{"id":4841,"date":"2022-09-28T11:55:45","date_gmt":"2022-09-28T14:55:45","guid":{"rendered":"https:\/\/artica.capital\/clairfield-estudos\/atraindo-investimentos-de-private-equity\/"},"modified":"2026-07-10T11:58:41","modified_gmt":"2026-07-10T14:58:41","slug":"atraindo-investimentos-de-private-equity","status":"publish","type":"estudos","link":"https:\/\/artica.capital\/en\/clairfield-estudos\/atraindo-investimentos-de-private-equity\/","title":{"rendered":"Attracting Private Equity Investments"},"content":{"rendered":"<div class=\"wp-block-group has-global-padding is-layout-constrained wp-container-core-group-is-layout-eb5bab19 wp-block-group-is-layout-constrained\">\n<div class=\"wp-block-group artica-content-spaces-x has-global-padding is-layout-constrained wp-block-group-is-layout-constrained\"><\/div>\n<\/div>\n\n\n\n<div class=\"wp-block-group has-global-padding is-layout-constrained wp-container-core-group-is-layout-eb5bab19 wp-block-group-is-layout-constrained\">\n<div class=\"wp-block-columns artica-content-spaces artica-card-container is-layout-flex wp-container-core-columns-is-layout-28f84493 wp-block-columns-is-layout-flex\">\n<div class=\"wp-block-column artica-side-content is-layout-flow wp-block-column-is-layout-flow\" style=\"flex-basis:365px\">\n<div class=\"wp-block-group artica-carta-toc has-pureza-background-color has-background has-global-padding is-layout-constrained wp-container-core-group-is-layout-09e94731 wp-block-group-is-layout-constrained\" style=\"margin-bottom:0;padding-top:24px;padding-right:24px;padding-bottom:24px;padding-left:24px\">\n<div class=\"wp-block-group has-global-padding is-layout-constrained wp-block-group-is-layout-constrained\">\n<div class=\"wp-block-group has-global-padding is-layout-constrained wp-block-group-is-layout-constrained\">\n<nav class=\"wp-block-pycblocks-table-of-contents-pyc artica-toc artica-carta-toc has-rocha-color has-text-color has-link-color wp-elements-b55ce7b2ca6f9af34f0a242bdac3d9d4\"><ol><li><span class=\"wp-block-table-of-contents__entry\">Preface<\/span><\/li><li><span class=\"wp-block-table-of-contents__entry\">Executive Summary<\/span><\/li><li><span class=\"wp-block-table-of-contents__entry\">Manager Profiles<\/span><\/li><li><span class=\"wp-block-table-of-contents__entry\">Preparation<\/span><\/li><li><span class=\"wp-block-table-of-contents__entry\">II. How to prepare to attract a Private Equity manager?<\/span><\/li><\/ol><\/nav>\n<\/div>\n<\/div>\n\n\n\n\n<div style=\"font-size:12px; padding-right:40px;padding-left:40px;\" class=\"wp-block-pycblocks-read-time-pyc\">\n      22&nbsp; min de leitura<\/div>\n<\/div>\n<\/div>\n\n\n\n<div class=\"wp-block-column is-layout-flow wp-block-column-is-layout-flow\" style=\"flex-basis:70px\"><\/div>\n\n\n\n<div class=\"wp-block-column artica-carta-text is-layout-flow wp-block-column-is-layout-flow\">\n<h2 class=\"wp-block-heading has-noite-color has-text-color has-link-color wp-elements-4722dd8b7e033253e51c25e2636500b1\">Preface<\/h2>\n\n\n\n<p class=\"has-rocha-color has-text-color has-link-color wp-elements-733b1126504cf997ae63efb807016bc7\">In Brazil, small and medium-sized family businesses run by their founders or by the first generations of heirs predominate. These managers know their business well and have been able to seize opportunities and survive in a turbulent economic environment. Even so, they can benefit greatly from a partnership with a Private Equity fund manager (for example, in a survey published by \u00c1rtica in 2017(1), 90% of entrepreneurs who had previously partnered with Private Equity managers recommended this type of partnership). Beyond contributing capital, this class of investors can help the company organize, prepare for, and implement organic and\/or consolidation-driven growth, and can even help resolve succession issues.<\/p>\n\n\n\n<p>Managers raise capital through Private Equity (PE) Funds to invest in acquiring minority or majority equity stakes in companies. Generally, a manager operates one active fund at a time, having managed several funds over its history. There are various manager profiles: some specialize in specific sectors of the economy, others by investment size and the size of the companies invested in, or even by the maturity of the target market. Most managers seek to implement practices that improve operational efficiency, corporate governance, and professionalization of the company, and that expand its network of contacts and access to additional capital.<\/p>\n\n\n\n<p>The volume of capital available for this type of investment has been growing, and many entrepreneurs wonder how to gain access to Private Equity funds. Preparing a company for a potential capital raise with PE managers can take several months and requires a series of resource allocation decisions, involving both team time and financial resources. In many cases, \u201cideal\u201d preparation is not possible, making it necessary to prioritize and decide what will be done. To do this, it is important to know which factors are most valued from the perspective of PE managers.<\/p>\n\n\n\n<p>There are few academic studies on the most important criteria evaluated by Private Equity managers when assessing a potential company to invest in. PE managers, in turn, do not typically provide structured feedback to companies they have analyzed when they decide not to proceed with an investment. In general, they limit themselves to communicating aspects such as the amount invested and the expected return on the investment, and devote little time to discussing the qualitative factors considered when evaluating the target company. This type of information could greatly help entrepreneurs in their preparation.<\/p>\n\n\n\n<h2 class=\"wp-block-heading\">Executive Summary<\/h2>\n\n\n\n<p>The purpose of this whitepaper is to guide entrepreneurs seeking Private Equity fund investment to better prepare themselves, increasing their likelihood of successfully raising capital, and to help them understand which manager profiles exist and which would be best suited for a partnership. To this end, 42 Private Equity managers established in Brazil were interviewed, representing 45% of the total active at the time of the study, a highly significant sample. The managers participating in the study together hold R$105 billion in capital committed in the country, corresponding to 58% of the estimated total for the Brazilian Private Equity industry.<\/p>\n\n\n\n<h2 class=\"wp-block-heading\"><strong>Manager Profiles<\/strong><\/h2>\n\n\n\n<p>Preface\nIn Brazil, small and medium-sized family businesses run by their founders or by the first generations of heirs predominate. These managers know their business well and have been able to seize opportunities and survive in a turbulent economic environment. Even so, they can benefit greatly from a partnership with a Private Equity fund manager (for example, in a survey published by \u00c1rtica in 2017(1), 90% of entrepreneurs who had previously partnered with Private Equity managers recommended this type of partnership). Beyond contributing capital, this class of investors can help the company organize, prepare for, and implement organic and\/or consolidation-driven growth, and can even help resolve succession issues.\n\nManagers raise capital through Private Equity (PE) Funds to invest in acquiring minority or majority equity stakes in companies. Generally, a manager operates one active fund at a time, having managed several funds over its history. There are various manager profiles: some specialize in specific sectors of the economy, others by investment size and the size of the companies invested in, or even by the maturity of the target market. Most managers seek to implement practices that improve operational efficiency, corporate governance, and professionalization of the company, and that expand its network of contacts and access to additional capital.