DIF Capital Partners acquires 203MW wind portfolio in the US

DIF

DIF Infrastructure Fund V (“DIF”) is pleased to announce financial close of the 100% acquisition of MIC Renewable Energy Holdings LLC’s indirect interest in two operating wind projects located in the United States with a gross capacity of 203MW.

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Idaho Wind Partners (Idaho) and Brahms Wind (New Mexico) have been operational since 2011 and 2014, respectively. Both projects have long-term power purchase agreements with investment grade off-takers. The projects will be operated and managed by Longroad Energy Services under asset management and operations & maintenance agreements.

This investment fits well within DIF’s mandate to acquire infrastructure and renewable energy assets and adds to DIF’s existing portfolio of renewable energy assets in the United States.

Paul Huebener, Partner and DIF’s Head of Americas added: “We are pleased to add these established wind projects to our portfolio of long-term, contracted assets. We believe the projects will provide attractive returns and stable cash flows to our investors.”

About DIF Capital Partners

DIF Capital Partners is an independent infrastructure fund manager, with €5.6 billion of assets under management across seven closed-end infrastructure funds and several co-investment vehicles. DIF invests in greenfield and brownfield infrastructure assets located primarily in Europe, North America and Australasia through two complementary strategies:

  • DIF Infrastructure V targets equity investments in public-private partnerships (PPP/PFI/P3), concessions, regulated assets and renewable energy projects with long-term contracted or regulated income streams that generate stable and predictable cash flows.
  • DIF Core Infrastructure Fund I targets equity investments in small to mid-sized infrastructure assets in the energy, transportation and telecom sectors with mid-term contracted income streams that generate stable and predictable cash flows.

DIF has a team of over 125 professionals, based in nine offices located in Schiphol (the Netherlands), Frankfurt, London, Luxembourg, Madrid, Paris, Santiago, Sydney and Toronto. Please visit www.dif.eu for further information.

Contact:
Thijs Verburg, Director
Email: t.verburg@dif.eu

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The Carlyle Group and VICO Infrastructure Announce Partnership to Invest in U.S. Water Infrastructure

Carlyle

WASHINGTON, DC & NEWPORT BEACH, CA – Global investment firm The Carlyle Group (NASDAQ: CG) and large-scale infrastructure firm VICO Infrastructure Company (VICO) today announced a partnership through which the firms will invest in water infrastructure projects across the United States. The partnership will develop, acquire and optimize water, desalination, wastewater treatment and water reuse facilities across the country, meeting a growing need to address water scarcity due to population growth and aging infrastructure. Carlyle intends to fund this investment from its Carlyle Global Infrastructure Opportunity Fund.

“We are delighted to partner with Carlyle and leverage an incredibly wide range of expertise, resources and capital to benefit communities, clients and investors,” said Brian Cullen, President & CEO of VICO Infrastructure. “We recognize there is significant demand for investment in US water infrastructure and partnering with Carlyle will advance VICO’s mission to combine creativity, knowledge, experience and transparency into every living infrastructure project.”

“The Carlyle Group is thrilled to partner with Brian Cullen, a respected industry veteran, and the entire VICO platform,” said Peter Taylor, Managing Director and Co-Head of the Carlyle Global Infrastructure Opportunity Fund.  “Population growth and increased economic activity in areas with limited water supply are increasing constraints on water infrastructure. We see a significant opportunity for VICO and Carlyle to invest in these communities to deliver improved, sustainable and resilient infrastructure for all stakeholders.”

VICO and Carlyle intend to collaborate and pursue investments with public agencies, private industries, education facilities, real estate and related energy and smart-city technology projects as well as explore opportunities with Carlyle’s existing and future portfolio companies. As an example, the City of Lake Oswego, Oregon has shortlisted VICO and Carlyle as a potential preferred developer to lead the development and financing of a new wastewater treatment plant for the city.

Water industry veteran Brian Cullen established VICO in 2018. Prior to VICO, Brian served as President and shareholder of PERC Water Corporation for 17 years. He was instrumental in completing over 20 mid-sized water infrastructure projects valued in the hundreds of millions of dollars. Most notably, Brian led the Santa Paula, California public-private partnership, the first privately funded project of its kind in the US.

* * * * *

 About The Carlyle Group

The Carlyle Group (NASDAQ: CG) is a global investment firm with deep industry expertise that deploys private capital across four business segments: Corporate Private Equity, Real Assets, Global Credit and Investment Solutions. With $222 billion of assets under management as of March 31, 2019, Carlyle’s purpose is to invest wisely and create value on behalf of our investors, portfolio companies and the communities in which we live and invest. The Carlyle Group employs more than 1,725 people in 33 offices across six continents. www.carlyle.com

For media inquiries, contact Christa Zipf at Christa.Zipf@carlyle.com or at +1 (212) 813-4578.

