TPG Capital

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TPG Capital
TypePrivate
IndustryPrivate equity
Predecessor(s)Texas Pacific Group
Founded1992
Founder(s)David Bonderman
James Coulter
William S. Price III
HeadquartersFort Worth, Texas
San Francisco, California, U.S.
ProductsLeveraged buyouts, Growth capital, Venture capital
Total assets$48 billion
Websitewww.tpg.com
 
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TPG Capital
TypePrivate
IndustryPrivate equity
Predecessor(s)Texas Pacific Group
Founded1992
Founder(s)David Bonderman
James Coulter
William S. Price III
HeadquartersFort Worth, Texas
San Francisco, California, U.S.
ProductsLeveraged buyouts, Growth capital, Venture capital
Total assets$48 billion
Websitewww.tpg.com

TPG Capital (formerly Texas Pacific Group) is one of the largest private equity investment firms globally, focused on leveraged buyout, growth capital and leveraged recapitalization investments in distressed companies and turnaround situations. TPG also manages investment funds specializing in growth capital, venture capital, public equity, and debt investments. The firm invests in a broad range of industries including consumer/retail, media and telecommunications, industrials, technology, travel/leisure and health care.

The firm was founded in 1992 by David Bonderman, James Coulter and William S. Price III. Since inception, the firm has raised more than $50 billion of investor commitments across more than 18 private equity funds.[1]

TPG is headquartered in Fort Worth, Texas and San Francisco, California.[2] The company has additional offices in Europe, Asia, Australia and North America.

Private equity funds[edit]

TPG has historically relied primarily on private equity funds, pools of committed capital from pension funds, insurance companies, endowments, fund of funds, high net worth individuals, sovereign wealth funds and other institutional investors. As of the end of 2008, TPG had completed fundraising for over 20 funds with total investor commitments of over $50 billion.

The firm manages investment funds in a number of distinct strategies including:

  • TPG's flagship leveraged buyout funds
  • Venture capital funds, particularly focused on biotechnology investments
  • Distressed debt and other credit strategies invested through a series of funds raised in 2007[3]
  • Asian and Latin American funds, including the firm's Newbridge and TPG Asia fund family
  • Other private equity funds. This includes TPG's T3 Partners funds, which invest in technology focused deals alongside the firm's main buyout funds.[4][5] TPG Star has a broad investment mandate including buyouts, venture capital and growth capital, however all of its investments are at the smaller end of the range, compared to TPG's traditional investments.[6]
FundVintage
Year
Committed
Capital ($m)
TPG's Flagship Leveraged Buyout Funds
Texas Pacific Group Partners1994$721
Texas Pacific Group Partners II1997$2,500
Texas Pacific Group Partners III2000$3,414
Texas Pacific Group Partners IV2003$5,300
Texas Pacific Group Partners V2006$15,000
TPG Partners VI2008$19,800
Venture capital funds
TPG Ventures2001$339
TPG Biotechnology Partners2002$70
TPG Biotechnology Partners II2006$402
TPG Biotechnology Partners III2008$550
Distressed debt funds
TPG Credit Management I2007$1,000
TPG Credit Strategies2007$443
Newbridge and TPG Asia funds
Newbridge Investment Partners1995$120
Newbridge Latin America1995$300
Newbridge Andean Partners1996$150
Newbridge Asia II1998$392
Newbridge Asia III2001$724
Newbridge Asia IV2005$1,500
TPG Asia V2008$4,250
Other private equity funds
T3 Partners1999$1,000
T3 Partners II2001$378
TPG Star2007$1,500

Source: Preqin [1]

History and notable Investments[edit]

History of private equity
and venture capital
Objectivist.jpg

Early history
(Origins of modern private equity)

The 1980s
(Leveraged buyout boom)

The 1990s
(Leveraged buyout and the venture capital bubble)

The 2000s
(Dot-com bubble to the credit crunch)

Founding[edit]

