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Private Equity Holding AG — AGM Information 2012
Jul 5, 2012
958_ip_2012-07-05_2f414950-fa32-4ad7-8a7f-7dec06c6b675.pdf
AGM Information
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Private Equity Holding AG
15th Annual General Meeting
Zug, 5 th July 2012
Dr. Hans Baumgartner Chairman of the Board of Directors
Dr. Peter Derendinger CEO Alpha Associates AG
Agenda
-
- Welcome
-
- Approval of the annual report, the consolidated financial statements and annual financial statements for the financial year 2011/2012
-
- Discharge of the Board of Directors
-
- Elections to the Board of Directors
-
- Election of the Auditors
-
- Distribution from capital reserves
-
- Miscellaneous
Welcome by the Chairman
Presentation
Highlights in the Financial Year 2011/2012 (1/2)
| NAV increased by 6.4% |
|||
|---|---|---|---|
| Solid performance of the portfolio in the financial year 2011/2012 despite difficult market conditions and volatile FX environment |
Total Return Multiple of investments made by Alpha Associates stands at 1.3x (although the portfolio is still young) Profit of EUR 10.6m |
||
| Selective new investments |
ABRY Partners VII (USD 7.5m) |
||
| Positive cash flow (EUR 4.3m) from the portfolio |
28 realisations in the portfolio Already several realisations in the new portfolio |
||
| Acquisition of treasury shares through (EUR 3.7m) market making |
103'532 TS were acquired Concentration effect of EUR 0.51/share |
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| Continuation of distribution policy |
Distribution of CHF 2 per share Dividend Yield ≈ 4.5% |
Strong balance sheet
- Open commitments decreased by 42% despite selctive new investments (31.03.2010 - 31.03.2012)
- Over-commitment ratio decreased from 33% to 21%
Consolidated Balance Sheet
| EUR 1,000 | ||
|---|---|---|
| Assets | 31.03.12 | 31.03.11 |
| Current assets | ||
| Cash and cash equivalents | 2'834 | 9'823 |
| Financial assets at fair value through profit or loss | — | 2'601 |
| Receivables and prepayments | 563 | 371 |
| Total current assets | 3'397 | 12'795 |
| Non-current assets | ||
| Financial assets at fair value through profit or loss1 | 202'582 | — |
| Financial assets available for sale | — | 188'848 |
| Total non-current assets | 202'582 | 188'848 |
| Total assets | 205'979 | 201'643 |
| Liabilities and equity Current liabilities |
902 | |
| Payables and other accrued expenses | 457 | |
| Total current liabilities | 457 | 902 |
| Non-current liabilities | ||
| Bank borrowings | 4'510 | — |
| Total non-current liabilities | 4'510 | — |
| Total liabilities | 4'967 | 902 |
| Equity | ||
| Share capital | 14'248 | 15'034 |
| Share premium | 105'061 | 115'253 |
| Treasury shares | (6'301) | (8'993) |
| Fair value reserve1 | — | 13'561 |
| Retained earnings | 88'004 | 65'886 |
| Total equity | 201'012 | 200'741 |
| Total liabilities and equity | 205'979 | 201'643 |
Minor differences in totals are due to rounding.
1 The Group early adopted IFRS 9 Financial Instruments as of April 1, 2011. Since that date, all (un)realized gains/(losses) on investments are booked directly in profit or loss and are presented in the line item "Net gain from financial assets at fair value through profit or loss" in the consolidated statement of comprehensive income. The prior year figures have not been restated.
