How the Global Credit Meltdown Has
Changed the World of Private Equity
– For The Better
David M. Rubenstein
Co-Founder and Managing Director February 4, 2009
1

At The Peak
2007 commitments to new funds increased by 64% from 2000
!
and 2,250% from 1990
75 funds of $5 billion or more were raised from 2003-2007
!
58 deals of $5 billion or more were completed from 2003-
!
2007 (up 5,700% from 1996 – 2000 period)
2003-2007 13,000 deals were completed (up 140% from 1996
!
– 2000 period)
Senior loan volume for sponsored transactions reached $485
!
billion in 2005-2007 (up 386% from 1999 – 2001 period)
Debt / EBITDA multiples increased by 50% from 2001 (4.1x
!
Debt / EBITDA average) to 2007 (6.2x EBITDA average)
Purchase price / EBITDA multiples increased 62% from 2001
!
(6.0x average) to 2007 (9.7x average)
Top 20 public pension funds’ allocations to private equity
!
exceeded $100 billion from 2000 to 2007
Source: Thomson Venture Economics, data as of 12/31/08; Capital IQ; Dealogic, data for sponsor-entry transactions;
S&P LCD; Private Equity Council, Primer 2007.
2

Now
Global deal value declined from $738 billion in 2007 to $212
!
billion in 2008
Commitments to new funds declined from $152 billion
!
committed in first quarter of 2008 compared to $49 billion
committed in last quarter of 2008
Distributions decreased from 3Q07 to 4Q08 by 78%
!
Source: Thomson Venture Economics, data as of 12/31/08; Capital IQ; Dealogic, data for sponsor-entry transactions;
S&P LCD; Private Equity Council, Primer 2007.
3

Fundraising Has Slowed
Annual Private Equity Fundraising ($B)
Global:
(5%)
Global CAGR ('01-'07): 18%
$500 $449 $425
$362
400 $329
$286
$259
300 $233
$166
$165
200 $127
$113 $93
$89
$80
$51
100 $52
0
2001 2002 2003 2004 2005 2006 2007 2008
U.S. Global
Source: Thomson Venture Economics, data as of 12/31/08.
4

Fundraising Has Slowed
Quarterly Private Equity Fundraising ($B)
1Q08, $152
$155
Global:
(68%)
105
4Q08, $49
55
5
1Q01
2Q01
3Q01
4Q01
1Q02
2Q02
3Q02
4Q02
1Q03
2Q03
3Q03
4Q03
1Q04
2Q04
3Q04
4Q04
1Q05
2Q05
3Q05
4Q05
1Q06
2Q06
3Q06
4Q06
1Q07
2Q07
3Q07
4Q07
1Q08
2Q08
3Q08
4Q08
U.S. Global
Source: Thomson Venture Economics, data as of 12/31/08.
5

Leverage Has Declined, Requiring More Equity
(21%)
Debt / EBITDA
6.2x
6.5x
5.4x
5.3x
5.5x 4.9x
4.8x
4.6x
4.1x 4.0x
4.5x
3.5x
2.5x
2001 2002 2003 2004 2005 2006 2007 2008
Equity / Total Purchase Price (%)
1.2x
38.1%
40.0%
36.1%
34.1%
35.0% 32.9% 32.0%
31.5% 30.8% 29.9%
30.0%
25.0%
2001 2002 2003 2004 2005 2006 2007 2008
Source: S&P LCD, leverage data for U.S. large corporate LBOs (issuer w/EBITDA >$50M), equity data for all U.S. LBOs
w/EBITDA
with total sources > $1 billion.
6

Deal Value and Average Size Declining
Global Aggregate Sponsor-Entry Deal Value ($B)
(71%)
$753 $738
$800
600
$350
$278
400 $212
$160
$119
$78
200
0
2001 2002 2003 2004 2005 2006 2007 2008
Global Average Deal Size ($M)
(60%)
$440
$433
$500
400 $279 $253
$219
300 $184 $174
$142
200
100
0
2001 2002 2003 2004 2005 2006 2007 2008
Source: Dealogic, data for global sponsor-entry transactions, includes pending.
sponsor-
7

