried interest, and hurdle rates
- the stages of venture capital financing (seed, early, expansion/later) and how capital is used at each point
- major drivers of value creation, expected return patterns over a fund’s life, and common risk factors, including illiquidity, manager risk, and exit risk
- how private equity and venture capital compare with public equity in terms of liquidity, valuation practices, transparency, governance influence, and return/risk profiles
- typical exit routes—IPOs, trade sales, secondary sales, and management buyouts—and how they crystallize returns for investors
- how these concepts are examined at CFA Level 1, with emphasis on clear definitions, comparisons, and application to scenario-based questions

## **CFA Level 1 Syllabus**

For the CFA Level 1 exam, you are expected to understand the investment characteristics, fund structures, and value drivers in private equity and venture capital, with a focus on the following syllabus points:

- Distinguish private equity and venture capital within alternative asset classes
- Describe closed-end fund structure, roles of limited partners and general partners, and fee arrangements
- Identify and compare investment stages: venture capital, growth, buyout, turnaround, and distressed investing
- Explain major sources of value creation, return drivers, and risk factors for private equity and venture capital
- Contrast liquidity, investment horizon, and risk profile of private equity with public equity
- Characterize typical exit strategies for private investments (e.g. IPO, acquisition, secondary sale)

## **Test Your Knowledge**

_Attempt these questions before reading this article. If you find some difficult or cannot remember the answers, remember to look more closely at that area during your revision._

1. How is a typical private equity fund structured, and what are the main differences between limited partners and general partners?
2. Name two key differences between private equity and public equity as investment asset classes.
3. At which stage does venture capital generally provide funding to companies? Give an example.

## **Introduction**

Private equity and venture capital are alternative asset classes that invest in private (non-publicly traded) companies. These investments offer unique return and risk characteristics compared to traditional public equities and fixed income. Understanding their structures, value drivers, investment horizons, and risks is essential for the CFA Level 1 exam and for effective investment practice.

> **Key Term: private equity**
> Investment in companies not listed on public exchanges, involving direct ownership, usually through limited partnerships that acquire, restructure, or grow businesses.
>
> **Key Term: venture capital**
> A subset of private equity focused on funding early-stage, high-growth potential companies, often in technology or innovation-driven sectors.

## **Types of Private Equity Investments**

Private equity can be divided into several main categories, each reflecting the stage of the target company's development or the investment strategy:

- **Venture capital:** Funding for startups and early-stage companies, typically in exchange for equity. Stages include seed, early, and later rounds.
- **Growth equity:** Capital for established businesses seeking to expand operations, enter new markets, or fund acquisitions without change of control.
- **Buyouts (leveraged buyouts, LBOs):** Acquiring mature companies using a mix of equity and debt, often to improve operations or restructure.
- **Turnaround/distressed investing:** Investing in struggling companies with the aim to perform turnaround strategies or profit from undervalued assets.

> **Key Term: buyout**
> Acquisition of a significant portion or all of a mature company, commonly financed with borrowed funds (debt financing), to improve operations and realize value increases.

## **Private Equity Fund Structures**

Most private equity funds are structured as limited partnerships with a fixed lifespan (often 10–12 years). The key participants are:

- **Limited partners (LPs):** Providers of the bulk of the capital; typically institutional investors or high-net-worth individuals. They have limited liability and little involvement in day-to-day operations.
- **General partner (GP):** The manager responsible for sourcing deals, executing transactions, managing portfolio companies, and ultimately returning capital plus profits to LPs.

> **Key Term: limited partner (LP)**
> Investor contributing capital to the fund, with passive involvement, limited liability, and economic rights as set by the fund agreement.
>
> **Key Term: general partner (GP)**
> The professional manager that forms and manages the fund, makes investment/divestment decisions, and typically earns both management and performance fees.

### **Fund Economics**

- **Management fee:** Charged annually (typically 1.5%–2.5% of committed or invested capital) to cover operational costs.
- **Carried interest:** The GP’s share of fund profits above a hurdle rate (commonly 20% of profits), aligning incentives with LPs.
- **Hurdle rate:** The minimum return LPs must receive before the GP can begin collecting carried interest.

