Instructure To Be Acquired By KKR For $4.8 Billion

KKR

Instructure shareholders to receive $23.60 per share in cash; Instructure to become a privately held company upon completion of the transaction

SALT LAKE CITYJuly 25, 2024 /PRNewswire/ — Instructure Holdings, Inc. (NYSE: INST) (“Instructure”), a leading learning ecosystem, today announced that it has entered into a definitive agreement to be acquired by investment funds managed by KKR, a leading global investment firm, for $23.60 per share in an all-cash transaction valued at an enterprise value of approximately $4.8 billion. The per-share purchase price represents a premium of 16 percent over Instructure’s unaffected share price of $20.27 as of May 17, 2024, the last trading day prior to media reports regarding a potential transaction.  KKR, with participation from Dragoneer Investment Group, will acquire all outstanding shares, including those shares owned by Instructure’s existing majority owner, Thoma Bravo, a leading software investment firm, which took the company public in 2021.

The Instructure management team, led by CEO Steve Daly, will continue to lead the company in their current roles. KKR will support Instructure as it increases investment in technology and innovation across its leading, global learning platform, including its core Canvas and Parchment products.

“Our leadership team laid out an aggressive go-forward strategy in our investor day presentation earlier this year,” said Daly. “We believe Instructure has a significant growth runway as we focus on core markets, unlocking new opportunities and continuing to build the Instructure Learning Ecosystem. It was immediately apparent that KKR is aligned with our long-term vision and growth strategy and we look forward to working closely with them. Together, we’ll expect to build on our position as the education platform that powers learning for a lifetime and turns education into opportunities for all learners globally.”

Instructure is a leading global provider of learning management, education-tech effectiveness and credentialing solutions. The Instructure ecosystem of products enhances the lives and outcomes of students, professional learners and educators. The company has impacted approximately 200 million learners across more than 100 countries with a thriving community of over 1,000 partners. Together with its expansive network of educators, learners and partners, the company is committed to broadening its platform and delivering $1B in revenue by 2028.

“Given its unique positioning at the center of academic life, Instructure has a distinct opportunity to be a true end-to-end partner to students, teachers and administrators,” said Webster Chua, Partner at KKR. “Instructure has evolved into an expansive platform focused on delivering strong student outcomes under Thoma Bravo’s stewardship. We look forward to working with Steve and the Instructure management team to accelerate growth and continue scaling its global portfolio of products.”

KKR is making its investment in Instructure through its North America Fund XIII.

KKR will support Instructure in creating a broad-based equity ownership program to provide all of the company’s 1,700 employees the opportunity to further participate in the benefits of ownership after the transaction closes. This strategy is based on the belief that team member engagement through ownership is a key driver in building stronger companies. Since 2011, more than 50 KKR portfolio companies have awarded billions of dollars of total equity value to over 100,000 non-senior management employees.

“This transaction is the result of a deliberate and thoughtful process and ultimately a great outcome for all shareholders,” said Holden Spaht, Managing Partner at Thoma Bravo. “We’ve thoroughly enjoyed working with Steve and the Instructure management team to transform the business into a scaled, durable platform and we are excited to watch the next chapter of growth unfold under KKR’s ownership.”

Brian Jaffee, a Partner at Thoma Bravo, added, “Since our initial investment four and a half years ago, it’s been an incredible journey supporting such an important company in the global education technology market. Instructure has evolved into a true platform technology provider and we look forward to watching the KKR team build on the company’s impressive foundation in the years to come.”

TRANSACTION DETAILS

The transaction, which was unanimously approved by the Instructure Board of Directors, is expected to close later this year, subject to customary closing conditions, including receipt of required regulatory approvals. In addition to approval by the Instructure Board of Directors, Instructure stockholders holding a majority of the outstanding voting securities of Instructure are expected to approve the transaction by written consent. Once the foregoing written consent has been delivered, no further action by other Instructure stockholders will be required to approve the transaction.

Upon completion of the transaction, Instructure’s common stock will no longer be listed on the New York Stock Exchange and Instructure will become a privately held company. The Company will remain headquartered in Salt Lake City.

SECOND QUARTER 2024 FINANCIAL RESULTS   

Instructure plans to publish its second quarter 2024 financial results on August 2, 2024 and will not host a live conference call.

ADVISORS

J.P. Morgan Securities LLC acted as the lead financial advisor, Macquarie Capital also acted as a  financial advisor to Instructure and Kirkland & Ellis LLP is serving as the legal advisor to Instructure.  Morgan Stanley & Co. LLC, Moelis & Company LLC and UBS Investment Bank acted as financial advisors and Simpson Thacher & Bartlett LLP acted as legal advisor to KKR.

ABOUT INSTRUCTURE

Instructure (NYSE: INST) powers the delivery of education globally and provides learners with the rich credentials they need to create opportunities across their lifetimes. Today, the Instructure ecosystem of products enables educators and institutions to elevate student success, amplify the power of teaching, and inspire everyone to learn together. With our global network of learners, educators, partners and customers, we continue to deliver on our vision to be the platform that powers learning for a lifetime and turns that learning into opportunities. We encourage you to discover more at www.instructure.com.

ABOUT KKR

KKR is a leading global investment firm that offers alternative asset management as well as capital markets and insurance solutions. KKR aims to generate attractive investment returns by following a patient and disciplined investment approach, employing world-class people, and supporting growth in its portfolio companies and communities. KKR sponsors investment funds that invest in private equity, credit and real assets and has strategic partners that manage hedge funds. KKR’s insurance subsidiaries offer retirement, life and reinsurance products under the management of Global Atlantic Financial Group. References to KKR’s investments may include the activities of its sponsored funds and insurance subsidiaries. For additional information about KKR & Co. Inc. (NYSE: KKR), please visit KKR’s website at www.kkr.com. For additional information about Global Atlantic Financial Group, please visit Global Atlantic Financial Group’s website at www.globalatlantic.com.

ABOUT DRAGONEER

Dragoneer Investment Group is a growth-oriented investment firm with over $23 billion under management and a flexible mandate to invest in high-quality businesses in both the public and private markets. For over a decade, Dragoneer has partnered with management teams growing exceptional companies, characterized by sustainable differentiation and superior economic models. The firm seeks to deliver attractive returns while maintaining a focus on capital preservation and margin of safety. Dragoneer looks to partner with the best businesses globally and has been an investor in companies such as Airbnb, Alibaba, AmWINS, Atlassian, AppFolio, Bytedance, Dayforce, Clearwater Analytics, Datadog, Doordash, Livongo, Nubank, PointClickCare, Procore, Samsara, Slack, Snowflake, Spotify, Uber, among others.

FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements. All statements other than statements of historical fact, including statements about the proposed acquisition of Instructure Holdings, Inc. (the “Company”), are forward-looking statements. Forward-looking statements give the Company’s current expectations relating to the proposed merger and related transactions.   Company’s financial condition, results of operations, plans, objectives, future performance and business.  You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as “anticipate,” “estimate,” “expect,” “project,” “plan,” “intend,” “believe,” “may,” “will,” “should,” “can have,” “likely” and other words and terms of similar meaning. These forward-looking statements are based on management’s beliefs, as well as assumptions made by, and information currently available to, the Company.

Because such statements are based on expectations as to future financial and operating results and are not statements of fact, actual results may differ materially from those projected and are subject to a number of known and unknown risks and uncertainties, including: (i) the risk that the proposed merger may not be completed in a timely manner or at all, which may adversely affect the Company’s business and the price of the Company’s shares of common stock; (ii) the failure to satisfy any of the conditions to the consummation of the proposed transaction, including the receipt of certain regulatory approvals; (iii) the occurrence of any event, change or other circumstance or condition that could give rise to the termination of the related merger agreement, including in circumstances requiring the Company to pay a termination fee; (iv) the effect of the announcement or pendency of the proposed transaction on the Company’s business relationships, operating results and business generally; (v) risks that the proposed transaction disrupts the Company’s current plans and operations; (vi) the Company’s ability to retain, hire and integrate skilled personnel including the Company’s senior management team and maintain relationships with key business partners and customers, and others with whom it does business, in light of the proposed transaction; (vii) risks related to diverting management’s attention from the Company’s ongoing business operations; (viii) unexpected costs, charges or expenses resulting from the proposed transaction; (ix) the ability to obtain the necessary financing arrangements set forth in the commitment letters received in connection with the proposed merger; (x) potential litigation relating to the proposed merger that could be instituted against the parties to the proposed merger or their respective directors, managers or officers, including the effects of any outcomes related thereto; (xi) the impact of adverse general and industry-specific economic and market conditions; (xii) certain restrictions during the pendency of the proposed merger that may impact the Company’s ability to pursue certain business opportunities or strategic transaction; (xiii) risks caused by delays in upturns or downturns being reflected in the Company’s financial position and results of operations; (xiv) the impact of inflation, rising interest rates, and global conflicts; (xv) uncertainty as to timing of completion of the proposed merger; (xvi) risks that the benefits of the proposed merger are not realized when and as expected; and (xvii) other factors described under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, and the Company’s subsequent Quarterly Reports on Form 10-Q, each filed with the Securities Exchange Commission (the “SEC”). The Company cautions you that the important factors referenced above may not contain all of the factors that are important to you. In addition, the Company cannot assure you that the Company will realize the results or developments expected or anticipated or, even if substantially realized, that they will result in the consequences or affect the Company or the Company’s operations in the way the Company expects. The forward-looking statements included in this press release are made only as of the date hereof. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as otherwise required by law.

ADDITIONAL INFORMATION AND WHERE TO FIND IT
This communication is being made in respect of the pending merger. The Company will prepare an information statement for its stockholders, containing the information with respect to the proposed merger specified in Schedule 14C promulgated under the Securities Exchange Act of 1934, as amended, and describing the pending merger. When completed, a definitive information statement will be mailed or provided to the Company’s stockholders. This press release is not a substitute for the information statement, or any other document, that the Company may file with the SEC or send to its stockholders in connection with the proposed merger.

INVESTORS ARE URGED TO CAREFULLY READ THE INFORMATION STATEMENT REGARDING THE PENDING MERGER AND ANY OTHER RELEVANT DOCUMENTS IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PENDING MERGER.

The Company’s stockholders may obtain free copies of the documents the Company files with the SEC from the SEC’s website at www.sec.gov or through the Investor Relations page of the Company’s website at https://ir.instructure.com under the link “Financials” or by contacting the Company’s Investor Relations by e-mail at investors@instructure.com.

NO OFFER
No person has commenced soliciting proxies in connection with the proposed transaction referenced in this press release, and this press release is neither an offer to purchase nor a solicitation of an offer to sell securities.

CONTACT

Instructure:
JP Schuerman
Corporate Communications
jp.schuerman@instructure.com

KKR:
Julia Kosygina or Emily Cummings
(212) 750-8300

SOURCE Instructure

 

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IK Partners to invest in Sansidor

IK Partners

 

IK Partners (“IK”) is pleased to announce that the IK Small Cap III (“IK SC III”) Fund has signed an agreement to invest in Sansidor (“the Group”), a fast-growing testing, inspection and related services (“TIS”) provider. IK is investing in the Group alongside existing shareholders HC Partners, founders of the respective group companies and the management team. Financial terms of the transaction are not disclosed.

Sansidor was created in 2018 through the acquisition of several inspection companies by HC Partners. Since then, the Group has grown considerably and today, comprises 18 companies in the Netherlands. With a broad suite of products and services already on offer, Sansidor aims to provide a one-stop shop for small, medium-sized and larger enterprises across the entire built environment industry. To support the achievement of this, it pursues an active buy-and-build strategy which targets high-performing specialist companies with entrepreneurial mindsets that complement its existing offering.

Collectively, the Group has nearly 400 employees who serve over 9,000 clients across a diverse range of sectors. Operating across four key segments: Water Safety; Fire Protection; Electricity; and Building Integrity and two great niches of Infection Prevention and air measurements the Group benefits from a high level of sales recurrence due to insurance, regulatory and legal requirements, with significant customer lock-in and stickiness.

In partnership with IK and the continued support of HC Partners, Sansidor will further develop its in-house M&A capabilities to accelerate the pace of its buy-and-build strategy and drive consolidation in the market. In addition, the Group plans to increase cross-selling and pursue international expansion with an initial focus on Germany. The vision of central embedding, focus on internal corporation between entities as well as local entrepreneurship and culture remains key.

Udo Waltman, CEO of Sansidor, said: “I am extremely proud of the progress we have made over the last few years, particularly with our ‘Buy and Build together’ strategy. Our strong growth ambitions have seen us make several acquisitions of entrepreneurial TIS companies with well-established track records. This has enabled us to continuously evolve our offering and provide customers with access to a dynamic network of professionals from different disciplines. We would like to thank HC Partners for all their support thus far and we look forward to welcoming the team at IK on board for this next phase of our journey. We are extremely grateful to our strong and loyal customer base and every one of our colleagues who contribute to our shared success and help us advance towards our ambitious goals.”