About VICO Infrastructure

VICO Infrastructure (VICO) specializes in the creative development and efficient management of large-scale infrastructure projects. VICO’s mission is to combine creativity, knowledge, experience and transparency into every living infrastructure project.  VICO solves infrastructure challenges by partnering with its clients in a strategic and transparent manner. VICO teams with talented people, best-in-class companies and smart technologies on projects that improve quality of life, enhance communities and provide attractive returns to investors.  http://www.vicoinfrastructure.com/

For more information, contact VICO Infrastructure at connect@vicoinfrastructure.com, or +1-949-375-4892.

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2i Aeroporti acquires majority stake in Trieste Airport

Ardian

Set-up of a strategic plan for the development of the airport with investments of EUR 30 million in the next 4 years

Trieste-Milan, July 12 2019 – 2i Aeroporti finalized the acquisition of a 55% stake in Aeroporto Friuli Venezia Giulia S.p.A. for a total value of EUR 32.8 million. The Friuli Venezia Giulia Region will maintain a 45% stake. 2i Aeroporti is co-controlled by F2i sgr and a consortium led by Ardian Infrastructure.
Thanks to this agreement, Trieste airport becomes part of one of the largest Italian airport networks, which includes the airports of Naples, Turin, Alghero, Milan (Linate and Malpensa), Bologna and, indirectly, Bergamo. In 2018, the airports of the 2i Aeroporti network handled c. 71 million passengers, corresponding to 39% of national traffic, with an aggregate turnover of around EUR 1.2 billion.
“Through this deal the regional airport will take part to those complex dynamics that, thanks to the involvement of private partners with proven expertise and reliability, target the development of air traffic in the skies over Friuli Venezia Giulia,” Massimiliano Fedriga, President of Autonomous Region Friuli Venezia Giulia, explained.
“Trieste airport is a very important dowel of our strategy focused on the development of an independent network of airports in Italy. This acquisition increases the network of 2i Aeroporti, which allows local airports to take advantages from efficiencies and economies of scale, made possible by the presence of strong, long-term investors with a clear infrastructural vision. I think that, thanks to the partnership between the public and private sectors, our airport will be able to play a very important role in favour of the economic development of the territory, becoming a strategic hub for the development of a regional intermodality,” Renato Ravanelli, CEO of F2i, stated.
“We share with F2i and the Friuli Venezia Giulia Region the expansion plan of Trieste Airport, which will increasingly serve passengers and the territory (companies, local authorities, neighboring communities). We will work in close synergy together with the management team, in order to increase the international destinations, leveraging on our professional skills and established relationships with the airlines that we have developed over the years, thanks to Ardian’s investments in the aviation sector and in the infrastructure assets worldwide,” Mathias Burghardt, member of the Executive Committee and head of Ardian Infrastructure, added.
The new shareholders, in agreement with the Friuli Venezia Giulia Region, will work together to further develop the connections of Trieste airport towards Italy and abroad, in order to offer quality services, with a focus on innovation, sustainability and long-term value creation. The investment plan for the next years deals with, on one hand, EUR 15 million for the strengthening of flight infrastructures, and on the other hand, EUR 11 million for further infrastructural improvements, also for airport services and other buildings. An amount of EUR 2 million will also be invested in “green projects” through the installation of renewable energy systems. Lastly, EUR 2 million will be allocated to airport security and further upgrading of access roads.
“This operation allows us to enter into a network of primary importance and thus strengthen the strategic positioning of our airport also from a commercial standpoint”, stated Antonio Marano President of Trieste Airport.

2i Aeroporti

2i Aeroporti is the largest Italian airports platform: in 2018 over 69 million passengers have passed through one of the airports owned by 2i Aeroporti, of which 51% is controlled by F2i and 49% by the consortium led by Ardian.

F2i SGR

F2i, which stands for Italian Infrastructure Fund, is an asset management company established in 2007 and led by the CEO Renato Ravanelli. F2i is the largest infrastructure fund operating in Italy and among the leading ones in Europe. Its assets under management amount to around € 5 billion, invested in key areas of the Italian economy: airports, renewables, natural gas distribution, integrated water cycle, telecommunications, logical networks, health. Through its investee companies F2i provides work to over 17 thousand people in Italy and every day millions of people use the services and infrastructure of companies in its portfolio. F2i Sgr has 19 shareholders, including banking foundations, social security funds and Italian and foreign pension funds, Italian and international financial institutions, sovereign funds. The funds managed by F2i Sgr are underwritten by Italian and foreign professional investors, in equal measure.