The Texas Pacific Group, as it was originally known, was founded in 1992 by David Bonderman, James Coulter and William S. Price III. Prior to founding TPG, Bonderman and Coulter had worked for Robert M. Bass making leveraged buyout investments during the 1980s. In 1993, Coulter and Bonderman partnered with William S. Price III, who was Vice President of Strategic Planning and Business Development for GE Capital, to complete the buyout of Continental Airlines.[7] At the time, TPG was virtually alone in its conviction that there was an investment opportunity with the airline. The plan included bringing in a new management team, improving aircraft utilization and focusing on lucrative routes. By 1998, TPG had generated an annual internal rate of return of 55% on its investment.

Texas Pacific Group in the late 1990s[edit]

In 1997, TPG completed fundraising for its second private equity fund, with over $2.5 billion of investor commitments. In June 1996, TPG acquired the AT&T Paradyne unit, a multimedia communications business, from Lucent Technologies for $175 million.[8] Also in 1996, TPG invested in Beringer Wine, Ducati Motorcycles and Del Monte Foods.

TPG's most notable 1997 investment was its takeover of J. Crew. TPG acquired an 88% stake in the retailer for approximately $500 million,[9] however the investment struggled due to the relatively high purchase price paid relative to the company's earnings.[10] The company was able to complete a turnaround beginning in 2002 and complete an initial public offering in 2006.[11]

The following year, in 1998, TPG led an investor group in a minority investment in Oxford Health Plans. TPG and its co-investors invested $350 million in a convertible preferred stock that can be converted into 22.1% of Oxford.[12] The company completed a buyback of the TPG's PIPE convertible in 2000 and would ultimately be acquired by UnitedHealth Group in 2004.[13]

As the decade came to a close, TPG was once again fundraising, for its third private equity fund. This time, however TPG was raising not only a new buyout fund, but also a new fund, T3 Partners that would invest alongside the main fund in technology oriented investments. In 1999, TPG invested in Piaggio S.p.A, Bally International (including Bally Shoe), and ON Semiconductor.

TPG has also become recognized for its dedicated operations group that has become a major part of the process from investment to sale in many of their portfolio companies. The group is led by Dick Boyce and involves itself in tricky turnaround situations, operations improvement and other tasks that help create value in the company. Other major private equity firms have begun to develop operations group as well, attempting to recreate the model at TPG but most have had trouble creating as expansive a program.

Texas Pacific Group in the early 2000s[edit]

In 2000, TPG and Leonard Green & Partners invested $200 million to acquire Petco, the pet supplies retailer as part of a $600 million buyout.[14] Within two years they sold most of it in a public offering that valued the company at $1 billion. Petco’s market value more than doubled by the end of 2004 and the firms would ultimately realize a gain of $1.2 billion. Then, in 2006, the private equity firms took Petco private again for $1.68 billion.[15]

That same year, in 2000, TPG completed the controversial acquisition of Gemplus SA, one of the leading smart card manufacturers. TPG won a struggle with the company's founder, Marc Lassus, for control of the company.[16] Also in 2000, TPG completed an investment in Seagate Technology.

In 2001, TPG acquired Telenor Media, a Norwegian phone-directory company, for $660m, and shortly thereafter acquired a controlling interest in the third largest silicon-wafer maker MEMC Electronic Materials.[17]

In July 2002, TPG, together with Bain Capital and Goldman Sachs Capital Partners, announced the high profile $2.3 billion leveraged buyout of Burger King from Diageo.[18] However, in November the original transaction collapsed, when Burger King failed to meet certain performance targets. In December 2002, TPG and its co-investors agreed on a reduced $1.5 billion purchase price for the investment.[19] The TPG consortium had support from Burger King's franchisees, who controlled approximately 92% of Burger King restaurants at the time of the transaction. Under its new owners, Burger King underwent a major brand overhaul including the use of The Burger King character in advertising. In February 2006, Burger King announced plans for an initial public offering.[20]

TPG's San Francisco offices at 345 California Street

In November 2003, TPG provided a proposal to buy Portland General Electric from Enron. However, concerns about debt and local politics led to Oregon's Public Utilities Commission regulators to deny permission for the purchase March 10, 2005.Oregon Public Utility Commission (March 10, 2005). "ORDER NO. 05-114" (PDF). Retrieved 2008-02-01. 