Sander van Vreumingen, Partner at IK and Advisor to the IK SC III Fund, said: “This is another great investment for the IK Small Cap strategy in the Benelux region, with a fast-growing business that has significant potential to develop further. We have been impressed with Sansidor’s journey to date and are convinced of the critical and resilient nature of the services provided through its dedicated group of companies. We look forward to utilising our experience to support Udo, Dave and Frido and their teams in the next phase of the Group’s growth, working collaboratively with HC Partners also.”

Erik de Boer, Partner at HC Partners, said: “We are very proud of Sansidor’s journey over the past six years and are keen to continue our involvement with Sansidor via our second fund. With 18 acquisitions since the start in 2018, Sansidor is a great example of what we like to do: enter into partnerships with entrepreneurs and ambitious management teams and focus on accelerated growth via buy-and-build acquisitions. We are looking forward to entering into this new phase and continuing to support Sansidor’s growth, together with the IK team.”

For further questions, please contact:

IK Partners
Vidya Verlkumar
Phone: +44 7787 558 193
vidya.verlkumar@ikpartners.com

About Sansidor

Sansidor is a fast-growing network of TIS (test, inspect and services) companies. We mainly focus on the themes of safety, health and sustainability. Many of our services have a repetitive character and are often based on buildings, installations and spaces where people live, work or stay. We grow by adding companies that retain a high degree of independence. We support where possible and look for synergy opportunities between the companies. In this way we offer an interesting basis for all colleagues and we can provide our clients with increasingly broader services. We call this ‘Buy and Build together’. Our motto is: Ensuring a safe and healthy environment. For more information, visit sansidor.com

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About IK Partners

IK Partners (“IK”) is a European private equity firm focused on investments in the Benelux, DACH, France, Nordics and the UK. Since 1989, IK has raised more than €17 billion of capital and invested in over 190 European companies. IK supports companies with strong underlying potential, partnering with management teams and investors to create robust, well-positioned businesses with excellent long-term prospects. For more information, visit ikpartners.com

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About HC Partners

HC Partners is an independently managed private equity firm headquartered in Amsterdam, the Netherlands. It has a strong track record as a partnering shareholder in supporting entrepreneurs and management teams grow their companies, both organically and through buy-and-build strategies. The firm invests in small and medium-sized companies in promising sectors in the Benelux region. For more information, visit hcpartners.nl

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EQT to sell its stake in fiber-to-the-home network Fiberklaar

eqt

EQT, which co-founded Fiberklaar in 2021, has agreed to sell its stake to co-shareholder Proximus

Since 2021, Fiberklaar has successfully become the leading independent fiber-to-the-home provider in the Flemish region of Belgium

Today, Fiberklaar has many active construction projects across Flanders and is well on track to bring fiber to households throughout the region

EQT is pleased to announce that the EQT Infrastructure V fund (“EQT”) has signed an agreement to sell its majority stake in Fiberklaar (the “Company”) to its co-shareholder Proximus, Belgium’s largest telecom operator, for a purchase price of EUR 246 million.

Headquartered in Ghent, Fiberklaar is Flanders’ leading independent fiber-to-the-home provider, rolling out a large-scale, open access network to households and small businesses. Today, Fiberklaar has many active construction projects across Flanders and is well on track to bring fiber to households throughout the region. Fiberklaar was founded as a joint venture in 2021 by EQT and Proximus, marking EQT’s first partnership with a national telecoms incumbent.

Applying its experience in developing strong fiber companies in Europe and North America, EQT, alongside Proximus, has supported Fiberklaar in creating an efficient rollout engine to build a fiber network accessible to all operators. Since its formation, Fiberklaar has played an instrumental role in accelerating fiber deployment in the Flemish region, driving digital inclusion in Belgium which continues to lag other European countries in terms of fiber coverage.

Having achieved significant milestones during its ownership, EQT’s exit is a natural next step for Fiberklaar. The Company now begins a new chapter in its journey to increase access to high-speed connectivity solutions in Belgium, while playing a role in Proximus’ possible future cooperation agreements to roll-out fiber in Flanders.

Ulrich Köllensperger, Partner within the EQT Value-Add Infrastructure Advisory team, said: “Private capital has a huge role to play in supporting companies solving connectivity gaps and modernizing digital infrastructure. We are pleased to have helped Fiberklaar scale so quickly together with Proximus, drawing on our vast experience of multiple fiber-to-the-home rollout projects across geographies. We thank the entire Fiberklaar team for their contribution and look forward to following the Company’s journey as it continues to foster digital inclusion and contribute to the prosperity of the Flemish Region.”

Guillaume Boutin, CEO Proximus, said: “Over the past three years, Fiberklaar, with full support of EQT Infrastructure and Proximus, has transformed from a start-up into a strong deployment engine. Becoming the only shareholder of Fiberklaar will allow us to work more closely together and further increase the efficiency and quality of the fiber roll-out in Flanders, while capturing the value generated by synergies.”

Jo van Gorp, CEO Fiberklaar, said: “I am very grateful to EQT for their great cooperation and support and look forward to the next phase of our partnership with our sole shareholder Proximus. Fiberklaar has played an instrumental role in accelerating fiber deployment in the Flemish region, driving digital inclusion in Belgium which continues to lag other European countries in terms of fiber coverage. We have achieved many impressive milestones over the last years with our most valued employees, construction partners and suppliers. With the valuable experience and know-how of the Proximus Group and the good relations with our stakeholders, Fiberklaar is well positioned to continue its mission to further roll out its high-quality and future-proof fiber network open to all.”

The closing of the transaction is expected in the coming days.

Contact
EQT Press Office, press@eqtpartners.com

About

About EQT
EQT is a purpose-driven global investment organization with EUR 246 billion in total assets under management (EUR 133 billion in fee-generating assets under management), within two business segments – Private Capital and Real Assets. EQT owns portfolio companies and assets in Europe, Asia-Pacific and the Americas and supports them in achieving sustainable growth, operational excellence and market leadership.

More info: www.eqtgroup.com
Follow EQT on LinkedInXYouTube and Instagram

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PAI Partners to acquire majority stake in Nutripure

Ardian

PAI Partners (“PAI”), a pre-eminent private equity firm, today announced its agreement to acquire Nutripure, a holistic sport and wellness platform that allows consumers to take better care of their health, from Ardian, a world-leading private investment house. The acquisition will be made through the PAI Mid-Market Fund (“PAI MMF”), PAI’s fund dedicated to mid-market opportunities. Upon completion, PAI will be the majority shareholder with a controlling stake, alongside the founders and Bpifrance.

