Annual Review 2010
Transcription
Annual Review 2010
Cinven – helping European companies grow worldwide London Frankfurt Paris Milan Annual Review 2010 Hong Kong Business Services Consumer Financial Services Healthcare Industrials TMT Amadeus Coor Spice Camaïeu Gondola Maxeda Avolon Partnership Assurance Partnerships in Care Phadia Sebia Spire Healthcare Ahlsell Avio Frans Bonhomme JOST Numericable/Completel Ziggo Cinven in brief Cinven in brief 01 Chairman’s letter 02 From the Managing Partner 03 Leading European buyouts 06 2010 case studies 08 Sector expertise 12 Our investors 25 Our investments 27 Financing team 64 Governance and committees 66 Corporate responsibility 67 Contacts 73 Cinven is a leading European buyout firm, founded in 1977, with offices in London, Paris, Frankfurt, Milan and Hong Kong. We acquire European-based companies that require an equity investment by our funds of 5100 million or more. We focus on six sectors: Business Services, Consumer, Financial Services, Healthcare, Industrials, and Technology, Media and Telecommunications (TMT). Cinven acquires high-quality companies and works with them to help them grow and develop, using our proven value creation strategies. Typically, Cinven holds its investments for between four and six years. While Europe remains our focus, Cinven’s Portfolio team helps our European portfolio companies take advantage of international best practices and growth in global markets, in particular opportunities in emerging economies, including those of Asia. We take a responsible approach towards our portfolio companies, their employees, suppliers and local communities, the environment and society as a whole. Cinven complies with the UK’s Guidelines for Disclosure and Transparency in Private Equity published by the Walker Working Group in 2007, and with comparable codes throughout Europe. Cinven Limited (‘Cinven’) is manager of, and adviser to, the Cinven funds. Cinven Limited is authorised and regulated by the Financial Services Authority. Cinven is a registered trademark. Cinven Annual Review 2010 1 Chairman’s letter We at Cinven have been encouraged by the global economy’s gradual recovery. The macroeconomic outlook has improved, and concerns about sovereign debt appear to have been fully priced in by the financial markets. At the micro level, corporate performance is on an improving track – a trend that has been reflected within our own portfolio. So while we do not underestimate the risks and remain fully prepared for continued volatility, we see convincing evidence that the economy’s recovery will be sustained. Since 1988, Cinven has not deviated from its focus on European companies. We have maintained our commitment for the simple reason that we continue to see unexploited potential across the continent. Europe faces well-known challenges, such as its relatively slow growth and ageing population; but set against that, it is the world’s largest economy,* has a population of 500 million and is home to an impressive spread of world-class companies. The performance of our portfolio companies demonstrates that we can consistently find European companies that transcend the local economic environment. Robin Hall Chairman *According to World Bank statistics Cinven Annual Review 2010 2 With a multi-national investment team, a local presence in many European countries and deep sector knowledge at its disposal, Cinven is fully equipped to help top class European companies move to the next stage of their development. We help national and regional champions look over the horizon and extend their customerbase, operations and supply-chain within Europe, into Asia and globally. We add value to our companies at the operational level: our focus is on revenue growth as well as operational efficiency. We also know how important it is to respect and work within Europe’s value-system. Cinven’s responsible investment approach is not just a moral imperative – it helps us to originate new transactions. It matters to the management teams we back, and also to our investors, many of which are public institutions with responsible investment policies of their own. The Cinven way of doing business centres around long-term relationships built on trust. We value our reputation. We believe in acting with integrity, keeping our promises and being open about our aims and activities. Cinven and its portfolio companies comply with all applicable European transparency guidelines, making information available to our stakeholders through our annual review and website. We maintain an active dialogue with our investors, keeping them fully informed about market developments, prospective transactions and the performance of our companies. Cinven is known for continuity, stability and professionalism as well as performance. We have evolved a system of governance that has brought the business safely through a number of business cycles, and as a new generation succeeds Cinven’s founding partners, we are managing the process carefully to ensure a smooth transition. From the Managing Partner Cinven has emerged from the recession in robust health. With business confidence returning and company balance sheets in good order, Europe’s CEOs are looking once again to acquisitions and disposals to boost earnings. We are benefiting from this recovery: the strategic insight and tireless networking of our sector teams is generating a strong flow of investment opportunities. Debt finance for acquisitions is now easier to obtain – for the right transactions. Cinven’s Hugh Langmuir Managing Partner Cinven Annual Review 2010 Our conservative business strategy and cautious investment approach have brought us through the recession in robust health, and we now have concrete evidence that an upturn in the private equity market is under way. During the last 12 months, we have acquired three highly attractive businesses – Avolon, Sebia and Spice – and saw one of our most successful investments come to fruition when Amadeus floated on the Madrid Stock Exchange. 