Bain Capital Private Equity and The Carlyle Group announce intention to launch voluntary public takeover offer for OSRAM

Carlyle

  • Highly attractive offer price of EUR 35.00 per share
  • Offer presents premium of 27.7 percent over the volume-weighted average stock exchange price in the last month prior to 3 July 2019, i.e. the day on which OSRAM published its ad-hoc announcement
  • Management and Supervisory Board of OSRAM fully support the Offer
  • Offer is result of an extensive due diligence process and intense negotiations
  • Offer subject to a minimum acceptance threshold of 70 percent of all OSRAM shares

Munich – Luz (C-BC) Bidco GmbH, a holding company jointly controlled by investment funds advised and/or affiliated with Bain Capital Private Equity (“Bain Capital”) and The Carlyle Group (“Carlyle”) (together the “Investors”), today announced its decision to launch a voluntary public takeover offer to all shareholders of OSRAM Licht AG (“OSRAM” or the “Company”) for the acquisition of all outstanding OSRAM shares (the “Offer”).

OSRAM is a global lighting technology group, offering a wide portfolio of lighting and photonics products deployed in automotive, industry, mobile and infrastructure end market applications. Until early 2018, the Company benefited from strong demand and enjoyed a particularly favourable environment due to supply constraints in the LED market. However, since then OSRAM has faced continued increasing strategic and operational challenges, in particular because the demand across lighting, automotive and consumer markets in general has deteriorated significantly. In addition, parts of OSRAM’s business activities are exposed to declining end markets. Against this background, OSRAM’s Management Board has initiated a far-fetching longer-term transformation plan in November 2018.

The Investors have the clear intent to work with the Management Board of OSRAM to continue and accelerate that complex and extensive transformation plan, including ongoing reorganization measures. Furthermore, they intend to significantly invest in technologies with growth potential, which will lay the foundation for future organic growth of OSRAM. Accomplishing these goals will require considerable time, effort and investments. In order to sustainably achieve this, and also in light of the complex and cyclic businesses of OSRAM, the Investors believe that only private ownership without pressure and control from the market will provide the Management Board of OSRAM with an environment to execute necessary changes in the best interest of the Company and all its stakeholders.

The Investors offer OSRAM shareholders a consideration of EUR 35.00 in cash per OSRAM share, which represents a highly attractive premium of 27.7 percent over the volume-weighted average stock exchange price in the last month prior to 3 July 2019, i.e. the day on which OSRAM published its ad-hoc announcement. The value of the proposed Offer represents a total equity value of approximately EUR 3.4 billion and a total enterprise value of approximately EUR 4.0 billion of OSRAM. This equates to a multiple of 12.5-13x based on current adjusted EBITDA consensus forecasts of EUR 314 million for OSRAM for 2019 whereas historically, the Company has been valued with an average NTM multiple of 6-7x. In addition, the Investors are of the view that the current share price does not fully reflect the continued deterioration in OSRAM’s financial performance and the uncertainty about the Company’s overall future since 2018. Quite to the contrary, the Investors believe that the current share price was backed due to market speculation about a possible takeover and its significant media coverage since 2018. Based on their intense work and due diligence, the Investors are therefore convinced that the offer price of EUR 35.00 is a unique opportunity for OSRAM shareholders to realise a maximum immediate and certain value uplift for their OSRAM shares independent of the challenging outlook for the Company.

Completion of the Offer will be subject to a minimum acceptance threshold of 70 percent of all OSRAM shares and further customary conditions, including merger control and foreign investment control approvals.

Management and Supervisory Board of OSRAM fully support the Offer

The terms and conditions of the Offer are the results of an extensive due diligence process and intense negotiations and have become contractual in an investment agreement between Bain Capital, Carlyle and OSRAM. The investment agreement also details certain commitments by Bain Capital and Carlyle with regard to operations, material assets and employees of the Company, including existing works and collective bargaining agreements. The Investors intend to continue the constructive dialogue with OSRAM’s employees which forms an integral part of the Company’s culture. At the same time, the investment agreement also takes into account that the Company is operating in a highly challenging, volatile market environment which requires continued flexibility.

The Management and Supervisory Board of OSRAM fully support the Offer and believe that the transaction is in the best interest of the Company, its shareholders, employees, and other stakeholders. Subject to a careful review of the Offer document and their fiduciary duties, they intend to recommend OSRAM shareholders to accept the Offer in their reasoned statement.

Dr. Michael Siefke, a Managing Director at Bain Capital Private Equity, said: “During the past 100 years OSRAM has firmly established itself as a leading lighting company, but it currently faces enormous operational and strategic challenges. It is in the midst of a complex and profound transformation and has to deal with significant economic headwinds. We believe Bain Capital and Carlyle are ideally positioned to support OSRAM in overcoming these challenges and to achieve sustainable business success, thus creating value for all stakeholders. The Company will benefit from our combined global network, deep industry knowledge and the comprehensive support we will bring to bear.”

