BELGRAVIA & CO. COMPANY PROFILE NOVEMBER 2017

Transcription

1 BELGRAVIA & CO. NOVEMBER 2017

2 Introduction to BELGRAVIA & CO. Passion for Middle-Market M&A BELGRAVIA & CO. combines in-depth experience in international Middle-Market M&A with high-value added strategy consulting skills. One-stop, seamless strategic and transaction advisory services. Cologne New York Overview BELGRAVIA & CO. is an independent international middle-market M&A and Corporate Finance Advisory Firm. The scope of our services typically starts earlier (developing strategic options) and terminates later (developing integration concepts) than traditional M&A advisors. The Firm was founded in 2012 and is headquartered in Cologne/Germany. Rep office in New York We Earn Our Clients Trust Through Unbiased, un-conflicted, independent advice Senior-level involvement from conception to closing Proven ability to achieve exceptional strategic value Integrity and social skills International background Dedication to our Clients' success Identifying "beyond-the-obvious" solutions Who We Work For (Family-owned) Middle Market Corporations Financial Sponsors (Middle-Market) Family Offices Entrepreneurs Private Shareholders Our Philosophy and Business Ethics Trust and Integrity Individualized advisory services (no "copy/paste") Going the extra mile for our Clients "Underpromise and overdeliver" Our Client s interest always comes first Commitment to excellence Focus on generating results and solutions rather than on producing paper 1

3 Recent Transactions Prestigious Client base visible middle-market transactions Overview SELL-SIDE M&A CROSS-BORDER SELL-SIDE CROSS-BORDER BUY-SIDE GROWTH FUNDING CROSS-BORDER SELL-SIDE CROSS-BORDER SELL-SIDE SELL-SIDE M&A CROSS-BORDER SELL-SIDE DISTRESSED SELL-SIDE CROSS-BORDER BUY-SIDE 2

4 Team Overview Decades of international middle-market M&A experience DR. BJÖRN RÖPER DR. HANS CHRISTIAN ZANDERS Seniority Experience Network Focus on generating results and solutions rather than on producing paper Founding Partner of BELGRAVIA & CO. (2012) More than 20 years of experience in international middle-market M&A and high value-added strategy consulting Lived and worked in New York City before founding BELGRAVIA Member of German CEO Roundtable New York Dr. rer. pol., European Business School, Oestrich-Winkel/Germany: Corporate Venture Capital Dipl.-Kfm. (MBA equivalent), European Business School German, English, French, Spanish DR. JAN KLOBUCNIK Director 15 years of experience in M&A- and strategy consulting Dipl.-Kfm. (MBA equivalent), Dr. rer. pol. (Univ. Augsburg, University of California Santa Barbara, Univ. Ulm) Dr. Wieselhuber & Partner, München (Senior Consultant) goetzpartners Management Consultants, München (Manager) Restructuring and Transactions Baker Tilly Roelfs, München (Sr. Manager) Strategy and M&A English, French and Spanish ANDREAS PABSCH Senior Executive For more than 4 years with B&CO. International Economics (Univ. Tübingen, University of Technology, Sydney, Universidad de Málaga/Spain) Ph.D. Studies, Empirical Finance (Valuation and Bankruptcy Prediction) Prior experience with The Boston Consulting Group (Restructuring) Allianz Global Investors (Investment Advisory) Robert Bosch GmbH (Strategy Development) German, English, Spanish, French Associate Partner 18 years of experience as M&A and corporate finance advisor Dipl. Volkswirt, DVFA Financial Analyst Deutsche Bank AG, Frankfurt Sal. Oppenheim jr. & Cie., Cologne DB Consult GmbH (Middle-Market M&A Advisory, Deutsche Bank) MCF Münchmeyer Corporate Finance, Hamburg German, English, French, Spanish 3