TPG ventured into the film business in late 2004 in the major leveraged buyout of Metro-Goldwyn-Mayer. A consortium led by TPG and Sony completed the $4.81 billion buyout of the film studio. The consortium also included media-focused firms Providence Equity Partners and Quadrangle Group as well as DLJ Merchant Banking Partners.[21] The transaction, which was announced in September 2004, was completed in early 2005.

Also in 2005, TPG was one of seven private equity firms involved in the buyout of SunGard in a transaction valued at $11.3 billion. TPG's partners in the acquisition were Silver Lake Partners, Bain Capital, Goldman Sachs Capital Partners, Kohlberg Kravis Roberts, Providence Equity Partners, and Blackstone Group. This represented the largest leveraged buyout completed since the takeover of RJR Nabisco at the end of the 1980s leveraged buyout boom. Also, at the time of its announcement, SunGard would be the largest buyout of a technology company in history, a distinction it would cede to the buyout of Freescale Semiconductor. The SunGard transaction is also notable in the number of firms involved in the transaction, the largest club deal completed to that point. The involvement of seven firms in the consortium was criticized by investors in private equity who considered cross-holdings among firms to be generally unattractive.[22][23]

TPG and 2006-2007 Buyout Boom[edit]

In early 2006, as TPG was completing fundraising for its fifth private equity fund and the buyout boom was entering full swing, TPG co-founder Bill Price announced that he would scale back his work at the firm to focus on personal pursuits including his holdings in wine vineyards.[24]

On December 1, 2006, it was announced TPG and Kohlberg Kravis Roberts had been exploring the possibility of a record $100 billion leveraged buyout of the second-largest retailer in the U.S. Home Depot.[25] Although this massive buyout was never actually completed, TPG was a leading investor during the 2006-2008 buyout boom, completing some of the largest transactions in this period.