Gregor Boehm, a Managing Director at The Carlyle Group, added: “Bain Capital and Carlyle believe in the long-term potential of OSRAM. We are prepared to support the Company over the long period of time it will take to master the comprehensive challenges it is facing. At this critical juncture in OSRAM’s strategic development, we are uniquely positioned as the right partners to assure a sustainably successful future for the Company and its stakeholders. Private ownership by Bain Capital and Carlyle will give OSRAM and its management the opportunity to focus on its transformation and strategy execution without distraction and ongoing pressures from the equity capital markets.”

For more than 30 years, each of Bain Capital and Carlyle have built strong track records of consistent value creation at their portfolio companies by focusing on growth and partnering with management. Both investment firms can also leverage and combine their extensive individual experiences across the industrial technology, semi-conductor and automotive sectors, having supported companies such as Sensata, NXP, Toshiba Memory, AZ Electronic Materials, Freescale Semiconductor, Axalta and Allison Transmission in accelerating growth and strengthening their market positions.

Further information about the Offer

Credit Suisse, Goldman Sachs, J.P. Morgan and Macquarie Group are lead financial advisors, and Kirkland & Ellis is legal advisor to Bain Capital and Carlyle.

The Offer itself as well as its terms and conditions and further provisions concerning the Offer will be set out in the offer document in detail after the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht) has approved its publication. The offer document and all other information about the Offer will be published on the following website:

www.luz-angebot.de

www.luz-offer.com

 

Media contacts:

FTI Consulting

Hans G. Nagl

T     +49 (0) 89 20 300 6465

M   +49 (0) 170 639 539 1

E     hans.nagl@fticonsulting.com

 

Oliver Müller

T     +49 (0) 30 288 744 225

M   +49 (0) 170 360 53 60

E     oliver.mueller@fticonsulting.com

 

Louisa Feltes

T     +44 (0) 20 3727 1166

M   +44 (0) 7795 396 835

E    louisa.feltes@fticonsulting.com

 

For Bain Capital

Hazel Stevenson

T     +44 (0) 20 375 74 989

M   +44 (0) 798 600 97 20

E     hazel.stevenson@camarco.co.uk

 

Ed Gascoigne-Pees

T     +44 (0) 20 375 74 984

M   +44 (0) 788 400 19 49

E     ed.gascoigne-pees@camarco.co.uk

 

For The Carlyle Group

Catherine Armstrong

T     +44 (0) 20 7894 1632

M   +44 (0) 788 000 6200

E     catherine.armstrong@carlyle.com

 

Rory Macmillan

T     +44 (0) 20 7894 1630

M   +44 (0) 7557 743679

E     roderick.macmillan@carlyle.com

 

Katharina Gebsattel

M   +49 (0) 172 718 6857

E    katharina.gebsattel@vub.de

 

About Bain Capital Private Equity

Since 1984, Bain Capital has a long-standing track record of supporting its portfolio companies in growing organically and through buy-and-build strategies. Bain Capital has made primary and add-on investments in approximately 875 companies to date. In addition to private equity and its key vertical industries, Bain Capital invests across asset classes including credit, public equity, venture capital and real estate. Bain Capital’s global team currently consists of more than 240 private equity investment professionals in 18 offices all over the world, managing approximately USD 105 billion in total and leveraging the firm’s shared platform to capture opportunities in strategic areas of focus.

For more information, visit www.baincapitalprivateequity.com

 

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 USD 222 billion of assets under management as of 31 March 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.

Web: www.carlyle.com

Videos: https://www.youtube.com/user/OneCarlyle

Tweets: http://www.twitter.com/onecarlyle

Podcasts: http://www.carlyle.com/about-carlyle/market-commentary

 

Important Notice

This announcement is neither an offer to purchase nor a solicitation of an offer to sell shares in OSRAM. The Offer itself as well as its terms and conditions and further provisions concerning the Offer will be set out in the offer document. Investors and shareholders of OSRAM are strongly advised to thoroughly read the offer document and all other relevant documents regarding the Offer. The Offer will exclusively be subject to the laws of the Federal Republic of Germany and certain applicable provisions of securities law of the United States of America. Any contract that is concluded based on the Offer will be exclusively governed by the laws of the Federal Republic of Germany and is to be interpreted in accordance with such laws.

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Bain Capital Private Equity and The Carlyle Group announce intention to launch voluntary public takeover offer for OSRAM

BainCapital

MUNICH, July 4, 2019 – Luz (C-BC) Bidco GmbH, a holding company jointly controlled by investment funds advised and/or affiliated with Bain Capital Private Equity (“Bain Capital”) and The Carlyle Group (“Carlyle”) (together the “Investors”), today announced its decision to launch a voluntary public takeover offer to all shareholders of OSRAM Licht AG (“OSRAM” or the “Company”) for the acquisition of all outstanding OSRAM shares (the “Offer”).