Distributions Have Declined
Global Quarterly Distributions ($B)
$20 $18
$18 $18
$16$16 (78%)
$15
$15
$15 $15 $14
$14
15 $13 $12 $13
$13 $12
$10
$10
$9
10 $8 $8
$8
$6 $7 $6
$6
$5 $5
$4
$4
5 $3
0
1Q01
2Q01
3Q01
4Q01
1Q02
2Q02
3Q02
4Q02
1Q03
2Q03
3Q03
4Q03
1Q04
2Q04
3Q04
4Q04
1Q05
2Q05
3Q05
4Q05
1Q06
2Q06
3Q06
4Q06
1Q07
2Q07
3Q07
4Q07
1Q08
2Q08
3Q08
Source: Thomson Venture Economics, data as of 9/30/08
8

How The Private Equity World Has Changed
Confidence in the Future Has Been Diminished
1.
From 2002-2007, confidence in private equity's
\"
ability to achieve superior returns was at highest
levels ever
Now: some have concerns (a) whether private
\"
equity can yield attractive returns on investments
made in 2005-2008 period; (b) whether private
equity can ever again reach the returns achieved by
private equity at its peak
9

How The Private Equity World Has Changed
PE Has Ceased Being the Visible Face of Economic
2.
Change and Activity
From 2005-2007, private equity was so active in its
\"
buying new companies that it essentially became
the symbol of capital activity
Now: public focus has been on systemic risk from
\"
commercial and investment banks, insurance
companies, and hedge funds
10

How The Private Equity World Has Changed
PE's Main Focus Is Now to Preserve Value of Its Existing
3.
Holdings
PE firms have been spending most of their time on
\"
their portfolio companies--cutting costs, preserving
cash, and surviving until the economy and
investment world returns
11

How The Private Equity World Has Changed
PE Firms Have Sought to Do With Their Firms What
4.
They are Telling their Portfolio Companies to Do
PE firms have been cutting the size of their staffs,
\"
reducing other costs, preserving their cash, and
refocusing their efforts on their core businesses
12

How The Private Equity World Has Changed
PE Firms are Focusing on Preserving Strength of their
5.
Funds
Firms are in more regular dialogue with their
\"
investors about current investment needs and
opportunities
13

How The Private Equity World Has Changed
PE firms Have Recognized the Enormous Difficulty of
6.
Raising New Funds for the Foreseeable Future
Even strongest and best known will find fundraising
\"
hardest in decades; PE firms without well known
brands or long track records realize they may not be
able to raise new capital at all for quite awhile
14

How The Private Equity World Has Changed
New Investments Will Be Far Different in Nature,
7.
Shape, Size and Structure Than in the 2003-2007 Period
Now: investments are few in number; tend to be
\"
less than $3 billion in size; have stringent debt
terms (where there is debt); have traditional
EBITDA multiples; require about 45-50% equity
(where a control position is being purchased); and
are increasingly minority stake positions
15

How The Private Equity World Has Changed
Opportunities for Exit Have Been Reduced, Resulting In
8.
Lower Returns and Fewer Distributions
PE firms will have to hold onto their companies
\"
longer or take prices far below their once
anticipated exit levels; and provide less frequent
distributions than once projected
16

How The Private Equity World Has Changed
More than a Few of the Best Known and Largest
9.
Investments completed in the 2005-2007 Period Will
Have to Be Recapitalized in Order to be Preserved
17

How The Private Equity World Has Changed
Increased government regulation of banks and other
10.
lending organizations could constrain credit availability
beyond normal market constraints
18

What 2009 Will Bring
to the World of Private Equity
19

What 2009 Will Bring to the World of Private Equity
Relatively few U.S. buyouts will be completed; buyout
1.
firms will be focused on their existing portfolios;
sellers will not like the available sale prices; and banks
will not return to lending for all but the safest
transactions. Buyouts completed in this environment
will likely yield high returns in several years
Private equity firms will complete, proportionately, a
2.
higher percentage of non-control investments than
ever; many of these will be outside the U.S. and
Europe, in emerging markets
Exits on existing investments will be relatively few,
3.
with strategic buyers providing the only available exit
route
20