\n\nThe volume of capital available for this type of investment has been growing, and many entrepreneurs wonder how to gain access to Private Equity funds. Preparing a company for a potential capital raise with PE managers can take several months and requires a series of resource allocation decisions, involving both team time and financial resources. In many cases, \u201cideal\u201d preparation is not possible, making it necessary to prioritize and decide what will be done. To do this, it is important to know which factors are most valued from the perspective of PE managers.\n\nThere are few academic studies on the most important criteria evaluated by Private Equity managers when assessing a potential company to invest in. PE managers, in turn, do not typically provide structured feedback to companies they have analyzed when they decide not to proceed with an investment. In general, they limit themselves to communicating aspects such as the amount invested and the expected return on the investment, and devote little time to discussing the qualitative factors considered when evaluating the target company. This type of information could greatly help entrepreneurs in their preparation.\n\nExecutive Summary\nThe purpose of this whitepaper is to guide entrepreneurs seeking Private Equity fund investment to better prepare themselves, increasing their likelihood of successfully raising capital, and to help them understand which manager profiles exist and which would be best suited for a partnership. To this end, 42 Private Equity managers established in Brazil were interviewed, representing 45% of the total active at the time of the study, a highly significant sample. The managers participating in the study together hold R$105 billion in capital committed in the country, corresponding to 58% of the estimated total for the Brazilian Private Equity industry.\n\nManager Profiles\nThe managers interviewed were classified into two groups: 25 smaller-ticket managers (investing up to R$400 million per company) and 17 larger-ticket managers (investing above R$400 million per company). The study shows a very clear distinction in profile depending on the size of the average investment made. In general, smaller-ticket managers seek minority investments in small and medium-sized companies operating in more incipient markets with strong growth potential. Larger-ticket managers, on the other hand, predominantly prefer majority investments in larger companies operating in more mature markets.<\/p>\n\n\n\n<p>Mid-sized companies, with revenue between R$100 million and R$200 million and EBITDA between R$20 million and R$80 million, are the most sought after by Private Equity managers, being a target for more than 70% of the managers surveyed. The percentage of managers targeting small companies, with revenue between R$25 million and R$50 million and EBITDA between R$5 million and R$10 million, drops considerably, to around 30%. This level holds for large companies, with revenue above R$1 billion.<\/p>\n\n\n\n<p>The percentage of managers who prefer minority investments (52% of respondents) is slightly higher than those who prefer majority investments. In most cases, however, there is flexibility: several so-called controlling funds have made minority investments supported by strong governance, while some funds that prefer minority stakes indicated they would be willing to acquire 100% of a company's capital under certain circumstances. Likewise, there is a balance between the number of managers who prefer companies operating in incipient markets with strong growth potential and those who prefer investments in more mature markets with lower growth potential. Both profiles share a clear preference for supporting the existing management team rather than imposing a new one.<\/p>\n\n\n\n<p>PE managers are quite reluctant to invest in companies that have the government as a client: 79% stated they have some restriction. However, if government sales represent less than 25% of total revenue, 82% of these managers would consider investing.<\/p>\n\n\n\n<p>As for economic sectors, the three that attract the greatest investment interest and are considered a target by more than 85% of managers are: Transportation &amp; Logistics, Education, and Technology, Telecom &amp; Media. The three least sought after are: Alcohol &amp; Tobacco, Aerospace, Defense &amp; Government, and Mining, which have a rejection rate of over 50% among the managers who participated in the study.<\/p>\n\n\n\n<h2 class=\"wp-block-heading\">Preparation<\/h2>\n\n\n\n<p>To help entrepreneurs prepare to attract a Private Equity fund as a partner, the study sought to identify the characteristics and attributes most valued by funds, which were grouped into broad themes covering financial, governance, and management practice matters.<\/p>\n\n\n\n<p>In the financial dimension, the vast majority of PE managers value companies with a track record of consistent growth, high profitability (ROIC(2)), and organic growth opportunities. In the governance dimension, having reliable and well-organized management information is crucial, and its absence can be a dealbreaker for more than 80% of managers. Consistent with this point, in the management practices dimension, KPI monitoring was found to be the item considered most important, followed by having an ERP system implemented at the company.<\/p>\n\n\n\n<p>When the analysis separates larger and smaller-ticket managers, we again find different perspectives on evaluating an investment. For tickets smaller than R$400 million, the most valued companies should have a healthy capital structure, even though cash generation is not relevant. The reputation of the company and the entrepreneur was considered more important to the investor than the company having a business plan and being audited.<\/p>\n\n\n\n<p>The scenario reverses for managers with tickets above R$400 million, who typically seek investments in more mature companies. In this case, strong cash generation is the predominant factor in the decision, while capital structure is less important. Furthermore, having a solid business plan, being audited, and having identified potential operational improvements are items highly valued by these managers.<\/p>\n\n\n\n<p>Finally, when asked about the risks that most concern PE managers, revenue informality and non-compliance with regulatory requirements stood out. Specifically, the topic of corruption was addressed, and more than two-thirds of managers would not consider investing in companies that have had corruption episodes in the past. There are, however, mitigating factors that can soften this position, such as cases in which the practice was restricted to a few individuals who have since left the company.<\/p>\n\n\n\n<p><strong>I. What type of manager is more inclined and better suited to invest in my company?<\/strong><\/p>\n\n\n\n<p>To understand the different profiles that exist, managers' preferences and restrictions were analyzed across the following aspects:<\/p>\n\n\n\n<ul class=\"wp-block-list\">\n<li>Equity stake<\/li>\n\n\n\n<li>Interference in company management<\/li>\n\n\n\n<li>Company size<\/li>\n\n\n\n<li>Maturity of the target market<\/li>\n\n\n\n<li>Relationship with government<\/li>\n\n\n\n<li>Company's sector of operation<\/li>\n<\/ul>\n\n\n\n<p><strong>Sample Characterization<\/strong><\/p>\n\n\n\n<p>Online interviews were conducted, through a digital questionnaire, with 42 Private Equity managers operating in Brazil. Together, these managers hold R$105 billion in capital committed in the country, representing 58% of the estimated total for the PE industry in Brazil (Figure 1).