OSRAM is a global lighting technology group, offering a wide portfolio of lighting and photonics products deployed in automotive, industry, mobile and infrastructure end market applications. Until early 2018, the Company benefited from strong demand and enjoyed a particularly favourable environment due to supply constraints in the LED market. However, since then OSRAM has faced continued increasing strategic and operational challenges, in particular because the demand across lighting, automotive and consumer markets in general has deteriorated significantly. In addition, parts of OSRAM’s business activities are exposed to declining end markets. Against this background, OSRAM’s Management Board has initiated a far-fetching longer-term transformation plan in November 2018.

The Investors have the clear intent to work with the Management Board of OSRAM to continue and accelerate that complex and extensive transformation plan, including ongoing reorganization measures. Furthermore, they intend to significantly invest in technologies with growth potential, which will lay the foundation for future organic growth of OSRAM. Accomplishing these goals will require considerable time, effort and investments. In order to sustainably achieve this, and also in light of the complex and cyclic businesses of OSRAM, the Investors believe that only private ownership without pressure and control from the market will provide the Management Board of OSRAM with an environment to execute necessary changes in the best interest of the Company and all its stakeholders.

The Investors offer OSRAM shareholders a consideration of EUR 35.00 in cash per OSRAM share, which represents a highly attractive premium of 27.7 percent over the volume-weighted average stock exchange price in the last month prior to 3 July 2019, i.e. the day on which OSRAM published its ad-hoc announcement. The value of the proposed Offer represents a total equity value of approximately EUR 3.4 billion and a total enterprise value of approximately EUR 4.0 billion of OSRAM. This equates to a multiple of 12.5-13x based on current adjusted EBITDA consensus forecasts of EUR 314 million for OSRAM for 2019 whereas historically, the Company has been valued with an average NTM multiple of 6-7x. In addition, the Investors are of the view that the current share price does not fully reflect the continued deterioration in OSRAM’s financial performance and the uncertainty about the Company’s overall future since 2018. Quite to the contrary, the Investors believe that the current share price was backed due to market speculation about a possible takeover and its significant media coverage since 2018. Based on their intense work and due diligence, the Investors are therefore convinced that the offer price of EUR 35.00 is a unique opportunity for OSRAM shareholders to realise a maximum immediate and certain value uplift for their OSRAM shares independent of the challenging outlook for the Company.

Completion of the Offer will be subject to a minimum acceptance threshold of 70 percent of all OSRAM shares and further customary conditions, including merger control and foreign investment control approvals.

Management and Supervisory Board of OSRAM fully support the Offer

The terms and conditions of the Offer are the results of an extensive due diligence process and intense negotiations and have become contractual in an investment agreement between Bain Capital, Carlyle and OSRAM. The investment agreement also details certain commitments by Bain Capital and Carlyle with regard to operations, material assets and employees of the Company, including existing works and collective bargaining agreements. The Investors intend to continue the constructive dialogue with OSRAM’s employees which forms an integral part of the Company’s culture. At the same time, the investment agreement also takes into account that the Company is operating in a highly challenging, volatile market environment which requires continued flexibility.

The Management and Supervisory Board of OSRAM fully support the Offer and believe that the transaction is in the best interest of the Company, its shareholders, employees, and other stakeholders. Subject to a careful review of the Offer document and their fiduciary duties, they intend to recommend OSRAM shareholders to accept the Offer in their reasoned statement.

Dr. Michael Siefke, a Managing Director at Bain Capital Private Equity, said: “During the past 100 years OSRAM has firmly established itself as a leading lighting company, but it currently faces enormous operational and strategic challenges. It is in the midst of a complex and profound transformation and has to deal with significant economic headwinds. We believe Bain Capital and Carlyle are ideally positioned to support OSRAM in overcoming these challenges and to achieve sustainable business success, thus creating value for all stakeholders. The Company will benefit from our combined global network, deep industry knowledge and the comprehensive support we will bring to bear.”

Gregor Boehm, a Managing Director at The Carlyle Group, added: “Bain Capital and Carlyle believe in the long-term potential of OSRAM. We are prepared to support the Company over the long period of time it will take to master the comprehensive challenges it is facing. At this critical juncture in OSRAM’s strategic development, we are uniquely positioned as the right partners to assure a sustainably successful future for the Company and its stakeholders. Private ownership by Bain Capital and Carlyle will give OSRAM and its management the opportunity to focus on its transformation and strategy execution without distraction and ongoing pressures from the equity capital markets.”

For more than 30 years, each of Bain Capital and Carlyle have built strong track records of consistent value creation at their portfolio companies by focusing on growth and partnering with management. Both investment firms can also leverage and combine their extensive individual experiences across the industrial technology, semi-conductor and automotive sectors, having supported companies such as Sensata, NXP, Toshiba Memory, AZ Electronic Materials, Freescale Semiconductor, Axalta and Allison Transmission in accelerating growth and strengthening their market positions.

Further information about the Offer

Credit Suisse, Goldman Sachs, J.P. Morgan and Macquarie Group are lead financial advisors, and Kirkland & Ellis is legal advisor to Bain Capital and Carlyle.

