Introduction to Oloryn Partners · 2015-05-09 · Introduction to Oloryn Partners MANAGEMENTWISE [mænɪdʒməntwaɪz] neologism – 1.adj.Said of the advisor well versed in the art

Introduction to Oloryn Partners

MANAGEMENTWISE [mænɪdʒməntwaɪz]

neologism – 1.adj. Said of the advisor well

versed in the art of effectively giving counsel

to shareholder managers. – When it comes to

buyouts, Oloryn Partners is definitely

managementwise. 2.adv. From management’s

point of view. – As CEO, I want my advisor

to look at the deal managementwise.

Content


Scope of work and Methodology

Appendix

- Track record

- Management package principles

- Shareholders agreement key issues

2

In France, Oloryn Partners is recognized as the leading advisory firm

dedicated to giving counsel to management teams in buyout

transactions

► Oloryn Partners is an independent financial

advisory firm

► Managers are our sole clients. We are therefore not

subject to any conflict of interest

► Our approach is « business-minded»

► Our senior team is composed of individuals who have

previously closed as financial investors with leading

private equity institutions, or as top managers of high

profile, fast growing businesses

Introduction to Oloryn Partners 3

Oloryn Partners helps management

teams structure their buyout :

1- With the “best” financial sponsor

2- On the “best” terms

Our senior team is composed of individuals who have previously

closed as financial investors with leading private equity institutions, or

as top managers of high profile, fast growing businesses

4 Introduction to Oloryn Partners

Roland de Farcy

► Chairman of Princesse Tam.Tam –

Comptoir des Cotonniers until 2009

► LBO activities as manager and investor

‒ CEO of Louisiane Group until 2008

(LBO led by Perfectis)

‒ Senior Advisor at 3i from 2005 to

2007

► Chairman of Hennessy (LVMH Group)

from 2002 to 2005

► Founder & CEO of Spizza 30’, launched

in 1988, then merged with Pizza Hut

which he ran until 2002

► Consultant at the Boston Consulting

Group (BCG) from 1980 to 1988

► MBA Stanford

Ecole Polytechnique

Frédéric Jannin

► Buy-out director at Apax Partners from

2000 to 2004, and then at 3i from 2004

to 2008

► Management consultant at AT Kearney

from 1996 to 2000

► Construction manager at Dumez in Cairo

(Egypt) from 1994 to 1996

► MBA Harvard Business School

(Graduated with Distinctions /

A. Sachs scholar)

Ecole Centrale Paris

Master of Engineering Cornell University

(Zellidja scholar)

Stéphane Franchaud

► Buy-out director at 3i from 1998 to

2008

► Financial auditor and Corporate

Finance Consultant at Arthur

Andersen from 1995 to 1998

► HEC

Ludovic Thiebaut

► Transaction services consultant at

Accuracy from 2011 to 2013

► First experiences in private equity at

Naxicap Partners, from 2010 to 2011,

and HLD Associés from 2009 to 2010

► Université Panthéon- Assas

Magistère Banque-Finance and Master

degree in banking and finance

In France, Oloryn Partners is recognized as the leading advisory firm

dedicated to giving counsel to management teams in buyout

transactions (2/2)

A unique track record

► More than 40 management teams advised since our

founding in 2008

► Advised management on one of the major public-to-

private deal in France in 2012 (EV: €2.5Bn)

► 20 LBOs realised in 2013/2014:

‒ Sébia (EV: €1.3bn)

‒ Louvre Hotels Group (EV: 1.2bn)

‒ Projet Cortex (EV: €800m)

‒ Maisons du Monde (EV: €700m)

‒ Sandro Maje & Claudie Pierlot (EV : €650m)

‒ Frans Bonhomme (EV: €500m)

‒ MergerMarket (EV: €460m – UK)

‒ Outremer Telecom (EV: €400m)

‒ Speedcast (EV: $260m – IPO)

‒ FPS Towers (EV: €200m)

‒ Europe Snacks (EV: n.c)

‒ Colisée Patrimoine (EV: n.c)

‒ Desk (EV: env. €150m)

‒ Buy Way Personnal Finance (EV: n.c)

‒ Groupe JOA (EV: n.c)

‒ Invicta (EV: entre €50 et €100m)

‒ Mediascience - Jeulin (EV: env. €50m)

