如果说过往的一年，市场在呼唤"耐心"，那么当下，我们正站在一个需要"击水"破局的关键节点。全球 格局风云变幻，产业迭代加速进行，技术突破与国产替代双轮驱动下，一级市场的"江河"已从平缓流域 驶入激流险滩。固有规则批量失效，矛盾与摩擦成为常态，投资机构与LP们共同面临着"困顿与茫 然"的拷问：如何在不确定性中锚定价值？又如何于中流之处，积蓄破浪之力？ 作为中国股权投资领域备受瞩目的年度盛会，第19届中国投资年会·有限合伙人峰会定于2025年11月26 日至27日在上海举办。本届峰会以"中流击水"为主题，汇聚占据主导地位的国有资本、仍然活跃的市场 化母基金、政策与市场双轮驱动的保险资金等万亿耐心资本，直面当前市场的结构性挑战，共同探寻价 值发现的新逻辑与生态构建的新路径，为穿越周期绘制清晰的行动蓝图。 【参会指引】 "国资高质量发展专题研讨会：深化改革·激发动能"：聚焦国有资本如何从市场的"压舱石"，升级 为驱动产业与科技创新的"主引擎"。 "投中十问：新逻辑与新共识——GP/LP资产配置前瞻"：延续经典环节，直面LP与GP在资产配置 上的前沿探索与共识构建，探寻新周期下的共生之道。 "嘉川之会：观澜索源——S交 ...

Core Insights - The acquisition of Industry Ventures by Goldman Sachs marks a significant move in the venture capital landscape, highlighting the increasing importance of venture capital in driving growth for Wall Street banks [5][12][10] Group 1: Acquisition Details - Goldman Sachs announced the acquisition of Industry Ventures, a venture capital firm managing $7 billion in assets, for $665 million in cash and stock, with potential additional payments of up to $300 million based on future performance [5][9] - The deal is expected to be completed in Q1 2026, with all 45 employees joining Goldman Sachs, and the CEO and core management team being appointed as partners in Goldman Sachs Asset Management [5][6] Group 2: Strategic Rationale - Goldman Sachs aims to enhance its alternative investment platform, which has a scale of $540 billion, by integrating Industry Ventures into its external investment group, XIG, which manages over $450 billion [6][8] - The acquisition is not intended to position Goldman Sachs as a competitor in the venture capital space but rather to leverage Industry Ventures' expertise in secondary transactions, which are becoming increasingly vital in the private equity market [7][12] Group 3: Market Context - The secondary market for venture capital transactions is projected to reach $61.1 billion from June 2024 to June 2025, surpassing the total IPO exit amount of $58.8 billion during the same period, indicating a shift in exit strategies for investors [9][12] - The acquisition reflects a broader trend where banks are increasingly recognizing the value of venture capital firms in diversifying their investment strategies and meeting complex client needs [12][13] Group 4: Implications for the Industry - The deal signifies a potential increase in venture capital acquisitions by financial institutions, as the secondary market becomes a crucial component of private equity investment strategies [11][12] - The transaction may inspire similar moves in the industry, particularly as the U.S. public market continues to face challenges, leading to a greater focus on private market opportunities [13][14]

Core Insights - The S transaction market in China has evolved significantly since its inception, transitioning from a niche concept to a mainstream investment strategy by 2018, driven by regulatory changes and market conditions [3][5] - The S transaction market experienced its first decline in total transaction volume in 2023 due to tightened IPO regulations and reduced buyer confidence, but is expected to rebound following government support initiatives in 2025 [5][6] - The role of Financial Advisory (FA) institutions is becoming increasingly prominent in S transactions, which were previously dominated by buyers, indicating a shift towards more structured and professional transaction processes [6][12] Group 1: Market Evolution - The S fund market began to gain traction in 2018, with significant contributions from early adopters like Gaofei Asset and Yixin Wealth, marking a new phase of systematic growth [3][5] - The average annual growth rate of S transactions exceeded 50% from 2018 to 2023, reflecting a robust expansion phase [3] - By 2024, the total market size of equity investment funds in China reached 26 trillion yuan, with a significant portion awaiting exit strategies [10] Group 2: Regulatory Environment - The tightening of IPO schedules and changes in exit rules have increased uncertainty for buyers, directly impacting their expectations and confidence [5][10] - In 2025, the Chinese government officially encouraged the development of S funds, signaling a potential turnaround for the market [5][6] Group 3: Role of Financial Advisory Institutions - FA institutions, previously absent in S transactions, are now emerging as key players, providing essential services in a market that requires complex asset valuation and transaction structuring [6][12] - The experience and resources of FA institutions are seen as valuable assets for new buyers and sellers entering the S transaction market [12][30] Group 4: Buyer and Seller Dynamics - The buyer landscape is shifting, with state-owned platforms and financial institutions becoming more active, while traditional private equity players are adapting to new market conditions [13][14] - Sellers are increasingly motivated by the need to liquidate assets as funds approach maturity, leading to a rise in S transactions [14][15] Group 5: Asset Characteristics and Valuation - Popular asset types in the current market include core technology assets, important sector leaders, and structured financing options, with pricing reflecting the underlying asset quality [20][23] - The average pricing for technology assets ranges from 65% to 70%, while medical and consumer assets are priced lower, indicating varying levels of demand and risk perception [23] Group 6: Service Offerings and Strategies - The S transaction service offerings are categorized into general old stock transactions, structured financing, and succession funds, each targeting different buyer and seller needs [24][25][26] - The trend towards succession funds is becoming a core strategy for S transactions, reflecting a shift in how funds manage their exit strategies [26][32]