The Offer itself as well as its terms and conditions and further provisions concerning the Offer will be set out in the offer document in detail after the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht) has approved its publication. The offer document and all other information about the Offer will be published on the following website:

www.luz-angebot.de
www.luz-offer.com

 

About Bain Capital Private Equity
Since 1984, Bain Capital has a long-standing track record of supporting its portfolio companies in growing organically and through buy-and-build strategies. Bain Capital has made primary and add-on investments in approximately 875 companies to date. In addition to private equity and its key vertical industries, Bain Capital invests across asset classes including credit, public equity, venture capital and real estate. Bain Capital’s global team currently consists of more than 240 private equity investment professionals in 18 offices all over the world, managing approximately USD 105 billion in total and leveraging the firm’s shared platform to capture opportunities in strategic areas of focus.
For more information, visit www.baincapitalprivateequity.com

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 USD 222 billion of assets under management as of 31 March 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.
Web: www.carlyle.com 
Videos: https://www.youtube.com/user/OneCarlyle 
Tweets: http://www.twitter.com/onecarlyle
Podcasts: http://www.carlyle.com/about-carlyle/market-commentary

Important Notice
This announcement is neither an offer to purchase nor a solicitation of an offer to sell shares in OSRAM. The Offer itself as well as its terms and conditions and further provisions concerning the Offer will be set out in the offer document. Investors and shareholders of OSRAM are strongly advised to thoroughly read the offer document and all other relevant documents regarding the Offer. The Offer will exclusively be subject to the laws of the Federal Republic of Germany and certain applicable provisions of securities law of the United States of America. Any contract that is concluded based on the Offer will be exclusively governed by the laws of the Federal Republic of Germany and is to be interpreted in accordance with such laws.

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SIFI to acquire a pharmaceutical product portfolio in France

SIFI, the Italian leader in ophthalmology, has acquired Dacudoses and Novoptine, leading ophthalmic antiseptic brands in France with a total turnover of about € 6 million, from Laboratoire Gifrer Barbezat.

Dacudoses is the leading reimbursed brand of the French ophthalmic antiseptic segment, prescribed by ophthalmologists and general practitioners. Dacudoses is commonly used as an eyewash in case of light conjunctivitis and/or infections, benefitting from a very strong brand recognition in France.

Novoptine is an overt-the-counter antiseptic collyrium used to treat eye infections and conjunctivitis.

SIFI will market both products directly through its subsidiary SIFI France, starting from January 2020. The reference market segment is expected to grow thanks to increased incidence of eye disorders, such as bacterial and allergic conjunctivitis, among the aging population.

According to the Ocular Surface Infections Guidelines by AFSSAPS (Agence Française de Sécurité Sanitaire des Produits de Santé), non-serious bacterial conjunctivitis in adults, in the absence of risk factors, should be treated by washing the eye with saline solution associated with antiseptic solutions instead of using antibiotics.

With a leadership position in Italy, Romania and Turkey, a consolidated presence in Mexico and more recently also in Spain, SIFI is implementing an international expansion strategy, with the aim of becoming a key independent player in ophthalmology, leveraging on its know-how, expertise and unique assets.

After this acquisition, thanks to fast growing export, SIFI’s international sales will represent about 40% of turnover and are expected to increase significantly in the coming years.

“This strategic deal represents a significant milestone for our company, being the first acquisition made since our foundation, and will accelerate our penetration into France, one of the largest and most competitive markets in Western Europe.” declared Fabrizio Chines, Chairman and CEO of SIFI “Dacudoses and Novoptine are very complementary with our proprietary portfolio, which we expect to launch through SIFI France starting from 2020, in line with a well-balanced regulatory, market access and marketing strategy.“

“SIFI is an example of excellence in our portfolio that we are proud to support in its international expansion” commented Alessandro Benetton, Founding Managing Partner of 21 Invest “This operation is strategic to reach its ambitious goal of creating a leading company in the international ophthalmic market”.

Funding for the acquisition, along with other refinancing facilities, was provided by a consortium of Italian banks.

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KKR Acquires Leading Software Platform Corel Corporation from Vector Capital

KKR

OTTAWA, July 03, 2019 (GLOBE NEWSWIRE) — KKR, a leading global investment firm, and Corel Corporation (“Corel”), one of the world’s top software platforms, announced today that KKR has completed its acquisition of Corel from Vector Capital, a leading technology-focused private equity firm. Financial details of the transaction were not disclosed.

Uniquely positioned at the intersection of several large and growing end-markets totaling almost $25 billion across its key verticals, Corel offers a wide portfolio of software solutions that deliver best-in-class capabilities to over 90 million knowledge workers worldwide. Comprised of some of the industry’s best-known brands Corel’s products empower professionals across industries in three main verticals: Creativity, Productivity, and Desktop-as-a-Service.