What 2009 Will Bring to the World of Private Equity
Few new funds will be raised at the sizes truly desired
4.
by private equity firms; funds which are raised will be
raised by the best brand name firms or firms with
specialized expertise in attractive niches
Some investors will continue selling their stakes in
5.
private equity funds; the sales will yield larger than
normal discounts to NAV
Other investors will increase their private equity
6.
stakes; and some investors not yet in private equity
will enter the private equity world
21

What 2009 Will Bring to the World of Private Equity
More than a few well-known investments will likely not
7.
survive
New private equity funds (for new organizations) will
8.
have a difficult time getting any funding
Private equity firms will reduce the size of their
9.
organizations and will narrow their focus
10. The appeal of PE to new MBA’s and financial
professionals will be reduced, as compensation and
activity are reduced
22

Why Might All Of This Be For The Better?
Need for private equity capital is greater than ever
1.
Reduced prices will likely yield very high returns for
2.
private equity capital invested now and over the next
2-3 years
Many private equity transactions now available do not
3.
need new debt, or any debt
A return to normal patterns is always welcome--less
4.
frenzy, uneconomic activity, more time to improve
companies
Pressure on banks to lend will result in enhanced credit
5.
availability for deals needing leverage--likely by mid--
2009
Co-investment opportunities will be far greater than
6.
before
23

Why Might All Of This Be For The Better?
Debt will be on terms which ensure more discipline in
7.
the investment decision and process
Pressure to invest funds quickly will be reduced
8.
Less disciplined buyers will be largely removed from
9.
the market
Governments and others will increasingly see private
10.
equity as a solution to problems
Enhanced recognition that private equity was not a
11.
cause of systemic risk--not a cause of the economic
decline
Expectations of what private equity can do to fix
12.
companies, achieve returns, solve society's problems
will return to more normal (and realistic) levels
Private equity will stabilize; better firms will stay in
13.
business and grow
24

Why Might All Of This Be For The Better?
Image of private equity will have a chance of
14.
improving as more normal investment patterns and
performance returns
15. Private equity will emerge as the clearly preferred
form of alternative investing
25

Challenges For The Industry
Recognize that the world of finance--and private
1.
equity--has dramatically changed over the past year
(this is not your father’s private equity world), and the
private equity firms need to adapt their investment
approaches and business model to accommodate these
changes--if they want to continue to be active in the
private equity world
The Theory of Evolution applies to private equity as
\"
well as to animal species
26

Challenges For The Industry
Realize that governmental actions can play a larger
2.
role in the private equity world, and be prepared
therefore to better explain to government officials--
and the general public--precisely how private equity
adds value to an economy and therefore deserves to be
treated as an important and valued partner in
economic growth and recovery plans
It is up to the industry to ensure that governments
\"
understand and value private equity
27

Challenges For The Industry
Work to strengthen limited partner relationships and
3.
trust by understanding limited partner concerns and
needs and aligning interests as closely as possible over
a reasonable period
The economic and structural relationships of the
\"
industry are not written in stone; they may need to
be updated to reflect the new world of private
equity
28

Challenges For The Industry
Recognize that the current public image of the
4.
industry is not a positive one, and continued efforts
(by GP's and LP's) to improve this image (and ensure
there is reality behind this image) will be needed if the
industry is to be seen as additive to society rather than
negative for society
The public needs to be treated as a partner if the
\"
industry is going to survive and prosper; and
partners need to be informed about what is actually
occurring on a timely basis
29

Challenges For The Industry
Preserving as much equity and as many jobs as possible
5.
during the economic downtown
What happens in the private equity world will not
\"
stay in the private equity world; what is done in this
period will be remembered far more than what is
done in good economic times
30

How the Global Credit Meltdown Has
Changed the World of Private Equity
– For The Better
David M. Rubenstein
Co-Founder and Managing Director February 4, 2009
31