3 good standing with its relationship banks and other lenders has meant that our acquisition financings – and refinancings – have been well supported. Against an improving global macroeconomic backdrop we have shifted the emphasis in our current portfolio, from a largely defensive stance, in which we were seeking mainly to protect value, to a more growthoriented posture. We are now actively searching, together with the management teams of our portfolio companies, for opportunities to create value by promoting organic growth or by making bolt-on acquisitions, where there is a clear strategic rationale. A successful year The fourth Cinven fund – our current fund – continued to make good progress over the last 12 months. Sales and profits increased at most of the companies in the portfolio, many of which have also outperformed their respective markets. For 2010, organic sales growth of the portfolio in the fourth Cinven fund was 9.5% and growth in profits was 11.1%. Given the improving but still uncertain economic environment, this is an excellent result by any measure. Ahead of the credit crisis, we made the decision to invest in ‘defensive growth’ companies – businesses that are resilient during recessions and grow during recovery. This has helped to shield our investors from the effects of the economic downturn. With the acquisition in 2010 of Avolon, the global aircraft leasing company; Sebia, the protein diagnostics testing business; and Spice, the outsourced utility and energy services company, we have invested 70% of our investors’ commitments to the fourth Cinven fund. The third Cinven fund was formed in 2001 and made 17 investments (counting Numericable and Completel as one), 11 of which have been fully realised. The fund continues to perform well. The highlight of the last 12 months has been the successful flotation of the travel distribution services business Amadeus on the Madrid Stock Exchange, which realised D1.44 billion for the company and left Cinven with a holding of 17% (now 13%, following the D263 million sale of part of our stake in October 2010). The fund has maintained its strong performance due to the successful realisations that were made before the credit crisis and the outstanding outcome of Amadeus’ IPO. From the Managing Partner continued The businesses we have bought over the last 12 months and Amadeus’ IPO show Cinven at its best. In each case, we have not waited for opportunities to come our way but have ‘made our own luck’. Cinven’s three latest acquisitions were the outcome of a lengthy process of sector tracking, strategic analysis and relationship-building. Cinven Annual Review 2010 4 Our investment in Avolon was prompted by a strategic opportunity in aircraft leasing, which was identified by our Financial Services team and drew on industry knowledge we had acquired through our ownership of Avio and Amadeus. The acquisition of Sebia resulted from our long-standing relationship with the company and its CEO, close co-operation between our French and Healthcare teams, and the experience we gained as the owners of Phadia, a comparable business that operates in the allergy diagnostics testing sub-sector of the medical equipment market. Cinven’s investment in Spice was the outcome of our Business Services team’s tracking of companies that serve the UK’s utility markets. Cinven’s knowledge of other outsourcing businesses in which the firm has invested – such as Coor, Gardner Merchant and Comax – helped the team to develop its investment strategy. In the case of Amadeus, the strategic insight that first led us to the company in 2002, our strong working partnership with its management team and more than D1 billion invested by the company since the acquisition have helped to transform the business. Amadeus made its debut on the Madrid Stock Exchange against a backdrop of stock market volatility and the cancellation of a number of private equity-backed IPOs. Despite this, the flotation – the largest in Europe for two years – was extremely well received. You can read more about Amadeus and Cinven’s latest acquisitions on pages 8-11 of this annual review. Generating growth The robust performance of our business and our funds since the credit crunch has reinforced our view that Cinven’s business model is the right one to take the firm into the next decade. This model has five main components: — our long-term commitment to the European buyout market, in which we have been a leader for more than 30 years; — our stable, experienced team, which has the skills needed to originate high-quality investments and help European companies to take advantage of global growth opportunities; — our sector organisation, which generates deeper industry insights and helps us get to opportunities before others on attractive acquisition targets; — our active ownership approach: we work in partnership with our companies’ management teams to increase revenues and profits; and — our ability to grow our portfolio companies’ revenues outside Europe. We remain committed to the European buyout market because we believe it has enormous potential. Europe’s GDP exceeded US GDP in 2010; there were more European than US companies in the Global Fortune 500 in 2010, and their revenues and profits grew faster. Yet Europe’s productivity is consistently lower than that of the US, and European businesses derive a lower share of their revenues from Asia than do US companies (see adjacent charts). From the Managing Partner continued These statistics indicate the scale of the opportunity that lies ahead for Cinven. We help European companies grow worldwide: our mission is to generate top quartile performance for our