Corel has a consistent track record of organic growth and product innovation, as well as a proven history of accretive acquisitions, the most recent of which include the products Parallels®, ClearSlide®, and MindManager®. Combining top-rated operational capabilities with a focused product portfolio addressing attractive niche industries, Corel has accelerated its growth profile in recent years. KKR is committed to furthering that growth trajectory by enhancing internal capabilities and building on the company’s established track record of successful acquisitions.

“Corel has differentiated itself by offering an impressive portfolio of essential tools and services for connected knowledge workers – across devices, operating systems, and a range of fast-growing industries. KKR looks forward to working together with management to drive continued growth across its existing platforms while leveraging the team’s extensive experience in M&A to deliver a new chapter of innovation and growth on a global scale,” said John Park, Member at KKR.

“KKR recognizes the value of our people and their impressive achievements, especially in terms of our commitment to customers, technology innovation, and our highly successful acquisition strategy. With KKR’s support and shared vision, our management team is excited by the opportunities ahead for our company, products, and users,” said Patrick Nichols, CEO of Corel.

“Corel has been an important part of the Vector Capital family for many years and we are pleased to have achieved a fantastic outcome for our investors with the sale to KKR,” said Alex Slusky, Vector Capital’s Founder and Chief Investment Officer. “Under Vector’s ownership, Corel completed multiple transformative acquisitions, grew revenue and meaningfully improved profitability, highlighting Vector’s proven strategy of partnering with management teams to position companies for long-term success.  We are confident the company has found a great partner with KKR and wish them continued success together.”

For KKR, the investment in Corel is primarily being made from KKR’s Americas XII Fund.

Corel and Vector Capital were represented by Sidley Austin LLP during this transaction, with Kirkland & Ellis LLP and Deloitte representing KKR.

About Corel
Corel products enable millions of connected knowledge workers around the world to do great work faster. Offering some of the industry’s best-known software brands, we give individuals and teams the power to create, collaborate, and deliver impressive results. Our success is driven by an unwavering commitment to deliver a broad portfolio of innovative applications – including CorelDRAW®, ClearSlide®, MindManager®, Parallels®, and WinZip® – to inspire users and help them achieve their goals. To learn more about Corel, please visit www.corel.com.

About KKR
KKR is a leading global investment firm that manages multiple alternative asset classes, including private equity, energy, infrastructure, real estate and credit, with strategic partners that manage hedge funds. KKR aims to generate attractive investment returns for its fund investors by following a patient and disciplined investment approach, employing world-class people, and driving growth and value creation with KKR portfolio companies. KKR invests its own capital alongside the capital it manages for fund investors and provides financing solutions and investment opportunities through its capital markets business. References to KKR’s investments may include the activities of its sponsored funds. For additional information about KKR & Co. Inc. (NYSE: KKR), please visit KKR’s website at www.kkr.com and on Twitter @KKR_Co.

About Vector Capital
Vector Capital is a leading global private equity firm specializing in transformational investments in established technology businesses. With more than $4 billion of capital under management, Vector actively partners with management teams to devise and execute new financial and business strategies that materially improve the competitive standing of businesses and enhance value for employees, customers, and all stakeholders. For more information, visit www.vectorcapital.com.

© 2019 Corel Corporation. Corel, the Corel logo, the Corel Balloon logo, CorelDRAW, MindManager, and WinZip are trademarks or registered trademarks of Corel Corporation and/or its subsidiaries in Canada, the U.S., and elsewhere. ClearSlide is a trademark or registered trademark of ClearSlide Inc., in Canada, the U.S. and elsewhere. Parallels is a trademark or registered trademark of Parallels International GmbH in Canada, the U.S. and elsewhere. All other trademarks mentioned herein are the property of their respective owners. Patents: www.corel.com/patent.

Media Contacts:

Corel:
Jessica Gould
media@corel.com

KKR:
Kristi Huller or Cara Major, 212-750-8300
media@kkr.com

Vector Capital:
Nathaniel Garnick/Grace Cartwright
Gasthalter & Co.
(212) 257-4170

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Axcel invests in SteelSeries, a leading global brand within gaming peripherals

Axcel

For nearly two decades, SteelSeries has been a frontrunner in the gaming industry, offering high-quality gaming peripherals to pro and enthusiast gamers. Its software platform has millions of daily users and is integrated with games and applications. Over the years, the company has built a strong brand and has leveraged this to outpace category growth globally. The gaming peripherals market is expected to continue experiencing significant growth, mainly driven by an increased number of gamers, growth in esports and a clear trend towards multiplayer/social games.

“I am very proud of our growth, driven by relentless innovation, inspired design, and a commitment to esports. We are well positioned to benefit from category growth and a loyal fan base. We have built the best team in the business and we look forward to a new partnership with Axcel.” says Ehtisham Rabbani, CEO of SteelSeries.

SteelSeries helped create the gaming audio category, in a list of many industry firsts. Today, the Arctis headset line is an award-winning market leader. SteelSeries’ other market leading products lines include the Rival gaming mice, Apex gaming keyboards and QcK gaming surfaces.

