Engagement and stewardship are topics of increasing important to asset owners, either directly for the assets they manage or indirectly through their external asset managers. Historically, the focus has been public equities although interest is rapidly growing in fixed income as well.

Left out in the cold is private equity. I find this curious for three reasons. First, this is a growing asset class. Preqin estimates that in June of 2018 there were $3.41 trillion in assets (with roughly $1 trillion in dry powder) and 82 per cent of fund managers were expecting this number to grow. While there are thousands of PE firms, according to Private Equity International the top 300 have $1.7 trillion in AUM and the top 10 have $403 billion.

Second, it is an increasingly important one to the 7,600 institutional investors, half of which are in North America, because of the long period of superior returns this asset class has provided compared to public equities and public debt, even with prevailing fee structures. As a result, most investors are looking to increase their allocation in order to get the overall returns needed from their portfolios to meet their obligations to their beneficiaries. In North America, for example, the current median allocation is 6.1 per cent and expected to grow to 10.0 per cent.

Third, this asset class has built-in levers for engagement. The GP has complete control of its portfolio companies and can appointment the chair, CEO, and often has a partner who sits on the board as well. There is frequent contact between the GP and portfolio company and the GP can ask for whatever information it feels is necessary to monitor and grow the value of the asset. While the cost/benefits of information must be taken into account, one cost which doesn’t exist is the concern about the glare of public markets. Here, in particular, I’m thinking about the material environmental, social, and governance information investors are increasingly demanding from the public companies in their portfolios. They want this because of the growing body of empirical research that shows how strong ESG performance contributes to financial performance. I see no inherent reason why the same shouldn’t be true for private companies.

So what does engagement look like in this situation of a growing asset class with high returns and where the foundation is already in place for the asset manager to act on behalf of the asset owner for strong engagement? While there are exceptions, the most that asset owners seem to be doing are sending out ESG due diligence questionnaires (DDQs) when they are considering a new fund, either from an existing GP or a new one. The GPs spend a lot of time filling out these DDQs, each of which is unique, but they seem to have little to do with the selection process and there is little if any follow up once the money has been allocated.

On the GP side, ESG is finding itself a bigger part of the due diligence process when considering an investment. It is also being considered more in monitoring the portfolio company, although typically not in terms of “sustainability” or ESG and is done more informally.

There is an easy way to improve this situation. A collection of leading LPs could come together and agree upon a framework for ESG reporting, such as based on the work of the Sustainability Accounting Standards Board (SASB), by which portfolio companies would report to the GP. This would form a solid basis for engagement. It would enable the GP to compare its portfolio companies in the same industry. If this information were anonymized and put into a database, the GP could benchmark its performance against other GPs. LPs could have access to this information as well, either in aggregate or granular form.

I’ve had informal conversations with both GPs and LPs about this. The former has acknowledged the potential benefits, albeit raising some concerns about costs. They’ve also made it clear that if the LPs were to demand them to do so, they would certainly oblige. So what do the LPs say? “Yes, this is a very interesting idea and we’d love to see it happen. But I certainly don’t want to be out front on this since the GPs I want into will cut my allocation.”

My response is “Wow, PE sure is a great business to be in, at least for now. But you’ve got to be kidding me!! LPs can get the levels of engagement they’re seeking in public equities but are failing to do so out of fear?” Yes, leadership is hard and involves risks. But if the LPs never take leadership here, they shouldn’t complain when PE returns decline due to the lack of proper information from and engagement with portfolio companies.

Bob Eccles is Visiting Professor of Management Practice, Said Business School, University of Oxford

Pension funds have “no business” engaging with policy makers but instead should influence change through stewardship, which is also the main function of asset managers, according to John Kay, Supernumerary Fellow in Economics at St Johns College, Oxford University.

“As a pension fund I’m not sure you have any business engaging with policy makers. You can have your own personal views but you can’t have a view as a trustee of a pension fund,” he said at the 8th Sustainable Finance Forum. “Companies should also stop engaging with policymakers there is no legitimacy to this kind of lobbying. I want less funded political lobbying of all kinds.”

