Natural capital

The World Economic Forum estimates that over 50% of global GDP is heavily reliant on ecosystem services, which are the benefits that humans (and, inherently, businesses) receive from the natural environment.13 In its 2022 Living Planet Report, the World Wildlife Fund (WWF) reported an average decline of 69% in species populations since 1970. The Global Forest Watch estimates that the earth has experienced a 12% net tree cover loss since 2000.14 And a global population that boomed from 2.5 billion people in 1950 to 8 billion in 202215 is reliant on the same, finite freshwater supply that is shared as drinking water supply and for economic purposes such as agriculture and certain cooling systems. The bottom line: our global economy is heavily reliant on a natural environment that is in rapid decline.

This means investors, like HarbourVest, must increasingly be cognizant of two key aspects of an investment’s relationship to nature:

  1. An investment’s reliance on nature-related systems to support its supply chains and operations, where the rapid loss of biodiversity may have a material impact on the business’ ability to operate as expected and without disruption.
  2. An investment’s impact on nature, where it may be furthering (negatively impacting) or seeking to reverse (positively impacting) the key factors that drive biodiversity loss.

With a landmark global agreement on halting and reversing nature loss by 2030 reached among 188 governments in December 2022 at the United Nations Biodiversity Conference in Montreal (COP15) and a Taskforce on Nature-related Financial Disclosures (TNFD) that set forth recommendations in September 2023 for how entities, including investment managers and asset owners, should disclose nature-related risks, the course is set for nature and biodiversity to follow in the footsteps of climate change as a common part of the investment vernacular.

A report entitled Nature Positive: The Next Horizon for Investors, published by the Private Equity CEO Taskforce of the Sustainable Markets Initiative (PESMIT), in partnership with Boston Consulting Group, outlined how private equity investors, in particular, are well-positioned to drive positive change for natural systems and biodiversity, and the steps they may consider in developing such a strategy:

PE Biodiversity strategy

Our impact assessment

We believe that as nature-related risks increase, it is becoming an imperative to better understand how these risks and dependencies affect even a highly diversified investment portfolio. During the past year, we conducted a preliminary analysis in line with step 1 of the PESMIT guidance to “assess impact.”

Analysis

HarbourVest sought a high-level understanding of our investment portfolio’s impact on natural capital from a sectoral angle. We utilized data from the publicly-available ENCORE (Exploring Natural Capital Opportunities, Risks and Exposure) tool, designed as a useful entry point to nature-related assessments, particularly for financial institutions “to identify nature-related risks they are exposed to through their lending, underwriting, and investment in high-risk industries and sub-industries.” The analysis yielded these preliminary insights:

  • Due to the size and diversification of sectors across HarbourVest’s total portfolio, there is a broad distribution of nature-related impacts. While a total portfolio view is useful in setting an overall baseline understanding of our natural capital impacts, a sector-focused approach in future analyses will help us understand the most material exposures within our portfolio.
  • The chart below illustrates the distribution of HarbourVest’s nature impacts based on the top 10 sub-sector exposures within the HarbourVest portfolio. Based on our preliminary analysis, the most prominent (and therefore material to HarbourVest) impacts are water use, water pollutants, and soil pollutants.

Natural capital impacts of top sector exposures

No Data Found

Natural capital impacts of top sector exposures

No Data Found

  • This exercise demonstrated the importance of identifying material natural capital risks to a portfolio by calibrating it to sector exposures. This notion can be carried through to our interactions with GPs, in recognizing that a portfolio mostly consisting of, for example, financial services companies may have relatively less impact on nature as compared to a portfolio of industrials or manufacturing companies.
  • While investment-related nature research has taken meaningful steps forward—and enabled preliminary analysis of this sort—there is need for more robust research and data completeness to understand the impact of all sectors on drivers of nature loss.

Future steps

We view this preliminary analysis as a helpful step toward developing an understanding and approach to managing nature-related risks in HarbourVest’s portfolio. However, we acknowledge that we have hardly scratched the surface, as there are several other dimensions to consider in future iterations of our analysis, such as our investments’ reliance on nature and biodiversity and a geographical perspective on our portfolio’s interaction with nature.