ARDIAN

Ardian is a world-leading private investment house with assets of US$90bn managed or advised in Europe, the Americas and Asia. The company is majority-owned by its employees. It keeps entrepreneurship at its heart and focuses on delivering excellent investment performance to its global investor base. Through its commitment to shared outcomes for all stakeholders, Ardian’s activities fuel individual, corporate and economic growth around the world. Holding close its core values of excellence, loyalty and entrepreneurship, Ardian maintains a truly global network, with more than 610 employees working from fifteen offices across Europe (Frankfurt, Jersey, London, Luxembourg, Madrid, Milan, Paris and Zurich), the Americas (New York, San Francisco and Santiago) and Asia (Beijing, Singapore, Tokyo and Seoul). It manages funds on behalf of around 880 clients through five pillars of investment expertise: Funds of Funds, Direct Funds, Infrastructure, Real Estate and Private Debt.
Ardian on Twitter @Ardian

Aeroporto Friuli Venezia Giulia – Trieste Airport

Since 1935 Trieste Airport has been the reference airport of the Friuli Venezia Giulia Region, in 2018 passenger traffic amounted to 772 thousand passengers for a total of 15,470 flights taken off of which 8245 commercial flights and 7225 general aviation. Travelers can reach the airport by car (and park in over 2500 parking spaces equipped with electric charging stations), by bus (with 3 companies that stop at the airport) but also by regional and high-speed railways (with 6 fast connections called ‘Frecce’ from and to Milan and Venice). Thanks to recent investments and partnerships with major airlines, the airport serves over 26 destinations in Italy and Europe and offers quality intermodal, sustainable and avant-garde services, providing the best hospitality for customers from the region, the Northeast and from neighbouring countries such as Slovenia, Austria and Carinthia. The recently refurbished infrastructures of the Friuli Venezia Giulia airport can satisfy the most demanding customers, with a dedicated and personalized service at every moment of the journey. In just two years and thanks to a 17.5 million euros investment, the airport is the focus point of the main Italian intermodal hub that connects the terminal directly with the “Trieste Airport Ronchi dei Legionari” stop along the Trieste – Venezia / Trieste – Udine railway lines. From a financial point of view, the company that manages the regional airport closed the 2018 with a net profit of 1.456 million euros and an EBITDA of 4.717 million euros. The increase in non-aviation revenues (commercial services) is significant, registering +40% compared to the previous year, reaching 4.7 million euros.

PRESS CONTACTS

For further information on F2i and 2i Aeroporti:
Maria Laura Sisti
External Relations Manager
Mobile: +39 347 4282170
marialaura.sisti@csc.vision.com
Chiara Cartasegna
Press Office
Mobile: +39 3489265993
chiara.cartasegna@cscvision.com
For further information on ARDIAN:
Image Building
Cristina Fossati, Luisella Murtas, Anna Pirtali
ardian@imagebuilding.it
Tel: +390289011300
For further information on Trieste Airport:
Community – Strategic Communication Advisers
Auro Palomba, Giuliano Pasini, Giovanni Benvenuti
tsairport@communitygroup.it
Tel: +390289404231 +393469702981
For further information on Friuli Venezia Giulia Region:
Agenzia Regione Cronache
Demetrio Filippo Damiani

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HPEF III has entered into an agreement to sell Norsk Jernbanedrift

Hercules Capital

HPEF III has entered into an agreement to sell Norsk Jernbanedrift Holding AS (“NJD”) to Baneservice AS (“Baneservice”). The agreement was signed on 5 July 2019, with closing expected to take place in September 2019.
NJD is a leading provider of engineering, construction and machine services, as well as equipment and products to the railway infrastructure in Norway.

NJD has experienced strong development over the past years, with strong growth in revenues and profitability. The order backlog is currently at all-time high levels, and the company expects to reach revenues of more than NOK 650m in 2019.

As part of the value creation plan, two add-ons were completed during the ownership.

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DIF, Aberdeen Standard Investments and Local Pensions Partnership to acquire Elenia Heat

DIF

Schiphol, 1 July 2019 – DIF Infrastructure V (“DIF”), SL Capital Infrastructure II (“ASI”) and Local Pensions Partnership Investments (“LPPI”) are pleased to announce the signing of an agreement to acquire 100% of Elenia Lampö Oy (“Elenia Heat”) from Elenia Oy.

Elenia Heat is the 9th largest district heating company in Finland. The company owns and operates 16 district heating networks across Finland with a total network length of 499km, via which it operates in 10 municipalities and serves approximately 85,000 end-customers. Elenia Heat also owns a gas distribution business, selling gas via 6 distribution networks. In addition, the company holds a 50% stake in Oriveden Aluelämpö Oy, a small district heating network in Central Finland in the city of Orivesi.

The consortium was advised by Jefferies as sole financial adviser.

About DIF
DIF is an independent infrastructure fund manager, with €5.6 billion of assets under management across seven closed- end infrastructure funds and several co-investment vehicles. DIF invests in greenfield and brownfield infrastructure assets located primarily in Europe, North America and Australasia through two complementary strategies:

  • DIF Infrastructure V targets equity investments in public-private partnerships (PPP/PFI/P3), concessions, regulated assets and renewable energy projects with long-term contracted or regulated income streams that generate stable and predictable cash flows.
  • DIF Core Infrastructure Fund I targets equity investments in small to mid-sized infrastructure assets and companies in the energy, transportation and telecom sectors with mid-term contracted income streams that generate stable and predictable cash flows.