Consolidated Income Statement
| EUR 1,000 | 01.04.11- 31.03.12 |
01.04.10- 31.03.11 |
|---|---|---|
| Income | ||
| Net gain from financial assets at fair value through profit or loss1 | 15'549 | 706 |
| Gains on financial assets available for sale | — | 15'812 |
| Interest income | 8 | 1'018 |
| Dividend income | — | 308 |
| Foreign exchange gains/(losses) | (400) | (278) |
| Other income | 731 | — |
| Total income | 15'888 | 17'566 |
| Expenses | ||
|---|---|---|
| Impairment of financial assets available for sale | — | 3'966 |
| Administration expenses | 3'937 | 5'178 |
| Corporate expenses | 1'084 | 1'024 |
| Transaction expenses | 176 | 14 |
| Interest expenses on bank borrowing | 134 | — |
| Total expenses | 5'331 | 10'182 |
| Profit/(loss) from operations | 10'557 | 7'384 |
| Income tax expenses | — | — |
| Profit/(loss) for the period attributable to equity holders of the | ||
| company | 10'557 | 7'384 |
| — | (1'415) |
|---|---|
| — | (1'415) |
| 10'557 | 5'969 |
Private Equity Holding AG
Monthly Development of Net Asset Value 01.01.07 – 31.05.12 (EUR)
| Share Price (EUR) | NAV (EUR) | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Monthly NAV Net Returns (incl distr) |
Jan | Feb | Mar | Apr | May | Jun | Jul | Aug | Sep | Oct | Nov | Dec | PEH ytd |
PEH since 1.1.07 |
| 2012 | -0.3% | 0.3% | 0.8% | 0.2% | 5.1% | 6.2% | 52.7% | |||||||
| 2011 | 0.1% | -0.8% | 2.0% | -3.0% | 5.1% | -0.4% | 2.1% | -3.8% | 3.8% | -1.1% | 1.0% | 1.8% | 6.7% | 43.7% |
| 2010 | 2.4% | 2.7% | -0.3% | 0.6% | 4.1% | 2.2% | -5.0% | 0.1% | -2.7% | -0.3% | 4.3% | 0.5% | 8.8% | 34.8% |
| 2009 | 3.4% | -1.7% | -8.0% | -0.1% | -3.6% | -1.2% | -0.1% | 0.5% | 3.5% | -0.6% | 4.7% | 4.0% | 0.1% | 23.9% |
| 2008 | -0.8% | -0.7% | 6.3% | 0.6% | -0.1% | 0.2% | 0.2% | 0.4% | 1.2% | 1.7% | -1.5% | -7.3% | -0.3% | 23.8% |
| 2007 | 0.6% | -0.5% | 11.7% | 0.4% | 0.1% | 4.7% | 0.9% | 2.6% | 6.5% | -1.5% | -0.2% | -2.7% | 24.1% | 24.1% |
| average return per month | 0.7% | positive months | 39 | |||||||||||
| last 12 months | 9.7% | negative months | 26 |
Published NAV is Reliable Realised Values 01.04.2010-31.03.2012
(full realizations, incl. write-offs)
- Over the last two years realised values at the time of exit were substantially higher than the fair values reported six and twelve months prior to the corresponding exit.
- This applies to investments denominated in USD (blue) and EUR (red); it is noteworthy that fair values claculated by European fund managers were generally more conservative than those calculated by US fund managers.
- As usual: "past numbers are no indication for future performance".
Relative Performance (PEHN) 01.01.07 – 30.06.12 / 01.04.10 – 30.06.12 (EUR)
Outperformance PEHN vs. LPX-50 PE-Index: 86.0% Outperformance PEHN vs. MSCI World Index: 58.6%
| Outperformance PEHN vs. LPX-50 PE-Index: | 38.9% |
|---|---|
| Outperformance PEHN vs. MSCI World Index: |
34.4% |
Private Equity Holding AG
Corporate Objectives Higher Share Price – Lower Discount
| Long-Term | NAV | Regular |
|---|---|---|
| Growth | Accretion | Yield |
| Selective New Investments |
Market Making |
Annual Distri bution |
Sufficient Free Cash Flow at All Times
Development of the Sub-Portfolios 31.03.2007- 31.03.2012
- While the earn-out portfolio amounted for 42% of the total portfolio on 31.03.2007, it only amounted for 18% five years later on 31.03.12.
- The size of the legacy portfolio and direct co-investments compared to the total portfolio decreased as well.
- Investments made by Alpha Associates amounted for only 3% (31.3.2007) of the total portfolio. Over five years their weighting increased significantly to 66% (31.3.2012).