Ehtisham and the rest of the management team have done an excellent job in defining a clear value proposition and setting a focused strategy. Furthermore, the company has been able to develop new and innovative products across the key gaming peripherals supporting today’s enthusiast and professional gamers,” says Lars Cordt, who is responsible for the investment at Axcel. “Based on SteelSeries’ strong position as a leading global gaming peripherals brand, we believe that we can grow the company significantly going forward.”

Founded in Denmark to serve the needs of esports pros, the company has sponsored some of the world’s first professional esports teams and tournaments. This legacy has solidified SteelSeries as a top esports brand and continues to drive all aspects of the company’s hardware and software development.

Jacob Wolff-Petersen, the founder, is excited about the prospects of partnering with Axcel:

“I’m excited about partnering with Axcel for the next phase of the company’s journey. SteelSeries has become a global company, but the company’s Nordic heritage is still an essential part of our DNA. Axcel was therefore an obvious partner. I’m certain that together with Axcel, we will be able to further expand the SteelSeries brand across regions and channels.

Christian Bamberger Bro, partner at Axcel, adds:

SteelSeries is an exciting investment opportunity for Axcel, where we will be able to leverage our experience within the consumer and technology sectors to develop the company together with its exceptionally talented management team.”

SteelSeries is being acquired from US-based L Catterton. The parties have agreed not to disclose any financial terms. The transaction is subject to customary regulatory approvals.

SteelSeries is Axcel V’s ninth investment. Axcel will control the majority of SteelSeries’ shares.

About SteelSeries
SteelSeries is a leader in gaming peripherals focused on quality, innovation and functionality, and the fastest growing major PC gaming headset brand in the US. Founded in 2001, SteelSeries improves performance through first-to-market innovations and technologies that enable gamers to play harder, train longer, and rise to the challenge. SteelSeries is a pioneer supporter of competitive gaming tournaments and eSports and connects gamers to each other, fostering a sense of community and purpose. SteelSeries’ team of professional and gaming enthusiasts help design and craft every single accessory and are the driving force behind the company. In 2018, the company generated sales of DKK +1 billion.

About Axcel
Founded in 1994, Axcel is a Nordic private equity firm focusing on mid-market companies and has a broad base of both Nordic and international investors. Axcel has raised five funds with total committed capital of just over EUR 2.0 billion. These funds have made 55 platform investments, with almost 100 major add-on investments and 43 exits. Axcel currently owns 12 companies with combined annual revenue of more than EUR 1.1 billion and some 4,000 employees.

Further information:

Axcel:
Lars Cordt, Partner
E-mail: lc@axcel.dk
Tel.: +45 3336 6999

Christian Schmidt-Jacobsen, Managing Partner
E-mail: csj@axcel.dk
Tel.: +45 3336 6999

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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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AURELIUS sells Solidus Solutions for EUR 330 million

Aurelius Capital

  • Largest exit in AURELIUS’ history
  • Purchase price EUR 330 million (enterprise value), multiple on money invested of approx. 16x
  • Approx. EUR 102 million positive effect on AURELIUS 2019 Group Earnings
  • Successful transformation of Solidus Solutions into a global market leader in sustainable fibre-based packaging solutions
  • Substantial growth under AURELIUS ownership through organic growth and strategic add-on acquisitions
  • Underlying EBITDA growth from EUR 12.5 million on acquisition more than quadrupled in AURELIUS’ 4 years ownership
  • Buyer, Centerbridge Partners L.P. sees significant opportunity for further growth
  • Further exits expected for the upcoming months

Munich, June 28, 2019 – AURELIUS Equity Opportunities SE & Co. KGaA (ISIN: DE000A0JK2A8) has agreed to sell its subsidiary Solidus Solutions (“Solidus” or “the company”) to funds advised by Centerbridge Partners L.P. for an enterprise value of approx. EUR 330 million. Solidus is the leading European producer of sustainable fibre-based packaging solutions for food, beverage & horticulture, consumer goods and industrial applications. The deal represents AURELIUS’ largest exit to date achieving a money multiple of approx. 16x over the 4 years of AURELIUS ownership. The transaction is subject to the approval of the competent antitrust authorities and consultation with the central works council of Solidus Solutions in the Netherlands which is expected to happen in Q3 2019. Its exit from Solidus will increase AURELIUS’ 2019 earnings by approx. EUR 102 million.

The investor of choice for non-core assets

AURELIUS acquired Solidus in 2015 as a carve out from listed Smurfit Kappa Group, which was looking to divest of its solidboard and graphicboard production mills, converters and sales offices across the Netherlands, Belgium and the UK. Whilst modestly profitable, the company was no longer core to  Smurfit Kappa Group’s strategy. Solidus required immediate focus and investment to put the business onto a standalone basis and improve its performance.