DIF has over 125 professionals in nine offices, located in Amsterdam, Frankfurt, London, Luxembourg, Madrid, Paris, Santiago, Sydney and Toronto.

DIF contact:

Allard Ruijs
Partner
a.ruijs@dif.eu

About ASI
Aberdeen Standard Investments has over €4 billion of assets under management across direct economic and concession infrastructure. The Economic infrastructure funds’ primary objective is to achieve long term, consistent returns by investing in brownfield core/core+ infrastructure assets in Europe. The fund’s aim is to construct a balanced portfolio of high quality European infrastructure opportunities focussing on small to mid-market opportunities across the utilities, transport and energy sectors.

Aberdeen Standard Investments is a leading global asset manager dedicated to creating long-term value for our clients, and is a brand of the investment businesses of Aberdeen Asset Management and Standard Life Investments. With over 1,000 investment professionals we manage €643 billion (31/12/18) of assets worldwide. We have clients in 80 countries supported by 50 relationship offices. This ensures we are close to our clients and the markets in which they invest. We are high-conviction; long-term investors who believe teamwork and collaboration are the key to delivering repeatable, superior investment performance. We are resolute in our commitment to active asset management.

Standard Life Aberdeen plc is headquartered in Scotland. It has around 1.2 million shareholders and is listed on the London Stock Exchange. The Standard Life Aberdeen group was formed by the merger of Standard Life plc and Aberdeen Asset Management PLC on 14 August 2017.

About LPPI
Local Pensions Partnership Investments Ltd (“LPPI”) is an FCA authorised investment manager for UK local government pension funds. LPPI was established in 2016 to enable public sector schemes to pool resources and improve management of their assets for the benefit of their members and employers.

LPPI manages approximately £17 billion in assets, allocated across numerous asset classes, on behalf of three pension funds: Lancashire County Pension Fund, London Pensions Fund Authority and Royal County of Berkshire Pension Fund. The infrastructure commitments are managed mainly through the fund LPPI Infrastructure Investments LP, launched in June 2017 which, including infrastructure assets held on individual clients’ balance sheets, has assets and commitments around £1.8 billion.

The infrastructure investment team has a long term ‘buy and hold’ strategy and seeks to gain cost-effective, diversified exposure to global infrastructure assets, predominantly in the UK, Europe and North America. With eight dedicated infrastructure professionals LPPI is well positioned to support continued capital deployment in direct investments and fund allocations.

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DIF opens office in Santiago (Chile)

DIF

Schiphol, 19 June 2019 – DIF is pleased to announce that it has opened an office in Santiago, Chile. From Santiago DIF will target Latin America with an initial focus predominantly on Chile and Uruguay.

The office will be headed by Daniel Aninat, who is hired as a Managing Director. Daniel came from Scotiabank, where he was heading the Chilean corporate banking division. Before that he was head of project and acquisition finance for Santander in Chile. Daniel has a broad experience in the Latin American infrastructure and power sectors. Furthermore Luis Hinojosa, Senior Director in DIF’s Madrid office, will relocate to Santiago. Luis is with DIF since 2015 and has a broad infrastructure experience, including in different Latin American countries.

Wim Blaasse, Managing Partner at DIF: “Latin America is a large and fast growing infrastructure market, in which we see several interesting investment opportunities across all our target sectors. We are delighted with this next step for DIF and further expand our global office network to nine offices, enabling us to better source and manage projects locally, as well as continue to construct diversified portfolios.”

About DIF
DIF is an independent infrastructure fund manager, with €5.6 billion of assets under management across seven closed-end infrastructure funds and several co-investment vehicles. DIF invests in greenfield and brownfield infrastructure assets globally through two complementary strategies:

  • DIF Infrastructure V targets equity investments in public-private partnerships (PPP/PFI/P3), concessions, regulated assets and renewable energy projects with long-term contracted or regulated income streams that generate stable and predictable cash flows;
  • DIF Core Infrastructure Fund I targets equity investments in small to mid-sized infrastructure assets in the energy, transportation and telecom sectors with mid-term contracted income streams that generate stable and predictable cash flows.

DIF has a team of over 125 professionals, based in nine offices located in Schiphol (the Netherlands), Frankfurt, London, Luxembourg, Madrid, Paris, Santiago, Sydney and Toronto. Please visit www.dif.eu for further information.

Contact: Allard Ruijs, Partner, a.ruijs@dif.eu

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DIF acquires stake in Dublin Waste to Energy PPP project

DIF

London, 4 June 2019 – DIF, through its most recent fund DIF Infrastructure V, is pleased to announce that it has closed the acquisition of a stake in the Dublin Waste to Energy PPP project (the “Project”). The Project is an operational waste to energy facility supported by a 45 year contract with Dublin City Council. DIF Infrastructure V acquired the stake from Macquarie’s Green Investment Group Limited (“GIG”), who remain a shareholder in the Project.