Portfolio Fund Commitments since Q1 2007
| Europe and CEE | US | ||
|---|---|---|---|
| Buyout | Alpha CEE II Bridgepoint IV Capvis III Industri Kapital 2007 Investindustrial IV Milestone 2007 Milestone 2008 |
ABRY Partners VI ABRY Partners VII Avista Capital Partners (aged primary) Avista Capital Partners II Warburg Pincus (global expansion capital) |
Focus on Top Managers No Mega Buyout Funds |
| Venture | Index Growth II Kennet III |
Institutional Venture Partners XI Institutional Venture Partners XII Institutional Venture Partners XIII |
No Early Stage Venture Funds |
| Special Situations / Secondaries / Distressed |
Alpha Russia & CIS Secondary DB Secondary Opportunities Fund A DB Secondary Opportunities Fund C EAC (secondary) Renaissance Ventures (secondary) 17 Capital Fund (mezzanine for secondaries) |
ABRY Advanced Securities Fund Francisco Partners I (secondary) MPM BioVentures OCM European Principal Opportunities Fund II OCM Opportunities VII OCM Opportunities VIIb WLR Recovery Fund IV |
Focus on Secondaries and Distressed Funds with lower J-Curve |
Private Equity Holding AG
Strong Performance of New Fund Investments Significant Distributions Despite Young Age
(in EUR m since Inception, i.e., largely since Q1-2007)
| Performance 01.04.11 - 31.03.12 (EUR) |
|
|---|---|
| TVPI | 1.13 |
| DPI | 0.15 |
| RVPI | 0.98 |
| IRR | 15.3% |
| Performance 01.04.11 - 31.03.12 (FC) |
|
| TVPI | 1.09 |
| DPI | 0.14 |
| RVPI | 0.95 |
| IRR | 11.5% |
| Performance since Inception (EUR) | |
| TVPI | 1.30 |
| DPI | 0.32 |
| RVPI | 0.98 |
| IRR | 12.6% |
| Performance since Inception (FC) | |
| TVPI | 1.28 |
| DPI | 0.32 |
| RVPI | 0.96 |
| IRR | 12.1% |
| TVPI = Total Value / Paid In DPI = Distributed / Paid In |
RVPI = Residual Value / Paid In
Private Equity Holding AG
Portfolio as of May 31, 2012 Concentration Analysis
Example "InvenSense" Indirectly through Partech International IV
- Founded in 2003, InvenSense is headquartered in Sunnyvale, California.
- InvenSense is the leading provider of MotionTracking devices for consumer electronics products such as smartphones, tablets, game controllers, smart TVs, and wearable sensors.
- Motion Interface is rapidly becoming a key function in every consumer electronics device as it provides a more intuitive way for consumers to interact with their electronic devices.
Example "Ducati" Indirectly through Investindustrial IV
- Ducati, founded in 1926, is a leading performance motorcycle manufacturer based in Borgo Panigale, Italy.
- In 2011, Ducati sold 42,000 motorcycles, resulting in an 11% global market share, and generated revenues of EUR 480 million.
- Investindustrial bought Ducati in 2006. Since then, the company has been successfully turned around, launched 17 new models and today is one of the best and most profitable motorcycle brands in the world. EBITDA rose from EUR 27 million in 2006 to EUR 94 million in 2011.
- Ducati will be sold at a valuation of EUR 870 million to Audi (Closing in the 3rd quarter 2012) and was therefore a very successful investment for Investindustrial IV.
Example "Cadum" Indirectly through Milestone 2007
- Cadum, the oldest soap brand in France, was created in France in 1907, and launched its first soap bar in 1912. It became an iconic brand in France with 'Bebe Cadum.
- Today, the group is a leading player in the French hygiene and personal care markets.
- Milestone bought Cadum in 2007 and simultaneously acquired Iba SA, a leading distributor of air care products. Iba was merged with Cadum.
- The Investment was exited in Q2 2012 at a multiple of 5.3x cost.
Approval of the annual report, the consolidated financial statements and annual financial statements for the financial year 2011/2012
The Board of Directors proposes to approve the annual report, the consolidated financial statements and annual financial statements for the financial year 2011/2012, and carry forward the balance sheet surplus of CHF 67.490m.
Discharge of the Board of Directors
The Board of Directors proposes that discharge be granted to its members for the financial year 2011/2012.
Elections to the Board of Directors
The term of the current Boards of Directors ends with this Annual General Meeting.
The Board of Directors proposes to re-elect the current members
- Dr. Hans Baumgartner, Dr. Hans Christoph Tanner, Martin Eberhard und Bernhard Schürmann
for another one year term ending at the next Annual General Meeting.
Additionally, the Board of Directors proposes to elect Arnaud Studer to the Board of Directors of Private Equity Holding AG. Arnaud Studer (born 1985) is a French national and has been following Private Equity Holding AG for several years as representative of Mantra Investissement SCA.
Elections to the Board of Directors
Arnaud Studer
Arnaud Studer (born 1985) is a French citizen and an Associate at Mantra Gestion, a Paris-based investment company specialized in listed private equity. Before joining Mantra he worked at Platina Partners, a private equity fund investing in special situations and renewable energies. Prior to this, he worked as an M&A analyst at BNP Paribas in Paris. Arnaud Studer holds a Master Degree in Management from Edhec Business School. He also earned a postgraduate degree in Accounting and Finance from the London School of Economics and Political Science.
Election of the auditors
The Board of Directors proposes to re-elect KPMG AG, Zürich, as statutory auditors for another one year term.
Distribution from capital reserves
The Board of Directors proposes:
- A capital reduction by way of distributing CHF 2.00 per registered share from capital reserves;
- To determine that the claims of the creditors can be fully met following the capital reduction based on the special audit report by KPMG AG issued in accordance with article 732 para. 2 of the Swiss Code of Obligations.
Miscellaneous