<\/p>\n\n\n\n<p>This is a representative sample of the PE industry in Brazil, corresponding to 45% of the universe of 94 managers active in Private Equity investments in the country, jointly mapped by \u00c1rtica and ABVCAP (Figure 1). The sample also contains the heterogeneity characteristic of the population: it encompasses managers that make investments below R$25 million as well as those that make investments above R$2 billion; managers focused on small companies (revenue below R$25 million) as well as those focused on large companies (revenue above R$2 billion); those with a preference for minority investments as well as those that prefer to have control; and managers that support and assist current management as well as those that prefer to impose new management, driving a culture clash.<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"956\" height=\"429\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura1-caracterizacao-amostra-EN.png\" alt=\"-\" class=\"wp-image-8539\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura1-caracterizacao-amostra-EN.png 1344w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura1-caracterizacao-amostra-EN-300x144.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura1-caracterizacao-amostra-EN-1024x491.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura1-caracterizacao-amostra-EN-768x368.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura1-caracterizacao-amostra-EN-18x9.png 18w\" sizes=\"auto, (max-width: 956px) 100vw, 956px\" \/><\/figure>\n\n\n\n<p>It is important to note that the study does not cover the practice of Venture Capital, that is, investments in smaller, typically disruptive companies (\u201cstartups\u201d) with business models that are not yet stabilized (and therefore a higher degree of investment risk). The sample was limited to covering the practice of Private Equity.<\/p>\n\n\n\n<p><strong>I.1. Preference for Equity Stake<\/strong><\/p>\n\n\n\n<p>The number of managers that prefer to acquire control is very close to those that prefer to invest in a minority equity stake (48% and 52% of respondents, respectively, Figure 2). Although not the majority, a high percentage of managers (43%) is willing to acquire the entire company.<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"910\" height=\"440\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura2-preferencia-participacao-EN.png\" alt=\"-\" class=\"wp-image-8540\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura2-preferencia-participacao-EN.png 1344w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura2-preferencia-participacao-EN-300x153.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura2-preferencia-participacao-EN-1024x523.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura2-preferencia-participacao-EN-768x392.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura2-preferencia-participacao-EN-18x9.png 18w\" sizes=\"auto, (max-width: 910px) 100vw, 910px\" \/><\/figure>\n\n\n\n<p>Regardless of majority or minority preference, PE managers have some flexibility regarding the final equity stake in the investment. If managers find the investment attractive, they are willing to try to accommodate their preferences to those of the entrepreneur.<\/p>\n\n\n\n<p>When analyzing the relationship between data on preference for control or minority stakes and willingness to acquire 100% of a company, it can be seen that 14% of managers that prefer the minority model could, depending on the situation, acquire a 100% equity stake (Figure 3). On the other hand, 25% of managers that prefer to acquire control responded that they do not acquire 100% of a company, that is, they only invest if the entrepreneur remains a partner.<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"978\" height=\"413\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura3-relacao-aquisicao-100-EN.png\" alt=\"-\" class=\"wp-image-8541\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura3-relacao-aquisicao-100-EN.png 1344w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura3-relacao-aquisicao-100-EN-300x138.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura3-relacao-aquisicao-100-EN-1024x469.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura3-relacao-aquisicao-100-EN-768x352.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura3-relacao-aquisicao-100-EN-18x8.png 18w\" sizes=\"auto, (max-width: 978px) 100vw, 978px\" \/><\/figure>\n\n\n\n<p><strong>I.2. Interference in Company Management<\/strong><\/p>\n\n\n\n<p>The common belief that Private Equity managers generally have an aggressive profile, imposing a new management team and directly interfering in the company's day-to-day decisions, is not confirmed by the research. On the contrary, the majority of PE managers (88%) expressed a preference for supporting the current management team rather than imposing a new one.<\/p>\n\n\n\n<p>Even the entrepreneur who agrees to hand over equity control to the manager, selling the company partially or fully, has room to remain in charge of running the company. Among the PE managers that prefer to acquire a majority equity stake, only one stated a preference for imposing new management. Interestingly, no manager that acquires 100% of a company expressed a preference for imposing new management (Figure 4).<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"965\" height=\"355\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura4-preferencia-gestao-EN.png\" alt=\"-\" class=\"wp-image-8543\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura4-preferencia-gestao-EN.png 1344w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura4-preferencia-gestao-EN-300x113.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura4-preferencia-gestao-EN-1024x384.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura4-preferencia-gestao-EN-768x288.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura4-preferencia-gestao-EN-18x7.png 18w\" sizes=\"auto, (max-width: 965px) 100vw, 965px\" \/><\/figure>\n\n\n\n<p>Therefore, entrepreneurs interested in raising investment from PE managers, but who are not willing to give up managing the company, can negotiate this arrangement, even with managers that prefer to acquire control of the company and those that wish to buy 100% of it. On the other hand, companies with shareholders and\/or family members as executives who wish to step back from managing the business after a transaction may find it difficult to convince a manager to invest.<\/p>\n\n\n\n<p><strong>I.3. Supply of PE Managers by Company Size<\/strong><\/p>\n\n\n\n<p>Consistent with the Brazilian economy, there is a larger number of PE managers that target mid-sized companies. More than half of respondents make investments between R$50 million and R$400 million. The percentage of managers that invest larger amounts drops considerably: 21% make investments between R$600 million and R$800 million, and this percentage falls to 10% for amounts above R$2 billion (Figure 5).<\/p>\n\n\n\n<p>Companies with revenue between R$50 million and R$1 billion and EBITDA between R$10 million and R$120 million are on the radar of more than 50% of managers. Narrowing this range further, 74% of managers invest in companies with revenue between R$100 million and R$200 million, and EBITDA between R$20 million and R$80 million (Figures 6 and 7).