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Overview of Private Equity Transaction Fees and Monitoring Fees

Private equity firms have other fees such as transaction fees and monitoring fees in addition to the commonly known “2 and 20″ fees for the fund which is a management fee (typically 2% of committed capital of the fund) and carried interest (typically 20% share of capital gain profits of the fund net of fees and expenses).  Global law firm Dechert LLP recently conducted a survey of private equity transaction fees and monitoring fees that covered 60 leveraged buyout acquisitions by 40 different lead investors, all of which were prominent private equity firms.  Below is an overview of transaction and monitoring fees (including a sample of The Blackstone Group’s legal agreement-see below) and a summary of Dechert LLP’s findings:

Transaction Fees.  Transaction fees, also known as deal or success fees, are the fees charged by the private equity firm in connection with the completion of the acquisition for typically unspecified advisory services.  The private equity firms usually collect such one-time fees in cash typically at closing.  Out-of-pocket expenses are usually reimbursed separately.  Given the assessment and execution of transactions are expensive, the transaction fees usually help cover the cost of broken deals or abort costs from other deals.  A majority of private equity firms offset 50% or more of the transaction fees against the management fee (i.e., typically 2% of committed funds) charged to limited partners. Additionally, the private equity firms generally disclose its transaction fee as apart of its sources and uses of funds for the transaction as it works with lenders, management and co-investors in terms of structuring the transaction, so there is some outside market pressure on this fee.

  • Average transaction fee is 1% to 1.25% of deal size.  According to the survey, the average transaction fees tends to converge around 1.25% of deal size for deals under $1 billion, and 1% for deals over $1 billion.  In other words, for a $300 million deal the transaction fee would be $3.75 million and for a $1 billion deal the transaction fee would be $20 million.

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Key Deal Terms: Private equity firm KKR is acquiring South Korean Oriental Brewery for $1.8 billion

Private equity firm Kohlberg Kravis Roberts & Co. has reached an agreement to acquire South Korean Oriental Brewery (OB) from Anheuser-Busch InBev for $1.8 billion, in one of the largest leveraged buyouts announced this year, reported various media reports.  The deal also marks KKR’s first investment in Korea and will help to boost confidence in the private equity industry in Asia.

Key Deal Terms

KKR-OB Sources and Uses of Funds

  • Target.  Oriental Brewery is the second largest brewery in South Korea with approximately 40% market share in a $2.8 billion beer market duopoly. Hite is the largest brewery with approximately 60% market share.  Oriental Brewery’s beer sales by volume rose 6.1% in 2008 which was more than double the total South Korean beer market.
  • Purchase price-to-EBITDA of 9x. With a $1.8 billion purchase price, KKR is paying approximately 9x EBITDA (earnings before interest, taxes, depreciation and amortization — known as a measure of cash flow).  OB’s EBITDA was around $200 million, sources close to the deal said.  Previous acquisitions in the beer sector commanded multiples of 12x cash flow or more.  “The price doesn’t look excessive,” said Lee Kyung-min, analyst at HI Investment & Securities and “it looks like a pretty good deal for KKR.”
  • Debt financing of 3.75x EBITDA.  Approximately $750 million in debt financing which equates to approximately 3.75x EBITDA or approximately 40% of the capitalization structure.  This is a sign of the current global economic environment because the range was between 6x to 8x during the boom times before the credit crunch.  The lender group includes JPMorgan Chase, Standard Chartered, HSBC, Calyon, ING Bank, Natixis and Nomura, Reuters Basis Point reported earlier.
  • Seller financing of 1.5x EBITDA.  AB-InBev is providing seller financing of $300 million in pay-in-kind vendor financing at attractive terms which equates to approximately 1.5x EBITDA or approximately 16% of the capitalization structure. Read More »