InvestmentYearCompany DescriptionRef.
Neiman Marcus2005TPG, together with Warburg Pincus acquired Neiman Marcus Group, the owner of luxury retailers Neiman Marcus and Bergdorf Goodman, in a $5.1 billion buyout in May 2005.[26][27]
Freescale Semiconductor2006TPG together with The Blackstone Group, The Carlyle Group and Permira completed the $17.6 billion takeover of the semiconductor company. At the time of its announcement, Freescale would be the largest leveraged buyout of a technology company ever, surpassing the 2005 buyout of SunGard.[28]
Harrah's Entertainment2006On December 19, 2006, TPG and Apollo Management announced an agreement to acquire the gaming company for $27.4 billion, including the assumption of existing debt.[29][30]
Sabre Holdings2006TPG and Silver Lake Partners announced a deal to buy Sabre Holdings, which operates Travelocity, Sabre Travel Network and Sabre Airline Solutions, for approximately $4.3 billion in cash, plus the assumption of $550 million in debt. Earlier in the year, Blackstone acquired Sabre's chief competitor Travelport.[31]
Univision Communications2006A consortium of TPG, Madison Dearborn Partners, Providence Equity Partners, Thomas H. Lee Partners and Haim Saban (Saban Entertainment) acquired The Spanish-language broadcaster on March 12, 2006 in a $13.7 billion leveraged buyout. The buyout left the company with a debt level of twelve times its annual cash flow.[32][33][34]
Alltel2007TPG and Goldman Sachs Capital Partners announced the acquisition of Alltel Wireless in a $27 billion buyout in May 2007. The transaction was approved by the Federal Communications Commission and closed on November 16, 2007. However just over six months later, on June 5, 2008, TPG and Goldman agreed to sell Alltel to Verizon for slightly more than it had paid for the company amidst a deteriorating economic outlook.[35][36]
Avaya2007TPG and Silver Lake Partners completed an $8.2 billion leveraged buyout of the enterprise telephony and call center technology company that was formerly a unit of Lucent Technologies[37]
Biomet2007TPG, The Blackstone Group, Kohlberg Kravis Roberts and Goldman Sachs Capital Partners acquired the medical devices company for $11.6 billion.[38]
First Data2007TPG and Kohlberg Kravis Roberts completed the $29 billion buyout of the credit and debit card payment processor and former parent of Western Union. Michael Capellas, previously the CEO of MCI Communications and Compaq was named CEO of the privately held company.[39][40]
Midwest Air Group2007On August 12, 2007 Agreed to purchase Midwest Air Group and its subsidiaries including Midwest Airlines ending the hostile takeover attempt by AirTran Airways. Northwest Airlines also invested in the transaction alongside TPG as a passive equity co-investor. On August 14, 2007 Increased its offer to purchase Midwest after a late attempt by Airtran to increase its bid for Midwest. The purchase price was $452 million. Midwest lost money during TPG's ownership having to accept a loan from Republic Airways Holdings to avoid bankruptcy. Republic took over Midwest's fleet. Eventually TPG sold the company to Republic for $31 million.[41][42]
Surgical Care Affiliates2007In June 2007, TPG completed the carveout of HealthSouth Corporation's ambulatory surgery business for $920 million[43]
TXU2007An investor group, led by TPG and Kohlberg Kravis Roberts, and together with Goldman Sachs Capital Partners completed the $44.37 billion[44] buyout of the regulated utility and power producer. The investor group had to work closely with ERCOT regulators to gain approval of the transaction but had significant experience with the regulators from their earlier buyout of Texas Genco. TXU is the largest buyout in history, and retained this distinction when the announced buyout of BCE failed to close in December 2008. The deal is also notable for a drastic change in environmental policy for the energy giant, in terms of its carbon emissions from coal power plants and funding alternative energy.[45][46]

In early 2007, the firm, officially changed its name to TPG Capital, rebranding all of its funds across different geographies. The firm's Asian funds, which had historically been managed by TPG Newbridge, a joint venture with Blum Capital.[47]

TPG and the Credit Crisis[edit]

On April 7, 2008, TPG leads a $7 billion investment in Washington Mutual. On September 25, 2008, Washington Mutual is taken over by the government costing TPG a 1.35 Billion dollar investment.

On 12 March 2010, Gretchen Morgensen in the New York Times discussed TPG's role as a private equity investor in Greek mobile phone operator Wind Hellas, formerly TIM Hellas, which filed for bankruptcy protection late last year.[1] Morgensen raises some interesting questions about the circumstances in which TPG and fellow private equity investors Apax Partners of London redeemed a significant quantity of "convertible preferred equity certificates" held by them to repay their own "deeply subordinated shareholder loans" during a period in which a significant and apparently unexplained spike occurred in the market value of the certificates.

Post Recession Activity[edit]

On July 13, 2011, affiliates of TPG Capital acquired PRIMEDIA for approximately $525 million, or $7.10 per share in cash.[48] TPG and fellow private equity firm Apollo Global Management are set to IPO their stake in Norwegian Cruise Lines in 2013.[49]

In July 2013, TPG announced it would buy global education publisher TSL Education from Charterhouse Group for a fee of around $600 million.[50]

Newbridge Capital[edit]

In 1994, TPG, Blum Capital and ACON Investments created Newbridge Capital, a joint-venture to invest in emerging markets, particularly Asia and later Latin America. At its peak, Newbridge managed over $3.2 billion. Newbridge was headquartered alongside TPG in Fort Worth and San Francisco with investment offices across the Asia-Pacific region in Hong Kong, Melbourne, Mumbai, Seoul, Shanghai, Singapore, and Tokyo. In 1995, Newbridge also ventured into Latin America, raising a $300 million fund and then a follow up $150 million fund in 1996. After its debut funds in the mid-1990s, Newbridge did not continue to focus on Latin America.