Kay said a dialogue needed to open up around what the legitimate activity of a business is, including the role of lobbying.

“What we need to do is amend the way these people think about their business, and change the rhetoric in how people talk about business,” he said.

Kay said that the rhetoric of “shareholder value” was being used as an excuse for businesses being run in the interests of a small number of people, mostly the senior employees.

“The great paradox in the rise of shareholder value, the rhetoric around business, is the description about what most businesses do is not correct – it’s repulsive and false,” he said. “We need to address that to solve the underlying problem of how we make business legitimate and respectable again.”

Kay said that the business of business, is business, and business is not about “doing good”.

“The corporation is not the vehicle for determining what we think a public benefit is. If the public good is to be determined by business people, you probably won’t like the concept of what that public good is. There’s not too little public engagement by companies, there is too much.”

Kay said the way to change the rhetoric is with different rhetoric.

“We’re talking about cultural changes. When people say you can’t do that, I say we have had a negative corporate cultural change since the 1980s, which indicates culture is malleable and if it has changed in one direction it can change in the other.”

Kay said it was imperative that asset owners collaborated in order to have impact.

“If you are a pension fund with limited resources you are a small shareholder in a particular company, even if you are Norges Bank or Blackrock you are a small shareholder. Getting together with others is key to this,” he said.

The Investor Forum was launched in the UK in response to the Kay Review of UK equity markets and long-term decision making in 2012, with the intention of promoting shared commitment to long-term strategies and sustainable wealth creation among asset owners, asset managers and companies.

“When I did the review, one outcome was to facilitate large shareholders working collectively to engage with companies. The Investor Forum is making it easier and giving an umbrella for institutional investors to work together. I hope we are moving in the right direction.”

Kay told delegates that stewardship was the main function of a large asset manager, and all players in the investment value chain needed to encourage them to get more resources to do that.

“Asset managers have tendencies to have a corporate governance department which is separate from portfolio management, they are not integrated despite how much they say it is true.”

Should investors collectively prioritise engagement issues, and if so what is at the top of the list?

This was one of the topics delegates discussed at the 8th Sustainable Finance Forum run by the Oxford University Smith School of Enterprise and the Environment together with The Rothschild Foundation and the KR Foundation.

At the conference, which focused on the future of engagement and active ownership, academics, asset owners, asset managers, consultants and not-for-profits discussed how to progress the effectiveness of corporate engagement and investor stewardship.

Investors at the event agreed that working together was imperative to progressing engagement and having impact.

Delegates heard how companies have said that engagement focuses too much on issues that impacted short term financial results, and not enough on long term strategy or understanding the company.

Investors in the room discussed whether they should be collaborating their efforts on big world issues, such as saving the Amazon, rather than on say executive pay. Does it matter how much someone earns if there’s not enough oxygen in the world to allow for easy breathing? Investors were encouraged to send their ideas to Ben Caldecott, director of the Oxford Sustainable Finance Programme, who would coordinate the priorities.

The conference addressed the future of engagement and looked at new approaches to enhance engagement including the use of satellite data and other data sets to enhance decision making.

It addressed the differences in geographical and cultural problems in advancing engagement including the particular nuances of developing economies and investing in companies in emerging markets.

A good deal of discussion was on how investors can be effective stewards of capital and universal owners through engagement as more assets are allocated to unlisted markets.

Caldecott said the conference was also a conduit for prioritising the university’s research program.

“Clearly there is a lot to do. I believe in five years time we can make a big difference to how effective engagement is,” he said.

China and the US engaging in a prolonged economic and political cold war is a much larger risk than a trade war between the two countries, says UniSuper’s John Pearce.

“The ramifications for the Australian economy could be potentially disastrous if we are forced to pick a side, as we would inevitably have to side with our political ally,”  he warned.