‒ Arc International Cookware (EV: env. €50m)

‒ Etrali (EV: inf. à €50m)

‒ Michel & Augustin (EV: inf. à €50m)

5

Oloryn’s achievements as recognized by its peers


Content



Appendix

- Track record



6

Oloryn Partners helps management teams structure their buyout with

the “best” financial sponsor, on the “best” terms

7

The “best” financial sponsor The “best” terms Objective

Criteria ► Intuitu personae

► Reputation

► Fund size adapted to your industrial project

► Timing in the fund’s life cycle

► Internal decision making process

Financial investment Shareholders agreement

► Corporate governance

► Rights and obligations of management

in case of an exit (tag along, drag along,

common exit, IPO, etc.)

► Individual case of exit

(good leaver / bad leaver )

► Salary, bonus

► Fees / Reps & Warranties


► Returns of management’s investment in

case of over-performance

► Returns of management’s investment in

case of under-performance

► Impacts on management’s investment

in case of equity injections

Content



Appendix

- Track record



8

Oloryn Partners is a recognized player advising managers in all types

of mid- and large-cap transactions (1/7)

9 Track Record

Enterprise value higher than €500m (1/2)

Management buyout closed in January 2012

Buyer: Permira

Seller: Alcatel-Lucent

Enterprise value: c. $1.500m

With $550m in net sales in 2011, Genesys is specialized in

the supply of best-in-class customer service solutions

Public tender offer closed in October 2012

Buyer: Toyota Tsusho Corporation

Seller: Groupe PPR

Enterprise value: c. €2.300m

With $3.1b in net sales in 2011, CFAO is an automobile and

pharmaceutical retailer in Africa and the French overseas

territories

Management buyout closed in June 2013

Buyer: KKR

Seller: L Capital, Florac

Enterprise value: c. €650m

SMCP is a French multinational clothing retailer composed

of three brands: Sandro, Maje & Claudie Pierlot. 2012 group

sales reached €390m through 550 outlets over the world.

Management buyout closed in August 2013

Buyer: Bain Capital

Seller: Apax, LBO France

Enterprise value: Between €650 and €700m

Maisons du Monde is an European leader in furnishing and

design. 2012 sales reached €500m through a network of

220 stores.

Management package renegotiation over 2011

Buyer: n/a

Seller: n/a

Enterprise value: n/a

Company specialised in the medical sector

Cortex Project

(Confidential)

Trade sale closed n November 2013

Buyer: Centerbridge & Angelo Gordon

Seller: Cinven


Frans Bonhomme is the market leader in the distribution of

plastic pipes and fittings in France. Group’s 2013 sales

reached c. €700m.

Management buyout signed in December 2014

Buyer: Montagu PE, Astorg Partners

Seller: Cinven

Enterprise value: c. €1.300m

Sebia is a worldwide leader in innovative laboratory

instruments and reagents based on electrophoresis

technology (2013 sales: €160m)

Trade sale signed in December 2014

Buyer: Jin Jiang International

Seller: Starwood Capital

Enterprise value: c.€1.200m

Louvre Hotels group is Europe’s No. 2 budget operator with

a network of more than 1,100 hotels in more than 40

countries worldwide

http://www.toyota.fr/index.tmex



10 Track Record

Enterprise value higher than €500m (2/2)

Trade sale closed in October 2008

Buyer: Game Stop

Seller: L Capital


Founded in 1983, Micromania is the first video-game retailer

owing more than 350 stores (2007 sales: €500m)

Management buyout closed in March 2010

Buyer: Cinven

Seller: Montagu PE, Astorg Partners, ICG


Sebia is a worldwide leader in innovative laboratory

instruments and reagents based on electrophoresis

technology (2009 sales: €120m)

Management buyout closed in May 2010

Buyer: PAI Partners

Seller: IK Investment Partners, Astorg


Cerba European Lab is the French leader of Specialized

Biology Laboratory (2009 sales: €238m)

CERBA

Public tender offer closed in January 2011

Buyer: Axel Springer

Seller: Fondateurs, Public


SeLoger.com is the French leader in web real-estate ads.