<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"958\" height=\"600\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura5-faixa-investimento-EN.png\" alt=\"-\" class=\"wp-image-8544\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura5-faixa-investimento-EN.png 1092w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura5-faixa-investimento-EN-300x196.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura5-faixa-investimento-EN-1024x670.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura5-faixa-investimento-EN-768x502.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura5-faixa-investimento-EN-18x12.png 18w\" sizes=\"auto, (max-width: 958px) 100vw, 958px\" \/><\/figure>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"955\" height=\"628\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura6-faixa-faturamento-EN.png\" alt=\"-\" class=\"wp-image-8545\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura6-faixa-faturamento-EN.png 1106w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura6-faixa-faturamento-EN-300x194.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura6-faixa-faturamento-EN-1024x661.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura6-faixa-faturamento-EN-768x496.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura6-faixa-faturamento-EN-18x12.png 18w\" sizes=\"auto, (max-width: 955px) 100vw, 955px\" \/><\/figure>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"949\" height=\"553\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura7-faixa-ebitda-EN.png\" alt=\"-\" class=\"wp-image-8546\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura7-faixa-ebitda-EN.png 1106w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura7-faixa-ebitda-EN-300x194.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura7-faixa-ebitda-EN-1024x661.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura7-faixa-ebitda-EN-768x496.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura7-faixa-ebitda-EN-18x12.png 18w\" sizes=\"auto, (max-width: 949px) 100vw, 949px\" \/><\/figure>\n\n\n\n<p>The size of the investment is directly related to the percentage of equity stake sought by the manager (Figure 8). Managers that invest amounts below R$100 million prefer a minority stake, and as the investment size exceeds this amount, the dominance of the preference for control becomes evident, reaching 100% for investments above R$1 billion.<\/p>\n\n\n\n<p>Therefore, owners of smaller companies who wish to sell equity control will have greater difficulty finding managers with this flexibility. The same difficulty may be encountered by owners of large companies seeking large investments who wish to retain control.<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"944\" height=\"496\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura8-preferencia-por-faixa-EN.png\" alt=\"-\" class=\"wp-image-8547\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura8-preferencia-por-faixa-EN.png 1162w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura8-preferencia-por-faixa-EN-300x195.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura8-preferencia-por-faixa-EN-1024x666.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura8-preferencia-por-faixa-EN-768x500.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura8-preferencia-por-faixa-EN-18x12.png 18w\" sizes=\"auto, (max-width: 944px) 100vw, 944px\" \/><\/figure>\n\n\n\n<p><strong>I.4. Supply of PE Managers by Market Maturity<\/strong><\/p>\n\n\n\n<p>On a scale of 0 to 100, where 0 corresponds to an incipient market with high potential and 100 corresponds to a mature market with lower growth potential, a representative share of PE managers (40%) indicated a preference for incipient, high-growth markets, while the majority (60%) indicated a preference for more mature markets with lower growth potential, though not yet fully stabilized. Unlike what occurs in regions where the Private Equity industry is more developed, such as the United States and Europe, few managers target strongly mature markets with stabilized growth (only 2% of respondents). Therefore, two distinct groups of managers can clearly be identified (Figure 9): those that prefer still-incipient markets with high growth potential (growth) and those that target a more mature market with lower growth, though not yet stabilized (value).<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"972\" height=\"614\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura9-preferencia-maturidade-mercado-EN.png\" alt=\"-\" class=\"wp-image-8548\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura9-preferencia-maturidade-mercado-EN.png 1344w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura9-preferencia-maturidade-mercado-EN-300x191.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura9-preferencia-maturidade-mercado-EN-1024x651.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura9-preferencia-maturidade-mercado-EN-768x488.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura9-preferencia-maturidade-mercado-EN-18x12.png 18w\" sizes=\"auto, (max-width: 972px) 100vw, 972px\" \/><\/figure>\n\n\n\n<p>The growth versus value classification is closely related to the investment range in which the manager operates: the smaller the investment size, the higher the percentage of managers classified as growth, and the larger the size, the higher the percentage classified as value. More than half of managers that make investments below R$200 million seek growth, and more than half of those that invest above R$200 million per company seek value (Figure 10).<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"923\" height=\"530\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura10-value-growth-EN.png\" alt=\"-\" class=\"wp-image-8549\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura10-value-growth-EN.png 1162w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura10-value-growth-EN-300x195.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura10-value-growth-EN-1024x666.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura10-value-growth-EN-768x500.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura10-value-growth-EN-18x12.png 18w\" sizes=\"auto, (max-width: 923px) 100vw, 923px\" \/><\/figure>\n\n\n\n<p>This relationship makes sense, given that companies in incipient sectors with high development potential tend to be smaller and require smaller investment amounts, while companies in more established sectors tend to be larger, more robust, and to require larger investments when raising capital with a manager.<\/p>\n\n\n\n<p><strong>I.5. Restrictions on Government Revenue Sources <\/strong><\/p>\n\n\n\n<p>Managers showed a strong restriction on investing in companies that have the government as a client: 14% stated they do not invest in companies with revenue from business with the government, while 79% stated they have some restriction (Figure 11). However, 86% may consider the investment if the government does not represent more than 25% of sales revenue.<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"944\" height=\"405\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura11-restricao-receita-governo-EN.png\" alt=\"-\" class=\"wp-image-8550\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura11-restricao-receita-governo-EN.png 1134w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura11-restricao-receita-governo-EN-300x163.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura11-restricao-receita-governo-EN-1024x556.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura11-restricao-receita-governo-EN-768x417.