clients by identifying and investing in stable, high-quality companies with unrealised growth potential. For example, through our colleagues in Hong Kong, we help our companies to benefit from increased sales, lower-cost sourcing and joint ventures in China. Cinven has helped many European businesses to widen their horizons beyond their home markets and expand into Asia, Emerging Europe and North America. You can read more about how we do this on pages 6-7 of this annual review. Total GDP (2010)(1) USD trillion European Union US Europe 11 US 15 Companies in Global Fortune 500 (2010)(3) Number of companies Europe US (2) 5 14.6 Asian revenues % of total revenues(2) European vs US exchanges (2010) (1) Cinven Annual Review 2010 16.1 178 139 Source: IMF World Economic Outlook Source: DowJones (3) Source: Fortune A stable, experienced investment team Cinven’s aim is to ensure that the firm remains competitive by maintaining a balance of experience and younger talent at all times. For us, generational change is an opportunity, not a risk: as longer-serving members of our investment team move on, we promote those who have proved themselves and bring new, ambitious recruits into the business to replace them. Cinven is a collegial firm: we like talented people who are at their best when they are working collaboratively. It is an approach that has brought an enviable level of stability and continuity to our firm. We expect the private equity industry to remain highly competitive in future, and we want to promote individual talent and entrepreneurial skills as well as team-working. We have built a culture of continuous improvement aimed at ensuring best performance. All members of our investment team, at every level, are fully conscious of their responsibilities to the firm, our clients and portfolio companies. They also have every opportunity to contribute ideas and insights to our decision-making processes. Looking ahead There is good reason to expect the improving macro-economic trend to continue, although we do not assume that it will do so. Cinven will make acquisitions only when the price is right and we can see clearly how we can create value for our investors. The firm will maintain the cautious stance that has brought us through the credit crunch and the recession without major shocks and with our reputation strengthened. We will continue single-mindedly to pursue our goal of achieving outstanding returns for our investors. Cinven buys strong European companies and makes them more valuable by accelerating their growth and development. Since Cinven started making control investments in 1988, we have created value for our investors mainly by increasing the revenues and profitmargins of the companies we own; we do not rely on financial engineering or increases in stock market multiples to create value for our investors. Looking at all realisations for Cinven’s funds, increased profits (EBITDA) at our companies were responsible for two thirds of realised increases in value within our portfolio. Higher revenues accounted for just under two thirds of this profit growth, with the remainder due to increases in margins (see adjacent chart). Ivan Kwok, Immo Rupf and Joseph Wan Portfolio team The lessons we learn as owners of market-leading companies are shared with every business Cinven acquires. We continue to have a singular focus on creating value in Europe. There are two ways to do this: — to apply international best practices to our European portfolio businesses; and — to access growth in emerging markets in Europe and Asia. Best practices and capturing growth in emerging markets are at the heart of our value creation strategy. Cinven Annual Review 2010 In 2010, we further strengthened our operational expertise through new appointments to our Portfolio team: Immo Rupf joined as a Partner, based in London, while Ivan Kwok, Principal, will be based in Hong Kong, working alongside Joseph Wan, Partner. 6 How the Portfolio team creates value Cinven follows a systematic approach to allocate the Portfolio team’s resources. The firm’s Portfolio Review Committee (PRC) considers how best to deploy the team and monitors progress against agreed objectives. The Portfolio team is involved in the 100-day review process following an acquisition and also works across our current portfolio, wherever the PRC determines that there is an opportunity for the team to add value. Members of the Portfolio team have an active support role and work alongside our deal teams and board representatives. They work together with our portfolio companies’ management teams in the following areas: — revenue growth initiatives: increasing revenues by helping our companies establish themselves in international markets, including Asian markets; — operational optimisation initiatives: increasing efficiency and reducing costs, thereby boosting profit margins; — sharing best practice: cross-portfolio sourcing initiatives, the sharing of knowledge around common commercial practices and the identification and use of consultants; and Creating value through EBITDA growth The sustainable model for private equity: Revenue growth 66% from profit growth 10,000 63% from revenues 8,000 Realised investments Funds 1,2 and 3 at 31/12/10 (Dm) Leading European buyouts 3,522 6,000 4,000 701 1,075 5,299 2,000 0 3,358 3,358 Cinven equity Net debt reduction and refinancing Multiple arbitrage EBITDA growth Realised proceeds BITDA growth E from revenue 63% EBITDA growth from margin 37% Note: Includes realised investments in Funds 1, 2 and 3 which have created value. EBITDA arising from significant acquisitions by portfolio companies has been excluded from “EBITDA growth” as have piecemeal divestiture strategies. — new investment opportunities: using our emerging markets expertise to create a strategic road map for new portfolio companies