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PE Fund

Mana Tupu Capital · Fund II · Launching Q3 2026

PE/SME Buyout Fund.
New Zealand's backbone
economy, unlocked.

A private equity vehicle targeting majority acquisitions of established New Zealand SMEs — using preferred equity and loan note structures to generate cash returns alongside capital growth. Designed for investors who want more than a long wait for an exit.

Registrations of interest now open · Launching Q3 2026
600,000+
Businesses in
New Zealand
97%
Classified as
small businesses
679,000+
People employed
by SMEs
>25%
Of GDP generated
by the SME sector
1.5–3.5×
Typical SME transaction
earnings multiples
New Zealand dairy industry
The Opportunity
Owner-operated businesses.
Succession gaps. No exit plan.

The Fund

Private capital for
New Zealand's
most overlooked assets.

New Zealand has over 600,000 businesses — 97% of which are small. A significant proportion are owner-operated, cash-generative businesses in the $3M–$30M revenue range where the founding generation is approaching succession and there is no private equity infrastructure to facilitate transition.

These businesses trade at 1.5×–3.5× earnings — entry valuations that create meaningful scope for value creation through aggregation, operational improvement, and scale. In larger markets, this is one of the most well-established and consistent strategies in private equity. In New Zealand, it remains largely unexploited.

The PE/SME Buyout Fund is designed to capture this structural opportunity — acquiring majority positions in cash-generative NZ businesses, improving operations, and building towards exit at meaningfully higher multiples through aggregation and scale.

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Why This Strategy. Why Now.

Three structural forces
creating a
generational window.

The conditions driving the NZ SME buyout opportunity are structural — not cyclical. They are a function of demography, market architecture, and capital availability that will take a decade or more to correct. That is the investment window.

Private equity has delivered 14.28% net IRR over the long term — versus 9.24% for the S&P 500 and 7.03% for the MSCI World. In New Zealand, the combination of low entry multiples, operational improvement potential, and aggregation opportunity creates scope for returns that exceed even these benchmarks.

Succession Gap & Fragmentation

New Zealand's founding generation of owner-operators — the entrepreneurs who built profitable businesses across agriculture, trade services, food production, and professional services over the last 30 years — is approaching retirement without an obvious succession pathway. Many have no plan. Private capital is the solution.

Entry Multiples Far Below Global Benchmarks

NZ SME transactions typically occur at 1.5×–3.5× earnings. Comparable businesses in Australia trade at 4×–7× and in the United States at 6×–12×. The arbitrage between entry and exit multiples — achievable through aggregation into a larger, institutionally governed platform — is the core return driver.

Thin Alternative Capital Infrastructure

The NZ market for second-tier lending, mezzanine capital, and receivables financing is relatively thin. Banks are active SME lenders but focused on secured, short-term facilities. Private equity with a structured preferred equity and loan note approach fills a genuine gap — and does so with fewer competitors than virtually any comparable market.

Aggregation Creates Premium Exit Value

A platform of 5–10 consolidated NZ SMEs in a single sector is a fundamentally different asset to the individual businesses acquired. Scale, governance, and institutional management command multiples of 5×–8× at exit — versus the 1.5×–3.5× paid at entry. That compression is the value creation story.

The Case for Private Equity

Historically, PE has
delivered returns
public markets cannot.

The world's largest institutional investors — pension funds, sovereign wealth funds, endowments — allocate 22%–46% of their portfolios to alternative investments precisely because the data is unambiguous. Private equity outperforms public markets over every meaningful long-term horizon.

A simulated $1M investment in US private equity in 1986 grew to $139.6M by 2023 — a 14.28% net IRR. The same $1M in the S&P 500 returned $26.3M (9.24% IRR). In the MSCI World, $12.4M (7.03% IRR).

The top decile of venture and private equity funds has historically delivered 34.6% annualised returns. Even median private equity outperforms public market indices. New Zealand's entry multiple advantage creates scope to access returns that benchmark above the global PE median.

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Simulated $1M Invested 1986–2023 · Net IRR Comparison
US Private Equity
14.28%
S&P 500
9.24%
MSCI World
7.03%
Top Decile PE Returns by Performance Band
Top Decile
34.6%
Top Quartile
22.4%
Median
12.2%
Source: Cambridge Associates, The Holy Grail of Investing (Robbins & Zook). Past performance is not a guarantee of future results. Historical data shown for reference only.

Investment Strategy

Acquire. Improve.
Aggregate. Exit.

The Fund's strategy is disciplined and repeatable: buy well-run, cash-generative NZ businesses at low multiples, improve operations and governance, aggregate into sector platforms, and exit at premium valuations to institutional or strategic buyers.

Target Acquisition Profile

NZ businesses with $3M–$30M revenue, demonstrable EBITDA, owner-operator succession requirements, and a defensible market position. Sectors including trade services, food & beverage, professional services, logistics, and agriculture-adjacent industries.

Entry Multiple Discipline

Acquisitions targeted at 1.5×–3.5× EBITDA — consistent with NZ SME transaction benchmarks. Conservative entry pricing is the first and most important risk management tool. No deal is made above discipline regardless of market pressure.

Operational Improvement

Post-acquisition value creation through governance uplift, financial management, operational systems, technology adoption, and commercial strategy improvement. Mana Tupu brings the same active management discipline applied in Venture Fund I.

Sector Aggregation

Building sector platforms from multiple acquisitions — creating businesses of institutional scale from fragmented individual operations. Aggregation is the mechanism through which the multiple expansion from 2×–3× EBITDA to 5×–8× is realised at exit.