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura11-restricao-receita-governo-EN-18x10.png 18w\" sizes=\"auto, (max-width: 944px) 100vw, 944px\" \/><\/figure>\n\n\n\n<p><strong>I.6. Restrictions on Government Revenue Sources <\/strong><\/p>\n\n\n\n<p>The market sector in which a company operates tends to be a restrictive factor for managers when evaluating an investment. In the interviews conducted, 41 of the 42 PE managers indicated having some restriction regarding the target company's sector.<\/p>\n\n\n\n<p>Alcohol &amp; Tobacco, Aerospace, Defense &amp; Government, and Mining were the three sectors with the highest level of restriction (+50%) among the 42 managers interviewed. Technology, Telecom &amp; Media, Education, and Transportation &amp; Logistics were the three sectors with the lowest level of rejection, followed by Healthcare and Financial Services (Figure 12).<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"960\" height=\"474\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura12-restricao-por-setor-EN.png\" alt=\"-\" class=\"wp-image-8551\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura12-restricao-por-setor-EN.png 1359w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura12-restricao-por-setor-EN-300x155.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura12-restricao-por-setor-EN-1024x530.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura12-restricao-por-setor-EN-768x397.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura12-restricao-por-setor-EN-18x9.png 18w\" sizes=\"auto, (max-width: 960px) 100vw, 960px\" \/><\/figure>\n\n\n\n<p>Figure 13 contains a heatmap of restrictions across the 14 market sectors according to investment size. It can be seen that the smaller the amount invested, the greater the number of sectors avoided. Managers that invest up to R$25 million show greater interest in the Technology and Financial Services sectors, rejected by only 8% and 17% of respondents, respectively. Still within this investment range, eight sectors are rejected by more than half of managers. For investments between R$50 million and R$100 million, however, the number of sectors rejected by most managers drops to three. The drop is even sharper for investments above R$800 million, a range in which only the Mining sector attracts little interest. A possible explanation is that smaller-ticket managers tend to exclude capital-intensive sectors, such as Infrastructure, Real Estate, and Aerospace. They also tend to be more specialized, and therefore may exclude a larger number of sectors outside their focus area.<\/p>\n\n\n\n<p>Larger-ticket managers, on the other hand, face a greater scarcity of eligible targets, given the small number of large companies in Brazil, and therefore tend to be less restrictive regarding economic sectors.<\/p>\n\n\n\n<p>Therefore, entrepreneurs seeking smaller investments in sectors that are less attractive for Private Equity are likely to find it more difficult to raise capital and may want to also consider other sources of capital.<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"950\" height=\"478\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura13-heatmap-setor-investimento-EN.png\" alt=\"-\" class=\"wp-image-8552\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura13-heatmap-setor-investimento-EN.png 1162w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura13-heatmap-setor-investimento-EN-300x192.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura13-heatmap-setor-investimento-EN-1024x654.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura13-heatmap-setor-investimento-EN-768x490.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura13-heatmap-setor-investimento-EN-18x12.png 18w\" sizes=\"auto, (max-width: 950px) 100vw, 950px\" \/><\/figure>\n\n\n\n<p>Finally, the research found that, unlike developed markets, there are few \u201cspecialized\u201d Private Equity managers in Brazil, that is, managers that limit their focus to a few sectors (defined here as up to three sectors with similar characteristics). The specialization sectors identified were: (i) Agribusiness, (ii) Real Estate, and (iii) Technology, Media &amp; Telecom, with only four of the 42 managers surveyed fitting this \u201cspecialized\u201d concept. This is probably explained by the fact that few sectors of the Brazilian economy have a sufficient number of companies suitable for investment.<\/p>\n\n\n\n<h2 class=\"wp-block-heading\">II. How to prepare to attract a Private Equity manager?<\/h2>\n\n\n\n<p>The study sought to understand which factors are most relevant to managers and which items are not perceived as having much value or importance. It is hoped that this understanding will help entrepreneurs prepare more effectively to attract investment from Private Equity managers. Managers assessed the importance of company aspects across the following dimensions:<\/p>\n\n\n\n<ul class=\"wp-block-list\">\n<li>Financial performance<\/li>\n\n\n\n<li>Value creation potential<\/li>\n\n\n\n<li>Corporate governance<\/li>\n\n\n\n<li>Management practices<\/li>\n\n\n\n<li>Shareholder aspects<\/li>\n\n\n\n<li>Risk factors<\/li>\n\n\n\n<li>Financial and legal advisory<\/li>\n<\/ul>\n\n\n\n<p><strong>II.1. Financial Performance <\/strong><\/p>\n\n\n\n<p>On a scale of 0 to 10, the two financial performance variables to which PE managers assigned the greatest weight as desirable investment attributes were \u201cconsistent growth,\u201d with a weighted score of 8.33, and \u201chigh profitability (ROIC),\u201d with a score of 8.29 (Figure 14). When separating smaller-ticket managers (investing up to R$400 million per company) and larger-ticket managers (investing more than R$400 million per company), the preference holds, with more than 70% of smaller-ticket managers and 59% of larger-ticket managers considering these attributes important.<\/p>\n\n\n\n<p>A track record of successful acquisitions was the attribute with the lowest score: 1.27. It was considered of low importance by both smaller-ticket and larger-ticket managers (more than 80% of managers in both groups). For any future acquisitions, the managers themselves would be present to guide the transactions, which would eliminate the need for the company itself to have previously developed this capability.<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"970\" height=\"502\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura14-preferencia-desempenho-financeiro-EN.png\" alt=\"-\" class=\"wp-image-8553\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura14-preferencia-desempenho-financeiro-EN.png 1358w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura14-preferencia-desempenho-financeiro-EN-300x173.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura14-preferencia-desempenho-financeiro-EN-1024x591.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura14-preferencia-desempenho-financeiro-EN-768x443.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura14-preferencia-desempenho-financeiro-EN-18x10.png 18w\" sizes=\"auto, (max-width: 970px) 100vw, 970px\" \/><\/figure>\n\n\n\n<p>The two groups of managers showed differences regarding other attributes. For larger-ticket managers, strong cash generation was considered important by 47% of the group, versus only 28% of smaller-ticket managers, which reinforces what was seen in item I.4, where larger-ticket managers typically invest in more mature markets (value), in which cash generation is a critical attribute, while smaller-ticket managers are more likely to invest in growth markets that require capital for their expansion (growth) (Figure 10).