“Canberra must beware of the implications on business of automatically siding with Americans with regard to commercial decisions on those occasions when it’s clear that the Americans are acting in their own self interests.

The investment chief of the A$70 billion Australian superannuation fund for higher education and research workers also cautioned against lecturing the Chinese on how they need to evolve into a liberal democracy.

“It’s not going to happen. Period.”

Pearce, who was head of global asset management for Chinese insurer Ping Ang from 2007 to 2009, is aware of the investor unease over emerging markets and China in particular.

Stock prices have tumbled nearly 10 per cent since the sudden collapse of US/China trade talks late last month. But to Pearce, these fears provide one more good reason for UniSuper to look for opportunities in China.

“If you look at the valuations, once again on any sort of relative value analysis, China and Asia look cheaper than the US. They probably don’t look cheaper than Europe but that’s fine,” he argued.

“We think Europe is cheap because it deserves to be cheap. Europe is Japan redux. The question is whether that’s where the rest of the world will ultimately head.”

The fund’s exposure to China is “hundreds of millions” invested indirectly through external managers as well as $200 million through A shares.

While prolonged trade negotiations are spooking investors – most would generally add corporate debt and insolvency to their list of what’s wrong with the country.

“Investors analyse the wrong number when they look at China’s debt. They look at gross debt rather than net debt.

“It’s crazy. People look at gross numbers when they should be subtracting China’s foreign reserves from that figure. The Chinese government is a net creditor, not a net debtor.”

More importantly, he said, China has very little external debt.

Neither is the CIO worried about the growing unease that China is showing signs similar to those seen during Japan’s bubble period of the 1980.

“The biggest fear everyone has got is Japan. Is this really a precursor to what’s going to happen to the rest of the world?

As he sees it, Japan has been battling deflation for two decades.

“How many decades now has everyone been worried about Japanese debt? But Japan hasn’t had a debt crisis because it is all internally funded.

“China is not going to have a Minsky moment because the debt is all internal”

Pearce concedes that reform is slower than he’d like but says he is reassured by Beijing’s progress thus far.

“If you look at the last 20 years and rate the economic performance of governments around the world, the Chinese government would be right at the top and developed markets would be right down the bottom.”

Listed infrastructure

Aside from investing in China, Pearce is buying listed infrastructure companies outside Australia and is in the process of building a couple of positions of around $500 million each.

While institutional investors are very heavily invested in unlisted markets, Pearce sees more opportunity in the listed space.

“All the dry powder is going at the moment into unlisted infrastructure assets which is why we haven’t played in that game.

“It’s just too competitive. It becomes a real capital shoot out. That, we don’t want to do.”

In his view, the relative pricing is far more favourable in the listed space.

UniSuper, which has more than $70 billion in assets under management, has an infrastructure portfolio that includes stakes in Sydney Airport and toll-roads operator Transurban Group.

The superannuation fund is currently bidding for Macquarie Group’s 51 per cent stake in Hobart International Airport that is now up-for-grabs. In addition, it is looking at Canadian pipelines and Spanish airports.

The super fund has 7 per cent of assets allocated to unlisted assets. This is in stark contrast to other industry funds which have somewhere between 25-30 per cent.

With the benefit of hindsight, should Pearce have bought more unlisted assets?

“Maybe,” he said. “But we bought huge stakes in Transurban and Sydney Airport which are the three best infrastructure companies in the country.”

Transurban and Sydney Airport are the fund’s largest Australian equities holdings, followed by the ASX, APA Group and Woolworths.

The top five international equities positions are Aena SME SA, Enbridge Inc, JP Morgan Chase, Microsoft and Alphabet.

Outside of China and listed infrastructure deals, Pearce doesn’t see many opportunities and is not shifting his portfolio.

“Right now, there are not a lot of inefficiencies to exploit. Things are looking a bit on the rich side.”

UK Opportunities

However, there are particular opportunities in the UK which are potentially interesting to the CIO.