With significant experience in the complex process of carving-out non-core divisions from multinational organisations, AURELIUS was the investor of choice. We were able to conduct the transaction quickly, taking over the business from its previous owner, rebranding it as Solidus Solutions and establishing the company as a standalone platform.

Successful transformation positioning Solidus for growth

After the acquisition, AURELIUS undertook immediate action to reposition Solidus business for growth. This included implanting operational experts into the business to implement the installation of new IT infrastructure and to establish new financial and legal internal structures. After this initial phase, AURELIUS commenced a comprehensive investment programme of EUR 60 million in total, which involved a restructuring to integrate the production mills and converting sites and establish shared services, a redesign of Solidus’ organisational structures and processes, and a reduction of costs across the business to improve its price competitiveness. AURELIUS also supplemented the existing management team with new professionals with considerable leadership experience. This hands-on transformation programme created a solid foundation for Solidus ahead of the next stage of its development.

Transformation through strategic acquisitions

The next phase in AURELIUS’ transformation of Solidus involved the significant expansion of its geographic footprint and operational efficiency through three strategic and highly synergistic acquisitions. In a 2-year period and with AURELIUS’ task force support, Solidus acquired and integrated Fibor Packaging in 2016, Abelan South in 2017 and Northern Paper Board in 2018, extending the company’s operations into France, Germany, Spain and UK, enhancing its sales by EUR 135 million and enabling it to become a truly Pan-European operator. These acquisitions facilitated significant operational synergies across the business, including supply chain optimisation, capacity utilisation and customer cross-selling.

Operational efficiencies and profit improvements

These synergies were further bolstered by a world class maintenance programme, which involved significant organic investment by AURELIUS into over 60 projects. These included upgrades and improvements to existing machinery and processes, targeted maintenance work to ensure efficiency of all machinery, the implementation of enhanced energy efficiency measures, a reduction in the costs of materials procurement, investment in automation and state-of-the-art machinery, new product innovation, and a review of the company’s operational and commercial activities.

Strong market potential

There is a strong and growing market opportunity for Solidus, as its recycled, fibre-based products have become a compelling alternative to plastic packaging and polystyrene products and the market for its luxury packaging continues to grow strongly. AURELIUS has supported Solidus in leveraging this opportunity to drive organic top-line growth through the development and implementation of a carefully targeted sales strategy, enabling Solidus to penetrate new markets including fruit and vegetables in France, Fish in the Nordic region and Horticulture in Germany.

This has resulted in the company achieving market-leading profit margins and growing adjusted EBITDA performance, which more than quadrupled from EUR 12.5 million on acquisition.

Market-leading Solidus well-positioned for continued growth

Today, Solidus is the leading fibre-based sustainable packaging producer in Europe. It operates from 15 locations across seven countries: the Netherlands, Belgium, France, Germany, Spain, Portugal and the UK, using state-of-the-art manufacturing capabilities to produce and convert a diverse range of solidboard, graphicboard and coreboard products, which it sells to customers across 70 countries, worldwide.

Solidus’ experienced management team, highly stable and long-standing customer base and new backing from Centerbridge Partners, provide the company with a strong foundation for future growth. In addition, the company has a strong pipeline of further strategic acquisition opportunities.

Dr. Dirk Markus, Group-CEO and Chairman of the Executive Board of AURELIUS, said: “This sale is the largest and most successful exit for AURELIUS to date, reflecting the significant effort placed into the business over the last four years. I would like to congratulate Solidus’ management under the superb leadership of Richard Houben and the members of the AURELIUS task force that we placed into the business, all of whom did an outstanding job.”

“Since our acquisition of Solidus, the AURELIUS task force team has provided hands on operational and M&A support to the company, transforming it from an unloved orphan business into an independent, pan-European operation and true market leader in its field, with significant growth potential. The success of this investment demonstrates the strength of AURELIUS’ niche expertise and capabilities in carving out peripheral, non-core assets from corporations and transforming them into successful and sustainable standalone businesses. With our portfolio maturing, we do expect further exits for the upcoming months.”

On this transaction, AURELIUS was advised by Rothschild & Co (M&A), Deloitte (Transaction Services), Jones Day (Legal), Ernst & Young (Tax) and Ramboll (Environmental).

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JOHBECO acquires Gothia Seafood and Fiskgrossisten

Litorina

The JOHBECO group, consisting of suppliers Johan i Hallen, Bergfalk, and Fiskeboa, continues to grow. They are now acquiring fish and seafood specialists Gothia Seafood in Gothenburg and Fiskgrossisten in Helsingborg – allowing them to offer high-quality meat and fish products throughout Sweden.

Earlier this year, JOHBECO announced the acquisition of fish supplier Fiskeboa, and now they are taking it up another notch. The acquisition of Gothia Seafood and Fiskgrossisten was completed in mid June and will reinforce the company’s offer further. The group is primarily targeting customers within the hotel and restaurant industry, as well as fish counters, and will thanks to this new deal be able to offer high-quality products, regardless of where in Sweden they are located.