Since its founding, Newbridge developed a specialization in five broad industry groups: financial services, technology and telecom, healthcare, consumer, and industrials. Newbridge was involved in a number of the largest and most notable private equity transactions in Asia including:

In the early 2000s, TPG assumed full ownership and control over the Newbridge joint venture, renaming the firm TPG Newbridge. At the beginning of 2007, when the firm officially changed its name from Texas Pacific Group to TPG Capital, TPG Newbridge's Asian funds were also rebranded as the TPG Asia Funds.

TPG remained active in Asia in 2008. On August 4, TPG, along with Global Infrastructure Partners, offered to buy Asciano Limited for AUD 2.9 billion in an unsuccessful attempt to complete an unsolicited takeover. On October 31, 2008 TPG completed the purchase of a 35% interest in P.T. Bumi Resources, from its previous owner Bakrie & Brothers, Indonesia, for $1.3 billion.

Recognition[edit]

During 2005 and 2006, TPG was recognized by several members of the media for its performance. The firm was called

TPG-Newbridge was named "Best Firm of the Year" by the Asia Venture Forum.[citation needed]

Notable employees[edit]

References[edit]

  1. ^ a b Source: Preqin
  2. ^ "Contact TPG."
  3. ^ Cargill alum to lead $1B fund here. Minneapolis / St. Paul Business Journal, April 14, 2006
  4. ^ TPG Prepares To Launch Its Sixth Large Buyout Fund, Buyouts (magazine), December 3, 2007
  5. ^ Texas Pacific Group closes at half original target. [AltAssets, March 2002
  6. ^ TPG raises $1.2b for downstream deals. Private Equity Week, October 22, 2007
  7. ^ Little-known S.F. firm specializes in complex buyouts. San Francisco Chronicle, June 2, 2002
  8. ^ LUCENT TECHNOLOGIES AGREES TO SELL AT&T PARADYNE UNIT. New York Times, June 20, 1996
  9. ^ STEINHAUER, JENNIFER. "J. Crew Caught in Messy World of Finance as It Sells Majority Stake." New York Times, October 18, 1997
  10. ^ KAUFMAN, LESLIE and ATLAS, RIVA D. "In a Race to the Mall, J. Crew Has Lost Its Way." New York Times, April 28, 2002.
  11. ^ ROZHON, TRACIE. "New Life for a Stalwart Preppy: J. Crew's Sales Are Back." New York Times, December 9, 2004.
  12. ^ Norris, Floyd. "SHAKE-UP AT A HEALTH GIANT: THE RESCUERS; Oxford Investors Build In Some Insurance, in Case Things Don't Work Out." New York Times, February 25, 1998.
  13. ^ "COMPANY NEWS; PROFITS TRIPLE AT OXFORD; TEXAS PACIFIC BUYBACK SET." New York Times, October 26, 2000.
  14. ^ "COMPANY NEWS; MANAGEMENT-LED GROUP TO BUY PETCO FOR $505 MILLION." New York Times, May 18, 2000
  15. ^ "2 Equity Firms to Acquire Petco ." Bloomberg L.P., July 15, 2006.
  16. ^ Gemplus falls to the enemy within, December 1, 2002
  17. ^ BW Online | October 22, 2001 | Texas Pacific: Ready, Set, Buy
  18. ^ U.S. Investors Agree to Buy Burger King From Diageo for $2.26 Billion. New York Times, July 26, 2002
  19. ^ A Lower Price Is Said to Revive Burger King Sale, New York Times, December 12, 2002
  20. ^ Grace Wong (2006-05-12). "Burger King IPO set to fire up". CNN Money. Retrieved 2007-09-30. 