Created in France in 2017 by Florent and Christophe Carrio, Nutripure is a digital active nutrition brand that provides a comprehensive ecosystem of products and services, including food supplements and sports nutrition, primarily through its own website. Initially designed for top-level athletes, Nutripure now provides almost 40 high-quality products for all consumers across Health & Metabolism, Sports & Endurance, Physical Recovery and Healthy Nutrition. The brand has a scalable and efficient operating model, with internalised R&D, premium ingredient sourcing, digital marketing and distribution.

Since its inception, Nutripure has maintained very strong growth, significantly outperforming the wider active nutrition market, building solid brand awareness and serving over 200,000 clients. The company is strategically positioned to seize growth opportunities in the rapidly expanding market, driven by robust megatrends that are expected to persist in the coming years: an increasing interest in health and exercise, a behavioural shift towards preventive medicine and the growing penetration of e-commerce. PAI’s investment will support Nutripure’s growth trajectory, new product development and innovation, and expand the company’s community in health and sports.

“Christophe and I are very pleased to welcome PAI onboard. This is a significant milestone in our journey and is a testament to the hard work and dedication of our entire team, driving Nutripure towards new heights and making a positive impact in the health and wellness industry. Since founding Nutripure, our mission has been to preserve tomorrow’s health today, for all people willing to activate their potential and take better care of themselves.” Florent Carrio, Co-Founder of Nutripure

“We would like to thank and congratulate Florent and Christophe for this exceptional journey. In less than three years, Nutripure has more than quadrupled its turnover, while achieving intensive recruitment and strengthening the top management. It has been a great pleasure to work alongside them and the entire Nutripure team, leveraging our cross-vertical expertise in e-commerce and healthcare to support the company’s scaling and sustain its remarkable growth. We wish the founders and PAI all the best for the next phase.” Frédéric Quéru, Managing Director Growth, Ardian

“We are excited to partner with Florent and Christophe Carrio to support Nutripure in its next phase of growth, leveraging our Food & Consumer playbook into Healthcare. Nutripure has demonstrated exceptional growth and innovation in the sports nutrition and wellness space, and is well placed to benefit from structural trends revolving around a healthier lifestyle.” Stefano Drago, Founding Partner of PAI Mid-Market Fund, PAI Partners

“Two years after opening its equity to Ardian and Bpifrance, Nutripure has become the lead brand in its market, combining strong values and high-quality products. Bpifrance assisted the company in its internal structuring, allowing it to successfully achieve this skyrocketing development. We are thrilled about continuing the adventure alongside the founders and reinvesting with PAI to make Nutripure a French champion on a European scale.” Arnaud Despoisse, Directeur de Participations, Bpifrance

PARTICIPANTS

  • NUTRIPURE

    • FLORENT CARRIO, CHRISTOPHE CARRIO
    • M&A ADVISOR: NATIXIS PARTNER (FRANÇOIS RIVALLAND, GUILLAUME DU REPAIRE, VÉRAN BERARD-QUELIN, ELVIRE SIDOS, THÉO PIJOULAT)
    • LEGAL ADVISOR: MCDERMOTT, WILL & EMERY (DIANA HUND, MARIE-MURIEL BARTHELET, ELODIE PIERAGGI)
    • FINANCIAL DUE DILIGENCE ADVISOR: ERNST & YOUNG (VICTOR DE FROMONT)
    • STRATEGIC DUE DILIGENCE: INDEFI X SINGULIER (DAVID TOLEDANO, ALI HAYEK)
  • PAI

    • STEFANO DRAGO, YASMINE KARGER, LYNA LALAMI
    • CORPORATE LAWYERS: WILLKIE FARR & GALLAGHER
    • FINANCING LAWYERS: WILLKIE FARR & GALLAGHER
    • COMMERCIAL DUE DILIGENCE: ADVANCY
    • FINANCIAL DUE DILIGENCE: D’ORNANO & CO.
    • LEGAL DUE DILIGENCE: D’ORNANO & CO.
    • TAX DUE DILIGENCE: HOGAN LOVELLS
    • ESG DUE DILIGENCE: ERM
  • ARDIAN

    • FRÉDÉRIC QUÉRU, NICCOLÒ SALIGARI
    • LEGAL ADVISOR: GWL (MICKAËL LEVI, SARAH MOBTAHIJ)
  • BPIFRANCE

    • ARNAUD DESPOISSE

ABOUT NUTRIPURE

Nutripure is a holistic sport and wellness platform that allows consumers to take better care of their health. Initially designed to meet the demands of top-level athletes, Nutripure has developed a universal offer meeting top-level product requirements while prioritising health for the benefit of all consumers. The company services more than 200,000 clients, providing a comprehensive ecosystem of products and services, including food supplements and sports nutrition, primarily through its own website.

ABOUT ARDIAN

Ardian is a world-leading private investment house, managing or advising $166bn of assets on behalf of more than 1,600 clients globally. Our broad expertise, spanning Private Equity, Real Assets and Credit, enables us to offer a wide range of investment opportunities and respond flexibly to our clients’ differing needs. Through Ardian Customized Solutions we create bespoke portfolios that allow institutional clients to specify the precise mix of assets they require and to gain access to funds managed by leading third-party sponsors. Private Wealth Solutions offers dedicated services and access solutions for private banks, family offices and private institutional investors worldwide. Ardian’s main shareholding group is its employees and we place great emphasis on developing its people and fostering a collaborative culture based on collective intelligence. Our 1,050+ employees, spread across 19 offices in Europe, the Americas, Asia and Middle East are strongly committed to the principles of Responsible Investment and are determined to make finance a force for good in society. Our goal is to deliver excellent investment performance combined with high ethical standards and social responsibility.
At Ardian we invest all of ourselves in building companies that last.

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Ardian arranges a unitranche financing to support leading software publisher Arche MC2 Group

Ardian

Ardian, a world leading private investment house, today announces the arrangement of a unitranche facility to refinance the existing debt of Arche MC2 Group. The financing package also includes a dedicated line to enable the group in accelerating its external growth strategy.

Headquartered in Aix-en-Provence, France, Arche MC2 Group is the leading software publisher for social care in France. The Group is spearheading the digitalization of the sector by providing cutting-edge and mission-critical solutions across the value chain, serving a diversified base of both public and private customers.

The Group has demonstrated an impressive growth trajectory, with sustained organic performance and transformative acquisitions completed over recent years, under the leadership of its current management team and with continued support from its shareholders, led by Activa Capital.