“In terms of developed market utilities, the UK is the only place you can buy assets at a decent price and that’s because everyone is worried about Brexit.

“The question is are we going to have a bad Brexit. If it is a bad Brexit, you will find these prices will drop further.

Pearce has recently built up small stakes in RBS and Lloyds, both of which have strong domestic franchises. As he sees it, the banks’ share prices will be impacted but he is convinced their underlying businesses should be able to survive and turmoil.

Like everyone else, Pearce is keeping a watchful eye on the US Federal Reserve which has more than hinted that it will cut rates, possibly as soon as June 19.

With lower rates for longer, Pearce argued, what people think of as “historical normality” will not occur for at least the next 10 years. If you look at the forward yield curve, he added, what the market is telling us that in five years bond yields will be below 3 per cent.

“If the market is right, then equities are not expensive. Higher price-earnings multiples won’t look too bad if indeed we get to a zero-inflation environment.

The investment specialist expects a ‘sugar shock’ as the market reprices. “So, while assets will be revalued, the problem then becomes that future expectations of returns are then going to have to change.”

 

 

Ask most asset owners what they want from their managers and their mantra is often good returns, low and transparent fees and alignment. But one seam that runs through the most successful and enduring manager-owner relationships has nothing to do with headlines fees or skin in the game. The bedrock to one of the State of Wisconsin Investment Board’s (SWIB) most important relationships has been the pension fund’s ability to call on its manager’s knowledge and expertise since setting up a ground-breaking risk parity approach using derivatives and leverage seven years ago.

Today SWIB applies leverage to around 10 per cent of its $110 billion portfolio across different asset types using various instruments in internally and externally managed strategies.

Five per cent of that comes from a levered TIPS exposure run by Seattle-based Parametric Portfolio Associates’ whereby SWIB borrows money in the repo market using TIPS as security to access cheap, stable sources of finance.

Over the years the strategy has successfully reduced equity and liquidity risk and positioned the fund for rising inflation, just as it was designed by SWIB. Yet rather than consigning its relationship with Parametric to a basic understanding of how they run the mandate and regular check-ins that it’s performing as expected, SWIB has forged a deep, educational exchange.

“We ask a lot of questions,” says Chris Benish (pictured below) asset and risk allocation managing analyst at SWIB.

The result is that SWIB, world-renowned for its large in-house team and expertise, has learnt to run levered strategies itself.

Under Parametric’s tutorage the fund has grown comfortable understanding the instruments involved and all the moving pieces to manage a chunk of the total levered allocation in-house – to the extent that most of its leverage is now sourced through internally managed strategies rather than external managers.

“Some of those additional strategies that were part of the Parametric relationship initially, due in part to knowledge sharing with Parametric and taking that journey with them, have been internalised,” says Benish.

Moreover, when SWIB first started exploring how it would use leverage it wanted to apply it across domestic equity and commodities, as well as domestic fixed income. Weighing up the pros and cons involved a lengthy collaboration between the two partners several years prior to the strategy launch in 2012 to determine how much leverage SWIB could comfortably hold, and the boundaries around leverage it should put in place.

“We worked hard before the launch,” recalls Chris Haskamp (pictured above) portfolio manager at Parametric for the last 13 years and who was involved in these early processes. Only as it turned out, some of the other asset classes dropped out and the focus switched, in the main, to TIPS.

Far from the relationship waning as the mandate was scaled back from its original ambitions and SWIB did more itself, it has gone from strength to strength. The reason is because much of Parametric’s business is client education.

“It’s a big part of our job,” says Haskamp. Even so, SWIB’s sophisticated and large internal team has led to a different type of conversation and thirst for know-how that sets the relationship apart from many of Parametric’s other clients, especially those with smaller teams or thinly staffed.

Witness how Parametric is currently advising SWIB on how best to add swaps to access a levered TIPS exposure, analysing how swaps would potentially work in the portfolio, their different operational considerations to repos and the availability of viable counterparties.