that we can act on from the outset, helping to position Cinven as a partner of choice, and building operational optimisation into the investment strategy from the beginning. Leading European buyouts continued Cinven’s unique approach to the Asian growth opportunity differentiates us from competitors whose funds invest directly in Asia. By using our knowledge and contacts in the region, we can help our European companies to reap the benefits of Asia’s development through strategies such as low-cost sourcing and new market entry. This has included: — the formation of two joint ventures between Avio and two leading Chinese state-owned businesses that will give Avio a foothold in China’s fast-growing aero engine market; — s ignificant cost savings achieved for portfolio companies, including Gondola and Phadia, through Asian sourcing; and — initiatives on behalf of a number of portfolio companies to introduce their brands and products to the Chinese marketplace. See the adjacent case studies for further information. Cinven Annual Review 2010 7 Low-cost Asian sourcing Avio gains access to China’s growing aviation market Phadia grows its US sales by 23% p.a. (2007-2010) Cinven’s Portfolio team in Asia has been responsible for a number of Asian low-cost sourcing initiatives on behalf of our European portfolio companies. The team works very closely with portfolio sourcing teams, developing pilots to ascertain the business case, introducing local contacts and suppliers, and helping to develop or streamline local sourcing organisations. Avio is a world leader in the design, manufacture and servicing of subsystems and components for commercial and military jet engines (see page 54 of this annual review for a profile of Avio). Until the business was acquired by Cinven in 2006, Avio focused its sales efforts on the European and US markets. The Cinven Portfolio team has been working closely with Avio’s management team to open up new markets for the company in China’s burgeoning aviation sector, which has benefited from the Chinese government’s desire to build an indigenous aviation industry. With Cinven’s support, Phadia has significantly increased its market share in the US. Phadia is the global leader in in-vitro allergy testing: it manufactures and sells specialised blood testing systems and associated consumables and services (see page 46 of this annual review for a profile of Phadia). Before we acquired the business in 2007, Phadia had achieved strong growth in Europe, but its progress in the important US market had been slow. The Portfolio team has been able to achieve landed-cost savings of over 30%. Companies that are currently benefitting from the team’s involvement include Gondola, the UK casual dining operator, and Phadia, the Swedish allergy diagnostics testing business. The work resulted in the formation of two joint ventures with AVIC Dongan, AVICOPTER and Xian Aero Engines in 2010. These joint ventures will play a critical role in enabling Avio to access a fast-growing market with important aero engine programmes, such as that for China’s new C919 narrow-bodied airliner; in addition, it will further its low-cost manufacturing and sourcing ambitions. One of the main components of the growth strategy agreed by Cinven and Phadia’s management team was to increase the company’s US market share by taking a fresh look at its local sales operation. The sales force was strengthened and its efforts were directed towards doctors – who ultimately drive the demand for allergy testing products – instead of laboratories, which are Phadia’s direct customers. This strategy has proved successful, and along with product innovation, has been responsible for a 27% increase in Phadia’s US revenues in the year to 31 December 2010. 2010 case studies Investment-led transformation at Amadeus. Launched in April 2010 at a price of F11 per share, the flotation raised a total of F1.44 billion, returning F219 million to Cinven funds, despite a challenging market environment. A subsequent share sale by Cinven at F13.50 per share returned a further F263 million to Cinven and reduced our stake in the business to 13%. Following the 2007 refinancing, the 2010 listing and the share sale, Amadeus has now returned 3.6 times Cinven’s original investment. Cinven continues to retain its 13% stake (58.2 million shares) in the company. Amadeus is a leading transaction processor and provider of advanced technology solutions for the global travel and tourism industry (see page 28 of this annual review for a full profile). It has two businesses: — Distribution, powered by its global distribution system (GDS), which provides an international network for the distribution of travel products and services; and — IT Solutions (Altéa), which offers travel providers (today, mainly airlines) an extensive range of technology solutions that automate vital business processes, such as reservations and departure control. www.amadeus.com Cinven Annual Review 2010 Amadeus’ successful IPO on the Madrid Stock Exchange reflects the outstanding results it achieved following its acquisition in 2005. 