Preferred Equity & Loan Notes

Investments structured using preferred equity and loan note instruments — generating current income distributions to investors from day one, ahead of ordinary equity. This structure addresses income objectives without requiring a separate income fund vehicle.

Exit at Premium Multiples

Exit targets of 5×–8× EBITDA for aggregated platforms, achieved through trade sale to strategic buyers, secondary PE sale, or IPO. The multiple expansion between entry and exit — the core PE return driver — is structural, not speculative.

NZ manufacturing
Manufacturing
NZ tourism
Tourism & Hospitality
NZ aquaculture
Aquaculture
NZ dairy
Agri & Dairy
New Zealand fishing industry

The NZ SME Landscape

A market built
for this strategy.

New Zealand's SME economy is one of the most attractive private equity hunting grounds in the developed world — not because of its size, but because of its characteristics. Deep fragmentation, low transaction multiples, ageing ownership, and an underdeveloped PE ecosystem combine to create conditions that take decades to develop in larger markets.

Over 600,000 businesses — 97% small, generating more than 25% of GDP
Typical transaction multiples of 1.5×–3.5× EBITDA — well below Australian and US benchmarks
$82B+ in SME bank lending — primarily secured, short-term, and without growth capital orientation
Succession-driven deal flow that is non-cyclical and supply-constrained
Few institutional PE competitors operating at this end of the market
AIP alignment — PE/buyout strategy maps directly to Invest NZ growth capital requirements
New Zealand CBD sport and shipping

Income & Growth

Cash returns
from day one.

Unlike pure venture capital — where returns depend entirely on an exit event that may be years away — the PE/SME Buyout Fund is designed to generate income distributions from the underlying cash flows of acquired businesses, structured through preferred equity and loan note instruments.

Preferred equity generates current income ahead of ordinary equity — protecting investor capital priority
Loan note structures provide interest distributions from operational cash flow
Income distributions satisfy investor income objectives without requiring a separate income fund vehicle
Capital growth is additional — realised at exit through multiple expansion and aggregation premium
This dual return profile — income plus growth — is precisely what sophisticated investors in alternative assets seek

Why Alternatives

Ultra-high-net-worth investors
allocate 46% to alternatives.

The data on private equity performance relative to public markets is settled. The question is not whether to allocate — it is how. PE/buyout consistently sits among the highest-performing alternative asset classes.

14.28%
Net IRR · 1986–2023

US Private Equity Index (Cambridge Associates). $1M invested in 1986 became $139.6M by 2023. This is the asset class the world's most sophisticated capital has been allocating to for four decades.

9.24%
Net IRR · Same Period

S&P 500 public market equivalent. $1M became $26.3M over the same period. A meaningful outcome — but 5 percentage points per year behind private equity, compounded over 37 years.

46%
Ultra-HNW Alternative Allocation

Willis Towers Watson data shows ultra-high-net-worth investors allocate nearly half their portfolio to alternatives. PE, private credit, and real assets dominate. That allocation reflects access — and conviction.

Source: Cambridge Associates, Willis Towers Watson Global Pension Assets Study, The Holy Grail of Investing (Robbins & Zook). Past performance is not indicative of future results. Shown for illustrative purposes only.

Fund Structure

Structured for
income, growth,
and AIP compliance.

The PE/SME Buyout Fund is being designed as the second pillar of the Mana Tupu platform — complementing Venture Fund I with a different risk profile, a different return timeline, and a different investment mechanism.

Full fund structure, investment mandate, SIPO, and Trust Deed will be finalised ahead of the Q3 2026 launch. Investors registering interest now will receive priority access to the Information Memorandum and first-close participation rights.

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Wholesale Managed Investment Scheme

Structured as a wholesale MIS under the Financial Markets Conduct Act 2013. Wholesale investors only. Target fund size and minimum investment to be confirmed in the IM.

Preferred Equity & Loan Note Structure

Core investment instrument providing income distributions from operational cash flows and capital return priority ahead of ordinary equity at exit.

Majority Control Positions

Fund acquires majority positions in target businesses — enabling governance uplift, operational improvement, and strategic direction. Founder or management retention where value-additive.

AIP Growth Category Alignment

Investment mandate designed for compatibility with Active Investor Plus Growth Category requirements. Investments in NZ-incorporated, NZ-operating businesses with demonstrable growth potential.

Same Governance as Venture Fund I

Managed by Mana Tupu Capital Ltd under the same Investment Committee, IC Charter, conflict of interest protocols, and investor portal infrastructure as Venture Fund I.

Sequenced After Venture Fund I Certification

Invest NZ approval is being progressed for Venture Fund I first, with the PE/SME Fund following as Fund II. This sequencing brings the strongest opportunity to market first while maintaining the income-oriented vehicle as part of the overall platform.

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Be first to access
Fund II.

The PE/SME Buyout Fund launches Q3 2026. Investors registering now receive priority access to the Information Memorandum and first-close participation rights before the fund opens broadly.

Contact our team to register your interest, ask questions about the fund structure, or discuss how Fund II fits alongside Venture Fund I within the Mana Tupu platform.

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Mana Tupu Capital

Two funds.
One platform.

Venture Fund I is open now for qualifying wholesale investors. The PE/SME Buyout Fund launches Q3 2026. Together, they offer complementary exposure to New Zealand's growth economy — across venture and established business acquisition.

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