”I am pleased with this new backing from Ardian, which highlights Arche MC2 Group’s commitment and capability to pursue its growth trajectory both organically and through acquisitions.” Guillaume Bouillot, President of Arche MC2 Group

”We are excited to partner with Arche MC2 Group on this new growth chapter,  together with its management team and shareholders. The Group has demonstrated its ability to grow both organically and through acquisitions, and we believe that our tailor-made financing solution is well suited to its ambitious strategy for the coming years.” Gregory Pernot, Co-Head of Private Credit France & Managing Director, Ardian

”This new critical phase for Arche MC2 Group aligns with our commitment to supporting ambitious entrepreneurs in innovative services, aiding them in accelerating their group’s growth trajectory.” Christophe Parier & Alexandre Masson, Managing Partners, Activa Capital

PARTICIPANTS

  • ARCHE MC2

    • ACTIVA CAPITAL: CHRISTOPHE PARIER, ALEXANDRE MASSON, FRÉDÉRIC SINGER, ELLIOT THIÉBLIN
    • TURENNE SANTÉ: MOUNIA CHAOUI, GRÉGORY DUPAS
    • ARCHE MC2: GUILLAUME BOUILLOT, JEAN-MARC DOUCET
    • FINANCIAL ADVISOR: EDMOND DE ROTHSCHILD CORPORATE FINANCE (ARNAUD PETIT, PAUL ASSAËL, LAURENT NEUBAUER, CARLOS MARTINEZ, PIERRE-LOUIS ANAYA)
    • FINANCIAL DUE DILIGENCE: PWC (DAVID WILLEMS, ARNAUD STENGER, HAJAR BENCHIKAR)
    • LEGAL ADVISOR (CORPORATE & TAX): HOGAN LOVELLS (STÉPHANE HUTEN, LUDOVIC GENESTON, ALEXANDRE JEANNEROT, GUILLAUME LABRUNIE, MARYLL PIZZETTA)
    • LEGAL ADVISOR (FINANCING): DE PARDIEU BROCAS MAFFEI (SÉBASTIEN BOULLIER DE BRANCHE, ERYK NOWAKOWSKI)
  • ARDIAN

    • GRÉGORY PERNOT, MELCHIOR HUET, ADÉLAÏDE HOMOLLE
    • LEGAL ADVISOR (FINANCING): WILLKIE FARR & GALLAGHER (PAUL LOMBARD, RALPH UNGER, PAULINE SARDA)

ABOUT ARDIAN

Ardian is a world-leading private investment house, managing or advising $166bn of assets on behalf of more than 1,650 clients globally. Our broad expertise, spanning Private Equity, Real Assets and Credit, enables us to offer a wide range of investment opportunities and respond flexibly to our clients’ differing needs. Through Ardian Customized Solutions we create bespoke portfolios that allow institutional clients to specify the precise mix of assets they require and to gain access to funds managed by leading third-party sponsors. Private Wealth Solutions offers dedicated services and access solutions for private banks, family offices and private institutional investors worldwide. Ardian’s main shareholding group is its employees and we place great emphasis on developing its people and fostering a collaborative culture based on collective intelligence. Our 1,050+ employees, spread across 19 offices in Europe, the Americas, Asia and Middle East are strongly committed to the principles of Responsible Investment and are determined to make finance a force for good in society. Our goal is to deliver excellent investment performance combined with high ethical standards and social responsibility.
At Ardian we invest all of ourselves in building companies that last.

PRESS CONTACT

ARDIAN

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Portfolio company Serpis acquires brands Ibérica and Maestro de Oliva to boost international growth

Miura Capital
    • Following these acquisitions, Miura Partners creates the holding Olive&Co to consolidate the olives and healthy snacks space

 

Cándido Miró, a leading company in high-quality olives, best known for its flagship brand Serpis, has completed the acquisition of brands Ibérica and Maestro de Oliva, specialized in the distribution of olives, olive oil and pickles.

 

This initiative will enhance the group’s international footprint, leveraging Ibérica’s and Maestro de Oliva’s strong position in Europe and the Asia-Pacific region.

 

Following the acquisition of Cándido Miró last June 2023, Miura Partners has now created Olive&Co, a platform aimed at consolidating the market and building value through the acquisition of leading, high-quality brands in the natural and healthy snack categories.

 

Olive&Co expects to reach combined revenues in excess of €70 million in 2024, with each brand keeping its commercial identity, operations and value chain.

 

Fernando Clúa, partner at Miura Partners:

“We are integrating two brands with significant presence and exposure in key segments like olives, olive oil, and pickles, which complement Candido Miro’s categories and other brands within the group. This is the first step in a growth plan where, through Olive&Co, we will continue to incorporate new brands, value, and geographic presence.”

 

About Miura Partners

 

Miura Partners is a purpose-driven Private Equity firm. With offices in Barcelona and Madrid, the firm specializes in investing in small and medium-sized family-owned and entrepreneurial companies. Miura provides attractive growth and innovation plans with a clear focus on sustainability and internationalization, under its three investment strategies: Buy-outs, Impact and Long-Term Capital.

 

Since 2008, Miura has invested in more than 70 companies, for a total value in excess of €3.0bn. Currently, the firm has more than €1.5bn of Assets under Management.

 

About Candido Miro

 

Serpis is the flagship brand of the company Candido Miro specializing in the production and distribution of olives and pickles. This family-owned business, based in Alicante, was a pioneer in Spain, commercializing anchovy-stuffed olives in 1926. Since then, it has grown to become a market leader domestically and has established a significant international presence, exporting to over 40 countries.

 

Its facilities span 16,000 square meters dedicated to the production and storage of high-quality products, offering an extensive catalog.

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Apollo Funds to Make Strategic Equity Investment in PetSmart

BC Partners Logo
  • PetSmart is a leading omnichannel pet retailer in North America, providing an extensive range of pet products and services across more than 1,660 stores in the United States, Canada, and Puerto Rico
  • Apollo Fund investment underscores the robust fundamentals of PetSmart’s business and resilient performance across economic cycles
  • BC Partners and its co-investors to receive partial liquidity while maintaining majority ownership and control of the Board of PetSmart
  • Apollo will join BC Partners, as it continues to draw on its deep sector knowledge and best in class operating capabilities, to support PetSmart’s management to continue delivering leading products and services to its more than 62 million loyalty members

PHOENIX and NEW YORK – July 24, 2023 – PetSmart (or “the Company”), a leading omnichannel pet retailer in North America, announced today that funds managed by affiliates of Apollo (NYSE: APO) have entered into a definitive agreement to make a strategic equity investment in the Company. BC Partners, alongside co-investors including GIC and the PetSmart management team, will remain the majority shareholder of PetSmart and retain control of the Board.