8 At acquisition, Amadeus also included Opodo, the leading European online travel agent. Following a turnaround resulting from a change of management implemented by Cinven, a sale of Opodo was agreed in February 2011 for D449 million. Before its acquisition by Cinven, Amadeus was listed on the Frankfurt, Madrid and Paris stock exchanges and had three major European airline shareholders: Lufthansa, Iberia and Air France. The acquisition of Amadeus was a result of Cinven’s Business Services sector team identifying the unrealised potential of the company as early as 2002 and beginning conversations with its management team. We developed a proposal to take the company private and presented this to the majority airlines. As a result, when the airline shareholders of Amadeus decided to sell the company in 2005, Cinven was well positioned with all the stakeholders. All three airline shareholders opted to re-invest when a Cinven-led consortium acquired the business. During the five-year period of Cinven’s ownership, over D1 billion was invested in product development. This huge commitment drove the 48% revenue growth that Amadeus achieved over the six years between 2004 and 2010. Increased efficiency also helped to produce an 84% growth in profits (EBITDA) during the same period. Ahead of the IPO, Amadeus had been transformed. By 2009, its GDS business had increased its market share by 8% to 37% and connected over 103,000 travel agencies, upwards of 720 airlines and more than 85,000 hotels. Altéa, its innovative IT solutions business, had grown to be the leader in the airline IT outsourcing market, increasing its share of Amadeus’ revenues from under 10% to 28%. Cinven had identified this strategic opportunity when we first began discussions with the company in 2002: many airlines that were dependent on inefficient and expensive legacy IT systems have chosen to outsource this non-core element of their service to Altéa. Amadeus generates strong cash flows and has continued to reduce its debt-to-equity ratio throughout the economic cycle. When the business was refinanced in 2007, Cinven rejected exotic financing techniques in favour of straightforward senior debt, and did not exceed the leverage ratio set at the time of the acquisition. The success of the IPO was in part due to the company’s sustainable financing structure. Amadeus’ strong performance reflects the transformation that took place during Cinven’s period of ownership, with our sector team’s active involvement. Amadeus has a first class management team, a strong brand and exciting prospects. 2010 case studies continued Avolon has outperformed during its first year of operations. Avolon turns up the heat. By December 2010, Avolon had acquired a portfolio of 61 aircraft at significant discounts to market value, helping to lock in future returns. These new-generation aircraft – such as the Airbus A320-200 and Boeing 737-800 Avolon is a global aircraft leasing – are the most in demand in the resilient business, headquartered in Dublin and short-haul and economy markets. with offices in New York, Hong Kong Looking ahead, Avolon has a healthy and Shanghai. Cinven took a controlling pipeline of future buying opportunities. interest in the company in May 2010, together with two partners. You will find Avolon has recruited a full complement of skilled personnel, reinforcing its a full profile of Avolon on page 40 of technical, finance, treasury, capital this annual review. markets and risk management teams. Since May 2010, Avolon’s With Cinven’s help, it has also management team has moved quickly developed the systems, processes to take advantage of increased demand and infrastructure needed to manage for lease finance from airlines. There a portfolio of 100-plus aircraft efficiently. has been a rebound in the global airline The business has shown that it can industry following the cyclical lows in access fresh debt financing in line with 2008 and 2009: passenger numbers its growth: since its initial US$1.4 billion and cargo traffic are up, especially in capital-raising exercise in May 2010, Asia and the Middle East, driving Avolon has raised a further US$300 demand for new, narrow-bodied fuelmillion in term loans. Cinven’s Financing efficient aircraft that offer the airlines team were instrumental in securing the flexibility and help to keep their costs capital, and expect the debt financing under control. environment to continue to improve, Although airlines’ finances are giving Avolon the opportunity to further recovering, they remain capitalreduce its cost of funds. constrained and often prefer leasing to outright ownership because it offers a low-cash upfront payment www.avolon.aero Cinven Annual Review 2010 The aircraft leasing company’s management team has brought the business rapidly up to speed, strengthening the existing team, building an efficient operational infrastructure and acquiring a portfolio of new, fuel-efficient aircraft on attractive terms. and improved flexibility. Around 40% of new commercial aircraft coming into service are now leased, creating a market that is expected to be worth US$450 billion over the next five years. 9 Encouraged by the rapid progress Avolon has made and the continuing market opportunity, Cinven and its partners have committed a further US$250 million in equity, in addition to the US$750 million equity investment made in May 2010. Cinven’s initial investment was the result of 18 months of evaluation and analysis by its Financial Services sector team, which drew on the knowledge the firm has built up in the aviation sector through its investments in Amadeus, the airline transaction processing business, and Avio, the aerospace engine manufacturer. The transaction could not have taken place without the assistance of Cinven’s Financing team, which was responsible for structuring Avolon’s initial US$1 billion-plus debt package. The Financial Services team’s investment strategy stemmed from the insight that a structural dislocation had occurred in the aircraft leasing market, driven by the difficulties facing the financing markets and the parent companies of three of the world’s five largest aircraft lessors. With long-term market fundamentals remaining intact, there was an opportunity to create a leading aircraft lessor, acquire assets at attractive valuations and benefit from the increased demand that would result from an economic recovery. Avolon has taken full advantage of this strategic opportunity, validating the investment thesis and achieving its targets ahead of plan. 2010 case studies continued Sebia’s drive