“We are very excited about this. We are gaining access to new markets, our customers gain access to high-quality meat and deli products, while at the same time, we can supply Johan i Hallen’s customers with all the products of the sea, all in one delivery,”
says Magnus Gustafsson, CEO of Gothia Seafood.

 

Keeping a small-scale perspective

By teaming up, the suppliers will now be able to offer the market even better short and safe deliveries, which guarantees fresh, high-quality raw products. However, Johan i Hallen, Gothia Seafood and Fiskgrossisten value their personal commitment and connection they have with their customers.

“Our customers won’t notice a huge difference, we will still be the small business with the great commitment and love of good products. Now we have every opportunity to supply restaurants, hotels and fish counters with the best, highest quality products,” says Martin Eriksson, CEO of Johan i Hallen.

 

The goal for JOHBECO is to be the best fresh food specialist in the Nordic region, and the acquisition of Gothia Seafood and Fiskgrossisten is another step in the right direction.

“Johan i Hallen, Bergfalk, Gothia Seafood, Fiskgrossisten, and Fiskeboa combined will be an incredibly powerful team. Together, we can offer the very best products to both new and existing customers, from the west coast and the rest of Sweden,” concludes Lars Bengtsson, CEO of the JOHBECO group.

 

For further information, please contact:

Lars Bengtsson +46 70 523 30 02, CEO of JOHBECO

Magnus Gustafsson +46 70 873 03 75, CEO of Gothia Seafood

Contact

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Altamir and Apax Partners sell their Altran shares to Capgemini to help create an undisputed leader of digital transformation for businesses

Altamir

Paris, 25 June 2019 – In connection with Capgemini group’s proposed friendly takeover bid for Altran’s shares, Altamir and Apax Partners have entered into an agreement with the Capgemini group to sell their entire interest in the share capital of Altran for €14.00[1] per share.

Altamir and Apax Partners became Altran shareholders in August 2008. Since then, they have supported the group in its development strategy, which has primarily consisted in:

·        establishing a very significant position in the US market,

·        creating its GlobalShore business employing more than 17,500 people, including about 10,000 in India, and

·        moving toward the management of large, outsourced R&D projects for prominent customers.

In March 2018, Altamir and Apax Partners supported Altran through its transformational acquisition of the US company  Aricent for $2 billion, thereby creating the undisputed global leader in engineering services and outsourced R&D. Altamir and Apax Partners participated in the €750 million capital increase, pro-rata to their interest in Altran.

Employing approximately 47,000 people in more than 30 countries, Altran generated close to €3 billion in revenues in 2018 (versus €1.65 billion in 2007 at the time of the investment by Apax Partners and Altamir), of which approximately two-thirds were from abroad. Its operating margin nearly doubled in 11 years, reaching 12.1% in 2018.

“I am proud that Altamir has supported the transformation of Altran, which in ten years has become the undisputed leader of innovation and advanced engineering consulting. I firmly believe that Capgemini is the ideal partner to leverage the skill of Altran’s teams”  said Maurice Tchenio, Chairman of Altamir Gérance.

“It brought me great pleasure to support Altran’s executives and teams in the company’s international growth and the evolution of its business model. The tie-up with Capgemini will create a global player with a unique combination of expertise, enabling Altran to consolidate its leadership in the market of engineering services and R&D” said Gilles Rigal, Partner at Apax Partners.

 

About Altamir

Altamir is a listed private equity company (Euronext Paris-B, ticker: LTA) founded in 1995 and with an investment portfolio of nearly €1bn. Its objective is to provide shareholders with long term capital appreciation and regular dividends by investing in a diversified portfolio of private equity investments.

Altamir’s investment policy is to invest via and with the funds managed or advised by Apax Partners SAS and Apax Partners LLP, two leading private equity firms that take majority or lead positions in buyouts and growth capital transactions and seek ambitious value creation objectives.

In this way, Altamir provides access to a diversified portfolio of fast-growing companies across Apax’s sectors of specialisation (TMT, Consumer, Healthcare, Services) and in complementary market segments (mid-sized companies in continental European countries and larger companies across Europe, North America and key emerging markets).

Altamir derives certain tax benefits from its status as an SCR (“Société de Capital Risque”). As such, Altamir is exempt from corporate tax and the company’s investors may benefit from tax exemptions, subject to specific holding-period and dividend-reinvestment conditions.

For more information: www.altamir.fr

 

Contact

Claire Peyssard Moses

Tel.: +33 1 53 65 01 74

E-mail: investors@altamir.fr

 

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Industrifonden sells shares in Footway

Industriefonden

Industrifonden sells 4,3% of its shares in Footway, the leading e-commerce platform for shoes in the Nordics. The transaction generates a return of six times the initial investment for Industrifonden. 

Industrifonden made its initial investment in Footway in 2011, when the company had SEK 3 million in revenue. In 2018, Footway had a revenue of SEK 760 million and a positive EBITDA. In the first quarter of 2019, the company had seen a 78% growth compared to the same period last year.

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