  21. ^ SORKIN, ANDREW ROSS. "Sony-Led Group Makes a Late Bid to Wrest MGM From Time Warner." New York Times, September 14, 2004
  22. ^ "Capital Firms Agree to Buy SunGard Data in Cash Deal." Bloomberg L.P., March 29, 2005
  23. ^ Do Too Many Cooks Spoil the Takeover Deal?. New York Times, April 3, 2005
  24. ^ Texas Pacific founder to scale back involvement with firm, San Francisco Business Times, February 28, 2006
  25. ^ Report: Texas Pacific eyeing Home Depot - Dallas Business Journal
  26. ^ 2 Equity Firms Set to Acquire Neiman Marcus. New York Times, May 2, 2005
  27. ^ Neiman Marcus in $5.1B buyout CNN Money, May 2, 2005
  28. ^ SORKIN, ANDREW ROSS and FLYNN, LAURIE J. "Blackstone Alliance to Buy Chip Maker for $17.6 Billion." New York Times, September 16, 2006
  29. ^ Sorkin, Andrew Ross. "Harrah’s Is Said to Be in Talks to Accept $16.7 Billion Buyout." New York Times, December 18, 2006. Purchase price includes purchase of the outstanding equity for $16.7 billion and assumption of $10.7 billion of outstanding debt.
  30. ^ "Harrah's Entertainment board agrees to $90 a share buyout bid", Las Vegas Sun, December 19, 2006.
  31. ^ Sorkin, Andrew Ross. "2 Firms Pay $4.3 Billion for Sabre." New York Times, December 12, 2006.
  32. ^ Univision to Be Acquired by Madison Dearborn Partners, Providence Equity Partners, Texas Pacific Group, Thomas H. Lee Partners and Saban Capital Group for $13.7 Billion Univision Press Release, June 27, 2006
  33. ^ Behind Buyout Surge, A Debt Market Booms. Wall Street Journal, June 26, 2007
  34. ^ "Univision sale approved, Abercrombie & Fitch to replace it on the S&P 500,"
  35. ^ http://hraunfoss.fcc.gov/edocs_public/attachmatch/FCC-07-185A1.pdf
  36. ^ Alltel | Investors | Press Release
  37. ^ Investment Firms Pick Up Avaya For $8.2 Billion
  38. ^ de la MERCED, MICHAEL J. "Biomet Accepts Sweetened Takeover Offer." New York Times, June 8, 2007.
  39. ^ "K.K.R. Offer of $26 Billion Is Accepted by First Data." Reuters, April 3, 2007.
  40. ^ Kohlberg Kravis to Buy First Data for $29 Billion. NY Times, April 3, 2007
  41. ^ Republic Airways to buy Midwest Airlines - Milwaukee Journal Sentinel - June 23, 2009
  42. ^ Behind the Battle for Midwest Air. New York Times, September 28, 2007
  43. ^ HealthSouth To Sell Surgery Division To TPG - News - MSNBC.com
  44. ^ Source: Thomson Financial
  45. ^ Lonkevich, Dan and Klump, Edward. KKR, Texas Pacific Will Acquire TXU for $45 Billion Bloomberg, February 26, 2007.
  46. ^ "KKR, Texas Pacific-led group to buy TXU Corp". Reuters. February 26, 2007. 
  47. ^ ‘Sorry, Sir. Texas Pacific Group Isn’t Here Anymore’. Wall Street Journal, March 1, 2007
  48. ^ PRIMEDIA INC. Acquired by TPG CAPITAL
  49. ^ Norwegian Cruise Line Sets Price Range for I.P.O.
  50. ^ Sebastian Sadr-Salek, Anjuli Davies and Claire Ruckin (8 July 2013). "U.S. buyout firm TPG to buy TSL Education for $600 million". Reuters. 
  51. ^ TPG hires Mary Ma for China push 07 Sep 2007

External links[edit]

Official website