5 Senior Advisors Relevant industry expertise, networking and decision maker access PROF. DR. GERHARD PICOT HELMUT RUWISCH Complementary industry expertise Access to relevant decision makers Multiplier Impetus Provider Founder and Senior Partner of PICOT Law Firm, Cologne/Munich One of the most renowned and distinguished German M&A lawyers Holding several Board and Supervisory Board chairs and seats Former Professor at Witten/Herdecke University s Institute for Mergers & Acquisitions and at EBS University of Business and Law, Wiesbaden/Germany Editor and author of numerous publications, many of which standard reference works on M&A in Germany DR. MARTIN FÜLLENBACH 10 years CEO, Indus Holding AG (stock-listed private equity investor) Former Member of the Board of WGZ-Bank and former member of the Executive Management Board of Bankhaus Lampe Various Board and Supervisory Board seats in middle-market and stock-listed companies Throughout his career active in German Mittelstand (middlemarket sector), both from an investor and a lender perspective MICHAEL GERLIF CEO, Oerlikon Leybold Vacuum GmbH, Cologne (since 2012) Previous management positions: CEO Marine Division, Voith Turbo VP Corporate Development and M&A, Voith Turbo Head of Combat Aircraft Production, EADS Military Aircraft (today Airbus Group) Chief of Staff Defense Divisions, EADS VP Strategy and M&A Defense, EADS (today Airbus Group), German Air Force, Commisioned Officer with several international assignments Throughout his corporate career active in German + Swiss largecap corporations from the capital goods and defense industries Former CFO of LEKKERLAND AG, Cologne ( ) Supervisory Board Member of NORDZUCKER AG and at LANDGARD eg Former CEO & CFO of PHILIPS Nordic (Stockholm), Senior Vice President in PHILIPS Group HQ (Amsterdam) Former CFO of PHILIPS Consumer Electronics EMEA and CFO of PHILIPS EMEA region Also held a CFO position at CARLSBERG brewery 4

6 Advisory Service Portfolio Focus on Sell-Side M&A incl. Exit Readiness Assessments OVERVIEW Exit Readiness Assessments Optimized decision support for divestment timing Valuation: Status quo assessment and identification of levers for improving Target s value Action plan for optimizing the equity story and underlying valuation basis Typical Deliverables Strategic Assessment Operational Assessment (Target) Equity Story Transaction Options incl. Recommendations Financial Analysis and Valuation Targeted Action Plan to drive Shareholder Value Buy- and Sell-Side Advisory Mergers and Strategic Alliances M&A Transaction Advisory Planning and Structuring the Transaction Valuation / Purchase Prices Calculation Approach Documentation, Long-/ Short-List International Identification and Approach of Potential Investors and Target Companies Preparation and Oversight of Due Diligence / Data Room Management Negotiation Lead Co-ordination of All Advisors Involved Company valuations following international standards Valuations DCF, capitalised earnings value Market and transaction-orientated methods (multiples) Pre-Transaction Services Strategic Market Analyses High- Level Market Transparency Exploring Strategic Options Developing an Exit Strategy Detailing Strategy and Business Plans Post-Transaction Services Strategic Advisory Post Merger Integration Concepts Synergy Documentation and Monitoring 5

7 Profound Middle-Market M&A-Expertise Cross-European deal and broad sector expertise INTERNATIONAL DEAL FOOTPRINT SECTOR EXPERTISE : Countries with B&CO. project references Industry IT/High Tech Energy Security Technologies PROJECT TYPES Insolvency Admin. Middle- Market Financial Sponsors Valuations Int l. Buy-Side Distressed Sell-Side National Cross-border deals covering the following countries: U.K. France Spain Italy Poland Hungary Sweden Norway Finland The Netherlands Switzerland Large (listed) Corporates Clients Int l. Sell-Side Project type <10 Revenue (meur) Crossborder Transaction geography 6

8 Transaction Details RECENT TRANSACTIONS Recent Successfully Closed Transactions (1/3) Transaction Profiles Engagement Type: Cross-Border Sell-Side M&A Closing: May 2016 Seller: Henkel AG & Co. KGaA Scope: Production site Saint-Pierre-lès- Nemours (France) Deal Type: Asset Deal Consideration: Undisclosed Sector: Laundry & Home Care / Process industry BELGRAVIA & CO. Role: Exclusive M&A advisor to Sellers Engagement Type: Cross-Border Sell-Side M&A Closing: February 2016 Seller: Family Gräf Holding GmbH Scope: Disposal of Share Package to QUESTBACK HOLDING AS (Norway) Deal Type: Share Deal Consideration: Undisclosed Sector: Enterprise Feedback Management-Software BELGRAVIA & CO. Role: Exclusive M&A advisor to Sellers Engagement Type: Sell-Side M&A Closing: December 2015 Seller: Shareholders of magellan netzwerke GmbH Scope: Majority shareholding Deal Type: Share Deal Consideration: Undisclosed Sector: Network IT Infrastructure BELGRAVIA & CO. Role: Exclusive M&A advisor to Sellers 7