Core Insights - The S transaction has emerged as a significant exit solution in the context of a narrowing exit channel and declining liquidity in the global private equity market [2] - Despite increased attention and policy support for S funds, the actual market transaction scale remains below expectations, indicating that the RMB S transaction market is still in its early development stage [2][5] - Challenges such as valuation pricing, compliance in transaction processes, and significant differences in expectations between buyers and sellers contribute to the low S transaction rate, failing to meet the urgent liquidity demands of LPs and GPs [2][10] Group 1: Company Background and Expertise - Schroder Capital has been active in the Chinese private equity market since 1998, establishing a robust resource network that covers local project sources and quality GPs [7] - The firm has introduced over 3 billion RMB in foreign capital to the Chinese private equity market through seven QFLP funds, providing international investors with insights and investment channels into China's growth opportunities [5] - With nearly 30 years of experience in the Chinese market, Schroder Capital leverages its mature structured design and valuation methodologies to adapt quickly to market demands and establish pricing advantages [5][8] Group 2: Investment Strategy and Focus - Schroder Capital's investment strategy in China is characterized by a thematic-driven approach, focusing on long-term structural opportunities rather than short-term trends [8] - The firm targets three main themes aligned with China's economic development: consumer growth, services and empowerment for SMEs, and technological innovation and import substitution [8] - The private equity team's long-term partnership strategy has allowed them to accumulate cross-cycle investment experience, making them one of the few platforms capable of dual-currency (USD and RMB) allocations [7][10] Group 3: Market Position and Future Outlook - The S fund is seen as an effective means to share in the growth dividends of Chinese enterprises, but it requires higher asset quality and exit diversity [10] - Schroder Capital's ability to quickly integrate into the RMB S market and achieve diverse, market-validated results is attributed to its long-termism and high co-investment ratios, aligning interests with investors [10] - The firm aims to lead the RMB S market towards standardization and institutionalization, thereby boosting confidence in the entire venture capital industry [10]

Group 1 - LGT Capital co-led a $500 million multi-asset continuation fund by IDG Capital, which consists of a diversified portfolio of 13 assets [1][2] - The transaction reflects the growing maturity and scale of the S market in the Asia-Pacific region, showcasing LGT Capital's execution capabilities in dynamic markets [2][5] - LGT Capital focuses on private equity, multi-alternative strategies, and sustainable investments, establishing a strong network of quality GPs and funds globally [4][5] Group 2 - The multi-asset strategy chosen by IDG Capital indicates a high level of confidence in asset management capabilities and offers broader liquidity solutions for LPs [6] - The complexity of the transaction involves both onshore and offshore structures, requiring navigation through multiple jurisdictions and regulatory frameworks [6] - This collaboration highlights IDG Capital's ability to attract international capital and manage assets effectively on a global scale [6]

Core Viewpoint - The article discusses the increasing prevalence of "earn-out" agreements in China's venture capital landscape, highlighting the risks and consequences for entrepreneurs who fail to meet these targets, leading to significant financial burdens and potential bankruptcy [1][3][10]. Group 1: Current Market Trends - The case of Smartisan Technology's 15 million yuan loan dispute exemplifies the challenges faced by companies under earn-out agreements, with a ruling requiring repayment of principal plus interest at a rate of 6% [3]. - In 2023, several companies aiming for IPOs, such as Baishen Pharmaceutical and Youxun Medical, have triggered buyback clauses due to unmet targets, reflecting a broader trend in the market where 90% of private equity funds in China include such clauses [3][10]. - The contrast in earn-out agreement usage is stark, with China at 90% compared to only 2% in Silicon Valley, indicating a fundamental difference in venture capital ecosystems [3]. Group 2: Government and Institutional Responses - The Central Political Bureau of the Communist Party of China has introduced the concept of "patient capital," urging state-owned enterprises to lead by example in fostering a more sustainable investment environment [4][5]. - Various state-owned enterprises in cities like Shanghai and Beijing are taking steps to lower return requirements and extend fund durations, signaling a shift towards more supportive investment practices [5]. Group 3: Entrepreneurial Challenges - Entrepreneurs are increasingly finding themselves in precarious situations due to the pressure of earn-out agreements, with notable cases of founders facing severe consequences for failing to meet financial targets [6][10]. - The urgency to meet IPO deadlines is palpable, with approximately 130,000 investment projects and over 10,000 companies currently facing exit challenges [9]. - The article highlights the case of ADC, which achieved a remarkable IPO in Hong Kong but is burdened by significant losses and stringent earn-out conditions that could lead to high-interest buybacks if targets are not met [10]. Group 4: Market Dynamics and Future Outlook - The article notes a growing trend of companies turning to the Hong Kong stock market as a last resort for IPOs, with the market experiencing a resurgence in fundraising activities [10]. - The private equity secondary market is becoming increasingly active, with a notable rise in old stock transactions, indicating a shift in how liquidity crises are managed [12][14]. - The ongoing tension between short-term profit motives and long-term value creation is underscored, with the potential for a new path emerging through government-backed initiatives aimed at reducing the reliance on earn-out agreements [20].