The strategic investment by the Apollo Funds affirms PetSmart’s strong fundamentals and continued growth opportunity, as the Company drives operational excellence across its store network and builds a broader suite of products and services for pets and pet parents. The Apollo and BC Partners teams continue to see significant opportunities ahead, driven by PetSmart’s growth plans and an industry that continues to be a long-term net grower with increasing pet ownership and higher spend per pet. PetSmart is also differentiated from online-only peers thanks to a broad array of in-person grooming, training, and veterinary services, as well as proprietary brands and product lines.

BC Partners first invested in PetSmart in 2015, leading a group of investors to acquire the Company in a public-to-private transaction. The investment thesis, which continues to hold true today, was underpinned by the structural growth in pet ownership, the humanization of pets, and an increasing focus on animal wellness. PetSmart’s strong market position, robust profitability, and strong cash flow generation reinforces its growth strategy and the resilience of the business and industry.

Under BC Partners ownership, PetSmart and its management team have increased revenues by more than 40%, while investing in associates and industry-leading pet care. The Company’s commitment to continuous investment in learning and professional development for its associates ensures a happy and safe working environment, while delivering the highest standard of animal care. BC Partners’ owner-operator mindset and close, collaborative relationship with PetSmart leadership has helped guide strategic capital investment, including in digital and supply chain development, enabling the Company to deliver significant growth in revenue and profitability, with meaningful contribution coming from omnichannel sales.

“We are delighted to welcome Apollo as a strategic partner – affirming our growth and the strength of our associates’ commitment to doing anything for pets,” said J.K. Symancyk, President and CEO of PetSmart. “The combined expertise of BC Partners and Apollo enables even greater value creation opportunities as we embark on the next stage of growth for the business. We are grateful for the continued support of BC Partners, who have been our trusted partner for over eight years and look forward to working with the team at Apollo who bring the highest levels of expertise and whose vision for PetSmart aligns with our own.”

Apollo Partner Andrew Jhawar said, “PetSmart is an incredible, highly differentiated business in an industry that continues to see strong, sustainable growth across both pet ownership and pet care. We are big believers in PetSmart’s management team and store associates, as well as the Company’s growth strategy, operating model, and historical resiliency throughout market cycles, which gave us strong conviction to make this strategic investment alongside BC Partners, its co-investors and management. We are pleased to support PetSmart’s continued success as a meaningful shareholder moving forward, where we will utilize our demonstrated historical experience as a highly successful investor in the consumer, grocery, and retail sectors.”

Apollo Partner Salim Hirji said, “We are excited to be making this investment in PetSmart, an industry leader providing a wide breadth of products and services to pets and pet parents in communities across North America. We look forward to working with and supporting the Company’s management team and store associates as PetSmart embarks on its next phase of growth.”

Raymond Svider, Chairman of BC Partners, said: “We are in the midst of an incredible journey, which we are pleased to share with the entire PetSmart team. Our conviction in this business, close partnership with management, and the acumen of our investment and portfolio operations team have achieved a flagship investment for the firm, our limited partners, and all stakeholders. BC Partners has a long history of working in partnership with the Apollo team and we welcome the opportunity to do so again as we support PetSmart in the next stage of its growth.”

The transaction is currently expected to close in the fourth quarter of 2023, subject to customary closing conditions and regulatory approvals. Terms of the transaction were not disclosed.

For BC Partners, JP Morgan served as financial advisor and Kirkland & Ellis LLP served as legal advisors. UBS Investment Bank served as financial advisor to the Apollo Funds and Simpson Thatcher & Bartlett LLP served as legal advisors.

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KKR Acquires Marmic Fire & Safety

KKR

All Employees to Become Owners in the Company

JOPLIN, Mo. & NEW YORK–(BUSINESS WIRE)– KKR, a leading global investment firm, today announced that investment funds managed by KKR have acquired Marmic Fire & Safety (“Marmic” or the “Company”), a leading provider of regulation-mandated fire equipment inspection, testing and maintenance services, from HGGC. Financial terms were not disclosed.

Marmic specializes in the inspection, testing, and maintenance of fire protection equipment for more than 56,000 customers across the commercial, industrial, multi-family, education, government, and healthcare end markets in the U.S. Since its founding in 1951, Marmic has provided services that are critical to keeping its customers safe and helping them adhere to local and national fire codes and regulations.

“Marmic’s growth is a testament to the talent and dedication of our team. We are thrilled to begin working with KKR, which shares our belief in the power of our employee-centric culture and supports our ambition for building a scaled fire safety services platform that strives to provide reliable, expert service to our customers. I see tremendous potential for Marmic in this next phase of its journey,” said Greg Bochicchio, Chief Executive Officer of Marmic.

“For over 70 years, Marmic has been a trusted provider to its customers, helping them prevent life-threatening incidents and ensuring the safety of thousands of people across the U.S. We have been extremely impressed by the Company’s ability to grow its footprint while maintaining its commitment to best-in-class service and technical expertise,” said Brandon Brahm, Partner at KKR and Co-Head of KKR’s Ascendant strategy. “We look forward to working with Greg, the leadership team, and all of the employees at Marmic as we embark on this new and exciting chapter in the Company’s growth.”

KKR will support Marmic in implementing a broad-based employee ownership program to allow all of its employees to have the opportunity to participate in the benefits of ownership of the Company. This strategy is based on the belief that employee engagement is a key driver in building stronger companies. Since 2011, KKR portfolio companies have awarded billions of dollars of equity value to over 100,000 non-senior management employees across more than 40 portfolio companies.

KKR is making its investment in Marmic through its Ascendant Strategy, which invests in middle market businesses in North America as part of KKR’s Americas Private Equity platform. Marmic will be maintained as an independent company backed by KKR.

Houlihan Lokey and Latham & Watkins LLP served as advisors to KKR.

About Marmic:

Founded in 1951, Marmic Fire & Safety Co. is a leading provider of regulation-mandated fire protection equipment inspection, testing, and maintenance services. Marmic services over 56,000 customers throughout the United States across a wide variety of commercial and industrial end-markets. For more information, please visit www.marmicfire.com.

About KKR:

KKR is a leading global investment firm that offers alternative asset management as well as capital markets and insurance solutions. KKR aims to generate attractive investment returns by following a patient and disciplined investment approach, employing world-class people, and supporting growth in its portfolio companies and communities. KKR sponsors investment funds that invest in private equity, credit and real assets and has strategic partners that manage hedge funds. KKR’s insurance subsidiaries offer retirement, life and reinsurance products under the management of Global Atlantic Financial Group. References to KKR’s investments may include the activities of its sponsored funds and insurance subsidiaries. For additional information about KKR & Co. Inc. (NYSE: KKR), please visit KKR’s website at www.kkr.com. For additional information about Global Atlantic Financial Group, please visit Global Atlantic Financial Group’s website at www.globalatlantic.com.