Our next steps include continuing to learn about the nature landscape and how we, as an indirect investor, may best develop an approach to managing our investments’ impacts and reliance on natural capital. We will also seek to disclose our efforts in alignment with emerging industry best practices, such as the TNFD. We look forward to keeping our stakeholders informed of our progress as we begin this journey.

Private Equity CEO Taskforce of the Sustainable Markets Initiative (PESMIT)

Through co-CEO, Peter Wilson, HarbourVest is a proud participant in PESMIT. The Sustainable Markets Initiative was launched at The World Economic Forum in 2020; its mission is to build a coordinated global effort to enable the private sector to accelerate the transition to a sustainable future. PESMIT was launched in 2021 and marks the first time that the private equity sector has united at the C-suite level to drive action on sustainability. PESMIT is focused on three areas: climate action through carbon pricing, ESG metrics, and biodiversity risk.

In 2023, PESMIT published Nature Positive: The Next Horizon for Investors, a comprehensive business case for the consideration of biodiversity risks and opportunities in investments. Our collaboration with other action-oriented private equity leaders has inspired our initial steps of understanding the market of biodiversity data, utilizing a PESMIT-recommended tool (ENCORE), and mapping our portfolio impact on a sector basis.

Professional Investor Definition

“Professional Investor” under the Securities and Futures Ordinance (Cap. 571 of the Laws of Hong Kong) (the “SFO”) and its subsidiary legislation) means:

(a) any recognised exchange company, recognised clearing house, recognised exchange controller or recognised investor compensation company, or any person authorised to provide automated trading services under section 95(2) of the SFO;

(b) any intermediary, or any other person carrying on the business of the provision of investment services and regulated under the law of any place outside Hong Kong;

(c) any authorized financial institution, or any bank which is not an authorised financial institution but is regulated under the law of any place outside Hong Kong;

(d) any insurer authorized under the Insurance Ordinance (Cap. 41 of the Laws of Hong Kong), or any other person carrying on insurance business and regulated under the law of any place outside Hong Kong;

(e) any scheme which-

(i) is a collective investment scheme authorised under section 104 of the SFO; or

(ii) is similarly constituted under the law of any place outside Hong Kong and, if it is regulated under the law of such place, is permitted to be operated under the law of such place,

or any person by whom any such scheme is operated;

(f) any registered scheme as defined in section 2(1) of the Mandatory Provident Fund Schemes Ordinance (Cap. 485 of the Laws of Hong Kong), or its constituent fund as defined in section 2 of the Mandatory Provident Fund Schemes (General) Regulation (Cap. 485A of the Laws of Hong Kong), or any person who, in relation to any such registered scheme, is an approved trustee or service provider as defined in section 2(1) of that Ordinance or who is an investment manager of any such registered scheme or constituent fund;

(g) any scheme which-

(i) is a registered scheme as defined in section 2(1) of the Occupational Retirement Schemes Ordinance (Cap. 426 of the Laws of Hong Kong); or

(ii) is an offshore scheme as defined in section 2(1) of that Ordinance and, if it is regulated under the law of the place in which it is domiciled, is permitted to be operated under the law of such place,

or any person who, in relation to any such scheme, is an administrator as defined in section 2(1) of that Ordinance;

(h) any government (other than a municipal government authority), any institution which performs the functions of a central bank, or any multilateral agency;

(i) except for the purposes of Schedule 5 to the SFO, any corporation which is-

(i) a wholly owned subsidiary of-

(A) an intermediary, or any other person carrying on the business of the provision of investment services and regulated under the law of any place outside Hong Kong; or

(B) an authorized financial institution, or any bank which is not an authorised financial institution but is regulated under the law of any place outside Hong Kong;

(ii) a holding company which holds all the issued share capital of-

(A) an intermediary, or any other person carrying on the business of the provision of investment services and regulated under the law of any place outside Hong Kong; or

(B) an authorized financial institution, or any bank which is not an authorised financial institution but is regulated under the law of any place outside Hong Kong; or

(iii) any other wholly owned subsidiary of a holding company referred to in subparagraph (ii); or

(j) any person of a class which is prescribed by rules made under section 397 of the SFO for the purposes of this paragraph as within the meaning of this definition for the purposes of the provisions of the SFO, or to the extent that it is prescribed by rules so made as within the meaning of this definition for the purposes of any provision of the SFO.