“Our job is to educate on costs and how swaps would behave before SWIB jumped headfirst into putting these positions in place,” says Haskamp who makes light work of all the intricates involved. “We trade swaps across our client base extensively and it’s something we’re very familiar with.  We’re equipped to handle the complexity of getting initial account documents in place, and then valuing, trading and maintaining those positions over time.”

Flexibility

The introduction of swaps also illustrates how the relationship is defined by flexibility: Parametric’s ability to adapt as SWIB’s strategy evolves is fundamental to its success. When SWIB and Parametric initially developed the allocation, they found the cost of financing via swaps was higher than going the traditional repo route and opted for the latter.

Today that’s no longer the case. “Our counterparties have indicated that from a balance sheet perspective the cost of putting on a swap compares to, and is in some cases cheaper than, what they can offer from a repo perspective,” explains Benish. “Early indications are that we can do swaps more cost effectively than what we have been able to do historically because of changes in the cost of funding.”

And Haskamp is more than ready to help. “Building in the capability of doing swaps when the costs are similar could be beneficial,” he says.

A recent decision to extend the tenor on some of the short-term repos to better counter liquidity risk is another example of this flexibility in action. “It costs a little more, but when we looked at our overall liquidity risk it made sense,” says Benish.

Elsewhere, SWIB recently called on Parametric to help navigate adding repo through a central counterparty for the first time in a departure from its usual bilateral counterparty relationships.

“It was fairly novel and although everything ended up working similar to what we were familiar with, there were a few wrinkles in terms of the legal agreements and some of the set up,” says Benish.

Adding centrally cleared repo in amongst other initiatives to diversify counterparty sources is perhaps the best illustration of how flexibility and creativity has played out. In this case helping dig the strategy out of a dangerous hole in its early years. In 2012 repo counterparties like commercial banks, dealers and brokers, sitting in the middle of the market and prepared to provide balance sheet, were still commonplace. Not so as the impact of the financial crisis rippled out and many counterparties pulled back, leaving SWIB struggling to hold onto the levered positions it needed. “Balance sheet got a lot more expensive and counterparties become less interested in extending repo capacity to us, and in some cases reduced that repo capacity,” recalls Benish.

Cue a new, creative approach to source capacity in the repo market. In a highly collaborative process, Parametric and SWIB brainstormed ideas and looked under new rocks for new sources of leverage that has led to today’s cohort of non-traditional counterparties with different credit profiles like securities lending reinvestment pools, other pension funds (including the State Investment Fund, a pool of cash balances of the Wisconsin Retirement System comprising various state and local government units managed by SWIB) and centrally cleared repo. “We are at the point now where we have a good stable of capacity we can tap if we need to,” says Benish.

Low costs

Education and knowledge transfer is one pillar. The other key part of the relationship rests on Parametric ensuring SWIB can access the cheapest possible source of leverage through its implementation and tailoring of exposures in the mandate it runs.

“These are the things that if you don’t pay attention, can eat into expected returns over time,” says Haskamp.

Designed to earn a TIPS index return, the strategy doesn’t seek to create alpha or beat a benchmark and Parametric hasn’t designed anything bespoke for SWIB. “We’ve been doing this for decades. There is nothing unique about the strategy other than perhaps the scale,” says Haskamp. And low costs include low fees. The passive strategy means SWIB doesn’t pay Parametric a performance fee and other fees are based on the exposure the manager provides. “The fee structure is simple. As the assets we manage grow or contract, it adjusts the fee up or down,” says Haskamp, explaining how Parametric is on hand to add and reallocate from the strategy as SWIB’s needs change from a leverage and policy allocation standpoint. Over the years, SWIB has added more fund-level leverage either from TIPS or from the other levered strategies run in-house in response to different market conditions, and the strategy growing over time. The pension fund anticipates an asset allocation that includes 20 per cent leverage in the longer-term.