Media

For Marmic:
Carrie Gerbitz
(417) 627-5640
communications@marmicfire.com

For KKR:
Julia Kosygina or Emily Cummings
(212) 750-8300
media@kkr.com

Source: KKR

 

Categories: News

T-Mobile And KKR Announce Joint Venture To Acquire Metronet And Offer Leading Fiber Solution To More U.S. Consumers

KKR

The Un-carrier will expand its broadband portfolio and offer more consumers a differentiated experience, selling fiber internet services provided by the JV using Metronet’s fiber network deployment and management expertise

 

BELLEVUE, Wash. & NEW YORK & EVANSVILLE, Ind.–(BUSINESS WIRE)–T-Mobile (NASDAQ: TMUS), America’s 5G leader and fastest-growing fixed wireless broadband provider, today announced it has entered into a definitive agreement to establish a joint venture (JV) with leading global investment firm KKR (NYSE: KKR) that will acquire Metronet including its broadband infrastructure, rapidly growing residential fiber business operations and existing customers. As part of the transaction, the JV will also acquire Oak Hill Capital’s existing stake. Oak Hill Capital will re-invest to retain a minority position and founder John Cinelli will also retain a minority position once the deal closes.

Metronet is uniquely positioned as the fastest-growing pure play fiber company in the U.S. and an experienced independent fiber-to-the-home (FTTH) operator. The company currently reaches more than 2 million homes and businesses across 17 states with fiber solutions built on a state-of-the art broadband platform. Following the transaction’s close, Metronet will become a wholesale services provider for its retail customers and 100% of its residential fiber retail operations and customers will transition to T-Mobile. T-Mobile will have full responsibility for residential customer acquisition and support, leveraging its differentiated retail, marketing, brand and service model, and will utilize Metronet’s deep digital and fiber infrastructure expertise to expand to more households with fiber broadband services. Metronet will focus on build plans, network engineering and design, network deployment, and customer installation. Following the transaction close, Metronet is expected to be self-funding on a go forward basis and it is expected to reach 6.5 million homes passed by the end of 2030. To support this business plan T-Mobile does not expect to make any additional capital contributions to the JV.

“This is a unique opportunity and a smart, capital-efficient deal that enables T-Mobile to profitably build on our success in broadband and provide fast, affordable and reliable connectivity options to millions more customers nationwide as a complement to our wireless growth strategy,” said Mike Sievert, CEO of T-Mobile. “Metronet is the perfect partner for T-Mobile as a leader in fiber solutions with an incredibly fast build pace, and a top-notch management team. Together with KKR’s strong heritage of corporate partnership and global fiber franchise, we will further expand the Un-carrier’s fiber footprint and deliver real value and choice to customers while addressing a growing demand for fast and reliable broadband.”

“As a leading investor in fiber broadband, KKR has a strong track record of building fiber networks in multiple countries around the world. Since our initial investment in Metronet in 2021, the company has grown rapidly, including constructing new fiber infrastructure and adding subscribers in attractive, underserved markets,” said Waldemar Szlezak, Partner, and Global Head of Digital Infrastructure at KKR. “Our new joint venture with T-Mobile will be transformational for the future of the Metronet business. We look forward to benefitting from T-Mobile’s industry-leading customer experience to support the company in reaching its full potential.”

The JV will be complementary to T-Mobile’s already existing 5G Home Internet offering, a fixed wireless solution currently being used in more than 5 million households and businesses nationwide using fallow network capacity over the Un-carrier’s 5G network, and the company’s previously announced fiber partnerships. This expanded portfolio of offerings will help meet continually increasing consumer demand for higher speed and reliable broadband products.

“We could not be prouder to expand our strategic partnership with KKR and form a new one with T-Mobile — two global leaders in 5G wireless connectivity and digital infrastructure,” said Metronet CEO Dave Heimbach. “Metronet’s 100% fiber network delivers symmetrical multi-gigabit internet service directly to homes and businesses, perfectly complementing T-Mobile’s industry-leading 5G mobile and fixed-wireless offerings to meet consumer demand for seamless, ubiquitous connectivity. With this new partnership, Metronet will expand its fiber network faster and farther, reaching millions more households by the end of the decade.”

KKR is making the investment in Metronet through its global infrastructure strategy. The firm first established its global infrastructure strategy in 2008 and has since been one of the most active infrastructure investors around the world, currently managing over $61 billion in infrastructure assets. KKR has significant experience investing in the growth of leading FTTH providers globally with over 25 million homes passed and building more than four million annually. This includes the creation of independent open access wholesale fiber optic network companies in Chile, Colombia, Peru and in the Netherlands and investments in Hyperoptic in the U.K., Telenor Fiber in Norway and Deutsche Glasfaser in Germany. Most recently, KKR announced the closing of its acquisition of Telecom Italia Netco, which owns and operates the entire national copper and fiber fixed line network in Italy.

The transaction is expected to close in 2025, subject to customary closing conditions and regulatory approvals. At closing, T-Mobile is expected to invest approximately $4.9 billion to acquire a 50% equity stake in the JV and 100% of Metronet’s residential fiber retail operations and customers, as well as funding of the JV.

Cautionary Statement Regarding Forward-Looking Statements

This communication contains certain forward-looking statements concerning T-Mobile and the proposed transaction with KKR to acquire Metronet’s broadband infrastructure. All statements other than statements of fact, including information concerning future results, are forward-looking statements. These forward-looking statements are generally identified by the words “plan,” “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “could” or similar expressions. Such forward-looking statements include, but are not limited to, statements about the benefits of the proposed transaction, including anticipated future financial and operating results, T-Mobile’s and the joint venture’s objectives, expectations and intentions, expectations regarding the JV being self-funding and future contributions (or lack thereof), the expected number of homes passed by the JV in the future and the expected timing of completion of the proposed transaction. There are several factors which could cause actual plans and results to differ materially from those expressed or implied in forward-looking statements. Such factors include, but are not limited to, the failure to satisfy any of the conditions to the proposed transaction on a timely basis or at all; the occurrence of events that may give rise to a right of one or both of the parties to terminate the definitive agreements; adverse effects on the market price of T-Mobile’s common stock and on T-Mobile’s operating results because of a failure to complete the proposed transaction in the anticipated timeframe or at all; negative effects of the pendency or consummation of the proposed transaction on the market price of T-Mobile’s common stock and on T-Mobile’s operating results; the risk of litigation or regulatory actions; the possibility that T-Mobile may not fully realize the projected benefits of the proposed transaction within expected timeframes or at all; business disruption during the pendency of or following the proposed transaction; diversion of management time from ongoing business operations due to the proposed transaction; the risk of any unexpected costs or expenses resulting from the proposed transaction; the risk that the proposed transaction and its announcement or T-Mobile’s fiber strategy generally could have an adverse effect on the ability of T-Mobile or Metronet to retain customers and retain and hire key personnel and maintain relationships with customers, suppliers, employees, stockholders and other business relationships and on its operating results and business generally; and other risks and uncertainties detailed in T-Mobile’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, including in the sections thereof captioned “Risk Factors” and “Cautionary Statement Regarding Forward-Looking Statements,” as well as in its subsequent reports on Form 8-K and Form 10-Q, all of which are filed with the SEC and available at www.sec.gov and www.t-mobile.com. Forward-looking statements are based on current expectations and assumptions, which are subject to risks and uncertainties that may cause actual results to differ materially from those expressed in or implied by such forward-looking statements. Given these risks and uncertainties, persons reading this communication are cautioned not to place undue reliance on such forward-looking statements. T-Mobile assumes no obligation to update or revise the information contained in this communication (whether as a result of new information, future events or otherwise), except as required by applicable law. References to our and the SEC’s website are inactive textual references only. Information contained on our and the SEC’s website is not incorporated by reference in this communication and should not be considered to be a part of this communication.