The company is listed on Euronext

http://www.gamestop.com/default.aspx



11

Enterprise value between €50m and €500m (1/3)

Track Record

LBO closed in July 2013

Buyer: Altice

Seller: Axa Private Equity


Outremer Telecom is the first telecom operator acting in

French Overseas Regions (2012 sales: €195m)

LBO closed in November 2013

Buyer: Apax Partners

Seller: IK Investment Partners

EV: n.c.

Europe Snacks is the French specialist on the Savoury

Snacks Market under private label brands with a turnover of

77 million € in 2012.

LBO closed in December 2013

Buyer: BC Partners

Seller: Pearson

EV: €460m

The Mergermarket Group provides the advisory, corporate

and financial communities with actionable financial

intelligence, analysis and data

LBO closed in April 2014

Buyer: Chenavari Investment Managers

Seller: APAX Partners

EV: n.c

Buy Way Personal Finance is one of the leading consumer

credit institutions in Belgium and Luxembourg. In particular,

it is the leader in retailer co-branded credit cards.

LBO closed in September 2014

Buyer: Eurazeo PME, Founder

Seller: Naxicap Partners, Foundeur

Enterprise value: €175m

Colisée group is France’s fourth-largest retirement home

operator. The group manages 57 establishments and

reached a turnover of c. €180m in 2013.

IPO in August 2014

Listing market: Australian Securities Exchange (ASX)

Seller: TA / Managers

Enterprise value: $260m

Based in HK, SpeedCast is a leading global network

solutions provider, enabling critical communications on land

and at sea. 2013 sales amounted to c. $120m

LBO closed in December 2014

Buyer: Naxicap Partners

Seller: Family shareholders

Enterprise value: €150m

Desk is a French leaders on the office equipment market

with sales reaching c.€100m

Restructuring closed in October 2014

Buyer: Alchemy & Davidson Kempner

Seller: Bridgepoint & Loto du Québec

Enterprise value: n.c.

JOA is the third largest operator of casinos in France



12


Track Record

Public tender offer realised in July 2011

Buyer: Axa Private Equity

Seller: Apax Partners, Public


Outremer Telecom is the first telecom operator acting in

French Overseas Regions (2010 sales: €188m ; 558 000

subscribers)


Buyer: Activa Capital

Seller: LFPI

Enterprise value: between €50m and €75m

Primavista is a photographers company specialized in

maternity and infancy. In 2010, Primavista’s sales amounted

to €65m


Buyer: LBO France

Seller: HIG


With €166m in sales, Diam international is a global leader in

designing and manufacturing points of sale to the cosmetic

industry


Buyer: TA

Seller: Asiasat

Enterprise value: c. 70m$

Based in HK, SpeedCast is a leading global network

solutions provider, enabling critical communications on land

and at sea. 2011 sales amounted to c. $25m


Buyer: IK Investment

Seller: Axa Private Equity

Enterprise value: c. 190m€

With c. €170m in sales, Unipex offering innovative products,

services and customized solutions for the cosmetics,

pharmaceutical, specialty chemicals and nutrition industries

LBO closed in October 2012

Buyer: Apax Partners

Seller: Pragma Capital

Enterprise value: c. 100m€

Texa is an assessor working for insurance companies.

Group’s turnover amounted to €110m in 2011


Buyer: Qualium Investissement

Seller: Family shareholders

Enterprise value: Between €50m and €100m

Invicta is a French an European leading company in wood-

burning apparels. Group sales reached almost €74m€ in

2012.


Buyer: Antin Infrastructure Partners

Seller: Bouygues Telecom


FPS Towers is the first independent telecom tower company

in France. It operates more than 2,000 towers



13


Track Record

Management buyout closed in May 2010

Buyer: Barclays Private Equity

Seller: Azulis, Cita Gestion, LFPI, BNP Développement


FTFM La Toulousaine is the French leader in selling metallic

shutters (2009 sales: €100m)

Restructuring realised in September 2010

Buyer: n/a

Seller: n/a


Potel & Chabot is the French leader in luxury catering. The

company organizes reception and premium events (2009

sales: c.€100m)

Trade sale realised in January 2011

Buyer: confidential

Seller: confidential


Purple is a French leader in producing and selling distilled

beverages (2010 sales: c.€200m)

PURPLE Project

(Confidential)

Setting up of an incentive system in February 2011

Buyer: n/a

Seller: n/a

Enterprise value: n/a

Setting up of an incentive system (“management package”)

in one of the group subsidiaries

Management buyout closed in July 2010

Buyer: confidential

Seller: confidential


Green is a company producing manufacturing goods who is

leader on its market (2009 sales: €650m)