<\/p>\n\n\n\n<p>\u201cHealthy capital structure\u201d was considered of low importance by 82% of larger-ticket managers, and by 44% of smaller-ticket managers. Private Equity managers have experience managing balance sheets and view an unhealthy capital structure as an opportunity for optimization and additional gain for the manager, whether by distributing surplus capital to shareholders, deploying it more profitably, or, in the case of high leverage, using the manager's own resources to increase the company's equity base and\/or reduce debt. This opportunity is likely more viable to explore in larger companies, which have more alternative sources of capital to enable this optimization.<\/p>\n\n\n\n<p>Therefore, for entrepreneurs interested in raising capital with a PE manager, the data indicate that it is more important to direct efforts toward ensuring high levels of growth and profitability than toward controlling costs, optimizing capital structure, or executing acquisitions.<\/p>\n\n\n\n<p><strong>II.2. Value Creation Potential <\/strong><\/p>\n\n\n\n<p>When asked about value creation potential aspects, unlike the financial performance items, PE managers showed no such clear separation among the most relevant items. \u201cOrganic growth potential\u201d was the attribute with the highest score: 6.87, and was considered important by more than 40% of managers, both smaller-ticket and larger-ticket (Figure 15).<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"966\" height=\"536\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura15-potencial-criacao-valor-EN.png\" alt=\"-\" class=\"wp-image-8554\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura15-potencial-criacao-valor-EN.png 1358w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura15-potencial-criacao-valor-EN-300x192.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura15-potencial-criacao-valor-EN-1024x655.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura15-potencial-criacao-valor-EN-768x491.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura15-potencial-criacao-valor-EN-18x12.png 18w\" sizes=\"auto, (max-width: 966px) 100vw, 966px\" \/><\/figure>\n\n\n\n<p>For smaller-ticket managers, the other attributes considered important by more than 40% of the group were \u201creputation of the entrepreneur\u201d and \u201creputation of the company.\u201d For them, these two items proved more important than even having a solid business plan or growth potential (organic or inorganic). This result makes sense if we consider that smaller-ticket managers prefer minority investments and, therefore, in a way, depend more on the entrepreneur after the investment is made, both to lead the business and to coexist as partners.<\/p>\n\n\n\n<p>For larger-ticket managers, the attributes considered important by more than 40% of the group were \u201csolid, well-developed business plans\u201d and \u201cpotential to capture value through operational and management improvements.\u201d For them, essentially, what matters most is that the company has value creation opportunities. Demonstrating growth potential, especially substantiated by a solid plan, combined with presenting improvement opportunities that can be captured through management changes, signals to managers that the target company has the potential to generate returns at the desired high levels.<\/p>\n\n\n\n<p><strong>II.3. Corporate Governance <\/strong><\/p>\n\n\n\n<p>Managers were unanimous in stating that \u201creliable and well-organized management information\u201d is the most important item among all those listed under the governance topic: 84% of smaller-ticket managers and 94% of larger-ticket managers cited this item as important (Figure 16). Nearly all of these managers also indicated that the absence of reliable and well-organized management information could be a dealbreaker when evaluating a company: 80% of smaller-ticket managers and 82% of larger-ticket managers (Figure 17).<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"978\" height=\"553\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura16-variaveis-governanca-EN.png\" alt=\"-\" class=\"wp-image-8555\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura16-variaveis-governanca-EN.png 1358w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura16-variaveis-governanca-EN-300x192.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura16-variaveis-governanca-EN-1024x655.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura16-variaveis-governanca-EN-768x491.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura16-variaveis-governanca-EN-18x12.png 18w\" sizes=\"auto, (max-width: 978px) 100vw, 978px\" \/><\/figure>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"967\" height=\"478\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura17-governanca-dealbreakers-EN.png\" alt=\"-\" class=\"wp-image-8556\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura17-governanca-dealbreakers-EN.png 1344w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura17-governanca-dealbreakers-EN-300x166.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura17-governanca-dealbreakers-EN-1024x565.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura17-governanca-dealbreakers-EN-768x424.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura17-governanca-dealbreakers-EN-18x10.png 18w\" sizes=\"auto, (max-width: 967px) 100vw, 967px\" \/><\/figure>\n\n\n\n<p>For 52% of smaller-ticket managers, the fact that a company has a \u201cstructured and professionalized management team\u201d was rated as a highly important attribute. This preference stems from two factors: (i) smaller-ticket managers generally make minority investments, meaning less power to change the management team, so it is preferable for the manager that the company already has a structured, professionalized management team it can trust; and (ii) replacing the management team (often made up of partners or family members) after a manager comes in can be quite costly and jeopardize the investment's return. In general, with the exception of technology startups, smaller companies have greater difficulty attracting talent, as they cannot compete on compensation with large companies. When the executive is also a shareholder of the company, they often accept a lower salary because they also count on the appreciation of their shares to build their wealth over time.<\/p>\n\n\n\n<p>For larger-ticket managers, having financial statements audited by an independent auditor emerged as the second most important item, cited as important by 76% of them (Figure 16). Consistently, the absence of this item was scored as a dealbreaker by 47% of these managers (Figure 17). Furthermore, 94% of larger-ticket managers (Figure 18) see value in the company being audited by a Big Four firm (PwC, KPMG, Deloitte, or EY), a figure that drops to 71% for a reputable auditor outside the Big Four group (e.g., Grant Thornton, Mazars); in other words, for larger tickets, the Big Four \u201cstamp\u201d is more relevant.<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"928\" height=\"582\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura18-percepcao-valor-auditoria-EN.png\" alt=\"-\" class=\"wp-image-8557\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura18-percepcao-valor-auditoria-EN.png 1176w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura18-percepcao-valor-auditoria-EN-300x250.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura18-percepcao-valor-auditoria-EN-1024x853.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura18-percepcao-valor-auditoria-EN-768x640.