Core Viewpoint - In May, the number of funding institutions decreased, and the number of funding transactions slightly declined, indicating a slight drop in market activity compared to the previous month. However, financial institutions' participation in funding is entering a phase of explosive growth due to policy support [3][5][34]. Group 1: Funding Activity Overview - In May, the number of newly registered private equity and venture capital funds totaled 339, a month-on-month decrease of 18.71%, but a year-on-year increase of 36.69% [5]. - The activity of institutional LPs decreased by 18% compared to April, but increased by 58% year-on-year [3][5]. - Policy-type LPs accounted for the highest funding share at 40.41%, followed by industrial-type at 33.98%, financial-type at 20.04%, and financial institutions at 5.25% [7]. Group 2: Policy-Type LPs and Market Dynamics - Policy-type LPs saw a significant month-on-month decline of 26.8% in funding, becoming the category with the largest drop [9]. - Local governments are concentrating their funding efforts, with notable examples including Beijing's government investment platforms making only two investments in May, totaling 102 billion [9]. - The Sichuan Revitalization Science and Technology Innovation Fund completed a GP-led secondary transaction, indicating active asset management among policy-type LPs [10][11]. Group 3: Financial Institutions' Funding Growth - Financial institutions' funding activity increased by 4% month-on-month in May, with a total funding scale exceeding 25.2 billion, marking a 77% increase from the previous month [14]. - Recent policy adjustments have allowed insurance funds to increase their equity asset allocation, leading to a significant rise in private equity investments [15]. - Insurance capital is increasingly focusing on sectors such as healthcare, semiconductors, and new energy, with notable investments in the Shanghai Lilan Fund totaling 950 million [15][16]. Group 4: Regional Funding Trends - Jiangsu province continues to lead in funding activity, with several strategic emerging industry funds registered in May, totaling 7 billion [22]. - Beijing emerged as the region with the largest funding scale in May, driven by significant contributions from financial institutions [25]. - The establishment of various funds in Jiangsu aligns with local industrial strategies, aiming to enhance competitiveness in key sectors [24].

Core Insights - The S Fund (Secondary Market Private Equity Fund) has gained significant attention as a tool to activate existing assets in the primary market and enhance market liquidity, with trading volume increasing substantially [1][2] Group 1: Market Overview - In 2024, China's secondary private equity market recorded a total trading scale of 107.8 billion yuan, marking a 46% year-on-year increase and reaching a historical high [2] - The number of transactions reached 395, covering 374 funds, with a notable surge in trading volume observed in the fourth quarter of 2024 [2] - Financial institutions and government funds emerged as the largest sellers, driven by their substantial existing holdings and urgent exit needs [2] Group 2: Buyer and Seller Dynamics - Corporate investors, government funds, and investment institutions were the primary buyers, with corporate investors showing significant activity, albeit mostly in small transactions [2] - Investment institutions saw a notable increase in trading scale compared to 2023, with several general partners (GPs) acquiring limited partner (LP) fund shares, particularly from funds nearing their exit periods [2] Group 3: Fund Types and Performance - Among the traded fund types, 54.5% were venture funds, followed by growth funds at 29.7% and early-stage funds at 7.2%, indicating a strong focus on equity funds [3] - Equity funds accounted for 948 billion yuan in trading volume, representing 88% of the total trading scale, while infrastructure funds contributed 8% [3] Group 4: Investment Trends - The underlying assets of the funds are increasingly concentrated in "hard technology," with the top sectors being electronic information, biomedicine, manufacturing, and enterprise services, aligning with recent financing trends [4] Group 5: Regional Market Activity - By the end of 2024, the Beijing Equity Exchange had facilitated 112 fund share transfers, totaling 14.866 billion shares and 4.846 billion yuan in transaction value, with a diverse range of participants including state-owned enterprises and private institutions [5][6] - The Shanghai private equity and venture capital share transfer platform maintained the highest transaction volume in the country, with 22.555 billion shares traded and a total transaction value of approximately 24.923 billion yuan [6] Group 6: Transaction Characteristics - The S Fund transactions exhibited five key characteristics in 2024, including a focus on late-stage secondary transactions, a leading position in equity fund trading volume and transaction count, and increased complexity in transaction structures [7]