9 Transaction Details RECENT TRANSACTIONS Recent Successfully Closed Transactions (2/3) Transaction Profiles Engagement Type: Cross-Border Sell-Side M&A (Italy, UK) Closing: October 2015 Seller: Henkel AG & Co. KGaA (= Client) Target: Brand portfolio GET OFF, FITO, DUECI and related assets Deal Type: Asset Deal + long-term Supply Agreement Consideration: Undisclosed Sector: Garden Care BELGRAVIA & CO. Role: Exclusive M&A advisor to seller HENKEL Engagement Type: Sell-Side, Distressed M&A Closing: September 2015 Seller: Insolvency Administrator (= Client) Target: IMTECH CONTRACTING GmbH, Hamburg Deal Type: Share Deal Consideration: Undisclosed Sector: Energy Contracting BELGRAVIA & CO. Role: Exclusive M&A advisor to insolvency administrator Peter-A. Borchardt Engagement Type: Cross-Border Buy-Side M&A (Italy, Poland) Closing: April 2015 Client: FORTAS AG / Germany Target: ITIB Srl (Italy/Poland), a subsidiary of ITIB Machinery International S.p.A. (Paderno Franciacorta) Deal Type: Share Deal Consideration: Undisclosed Sector: Manufacturing (corrugated pipes) BELGRAVIA & CO. Role: Exclusive M&A advisor of FORTAS AG 8

10 Transaction Details RECENT TRANSACTIONS Recent Successfully Closed Transactions (3/3) Transaction Profiles Engagement Type: Cross-Border Sell-Side M&A (Spain) Closing: October 2013 Seller: Henkel AG & Co. KGaA (= Client) Target: Bleach Production Site, Seville/ESP Enterprise Value: undisclosed Deal Type: Asset Deal + long-term Supply Agreement Valuation Basis: Asset Value Sector: Process Industry, Bleach Production BELGRAVIA & CO. Role: Exclusive financial advisor to Henkel AG & Co. KGaA Engagement Type: Sell-Side M&A Closing: January 2014 Seller: SCHMOLZ + BICKENBACH GmbH & Co. KG (= Client) Target: SCHMOLZ + BICKENBACH GUSS GmbH, Krefeld/Germany Deal Type: Share Deal Consideration: undisclosed Sector: Special steel and steel castings BELGRAVIA & CO. Role: Exclusive M&A advisor to SCHMOLZ + BICKENBACH GmbH & Co. KG Engagement Type: Cross-Border Buy-Side M&A (U.K.) Closing: February 2013 Client: BURG-WÄCHTER KG Target: Sterling Locks Ltd. (U.K.), 100% Consideration: Undisclosed Valuation Basis: Earnings Value Sector: Physical Hardware & Security BELGRAVIA & CO. Role: Exclusive M&A advisor to BURG-WÄCHTER KG 9

11 Why BELGRAVIA & CO.? Success- and Differentiation Factors MORE EXPERIENCE Founder with over 20 years of experience with transactions (as corporate finance consultant and investor) Analytical approach like a financial investor The team s sector and consultancy expertise assures a prompt start and a swift project realization Efficient use of clients resources MORE INTERNATIONALITY Substantial international middle-market transaction track record Involvement of local, internationally operating network partners (Italy, France, U.K., ) Own representative office and network in New York for oversea projects «PASSION FOR MIDDLE-MARKET M&A» MORE SENIORITY Strong personal commitment of available projectpartners/ available senior experts Responsible project management by partners Involvement of senior advisory board as networker, input provider, and door-opener MORE EDGE AND VIGOUR TOWARDS THE GOAL Experienced and competent team, eager for success We are convinced that rapidity, persistence, and diligence are the key success-factors for transactions. 10

12 Profile with a High Likelihood of Transaction High Proportion of Returning Clients Extensive transaction track record Great significance of each project in the organization Creativity, Flexibility, Speed Transaction- Success Availability of senior experts Comprehensive expertise in identifying and preparing value drivers Strong focus on project closure First-class Track Record Closure rate of >80% of all mandates accepted Orders from returning clients/ long-term client relations to publicly-held or family-owned companies constitute a substantial part of our assignments Focus on middle-market transactions Various sectors Small, medium-sized, large transactions Majority of transactions international Various engagement types 11

13 Contact Details Cologne + New York TEAMIMPRESSIONS CONTACT COLOGNE OFFICE Hafenamt Harry-Blum-Platz 2 D Köln / Cologne Tel. +49 (221) info@belgravia-co.com NEW YORK OFFICE c/o The New York Family Office The News Building 220 East 42nd Street, 29th Fl. New York, NY newyork@belgravia-co.com 12

14 Targeting International Investors M&A Professionalism Corporation- and Middle-Market compatible Seniority Maximum Competition among Bidders Professional and Social Competence PASSION FOR MIDDLE-MARKET M&A Reliable Network Reasonable Valuations through Normalizations Experience with Transactions Walking the Extra Mile Corporate Divestments Transaction-Experience with Financial Investors Business Valuation Negotiation-Skills and -Experience Financing Highly-motivated Team Good Guy/Bad Guy- Negotiation Strategies Creativity Corporate Finance Intelligent, value maximizing Bidding Processes 13