for global growth. Since it was acquired by Cinven in June 2010, Sebia has continued to grow in all its major markets and is making excellent progress with its strategy of geographical expansion and product innovation. For the 12 months to 31 December, Sebia’s revenues increased by 9% to J130 million, ahead of expectations. The acquisition followed years of preparatory work: Cinven’s Healthcare and French teams had been monitoring Sebia closely since 2002 and had built a strong relationship with its management team. Cinven submitted a pre-emptive offer to the sellers following a period of privileged access to the company. As the owner of Phadia, the leading allergy and autoimmunity diagnostics business, Cinven was able to draw on its knowledge of the highvalue in-vitro diagnostics industry. Sebia is the worldwide leader in clinical electrophoresis equipment and reagents (see page 48 of this annual review for a full profile). Its systems analyse protein markers that signal the presence of various diseases and conditions, primarily myeloma, a form of blood cancer that typically affects people who are over 50 years old. www.sebia.com Sebia sells diagnostic machines and reagents to testing laboratories and has an unmatched installed base of around 10,300 instruments worldwide. Only Sebia’s reagent consumables can be Cinven Annual Review 2010 10 used in these machines, and sales of reagents account for around 77% of its sales. Sebia’s installed base and the underlying growth in the healthcare marketplace – driven by economic development and ageing populations – provide a secure foundation for its future. Innovation is an important driver of Sebia’s growth. Only Sebia supplies capillary diagnostic technology – higher-value, automated systems that reduce the need for intervention by lab technicians and provide faster test results. This ‘gold standard’ technology has allowed the company to gain significant market share, notably in countries where Sebia faced significant competition such as Germany and the US. Importantly, Sebia is gaining market share in markets such as India, China and South America, where rising incomes are generating increased demand for healthcare services. Sebia’s revenues are currently growing at over 35% in all of the major emerging markets it has entered. Sebia is developing its distribution network in these countries – one of the keys to success in emerging markets. In China, for example, Cinven’s Portfolio team is working on an initiative to help the company increase its penetration of local markets. Sebia’s superior technology and its installed base have helped to protect the company’s revenues during the economic downturn in regions such as Europe and the US, where falling incomes and constraints on state Sebia has a strong pipeline of new spending have affected the entire detection tests for protein ‘markers’. healthcare industry. In fact, 2010 Among these are tests for the proteins proved to be a record year for new Hb and HbA1c, which test for the blood installations: Sebia’s installed base disease thalassaemia and diabetes increased by 13%, further securing respectively. Testing for Hb was its future revenue stream. introduced in 2010 and has already proved a great success, with Sebia Sebia’s first class management team, having already taken around 10% of led by Benoît Adelus, former CEO of the multinational diagnostics company the market. Testing for diabetes will BioMérieux, met its objectives on all be introduced in 2011 and represents fronts in 2010. The company’s strong a major opportunity for Sebia: type 2 market position, emerging market diabetes, which is associated with unhealthy lifestyles, is a growing health growth and new product pipeline look problem worldwide. Entering the HbA1c set to underpin its growth prospects in market would enable Sebia to increase the years ahead. its addressable market by over 50%. 2010 case studies continued Re-energising the core business at Spice. In December 2010, Cinven acquired Spice plc, a provider of outsourced infrastructure support services in the fields of utility and energy that operates mainly in the UK. Completed on acceptance of a public offer for this London Stock Exchange listed company, it was one of three transactions originated by Cinven in 2010 that did not involve an auction. Founded in 1996, Spice grew organically and through acquisition into a group of utility and energy-related businesses with more than £300 million of revenues (see page 32 of this annual review for a full profile). The business has four main divisions: — electricity infrastructure: providing engineering, design, and consultancy services to distribution networks and the private sector; — water network infrastructure: providing installation, maintenance and specialist consultancy services; — energy efficiency consultancy and procurement services; and — billing services, which focuses on imbalance analysis and recovery for the utility industry. www.spiceltd.co.uk Spice’s leading market positions are underpinned by strong environmental and regulatory drivers. The UK’s ageing energy and water infrastructure requires considerable investment – as mandated by the regulators, Ofgem and Ofwat – Cinven Annual Review 2010 11 creating continuing demand for the company’s services from network operators. Managing energy efficiency and costs is another important theme for the company’s energy procurement customers. It was these macro-economic features that first attracted the attention of Cinven’s Business Services team. The team had been monitoring a number of companies that serve the utilities markets for some time, when a profits warning led to a steep decline in Spice’s share price. Problems at one of its smaller businesses (which has since been sold) led to the profits warning and were followed by the departure of the