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Continuation Vehicles: Hold Period vs. Burden

PE International •
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The rationale behind GP-initiated continuation vehicles (CVs) for relatively young assets is being scrutinized by LPs. Typically, buyout funds aim to acquire, grow, and exit companies within their lifecycle. However, some GPs are moving assets into CVs after only a couple of years, raising questions about the necessity of this complex process when a traditional hold and eventual sale or CV might suffice after a more standard period.

This practice prompts a discussion on whether hold periods alone are an adequate metric for evaluating CVs. While a shorter hold might seem efficient, it can impose a significant burden on both GPs and LPs due to the intricate legal and administrative requirements of setting up and managing a CV. This process often involves third-party valuation, negotiation of terms, and the creation of a new legal structure, all of which demand substantial resources.

Furthermore, the justification for such early exits needs to be compelling. LPs may question the GP's strategy if an asset is moved to a CV before its full growth potential is realized. The fiduciary duty of the GP is paramount, and any decision to utilize a CV, especially on younger assets, must clearly demonstrate enhanced value creation and alignment of interests. The focus should be on the strategic benefits and economic advantages for all stakeholders, rather than solely on the duration of ownership. The complexity and cost of a CV should be weighed against the demonstrable upside.