## **Venture Capital in Context**

Venture capital provides funding at the development and scaling stages of a business before it has established a stable record of profitability. The most common investment rounds are:

- **Seed stage:** Financing for business formation and initial product or service development.
- **Early stage:** Support for product development and market introduction.
- **Expansion/later stage:** Capital for scaling, entering new markets, or moving towards profitability.

> **Key Term: venture capital round**
> A specific fundraising stage in a startup’s development, often denoted as seed, Series A, Series B, etc., each supporting defined growth milestones.

### **Worked Example 1.1**

**A venture capital fund is considering a Series A investment in a tech startup that has already developed a working prototype but has no revenues. What is the fund providing capital for, and what will it expect in return?**

> **Answer:**
> The fund is providing early-stage growth capital to help the startup commercialize its product and establish initial market presence. In return, the fund will acquire an equity stake, typically structured for significant upside if the company succeeds.

## **Risks, Returns, and Value Creation**

### **Key Characteristics**

- **Illiquidity:** PE and VC investments cannot be easily sold; investments are typically held for 5–10 years.
- **Long-term horizon:** Returns are often realized at the end of the fund’s life upon exit from investments.
- **Limited transparency:** Valuation updates usually occur quarterly and are based on manager estimates rather than market prices.
- **Active management:** GPs are highly involved in business strategy, governance, and operational improvements.

### **Value Creation Drivers**

- Strategic and operational improvements at portfolio companies (e.g., cost controls, revenue growth)
- Financial engineering through use of debt (especially LBOs)
- Alignment of management and shareholder interests via equity participation
- Multiple expansion and exit at higher valuation (through IPO, sale, or secondary transaction)

> **Key Term: exit strategy**
> Planned process for the fund to realize returns by selling its stake, often via IPO, acquisition, management buyout, or secondary sale.

### **Return Potential and Risk Factors**

PE and VC have historically offered higher long-term return potential than public equities, but with higher risk, illiquidity, manager skill dependence, and risks including:

- Manager/execution risk
- Company operational or product risk
- Market/economic cycles impacting exit conditions
- Regulatory/reputational exposure

## **Private Equity vs. Public Equity**

| Feature              | Private Equity/Venture Capital        | Public Equity              |
| -------------------- | ------------------------------------- | -------------------------- |
| Investment Liquidity | Illiquid (long lockups)               | Liquid (tradeable)         |
| Valuation            | Infrequent, judgmental                | Real time, market-driven   |
| Information access   | Limited, private                      | Broad, public              |
| Influence            | High (PE/VC active role)              | Low (minority shareholder) |
| Fee structure        | Higher (management, carried interest) | Lower (expense ratio only) |
| Risk profile         | Higher (company/manager/exit risk)    | Market/systematic risk     |

Private equity and venture capital require careful due diligence, an understanding of fund structures, and awareness of associated risks—distinguishing them clearly from public market investing.

### **Worked Example 1.2**

**An institutional investor compares investing \$10 million in a PE fund to acquiring listed shares of a mature manufacturing company. List two major differences in risk and liquidity the investor should consider.**

> **Answer:**
> In the PE fund, the investment will be locked up for years with no ability to sell; in the listed shares, there is daily liquidity. The PE fund return is highly dependent on GP skill and exit conditions, while listed company shares have continuous market pricing and lower manager risk.

## **Exam Warning**

> For CFA exam questions, always clarify whether a scenario involves private equity/venture capital or direct public equity investment, as their liquidity, risk, and valuation methods differ significantly. Pay close attention to fund structure and fee implications in calculations.

## **Summary**

Private equity and venture capital are essential alternative asset classes, investing actively in non-public companies to create value over long time horizons. Their structures, return potential, risk factors, and illiquidity distinguish them from public equities. Understanding stages of investment, fund operations, risk-return trade-offs, and exit mechanisms is key for exam success.

## **Key Point Checklist**

_This article has covered the following key knowledge points:_

- Define private equity and venture capital and their core investment stages
- Explain standard fund structure (LP/GP and fee arrangements) in private markets
- Identify main sources of value creation and risk factors
- Contrast private with public equity regarding liquidity, valuation, transparency, and involvement
- Recognize exit strategies and return realization in PE and VC
- Understand risk, return, and diversification implications for portfolio holders

## **Key Terms and Concepts**

- private equity
- venture capital
- buyout
- limited partner (LP)
- general partner (GP)
- venture capital round
- exit strategy

Asset classes and characteristics - Private equity and venture capital