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura18-percepcao-valor-auditoria-EN-14x12.png 14w\" sizes=\"auto, (max-width: 928px) 100vw, 928px\" \/><\/figure>\n\n\n\n<p>It is also interesting to note that, for smaller-ticket managers, only 28% of respondents (Figure 16) consider it important for the company to be audited, while only 16% indicated this item as a dealbreaker (Figure 17). For smaller companies, what is essential is having reliable management information and a professionalized management team (Figure 16). This result indicates that, if an entrepreneur is unsure whether to hire an audit, they should understand which size group their company would fall into. If the target is smaller-ticket managers, it likely makes more sense for the entrepreneur to focus their efforts on building an \u201cauditable\u201d company rather than necessarily obtaining an audit stamp.<\/p>\n\n\n\n<p>General governance items, which include a Board of Directors, a Shareholders' Agreement, and an independent director, are seen as of little value by managers in both groups (Figure 16), also indicating that entrepreneurs can dedicate their time and efforts to other areas if their goal is to attract a partner manager.<\/p>\n\n\n\n<p><strong>II.4. Management Practices <\/strong><\/p>\n\n\n\n<p>Among the management practice topics addressed, managers rate KPI monitoring as the most important, assigning it an importance score of 7.50 on a scale of 0 to 10 (Figure 19). A possible explanation for such a high level of importance for this item is that KPI monitoring allows Private Equity managers and other stakeholders outside the day-to-day operations to have visibility into the execution of strategic planning and to track the company's performance over time. This view is consistent with the low importance assigned to process formalization (score 3.77), that is, in managers' view, there is less value in bureaucracy and more in providing clear, reliable metrics for external monitoring.<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"958\" height=\"477\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura19-praticas-gerenciais-EN.png\" alt=\"-\" class=\"wp-image-8558\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura19-praticas-gerenciais-EN.png 1358w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura19-praticas-gerenciais-EN-300x173.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura19-praticas-gerenciais-EN-1024x591.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura19-praticas-gerenciais-EN-768x443.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura19-praticas-gerenciais-EN-18x10.png 18w\" sizes=\"auto, (max-width: 958px) 100vw, 958px\" \/><\/figure>\n\n\n\n<p>It is worth noting the low importance assigned to \u201cmanagement not made up of shareholders and\/or members of the controlling family,\u201d an item that more than 60% of managers rated as of low importance. This shows the comfort managers generally have working with family businesses, especially smaller-ticket managers (none rated this item as important). On the other hand, managers place high importance on the company not having knowledge concentrated in a single executive, which is a point of attention especially for family businesses, where it is not uncommon for the owner to have a highly centralizing profile.<\/p>\n\n\n\n<p>Finally, managers assessed the perceived value of management control items (Figure 20). Having an ERP system is seen as valuable by 95% of managers. In addition, having in-house accounting is valued by 85% of investors, while there is a low perceived value in having outsourced accounting, especially among larger-ticket managers.<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"918\" height=\"418\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura20-controle-gerencial-EN.png\" alt=\"-\" class=\"wp-image-8560\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura20-controle-gerencial-EN.png 1204w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura20-controle-gerencial-EN-300x174.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura20-controle-gerencial-EN-1024x595.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura20-controle-gerencial-EN-768x447.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura20-controle-gerencial-EN-18x10.png 18w\" sizes=\"auto, (max-width: 918px) 100vw, 918px\" \/><\/figure>\n\n\n\n<p><strong>II.5. Shareholder Aspects <\/strong><\/p>\n\n\n\n<p>When assessing the importance of shareholder-related aspects of the investment decision, managers identified alignment among partners regarding the sale as the most important factor (Figure 21). This shows that managers do not want to arbitrate any differences in view among partners, who should have clarity and agreement on the reconfiguration of ownership.<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"956\" height=\"464\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura21-aspectos-societarios-EN.png\" alt=\"-\" class=\"wp-image-8562\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura21-aspectos-societarios-EN.png 1386w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura21-aspectos-societarios-EN-300x145.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura21-aspectos-societarios-EN-1024x496.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura21-aspectos-societarios-EN-768x372.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura21-aspectos-societarios-EN-18x9.png 18w\" sizes=\"auto, (max-width: 956px) 100vw, 956px\" \/><\/figure>\n\n\n\n<p>The second most relevant item for managers is partners' understanding of the operational impacts after the transaction. Partners need to understand what it means, in practice, to have a Private Equity manager as a partner, as misaligned expectations can be draining. This factor is especially important for larger-ticket managers, given that they also tend to be majority shareholders.<\/p>\n\n\n\n<p>The item \u201cclarity on the need for exit and liquidity of the investment by the PE manager\u201d is perceived as important by 52% of smaller-ticket managers, but of low importance to 24% of larger-ticket managers. This result is consistent with the fact that larger-ticket managers tend to make majority investments, giving the shareholder greater liquidity when the PE manager enters and giving the manager greater decision-making autonomy over the exit. Smaller-ticket managers, on the other hand, tend to be minority investors, and therefore need greater alignment with the controlling partner to enable their future exit.<\/p>\n\n\n\n<p>The figures also point to agreement among managers in rating the prior definition by partners of the desired transaction structure as a low-importance factor among the items assessed. This result makes sense, given that managers are experienced and tend to be open to jointly structuring the transaction throughout the negotiation.<\/p>\n\n\n\n<p><strong>II.6. Risk Factors<\/strong><\/p>\n\n\n\n<p>Managers assessed the risk levels of five different business practices. Responses were compiled and classified on a numerical scale from 0 to 10 (Figure 22). Among the practices listed, revenue informality and non-compliance with regulatory requirements are the items that concern managers most, predominantly receiving a \u201cvery high\u201d risk rating. One hypothesis raised is that managers fear incurring revenue losses from future formalization of that revenue and that, consequently, regulatory risks could lead to a halt in operations.<\/p>\n\n\n\n<p>Tax and labor contingencies, while still considered \u201chigh risk,\u201d are of less concern than revenue informality and non-compliance with regulatory requirements (scores of 7.1 and 6.4, respectively). These contingencies are less likely to derail a transaction. One explanation for this is that Private Equity managers are already accustomed to encountering this situation in companies, and it is generally an issue that can be resolved after the investment.