Group 1 - The global private equity market has shown signs of structural recovery in 2024, with an increase in investment and exit activities, but fundraising continues to face pressure [1][2] - In 2024, the global private equity M&A transaction volume reached $602 billion, a 37% year-on-year increase, while total exits amounted to $468 billion, up 34% [1] - Fundraising in the industry declined for the third consecutive year, totaling $1.1 trillion in 2024, a 24% decrease compared to the previous year and a 40% drop from the historical peak in 2021 [1] Group 2 - The secondary market for private equity has become a crucial liquidity solution, driven by renewed investment and exit activities in the primary market, creating diverse exit demands [1][2] - The tightening fundraising environment has led to discount opportunities in transactions, further stimulating secondary transactions (S transactions) [1][2] Group 3 - The secondary market transaction volume from 2016 to 2024 has shown a trajectory of "volatile growth - pandemic pullback - structural recovery," with 2024 marking a record high of $162 billion, a 45% increase year-on-year [5][6] - The recovery is influenced by liquidity pressures on sellers and new capital influx for buyers, leading to a more mature secondary market ecosystem [6][30] Group 4 - In 2024, LP-led transactions accounted for $87 billion (54% market share), while GP-led transactions reached $75 billion (46% market share), reflecting balanced market development [9][10] - The concentration of top investors in LP-led transactions has increased, with the top eight investors holding 50% of the transaction share [9] Group 5 - GP-led transactions primarily involve mergers and acquisitions, with 82% of the total GP-led market transaction volume [10][14] - The use of continuation funds has become prevalent, capturing 79% of the GP-led market share, indicating a preference for long-term management of core assets [14][21] Group 6 - The pricing of GP-led transactions has improved, with 87% of single-asset continuation fund transactions having a discount rate of over 90% in 2024 [21][23] - LP-led market pricing has also seen a general improvement, with average pricing rising to around 90% of net asset value [23][26] Group 7 - The trading behavior in the secondary market has matured, characterized by the rise of co-investment models, concentration of quality assets, and innovation in deferred payment tools [24][30] - The trend of co-investment has increased, with the proportion of small institutions participating as co-leads rising from 8% in 2023 to 15% in 2024 [27][28] Group 8 - The market is witnessing a shift towards high-quality assets, with a decrease in small transactions and an increase in larger deals [28] - The use of deferred payment tools has tripled, with flexible terms and risk mitigation measures becoming more popular among market participants [29][30]

Core Insights - Shanghai has introduced a fund share valuation guideline to enhance the standardization and efficiency of S transactions in the private equity secondary market [1][4] - The S transaction market has seen a decline in activity over the past two years, contrasting sharply with previous years [3] - The valuation of fund shares is critical for S transactions, and the new guidelines aim to address the challenges posed by information asymmetry and complex transaction structures [4] Group 1: Valuation Guidelines and Market Dynamics - The newly released valuation guidelines provide a comprehensive framework for valuing fund shares, incorporating various mainstream valuation methods for both listed and unlisted equity [4] - The Shanghai Equity Custody Trading Center has previously launched a fund share valuation system, and the new guidelines are expected to further establish a widely accepted pricing system [4] - The S transaction platform serves as a crucial liquidity channel for the trillion-level private equity market, alleviating exit pressures for private equity firms [4][5] Group 2: Market Performance and Future Outlook - In 2024, the Shanghai S transaction market is projected to grow against the trend, with new transaction amounts expected to exceed 10 billion yuan [5] - As of May 18, the platform has completed 121 fund share transactions totaling approximately 25.24 billion yuan and 44 share pledge transactions amounting to about 9.93 billion yuan [5] - The S fund market is still in its early development stage, with a significant amount of existing assets (estimated between 15 trillion to 20 trillion yuan) seeking exit channels, but the effective buyer base remains limited [8] Group 3: Industry Ecosystem and Collaboration - The healthy development of the S fund market is closely linked to ecosystem building, as evidenced by the Shanghai S Fund Alliance's efforts in organizing training and resource sharing among members [9] - A report on post-investment management has been released, highlighting the importance of enhancing post-investment management capabilities for institutions to navigate complex market challenges [9] - Shanghai's position as a financial and innovation center, along with government support, provides a favorable environment for establishing a robust S fund market [10]