Advisors

Citigroup Global Markets Inc. is serving as T-Mobile’s financial advisor on the transaction with Wachtell, Lipton, Rosen & Katz and Davis Wright Tremaine serving as T-Mobile’s legal counsel. Cleary Gottlieb Steen & Hamilton LLP, DLA Piper LLP and Milbank LLP are serving as T-Mobile’s regulatory counsel.

Barclays and Morgan Stanley Morgan Stanley & Co. LLC are serving as lead financial advisors to KKR, with Goldman Sachs, Mizuho and MUFG also serving as financial advisors. Simpson Thacher is serving as KKR’s legal advisor.

Bank Street Group LLC and TD Securities served as financial advisors to Metronet. Paul, Weiss, Rifkind, Wharton & Garrison LLP and Polsinelli served as legal counsel to Metronet. Lazard served as financial advisor to Oak Hill Capital.

About T-Mobile

T-Mobile US, Inc. (NASDAQ: TMUS) is America’s supercharged Un-carrier, delivering an advanced 4G LTE and transformative nationwide 5G network that will offer reliable connectivity for all. T-Mobile’s customers benefit from its unmatched combination of value and quality, unwavering obsession with offering them the best possible service experience and undisputable drive for disruption that creates competition and innovation in wireless and beyond. Based in Bellevue, Wash., T-Mobile provides services through its subsidiaries and operates its flagship brands, T-Mobile, Metro by T-Mobile and Mint Mobile. For more information please visit: https://www.t-mobile.com

About KKR

KKR is a leading global investment firm that offers alternative asset management as well as capital markets and insurance solutions. KKR aims to generate attractive investment returns by following a patient and disciplined investment approach, employing world-class people, and supporting growth in its portfolio companies and communities. KKR sponsors investment funds that invest in private equity, credit and real assets and has strategic partners that manage hedge funds. KKR’s insurance subsidiaries offer retirement, life and reinsurance products under the management of Global Atlantic Financial Group. References to KKR’s investments may include the activities of its sponsored funds and insurance subsidiaries. For additional information about KKR & Co. Inc. (NYSE: KKR), please visit KKRs website at www.kkr.com. For additional information about Global Atlantic Financial Group, please visit Global Atlantic Group’s website at www.globalatlantic.com.

About Metronet

Metronet is PCMag‘s “Fastest Major ISP” for 2023 and 2024, providing multi-gigabit internet service to homes and businesses in cities like Colorado Springs, Des Moines, Indianapolis, Lexington, Norfolk, Tallahassee and more than 300 other communities across 17 states. Expanding its fiber-optic network in more than 90 communities at any one time, Metronet has become the country’s largest and fastest-growing privately owned fiber-to-the-home company. More information on the Evansville, Ind.-based company can be found at metronet.com.

Contacts

T-Mobile US, Inc. Media Relations
MediaRelations@t-mobile.com

T-Mobile Investor Relations Contact
investor.relations@t-mobile.com
https://investor.t-mobile.com

KKR Media Relations
Media@KKR.com

Metronet Media Relations
media@metronet.com

 

Categories: News

Outcome of the optional dividend for the FY 2023-24 : 57.8% of the dividend rights are distributed in the form of new ordinary shares, resulting in a capital increase of EUR 29.3 million

GIMV

Topic: Dividend

Gimv today announces that 57.8% of the dividend rights on the financial year 2023-24 had been presented in return for 732,567 new ordinary shares, for a total amount of EUR 29.3 million.

Gimv’s AGM on June 26th, 2024 approved the distribution of a gross dividend of EUR 2.60 per share (EUR 1.82 net) for the financial year 2023-24. In addition, Gimv offered shareholders the option of subscribing to new ordinary shares, each share being exchanged for 22 dividend rights on the financial year 2023-24 (EUR 40.04), or of taking a cash dividend or a combination of both. The new shares will be of the same type as the existing shares (with no right to a reduced withholding tax) and give entitlement to payment of a dividend from Gimv’s profits as from April 1st, 2024. Gimv shareholders were asked to communicate their choice between July 3rd and 23rd, 2024.

16,116,474 dividend rights on the financial year 2023-24 were presented in exchange for 732,567 new ordinary shares, for a total amount of EUR 29.3 million. These new shares will be issued on July 26th, 2024 and will be admitted to listing on Euronext Brussels on the same date. The balance of the dividend will be distributed on July 26th, 2024 in cash, amounting to a gross total of EUR 43.1 million (including withholding taxes).

As a result of this capital increase, Gimv’s equity (group’s share) will amount to EUR 1,446.2 million(1) and will be represented by 28,613,840 ordinary shares. Each of these shares carries one voting right at the general shareholders meetings and the total number of shares indicated above will represent the denominator for purposes of notifications under the transparency regulations.

WorxInvest, Gimv’s reference shareholder, opted for full payment in shares and now holds 8,419,858 shares, equating to 29.4% of the capital. Consequently, Gimv’s free float amounts to 70.6%.

This capital increase adds EUR 29.3 million to Gimv’s equity, in contrast to the situation that would have prevailed had the dividend entirely been paid in cash. The cash which is not paid out will be used by Gimv to finance growth and further value creation in the portfolio.

(1) Most recently published equity value (group’s share) as at 31 March 2024, excluding the dividend on the financial year 2023-24 and increased with the amount of the capital increase.

 

Read the full document

Gimv

Karel Oomsstraat 37, 2018 Antwerpen, Belgium

www.gimv.com

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