Located in Poolbeg, Dublin Port, the Project processes 600,000 tonnes of residual waste annually and generates electricity which is exported to Ireland’s national grid – sufficient to power 80,000 homes. The facility has been designed to provide highly efficient incineration and is classified as energy recovery in line with EU policy on waste. The Project is part of a wider Dublin regional waste management plan, which is aimed at reducing waste, maximizing recycling and generating energy from waste. The Project benefits from the Irish renewable energy feed-in tariff. The facility was constructed by Covanta who are also its long term operators.

Gijs Voskuyl, Partner at DIF, said “DIF is pleased to invest in the Dublin Waste to Energy Project, a well-managed and high-quality asset, which is expected to provide a stable return to our investors. As result of the investment, DIF further expands its footprint in the waste to energy sector, following the investment in Avertas Energy, an Australian waste to energy facility, alongside Macquarie in 2018. DIF is delighted to invest again in Ireland, partnering with GIG and Covanta, who are both very active and reputable investors in the waste sector”.

DIF was advised by Ashurst (Legal), PwC (Financial), Arup (Technical), SLR (Market) and Grant Thornton (Tax).

About DIF
DIF is an independent infrastructure fund manager, with €5.6 billion of assets under management across seven closed-end infrastructure funds and several co-investment vehicles. DIF invests in greenfield and brownfield infrastructure assets located primarily in Europe, North America and Australasia through two complementary strategies:

  • DIF Infrastructure V targets equity investments in public-private partnerships (PPP/PFI/P3), concessions, regulated assets and renewable energy projects with long-term contracted or regulated income streams that generate stable and predictable cash flows
  • DIF Core Infrastructure Fund I targets equity investments in small to mid-sized infrastructure assets in the energy, transportation and telecom sectors with mid- term contracted income streams that generate stable and predictable cash flows.

DIF has a team of over 120 professionals, based in eight offices located in Schiphol (the Netherlands), Frankfurt, London, Luxembourg, Madrid, Paris, Sydney and Toronto. Please visit www.dif.eu for further information.

Contact:
Allard Ruijs, Partner
Email: a.ruijs@dif.eu

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DIF and Aberdeen Standard Investments acquire UNITANK

DIF

Schiphol, 15 May 2019 – DIF Core Infrastructure Fund I (“DIF”) and SL Capital Infrastructure II SCSp (“ASI”) are pleased to announce the financial close of its 100% acquisition of UNITANK from the family owners, with ASI and DIF each acquiring a 50% stake. The financial close follows on from the agreement signed on 27 February 2019 and upon receipt of the necessary merger clearance from the German competition authority.

UNITANK is a market leading independent and neutral infrastructure and services provider storing liquid oil products, headquartered in Hamburg, Germany. The company owns and operates five terminals in Germany and one terminal in Belgium, all in key strategic locations. The terminals handle diesel, gasoline, jet fuel and heating oil and have a total storage capacity of c. 1.1 million cubic meters. Servicing both strategic stockholding agencies with product storage as well as commercial clients with product throughput provides UNITANK with a stable and resilient business model.

The acquisition provides ASI and DIF with a strong and differentiated platform in the German liquid bulk storage and throughput market. Its flexible business model, high-quality and state-of-the-art asset base, and operational excellence positions the company well for the future. The consortium will continue to back the company’s long-term and successful strategy for the business.

Willem Jansonius – Partner and Head of Core Infrastructure at DIF

“We firmly believe in the strategy as set by the current shareholder and management team. We are impressed with the commercial re-positioning of the business and its importance in providing essential services in its clients’ supply chains. We appreciate the well-invested asset base and the resulting high standards of operational excellence, which are essential to UNITANK’s current and future positioning.”

Dominic Helmsley – Head of Economic Infrastructure at Aberdeen Standard Investments

“We consider UNITANK to be a highly successful provider of storage capacity for strategic stockholding agencies and a key strategic partner for oil majors. We value the company’s historic growth and see significant future upside. Together with our partner DIF we look forward to working closely with UNITANK management in supporting the business and exploring further business opportunities.”

Jan Westedt – Owner

“Our family has run UNITANK over two generations with a strategy emphasising close and trusted partnerships with our clients and employees, which were key elements of our success story. We are glad that DIF and ASI together with the management team will continue to pursue a long-term investment strategy centred around our philosophy and corporate culture.”

   

About DIF

DIF is an independent infrastructure fund manager, with €5.6 billion of assets under management across seven closed-end infrastructure funds and several co-investment vehicles. DIF invests in greenfield and brownfield infrastructure assets located primarily in Europe, North America and Australasia through two complementary strategies:

  • DIF Infrastructure V targets equity investments in public-private partnerships (PPP/PFI/P3), concessions, regulated assets and renewable energy projects with long-term contracted or regulated income streams that generate stable and predictable cash flows.
  • DIF Core Infrastructure Fund I targets equity investments in small to mid-sized infrastructure assets in the energy, transportation and telecom sectors with mid-term contracted income streams that generate stable and predictable cash flows.

DIF has a team of over 120 professionals, based in eight offices located in Schiphol (the Netherlands), Frankfurt, London, Luxembourg, Madrid, Paris, Sydney and Toronto. Please visit www.dif.eu for further information.