GREEN Project

(Confidential)

Management buyout closed in 2011

Buyer: LBO France

Seller: Barclays PE


Founded in 2000, Karavel-Promovacances is the largest

web tour-operator in France (2010 sales: €400m)


Buyer: Abénex, Cathay Capital PE

Seller: 21 Partners


Vulcanic offers a range of products for industrial heating

(2010 sales: c. €60m)


Buyer: LBO France

Seller: Orium, Pechel


Eminence is a European leader in men’s underwear

industry (2010 sales: €140m)

Oloryn Partners also selectively operates in small-cap transactions

(6/7)

Management buyout closed in September 2010

Buyer: Paluel Marmont Capital

Seller: LBO France

Enterprise value: lower than 50m€

Scientis-Finipar is one of the French leading companies

specialized in manufacturing cleaning products

(2009 sales: €55m)

14 Track Record

Enterprise value lower than €50m (1/2)

Management buyout closed in September 2011

Buyer: Managers

Seller: Altran


Present in 20 countries, Arthur D. Little is a premier global

management consulting firm with a 125-year track record

Management buyout closed in April 2012

Buyer: HIG

Seller: Rio Tinto

Enterprise Value: Iower than €50m

With €300m in net sales in 2011, the activity “Specialty

Aluminas Europe” of Rio Tinto is the largest integrated

supplier of non-metallurgical aluminas

« Specialty Aluminas Europe »

LBO closed in May 2013

Buyer: The Gores Group

Seller: France Télécom

Enterprise value: lower than €50m

Etrali is one of the leading resellers of voice recording

software to the financial services industry.

Capital Increase realised in April 2013

Buyer: Artémis

Seller: n/a


Michel et Augustin is a French food and beverage actor

specialized in fresh products.

Management Buy-In closed in February 2012

Buyer: Liberty, Idia

Seller: Ducros


Gyma is a major European actor on the market for cold

sauces.

LBO closed in August 2013

Buyer: Siparex

Seller: Edmond de Rothschild Capital Partners

Enterprise value: lower than €50m

Mediascience is a French leading designer and distributor of

scientific equipment from primary to high school. The

company reached €60m of sales in 2012.


Buyer: Aurora Capital Group

Seller: Arc International

Enterprise value: n.c.

Arc International Cookware manages the licence of Pyrex, a

leading brand of cookware known for its heat resistant glass

range.

Oloryn Partners also selectively operates in small-cap transactions

(7/7)

15 Track Record

Enterprise value lower than €50m (2/2)

Carve-out realised in March 2009

Buyer: Bavaria Industriekapital

Seller: Osny


With a total net sales of €28m, Catalent-Osny is specialized

in drug manufacturing

Delisting realised in May 2008

Buyer: Abénex Capital

Seller: Développement & Partenariat


Founded in 1987, Réponse is an advisory firm acting in

space planning, consulting and engineering (2007 sales:

€106m)

Management buyout closed in June 2009

Buyer: Managers

Seller: Deutsche Post


DHL Global Mail Services France (« KOBA ») is a French

company specialized in sorting and mailing (2008 sales:

€40m).

Secondary LBO closed in April 2008

Buyer: Activa Capital

Seller: Qualium Investment, CIC Banque de Vizille


Saint Hilaire is a ready-to-wear company, designing in

France, producing in Europe and selling worldwide

Management buyout closed in March 2010

Buyer: IDI Group

Seller: Allianz


AGF Private Equity (Venture) is an investment firm

specialized in venture capital and is one of the French

leaders in this market (Assets managed: €400m)

Venture

http://www.baikap.de/index2.php

http://www.catalent.com/

http://www.activacapital.com/

Contact

Frédéric Jannin

Oloryn Partners

41 rue Saint Dominique

75007 Paris

Mob. +33 (0) 6 22 02 62 18

Tel. +33 (0) 1 53 85 92 33

[email protected] I www.oloryn.com

Documents

Introduction to Oloryn Partners · 2015-05-09 · Introduction to Oloryn Partners MANAGEMENTWISE [mænɪdʒməntwaɪz] neologism – 1.adj.Said of the advisor well versed in the art