company’s Chief Executive. Having traded as high as 90p ahead of these developments, within a few months the shares contracted to roughly a third of their previous value. The Cinven team saw in Spice a fundamentally sound business operating in an attractive market and seized this opportunity to make a full offer for the business. The bid succeeded at 70p per share, providing a premium for the company’s public market shareholders and an opportunity to create value in the longer-term for Cinven’s investors. Cinven’s strategy is to re-energise the business’s four core divisions, de-layering the reporting structures and placing more power in the hands of up-and-coming managers from the divisions. Spice will also be looking to make bolt-on acquisitions and to develop its nascent US billings business. One of Cinven’s first moves was to secure the services of David Owens to work with Cinven on preparing a business plan and then to become CEO. David has significant expertise across the competitive and regulated utility and energy sectors; most recently, he was Chief Executive of Thames Water. An equally experienced Chairman, Sir Roy Gardner, joined the company shortly afterwards. Sir Roy is Chairman of Compass Group PLC and was formerly Chief Executive of Centrica plc. The Spice investment bears all the hallmarks of Cinven’s preferred approach. This proprietary, primary market opportunity resulted from a lengthy tracking process initiated by the Business Services team and drew on the knowledge the firm has built up as owners of outsourcing businesses such as Coor, Comax and Gardner Merchant. Debt facilities accounted for less than half the purchase price and were provided to a significant extent by Spice’s relationship banks, whose support the Cinven team had been careful to win. Most importantly, value will be created by making operational improvements to the business, working in partnership with a strengthened management team. Sector expertise We continually review and analyse our chosen sectors, building our understanding of market trends and new business models, seeking out investment opportunities and getting to know successful business leaders. Business Services Amadeus Coor Spice Cinven Annual Review 2010 Consumer 28 30 32 Camaïeu Gondola Maxeda 12 34 36 38 Financial Services Healthcare Avolon 40 Partnership Assurance 42 Partnerships in Care Phadia Sebia Spire Healthcare Industrials 44 46 48 50 Ahlsell Avio Frans Bonhomme JOST TMT 52 54 56 58 Numericable/Completel 60 Ziggo 62 Sector expertise continued Business Services Cinven has a lengthy track record in the business services sector, reaching back to the firm’s early days. Selected investments Spain (global operations) Amadeus Global travel transaction processor and provider of advanced technology solutions UK Comax Facilities management Nordic region Coor Integrated facilities management UK (global operations) Gardner Merchant Contract catering Cinven Annual Review 2010 13 UK NCP Parking and traffic management services UK Spice Utility and energy outsourcing Sector expertise continued Business Services The business services sector is diverse and includes many different market segments and business models. Overall, conditions in the sector remain challenging. The fortunes of companies that operate in the business services sector are necessarily linked to the industries they serve, and as a result performance has varied widely. Many companies have been sustained during the recession by the longterm trend towards outsourcing. Longer-term, Europe’s gradual recovery from recession has improved prospects, and economic projections for the business services sector are consistently positive, particularly where services are geared towards the private rather than the public sector. Bruno Schick and Nicolas Paulmier Business Services sector professionals Cinven Annual Review 2010 14 Cinven has owned businesses that operate in many sub-sectors, including facilities management, building products distribution, contract catering, transportation, plant hire, IT services, oilfield services, car auctions and technical management services. Our current portfolio includes Amadeus, the global travel distribution services company; Coor, the Nordic integrated facilities management business; and Spice, the UK-based utility and energy outsourcing company. For the Business Services team, one of the highlights of 2010 was the April flotation of Amadeus on the Madrid Stock Exchange (see the case study of Amadeus on page 8 of this annual review). The team provided the strategic insight that first led us to Amadeus in 2002 and has worked closely with the company’s management to grow and develop the business. Against a difficult market backdrop, Amadeus’ IPO was very well received. Following a subsequent share sale by Cinven, we retain a 13% stake in the business, which continues to perform strongly. Another important 2010 event for the Business Services team was the acquisition of Spice plc, a UK-based provider of outsourced infrastructure support services in the fields of utility and energy (see the case study on page 11 of this annual review). This transaction was completed through the acquisition of a London Stock Exchange listed company. Cinven’s strategy is to re-energise its four core divisions and improve the overall performance of the group. Spice will also be looking to make bolt-on acquisitions and to develop its US billings business. Cinven helps high-quality, ambitious businesses to expand outside their home country markets within Europe and to tap into Asia’s growth. Working alongside management teams, we provide capital, ideas, knowledge and contacts to help them grow and develop their businesses. We are flexible and have shown our willingness and ability to work alongside corporate partners. The Business Services team stays closely in