Contact: Allard Ruijs, Partner; a.ruijs@dif.eu.

 

About ASI

  • Aberdeen Standard Investments is a leading global asset manager dedicated to creating long-term value for our clients, and is a brand of the investment businesses of Aberdeen Asset Management and Standard Life Investments. With over 1,000 investment professionals, we manage €562.7 billion of assets worldwide. We have clients in 80 countries supported by 50 relationship offices. This ensures we are close to our clients and the markets in which we invest.  (*as of 31 December 2018)
  • We are high-conviction, long-term investors who believe teamwork and collaboration are the key to delivering repeatable, superior investment performance.
  • Standard Life Aberdeen plc is headquartered in Scotland. It has around 1.2 million shareholders and is listed on the London Stock Exchange.

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SnapAV and Control4 Announce Merger to Transform the Rapidly Growing Smart Home Solutions Industry

Hellman & Friedman

CHARLOTTE, N.C. & SALT LAKE CITY, UTAH (BUSINESS WIRE)

Two industry leaders combine to empower professional integrators with better service and better solutions to more effectively serve the growing demand for connected homes and businesses

Control4 shareholders to receive $23.91 per share in cash

Acquisition expected to close in second half of 2019

SnapAV, a leading manufacturer and primary source of A/V, surveillance, networking and remote management products for professional integrators, and Control4 Corporation (NASDAQ: CTRL) (“Control4”), a leading global provider of smart home solutions, today announced that they have entered into a definitive merger agreement (the “Agreement”) whereby SnapAV will acquire Control4 in an all-cash transaction for $23.91 per share in cash, representing an aggregate value of approximately $680 million.

“The combination of Control4 and SnapAV is transformative for the smart home industry”

This highly complementary combination will leverage the increased resources of the two companies to provide integrators with a true one-stop shop, offering a complete product portfolio of custom smart-home, control and automation solutions. Together, SnapAV and Control4 will drive increased innovation, simplified integration and compelling solutions that meet the demands of today’s expanding smart home industry. With leading technology solutions, a broad geographic footprint and exceptional service organizations, the combined company is poised to provide integrators with better opportunities to serve customers in the connected home and business markets.

Control4’s Board of Directors has unanimously approved and recommended that stockholders vote in favor of the transaction. Under the terms of the Agreement, SnapAV will acquire all the outstanding common stock of Control4 for $23.91 per share in cash. The purchase price represents a premium of approximately 40% over Control4’s closing price on May 8, 2019, the last trading day prior to execution of the Agreement, and a premium of approximately 38% over Control4’s 30-trading day weighted average share price ended on May 8, 2019. Private equity investment firm Hellman & Friedman—SnapAV’s majority shareholder since 2017—will invest additional equity as part of the transaction and be the majority shareholder of the combined company.

As award-winning industry leaders renowned for quality, service and continuous innovation, SnapAV and Control4 share a deep understanding of and commitment to the custom installation industry and are dedicated to making professional integrators more successful. By merging, SnapAV and Control4 will combine the talent of their collective 1,200+ employees, market-leading solutions, exceptional interoperability and channel platform, dealer-first programs, global distribution and financial resources to deliver value in ways no one else can—enabling integrators to serve their customers better and grow their businesses.

“We have pursued the mission of making our integrators’ lives easier since SnapAV was founded,” said John Heyman, chief executive officer of SnapAV. “Dealers will be able to buy leading solutions, access the best service technicians in the industry and experience simpler installation through purchasing, support and seamless product integration.

“Over the past several years, we have accomplished a number of goals we felt were critical to the success of integrators and the continued growth of SnapAV—including offering local delivery and pick-up through the acquisition of distribution sites around the country and expanding the suite of products available to support integrators. Merging with Control4 and its outstanding team will help us execute on our third critical goal: delivering the industry’s leading automation platform that integrates with the numerous technologies and products required to create customized smart home experiences homeowners desire. Control4 offers a leading automation platform, along with key smart home solutions in the audio, video, lighting, security and networking categories. We are especially excited by the fact that both of our companies have similarly strong “customer first” corporate cultures centered on quality, service and innovation, and we look forward to creating new and exciting opportunities for the teams at both Control4 and SnapAV. In sum, the two companies will be better together, with better service, better solutions and better opportunities for integrators and employees.”

“We believe today’s announced transaction delivers compelling and immediate value to Control4 shareholders in the form of a significant share price premium, and we are excited to have the opportunity to join with the SnapAV team,” said Martin Plaehn, chairman and chief executive officer of Control4. “Together with SnapAV, we will be able to invest even more in innovation, bring together and build upon the very best of our combined capabilities, and do so with improved reliability, responsiveness, security, and privacy for consumers. Today’s announcement will enable us to better serve the expanding smart home market, making the lives of integrators easier and their businesses more effective and efficient.”

