What Is Private Debt?

October 3, 2022
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It may not be the largest private capital strategy, but private debt has seen an exciting jump in popularity in the last few years. In 2021, private debt funds raised $193.4 billion, a 14% jump from 2020. 

So what is private debt, and what’s behind its growth in the institutional investing space? Let’s break down private debt’s definition, fund structure, recent growth, and more. 

Private debt definition

Private debt – also known as private credit – is a private capital strategy in which investment managers and institutions invest by making private, non-bank loans to companies. These loans are not available via publicly traded markets, and they generate returns for investment managers and their private debt fund investors via interest payments.

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How do private debt funds operate vs. private equity funds? 

Private debt funds have much in common with other private capital strategies such as private equity and venture capital. For example, it’s a highly illiquid investment with long lockup times for investors’ capital. However, private debt as a strategy is seen as slightly less risky than equity investments, partially due to capital structure and due to the ability to highly customize the risk profile of a private debt investment. 

The lifecycle of a private debt fund is quite similar to private equity, but fundamental differences do exist. In the fundraising stage, private debt managers typically target institutions like pension funds, university endowments, or family offices. However, some high-net-worth individual investors are also drawn to the asset class. The average-sized private debt fund in 2021 finished out its fundraising around $963 million 

Once fundraising has closed and the fund enters the investment period, the private debt manager seeks out investment opportunities and calls investor capital when it finds the right deals. Rather than buying equity in the portfolio companies they target, private debt funds instead make an investment by setting up a loan. 

Just as with a private equity fund, a private debt fund’s lifespan averages around seven to 10 years, and investors can count on the high illiquidity that accompanies such a timeframe. In the final few years of the fund, winddown begins, and the private debt manager will stop seeking new investments while letting their various investment repayment periods run out. At the closing of the fund, final returns are paid out and investors recover the full liquidity of their investment.  

Private debt and the capital structure  

Debt sits above equity in the private capital structure. This means that if a company were to declare bankruptcy, its debts are paid out before equity, making it less risky of an investment overall. Within each level of debt in the capital structure, there are a variety of debt vehicles and different levels of distress/risk as well as different loan terms based on the borrower’s status. 

Private debt in the capital structure, visualized

Pyramid of capital structure, senior debt top, mezzanine financing middle, equity bottom

Senior debt 

The term “senior debt” describes loans that are prioritized as first to be repaid in the event of the borrower’s bankruptcy. Since senior debt has the highest priority, it is therefore the lowest risk. As a result, senior debt typically offers lower interest rates, aka a lower return profile for the investor – but also a lower risk profile since the borrower is seen as favorable. Senior debt is most often secured, meaning that it’s tied to certain assets as collateral in the case that the company cannot make repayment.  

Mezzanine debt (or junior debt) 

While still sitting above equity, mezzanine or junior debt describes credit investments that have a higher risk profile than its senior debt counterpart. In the event of the borrower’s bankruptcy, it is paid out after senior debt. Because of this, its higher risk could mean a higher reward for the lender in the form of higher interest rates and more stringent loan terms. Mezzanine financing is increasingly popular with mid-marketing companies in recent years. 

What are common types of private debt? 

Private debt loans can take many forms, but a few of the most common loan structures are as follows. 

What are some real-world examples of private debt? 

Part of the reason private debt is experiencing a surge in popularity over the last several years likely can be attributed at least in part to its varying classifications and types. With many options to choose from, there is a private debt niche that works best for every institutional investor. 

With the many structures and vehicles of private debt that are available, private debt managers and their investors have many different applications for carrying out their private debt investments. Here are some of the more common private debt scenarios that market participants rely on. 

How has private debt grown? 

Private debt as an asset class has exploded since 2000. But market factors have shifted significantly over the past few years – thanks to Covid-fueled economic instability, global conflicts, climbing interest rates and beyond. Through all of it, private debt, just like private capital in general, has seen its impressive growth sustain. There are several factors behind its continued growth.  

Chart showing private debt cash flow growth, 2000-2021

Larger private debt deal sizes 

While the number of private debt deals carried out has shrunk, the average size of deals has grown considerably. The U.S. has seen over $50 billion in unitranche loans sized at $1 billion or larger since September 2019. 

Customizable nature of private debt 

Private debt hit its stride as we entered a nearly 15-year period of extremely low interest rates and investors sought investments that would provide the returns they needed at an acceptable risk level. Even as interest rates are climbing again, private debt’s flexibility and differing levels of risk and return by class of debt offers permanent appeal. There’s always a debt strategy that fits the market conditions, whatever they may be. 

Interest rate flexibility 

As rates rise, interest in private debt doesn’t necessarily dissipate since managers can turn to a floating interest rate. While this raises costs for borrowers, it does raise the potential for higher returns for investors. 

Continued private debt adoption in Europe and Asia 

Private debt first took hold in the U.S., but has been seeing increased adoption in Europe and Asia recently. One-fifth of all private debt deal activity since 2019 has occurred in Europe, and APAC’s private debt AUM has grown 195% over the last five years. 

Industry trends in the private debt space 

With all the growth the private debt space has seen in the last few decades, exciting developments are on the horizon for this industry. What are some of the key private debt trends to watch for? 

Less market share for banks 

Tightened regulations are keeping banks away from leveraged loans, pushing companies of all sizes to private debt as an attractive alternative to bank financing. Between 1994 and 2020, banks saw an 80% drop in loan market participation. 

Larger deals and funds 

Private debt has encroached on the bank-dominated broadly syndicated loan market, with several headline-grabbing $1 billion+ deals throughout 2021. And as deal sizes balloon, fund sizes are growing alongside them, with the average fund size surpassing $1 billion in the first quarter of 2021.  

Rising popularity for venture debt 

Venture debt emerged as a major alternative source of financing for high-growth startups that have traditionally opted to solely finance through equity venture capital. More than $20 billion has been loaned to venture capital-backed companies in the US during each of the past three years. 

US venture debt growth 2011-2021

What do private debt managers need to succeed? 

As the private debt and direct lending industries continue to expand, many fund managers find themselves lacking the proper infrastructure and processes to scale their businesses. Allvue offers a modern suite of solutions meant to support a private debt manager at every turn of the investment lifecycle, including the following challenges: 

For more on Allvue’s private debt solutions, reach out for a live demo below. 

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