The first of such classes of additional “professional investor”, under the Securities and Futures (Professional Investor) Rules (Cap. 571D of the Laws of Hong Kong), are:

(k) any trust corporation (registered under Part VIII of the Trustee Ordinance (Cap. 29 of the Laws of Hong Kong) or the equivalent overseas) having been entrusted under the trust or trusts of which it acts as a trustee with total assets of not less than HK$40 million or its equivalent in any foreign currency at the relevant date (see below) or-

(i) as stated in the most recent audited financial statement prepared-

(A) in respect of the trust corporation; and

(B) within 16 months before the relevant date;

(ii) as ascertained by referring to one or more audited financial statements, each being the most recent audited financial statement, prepared-

(A) in respect of the trust or any of the trust; and

(B) within 16 months before the relevant date; or

(iii) as ascertained by referring to one or more custodian (see below) statements issued to the trust corporation-

(A) in respect of the trust or any of the trusts; and

(B) within 12 months before the relevant date;

(l) any individual, either alone or with any of his associates (the spouse or any child) on a joint account, having a portfolio (see below) of not less than HK$8 million or its equivalent in any foreign currency at the relevant date or-

(i) as stated in a certificate issued by an auditor or a certified public accountant of the individual within 12 months before the relevant date; or

(ii)  as ascertained by referring to one or more custodian statements issued to the individual (either alone or with the associate) within 12 months before the relevant date;

(m) any corporation or partnership having-

(i) a portfolio of not less than HK$8 million or its equivalent in any foreign currency; or

(ii) total assets of not less than HK$40 million or its equivalent in any foreign currency, at the relevant date, or as ascertained by referring to-

(iii) the most recent audited financial statement prepared-

(A) in respect of the corporation or partnership (as the case may be); and

(B) within 16 months before the relevant date; or

(iv) one or more custodian statements issued to the corporation or partnership (as the case may be) within 12 months before the relevant date; and

(n) any corporation the sole business of which is to hold investments and which at the relevant date is wholly owned by any one or more of the following persons-

(i) a trust corporation that falls within the description in paragraph (k);

(ii) an individual who, either alone or with any of his or her associates on a joint account, falls within the description in paragraph (k);

(iii) a corporation that falls within the description in paragraph (m);

(iv) a partnership that falls within the description in paragraph (m).

For the purposes of paragraphs (k) to (n) above:

  • “relevant date” means the date on which the advertisement, invitation or document (made in respect of securities or structured products or interests in any collective investment scheme, which is intended to be disposed of only to professional investors), is issued, or possessed for the purposes of issue;
  • “custodian” means (i) a corporation whose principal business is to act as a securities custodian, or (ii) an authorised financial institution under the Banking Ordinance (Cap. 155 of the Laws of Hong Kong); an overseas bank; a corporation licensed under the SFO; or an overseas financial intermediary, whose business includes acting as a custodian; and
  • “portfolio” means a portfolio comprising any of the following (i) securities; (ii) certificates of deposit issued by an authorised financial institution under the Banking Ordinance (Cap, 155 of the Laws of Hong Kong) or an overseas bank; and (iii) except for trust corporations, cash held by a custodian.

Institutional Investor / Accredited Investor Definition

An institutional investor as defined in Section 4A of the SFA and Securities and Futures (Classes of Investors) Regulations 2018 is:

(a) the Singapore Government;

(b) a statutory board as may be prescribed by regulations made under section 341 of the SFA, as prescribed in the Second Schedule of the Securities and Futures (Classes of Investors) Regulations 2018;

(c) an entity that is wholly and beneficially owned, whether directly or indirectly, by a central government of a country and whose principal activity is —

(i) to manage its own funds;

(ii) to manage the funds of the central government of that country (which may include the reserves of that central government and any pension or provident fund of that country); or

(iii) to manage the funds (which may include the reserves of that central government and any pension or provident fund of that country) of another entity that is wholly and beneficially owned, whether directly or indirectly, by the central government of that country;

(d) any entity —

(i) that is wholly and beneficially owned, whether directly or indirectly, by the central government of a country; and

(ii) whose funds are managed by an entity mentioned in sub‑paragraph (c);