Together the combined company will bring a deep understanding of the industry and an unmatched passion for providing best-in-class solutions and service with one objective: create better experiences for consumers and the integrators who serve them. Product integration, remote management, expert service technicians, product simplification, training and timely logistical capabilities will ensure every install is easier, more reliable and delivers fantastic experiences to consumers where they live and work.

“The combination of Control4 and SnapAV is transformative for the smart home industry,” said Erik Ragatz, Partner at Hellman & Friedman and chairman of the Board of Directors of SnapAV. “The increased resources of the combined company will enable it to invest more to drive innovation and deliver best-in-class features, functionality and products. This combination will also allow us to support integrators more effectively than ever before in pursuit of our joint goal of bringing the promise of the connected home to life.”

More than 1,200 employees of the combined company will be led by SnapAV CEO John Heyman and an executive team made up of leaders from both SnapAV and Control4. Control4 CEO Martin Plaehn will join the Board of Directors of the combined company, helping to ensure a smooth integration of the businesses. The merger reflects the value created by bringing together two industry-leading teams of employees who, united, can better serve the needs of the growing smart home segment. The company will share joint headquarters in Charlotte, North Carolina, and Salt Lake City, Utah, with offices and local facilities around the globe.

Transaction Details
As part of the Agreement, Control4’s Board of Directors, with the assistance of its advisors, will conduct a 30-day “go-shop” process following the date of the execution of the definitive agreement, during which it will actively initiate, solicit, encourage and evaluate alternative acquisition proposals, and potentially enter into negotiations with any parties that offer an alternative acquisition proposal. Control4 will have the right to terminate the merger agreement to accept a superior proposal, subject to the terms and conditions of the merger agreement. There can be no assurance that this “go-shop” will result in a superior proposal, and Control4 does not intend to disclose developments with respect to the solicitation process unless and until its Board of Directors makes a determination requiring further disclosure.

Subject to the go-shop, a special meeting of Control4’s shareholders will be held as soon as practicable following the filing of the definitive proxy statement with the U.S. Securities and Exchange Commission (“SEC”) and subsequent mailing to shareholders.

The transaction, which is expected to be completed in the second half of 2019, is subject to the satisfaction of customary closing conditions, including regulatory approvals and approval by Control4 shareholders.

Advisors
In connection with the transaction, Simpson Thacher & Bartlett LLP is serving as legal advisor to SnapAV. Raymond James & Associates, Inc. is serving as financial advisor to Control4 and Goodwin Procter LLP is serving as legal advisor.

Forward Looking Statements
This press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to, statements regarding Control4’s business and financial outlook and the structure, timing and completion of the proposed transaction. All statements other than statements of historical fact contained in this press release are forward-looking statements. These forward-looking statements are made as of the date they were first issued, and were based on the then-current expectations, estimates, forecasts, and projections, as well as the beliefs and assumptions of management. Forward-looking statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond Control4’s control. Control4’s actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including but not limited to: (i) risks associated with Control4’s ability to obtain the stockholder approval required to consummate the proposed merger transaction and the timing of the closing of the proposed merger transaction, including the risks that a condition to closing would not be satisfied within the expected timeframe or at all or that the closing of the proposed merger transaction will not occur; (ii) the outcome of any legal proceedings that may be instituted against the parties and others related to the merger agreement; (iii) unanticipated difficulties or expenditures relating to the proposed merger transaction, the response of business partners and competitors to the announcement of the proposed merger transaction, and/or potential difficulties in employee retention as a result of the announcement and pendency of the proposed merger transaction; and (iv) those risks detailed in Control4’s most recent Annual Report on Form 10-K, and subsequent filings with the SEC in connection with the proposed transaction, as well as other reports and documents that may be filed by Control4 from time to time with the SEC. Past performance is not necessarily indicative of future results. The forward-looking statements included in this press release represent Control4’s views as of the date of this press release. Control4 anticipates that subsequent events and developments may cause its views to change. Control4 has no intention and undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. These forward-looking statements should not be relied upon as representing Control4’s views as of any date subsequent to the date of this press release.

Additional Information and Where to Find It
This press release relates to the proposed merger transaction involving Control4 and may be deemed to be solicitation material in respect of the proposed merger transaction involving Control4. In connection with the proposed merger transaction, Control4 will file relevant materials with the SEC, including a proxy statement on Schedule 14A (the “Proxy Statement”). This press release is not a substitute for the Proxy Statement or for any other document that Control4 may file with the SEC and or send to Control4’s stockholders in connection with the proposed merger transaction. BEFORE MAKING ANY VOTING DECISION, INVESTORS AND SECURITY HOLDERS OF CONTROL4 ARE URGED TO READ THE PROXY STATEMENT AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT CONTROL4, THE PROPOSED MERGER TRANSACTION AND RELATED MATTERS. Investors and security holders will be able to obtain free copies of the Proxy Statement and other documents filed by Control4 with the SEC through the website maintained by the SEC at http://www.sec.gov. Copies of the documents filed by Control4 with the SEC will also be available free of charge on Control4’s website at www.Control4.com, or by contacting Control4’s Investor Relations contact at the Blueshirt Group, LLC at (415) 217-2632. Control4 and its directors and certain of its executive officers may be considered participants in the solicitation of proxies from Control4’s stockholders with respect to the proposed merger transaction under the rules of the SEC. Information about the directors and executive officers of Control4 is set forth in its Annual Report on Form 10-K for the year ended December 31, 2018, which was filed with the SEC on February 11, 2019, its proxy statement for its 2019 annual meeting of stockholders, which was filed with the SEC on March 20, 2019 and in subsequent documents filed with the SEC. Additional information regarding the persons who may be deemed participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, will also be included in the Proxy Statement and other relevant materials to be filed with the SEC when they become available. You may obtain free copies of this document as described above.