Benish and Haskamp estimate they speak about once a month in a conversation that will touch on cash flows and rebalancing, what Parametric sees in the funding market versus what SWIB sees, or maybe the viability of a new counterparty. The holdings and allocations in the portfolio are highly transparent, liquid securities and adjustments on the fly is a fairly easy process. Nor is the leverage expensive and it’s relatively easy to come by – now. Yet even when it’s all going to plan a regular touch base is important to ensure they are on the same holistic, and tactical, page.

Benish says he takes a holistic view of the fund’s leveraged position, the levered asset mix and the kind of risk profile, especially around liquidity, SWIB wants the leverage to have in a top-of-the-house view. Meanwhile Parametric gets into the weeds. This could include a close analysis of specific bonds or farming out line-items to counterparties to get the leverage just right. And, of course, the day-to-day management of the mandate from margining all the leverage positions, to rolling repo positions on a monthly basis when the US Treasury issues new TIPS. “It does involve a fair amount of man hours in the back and middle office process,” says Haskamp. Pausing before he concludes: “But education is a much bigger part of the relationship than actual trading.”

Mega funds are a substantial part of the private investment ecosystem. Defining a private investment fund as one with $10 billion or more in commitments, we calculate that at the end of 2017 mega funds constituted one-third of the estimated $629 billion of dry powder in US private equity and were responsible for one-third of all invested capital from 2014 to 2018.

Because mega funds are the largest pools of capital roaming the investment countryside, so to speak, they have little competition for the deals they want, can get the best advice, access leverage at the most favorable terms, and attract top talent to their firms and their portfolio companies. The result, one might conclude, should be mega returns.

Yet mega-fund returns are more akin to public markets returns than they are to private equity funds of other sizes.

On a three, five, 10, and 12.75-year basis (through September 30, 2018), our analysis shows that global mega funds returned 15.6 per cent, 14.9 per cent, 13.5 per cent and 10.5 per cent respectively, essentially neck and neck with Russell 3000 performance on an mPME basis.

Mega-fund returns are also more than 60 per cent correlated with public indexes, nearly twice the correlation of funds of less than $1 billion in size. Why might this be?

Take a theoretical $20 billion mega fund (which, coincidentally, is greater than the nominal GDP of 74 countries) that, like a typical private equity fund, seeks to build a portfolio of eight to 10 investments over a five-year investment period. The math would imply $2.5 billion per equity investment (perhaps more given the prevalence of co-investment) and, when using market leverage, target companies may need to be at or near $10 billion in enterprise value simply to compel this mega fund to “get out of bed” – to paraphrase supermodel Linda Evangelista.

Several companies larger than $20 billion in enterprise value have been acquired by mega funds over the years, with an expectation of more to come.

It is also likely that the mega fund advantages mentioned above helped facilitate these investments in the first place.

But private companies in this size range are shoulder to shoulder with large-cap public equity companies, likely already substantial and globally dominant.

Their scale can make it difficult to effect truly material change that would certainly impact return potential.

Indeed, our analysis indicates the dispersion of global mega fund net internal rates of return from the median to the 5th percentile is 1,043 basis points, roughly one third of the 3,041 basis point dispersion for smaller funds. As an aside, the tighter dispersion also indicates less loss, making mega funds a potentially interesting opportunity this late in the market cycle regardless of their overall return characteristics.

Mega funds are indeed in a category by themselves; a category they are originating and continue to grow into, namely that of a “new public markets proxy.”

Given the increasing prevalence of large-cap private companies that could eventually go public but haven’t yet (and perhaps never will), investors wanting differentiated equity exposure to complement the public equity investments already in their portfolios, passive or otherwise, can increasingly find that exposure from a mega fund.

Our analysis indicates they have essentially bifurcated the private equity arena, offering exposures and returns more akin to public markets than classic private markets. That’s not to say some of the mega funds won’t punch through the returns ceiling and deliver old-school, private-equity returns to their investors but as they continue to amass capital their increasingly larger prey may not make it easy for them.

Andrea Auerbach is head of global private investments research at Cambridge Associates