<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"965\" height=\"568\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura22-classificacao-risco-EN.png\" alt=\"-\" class=\"wp-image-8563\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura22-classificacao-risco-EN.png 1344w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura22-classificacao-risco-EN-300x178.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura22-classificacao-risco-EN-1024x608.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura22-classificacao-risco-EN-768x456.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura22-classificacao-risco-EN-18x12.png 18w\" sizes=\"auto, (max-width: 965px) 100vw, 965px\" \/><\/figure>\n\n\n\n<p>When asked whether they would consider investing in a company after corruption episodes, only 29% of managers said yes (Figure 23). This rate increases considerably in the presence of mitigating factors, reaching as high as 63% if the practice was limited to a few individuals who have since left the company.<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"977\" height=\"491\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura23-corrupcao-fatores-atenuantes-EN.png\" alt=\"-\" class=\"wp-image-8564\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura23-corrupcao-fatores-atenuantes-EN.png 1330w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura23-corrupcao-fatores-atenuantes-EN-300x158.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura23-corrupcao-fatores-atenuantes-EN-1024x539.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura23-corrupcao-fatores-atenuantes-EN-768x404.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura23-corrupcao-fatores-atenuantes-EN-18x9.png 18w\" sizes=\"auto, (max-width: 977px) 100vw, 977px\" \/><\/figure>\n\n\n\n<p>This shows that, although relevant, a history of corruption is not necessarily a dealbreaker for a large share of managers, depending on the measures adopted by the company. The analysis indicates that the most valued measures are those that fully remove the cause or that create mechanisms to prevent corruption from resurfacing at the company. Compensatory actions, such as a leniency agreement or exoneration of shareholders from blame, have less impact on the investor's assessment.<\/p>\n\n\n\n<p><strong>II.7. Legal and Financial Advisory <\/strong><\/p>\n\n\n\n<p>Managers rated, on a scale of 0 to 100, their preference between two legal advisory options, where 0 indicates an absolute preference for \u201ca lawyer trusted by the owner, with access to personal insights and who brings qualitative input to discussions\u201d and 100 indicates an absolute preference for \u201ca lawyer from a renowned firm, with extensive M&amp;A experience, who brings technical input to discussions\u201d (Figure 24).<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"969\" height=\"616\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura24-assessoria-juridica-EN.png\" alt=\"-\" class=\"wp-image-8565\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura24-assessoria-juridica-EN.png 1344w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura24-assessoria-juridica-EN-300x166.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura24-assessoria-juridica-EN-1024x565.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura24-assessoria-juridica-EN-768x424.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura24-assessoria-juridica-EN-18x10.png 18w\" sizes=\"auto, (max-width: 969px) 100vw, 969px\" \/><\/figure>\n\n\n\n<p>Although 27% of managers did not show a clear preference between the options, the majority (58%) indicated a strong preference for the entrepreneur to have legal advisors from a renowned firm with extensive M&amp;A experience. It is worth noting the significant 43% who indicated an absolute preference for this option.<\/p>\n\n\n\n<p>In addition, conducting a prior Accounting\/Financial and Legal vendor's due diligence was indicated as a valuable activity by more than 87% of managers across both ticket sizes (Figure 25):<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"953\" height=\"343\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura25-vendor-due-diligence-EN.png\" alt=\"-\" class=\"wp-image-8566\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura25-vendor-due-diligence-EN.png 1176w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura25-vendor-due-diligence-EN-300x143.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura25-vendor-due-diligence-EN-1024x488.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura25-vendor-due-diligence-EN-768x366.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura25-vendor-due-diligence-EN-18x9.png 18w\" sizes=\"auto, (max-width: 953px) 100vw, 953px\" \/><\/figure>\n\n\n\n<p>When assessing managers' preference for the type of financial advisory, the study followed a structure similar to the previous one. Managers rated, on a scale of 0 to 100, their preference between two financial advisory options, where 0 indicates an absolute preference for \u201can advisor trusted by the company owner, with access to personal insights\u201d and 100 indicates an absolute preference for \u201can advisor from a recognized financial institution, with extensive M&amp;A experience, who brings technical input to discussions\u201d (Figure 26).<\/p>\n\n\n\n<figure class=\"wp-block-image size-full\"><img loading=\"lazy\" decoding=\"async\" width=\"976\" height=\"629\" src=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura26-assessoria-financeira-EN.png\" alt=\"-\" class=\"wp-image-8567\" srcset=\"https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura26-assessoria-financeira-EN.png 1344w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura26-assessoria-financeira-EN-300x172.png 300w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura26-assessoria-financeira-EN-1024x587.png 1024w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura26-assessoria-financeira-EN-768x440.png 768w, https:\/\/artica.capital\/wp-content\/uploads\/2026\/08\/figura26-assessoria-financeira-EN-18x10.png 18w\" sizes=\"auto, (max-width: 976px) 100vw, 976px\" \/><\/figure>\n\n\n\n<p>Only 7% of managers show a clear preference for an advisor trusted by the target's owner, with only 2% indicating an absolute preference for this choice. Meanwhile, 43% of managers preferred financial advisors with extensive M&amp;A experience, and 31% showed an absolute preference for this option.<\/p>\n\n\n\n<p>It is interesting to note that 34% of managers indicated an intermediate degree between the two options, showing the importance of being able to reconcile strong M&amp;A experience with a trusted relationship with the partners.<\/p>\n<\/div>\n<\/div>\n<\/div>","protected":false},"excerpt":{"rendered":"<p>What PE funds really look for when choosing companies to invest in.<\/p>","protected":false},"author":1,"featured_media":4840,"template":"","meta":[],"class_list":["post-4841","estudos","type-estudos","status-publish","has-post-thumbnail","hentry"],"_links":{"self":[{"href":"https:\/\/artica.capital\/en\/wp-json\/wp\/v2\/estudos\/4841","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/artica.capital\/en\/wp-json\/wp\/v2\/estudos"}],"about":[{"href":"https:\/\/artica.capital\/en\/wp-json\/wp\/v2\/types\/estudos"}],"author":[{"embeddable":true,"href":"https:\/\/artica.capital\/en\/wp-json\/wp\/v2\/users\/1"}],"wp:featuredmedia":[{"embeddable":true,"href":"https:\/\/artica.capital\/en\/wp-json\/wp\/v2\/media\/4840"}],"wp:attachment":[{"href":"https:\/\/artica.capital\/en\/wp-json\/wp\/v2\/media?parent=4841"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}