About SnapAV
Established in 2005 and based in Charlotte, North Carolina, SnapAV is a manufacturer and exclusive source of more than 2,700 installation-friendly audio, video, networking, power and surveillance products for residential and commercial A/V integrators. SnapAV empowers integrators to run more efficient businesses by providing high quality products at attractive prices, supported by best-in-class online ordering and award-winning customer service. Additional information about SnapAV and its product brands can be found at www.SnapAV.com.

About Control4
Control4 [NASDAQ: CTRL] is a leading global provider of automation and networking systems for homes and businesses, offering personalized control of lighting, music, video, comfort, security, communications, and more into a unified smart home system that enhances the daily lives of its consumers. Control4 unlocks the potential of connected devices, making networks more robust, entertainment systems easier to use, homes more comfortable and energy efficient, and provides families more peace of mind. Today, every home and business needs automation horsepower and a high-performance network to manage the increasing number of connected devices. The Control4 platform interoperates with more than 13,000 third-party consumer electronics products, ensuring an ever-expanding ecosystem of devices will work together. Control4 is now available in over 100 countries. Leveraging a professional channel that includes over 5,900 custom integrators, retailers, and distributors authorized to sell Control4 products, Pakedge networking solutions and Triad speakers, Control4 is delivering intelligent solutions for consumers, major consumer electronics companies, hotels, and businesses around the world.

About Hellman & Friedman
Hellman & Friedman is a leading private equity investment firm with offices in San Francisco, New York, and London. Since its founding in 1984, Hellman & Friedman has raised over $50 billion of committed capital. The firm focuses on investing in outstanding business franchises and serving as a value-added partner to management in select industries including software, financial services, business & information services, healthcare, internet & media, retail & consumer, and industrials & energy. For more information, please visit www.hf.com.

Contacts
Dana Gorman
Abernathy MacGregor
dtg@abmac.com
(212) 371-5999

James Bourne
Abernathy MacGregor
jab@abmac.com
(213) 360-6550

William Braun
Abernathy MacGregor
whb@abmac.com
(212) 371-5999

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Partners Group to acquire Norwegian midstream infrastructure company CapeOmega

Partners Group

Partners Group, the global private markets investment manager, has agreed to acquire 100% of the equity in CapeOmega (“CapeOmega” or “the Company”), a leading offshore infrastructure platform in Norway, on behalf of its clients. The Company is being acquired from private equity investor HitecVision in a transaction that values CapeOmega at around EUR 1.2 billion.

Formed in 2014, CapeOmega provides essential infrastructure for transporting natural gas produced on the Norwegian Continental Shelf (“NCS”). The Company holds significant stakes in some of Norway’s key midstream infrastructure: Gassled, the world’s largest offshore gas transmission system; Nyhamna, one of three key gas processing plants in Norway; and Polarled, a 480km pipeline that runs from the Aasta Hansteen field to Nyhamna. CapeOmega’s midstream investments benefit from high barriers to entry with no competing infrastructure and no pipe-to-pipe competition.

The NCS, which supplies around 27% of Europe’s gas demand,[1] has the largest gas reserves and resources in the North Sea, with only one third of the resources in production. Partners Group will work closely with CapeOmega’s management team, led by CEO Gisle Eriksen, to further expand in offshore infrastructure and related assets, with a focus on greenfield developments and brownfield acquisitions.

Esther Peiner, Managing Director, Private Infrastructure Europe, Partners Group, states: “Natural gas is increasingly adopted as a complementary fuel source to renewables in the context of the retirement of coal-fired and nuclear power plants across Europe, and the NCS is poised to benefit from this demand tailwind. Partners Group welcomes the opportunity to partner with a well-respected and experienced management team to realize the associated infrastructure expansion potential for CapeOmega in one of Europe’s key natural gas supply hubs.”

Partners Group already owns a sizeable portfolio of midstream infrastructure assets on behalf of its clients. The firm’s most recent transactions in this sub-sector include its 2018 investment in Oklahoma, US-based Superior Pipeline Company, a full-service midstream energy company; and its 2016 investment in the construction of Arcanum Infrastructure (previously known as Raven), an ethylene to butene-1 processing facility located in the US state of Texas.

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