(e) a bank that is licensed under the Banking Act 1970;

(f) a merchant bank that is licensed under the Banking Act 1970;

(g) a finance company that is licensed under the Finance Companies Act 1967;

(h) a company or co‑operative society that is licensed under the Insurance Act 1966 to carry on insurance business in Singapore;

(i) a company licensed under the Trust Companies Act 2005;

(j) a holder of a capital markets services licence;

(k) an approved exchange;

(l) a recognised market operator;

(m) an approved clearing house;

(n) a recognised clearing house;

(o) a licensed trade repository;

(p) a licensed foreign trade repository;

(q) an approved holding company;

(r) a Depository as defined in section 81SF of the SFA;

(s) a pension fund, or collective investment scheme, whether constituted in Singapore or elsewhere;

(t) a person (other than an individual) who carries on the business of dealing in bonds with accredited investors or expert investors;

(u) a designated market‑maker as defined in paragraph 1 of the Second Schedule to the Securities and Futures (Licensing and Conduct of Business) Regulations;

(v) a headquarters company or Finance and Treasury Centre which carries on a class of business involving fund management, where such business has been approved as a qualifying service in relation to that headquarters company or Finance and Treasury Centre under section 43D(2)(a) or 43E(2)(a) of the Income Tax Act 1947;

(w) a person who undertakes fund management activity (whether in Singapore or elsewhere) on behalf of not more than 30 qualified investors;

(x) a Service Company (as defined in regulation 2 of the Insurance (Lloyd’s Asia Scheme) Regulations) which carries on business as an agent of a member of Lloyd’s;

(y) a corporation the entire share capital of which is owned by an institutional investor or by persons all of whom are institutional investors;

(z) a partnership (other than a limited liability partnership within the meaning of the Limited Liability Partnerships Act 2005) in which each partner is an institutional investor.

An accredited investor as defined in Section 4A of the SFA and Securities and Futures (Classes of Investors) Regulations 2018 is:

(i)  an individual —

(A) whose net personal assets exceed in value $2 million (or its equivalent in a foreign currency) or such other amount as the Authority may prescribe in place of the first amount;

(B) whose financial assets (net of any related liabilities) exceed in value $1 million (or its equivalent in a foreign currency) or such other amount as the Authority may prescribe in place of the first amount, where “financial asset” means —

(BA) a deposit as defined in section 4B of the Banking Act 1970;

(BB) an investment product as defined in section 2(1) of the Financial Advisers Act 2001; or

(BC) any other asset as may be prescribed by regulations made under section 341; or

(C) whose income in the preceding 12 months is not less than $300,000 (or its equivalent in a foreign currency) or such other amount as the Authority may prescribe in place of the first amount;

(ii)  a corporation with net assets exceeding $10 million in value (or its equivalent in a foreign currency) or such other amount as the Authority may prescribe, in place of the first amount, as determined by —

(A) the most recent audited balance sheet of the corporation; or

(B) where the corporation is not required to prepare audited accounts regularly, a balance sheet of the corporation certified by the corporation as giving a true and fair view of the state of affairs of the corporation as of the date of the balance sheet, which date must be within the preceding 12 months;

(iii) A trustee of a trust which all the beneficiaries are accredited investors; or

(iv) A trustee of a trust which the subject matter exceeds S$10 million; or

(v) An entity (other than a corporation) with net assets exceeding S$10 million (or its equivalent in a foreign currency) in value. “Entity” includes an unincorporated association, a partnership and the government of any state, but does not include a trust; or

(vi) A partnership (other than a limited liability partnership) in which every partner is an accredited investor; or

(vii) A corporation which the entire share capital is owned by one or more persons, all of whom are accredited investors.

Continuation solutions encompass a host of transaction types in which a GP secures interim liquidity and/or additional primary capital for their LPs in a strongly performing asset, or set of assets, that the GP will continue to own and control. Specifically, they include continuation funds, new funds created by GPs for the purpose of acquiring the asset(s) that continue to be managed by the same GP and capitalized by one or several secondary buyers, or equity recapitalizations involving a direct equity or structured equity investment into a portfolio company. These transactions can also include a parallel investment from the GP’s latest fund into that same pool of assets (a “cross-fund trade”).