touch with senior executives across the region and is confident that prospects in the sector will continue to improve. Against the background of Europe’s gradual economic recovery, the team is actively pursuing many promising investment opportunities. Sector expertise continued Consumer Cinven has been an active investor across the spectrum of consumer facing and consumer product markets for over 25 years. Selected investments France, Poland, Italy, Russia Camaïeu Clothing retailer Germany CBR Ladies’ fashion wholesaler UK, Benelux, Germany, Asia, Australia Fitness First Health and fitness clubs UK Gondola Casual dining operator Benelux region Maxeda Non-food retailer UK Odeon Cinemas Cinven Annual Review 2010 15 Sector expertise continued Cinven has a long and successful history of involvement in all of the main consumer sub-sectors. In retail, we have invested in the clothing, department store, DIY, home furnishing and toy segments. In leisure, we made acquisitions in gaming, health and fitness, pubs, cinemas, travel and restaurants. In consumer goods, Cinven has owned food manufacturing and distribution, household goods, electrical goods, beverages, textiles and clothing businesses. Consumer Our current portfolio includes the French women’s clothing retailer Camaïeu; the UK casual dining operator Gondola (owners of PizzaExpress among other brands); and Maxeda, the Benelux-based nonfood retailer. Guy Davison, Rebecca Gibson and Xavier Geismar Consumer sector professionals Cinven Annual Review 2010 16 During 2010 Maxeda carried out a strategic review of its Fashion Group, which comprised V&D, La Place, de Bijenkorf, Hunkemöller and M&S Mode, all of which made substantial progress in Cinven’s ownership. The company decided to position each business for the future with new strategic partners, and as a result, all have been acquired by owners that can help them take the next step in their evolution. Maxeda will continue to support and invest in its DIY Group, making Brico, Brico Plan-It, Formido and Praxis more successful and positioning Maxeda DIY as a modern, integrated and market-leading Benelux business. Cinven’s Consumer team operates from all four of our European offices and maintains a wide circle of relationships with senior executives and advisors in the sector. The team is supported by colleagues from Cinven’s Hong Kong office, who use their regional network and local knowledge to help our consumer companies enter new markets, reduce costs and improve operations. Cinven’s most successful consumer investments tend to share certain characteristics, which we look for when we are considering any new investment opportunity. We are particularly interested in companies that outperform in growing markets and show resilience in recessionary conditions. The businesses Cinven backs are usually differentiated market-leaders with strong brands, active in markets that are supported by long-term consumer trends. We like ‘high volume, low ticket’ businesses with multi-site operations and a broad geographical presence. We are attracted by companies that combine ‘bricks and mortar’ operations and online distribution. Every business we invest in must show potential for growth – either growth in its current markets (like-for-like growth and new store roll-out), or by expanding into new geographical markets, or through market consolidation. Investment prospects are good. We continue to examine businesses that do well in recessionary times, such as online retailers, food retailers, manufacturers of essential household and personal care products, and retailers with a ‘value for money’ offer. As economic growth picks up, consumer businesses that benefit from an economic upturn are also beginning to look attractive. Over the next 12 months, we expect the continuing economic recovery in Europe to generate a flow of exciting investment opportunities. Sector expertise continued Financial Services The financial services sector has entered a period of accelerated change, creating attractive investment opportunities. Selected investments Ireland (global operations) Avolon Aircraft leasing UK Holmwoods Insurance broking UK Partnership Assurance Provider of retirement solutions UK Sabre Speciality motor insurance Cinven Annual Review 2010 17 Sector expertise continued Financial Services Caspar Berendsen and Peter Catterall Financial Services sector professionals Cinven Annual Review 2010 18 In the post-credit crisis era, financial institutions are re-shaping their strategies and business models, sometimes radically. Businesses are being spun out as major corporate and financial institutions reconsider their operations, often under pressure from regulators, and opportunities for new businesses are emerging as established ones pull back. At Cinven, we expect this phase to continue. Our Financial Services team is actively seeking opportunities to invest in businesses with growth potential and attractive market positions. Cinven invests in both the regulated and non-regulated segments of the financial services sector. We apply Cinven’s traditional investment approach of identifying market-leaders in attractive growth markets. Often, we work with corporate institutions, industry advisers and former executives who help us to develop and execute investment strategies. We invest in market-leaders operating in attractive markets, with cashgenerative business models and strong management teams. We focus on growth businesses as well as ‘yield plays’, and are open to acquisitions that involve low debt-to-equity ratios. Our current portfolio includes Partnership Assurance, the UK’s leading provider of specialised annuity products for people with medical conditions; and Avolon, the global aircraft leasing business. Partnership Assurance has continued to perform strongly and has gained momentum since Cinven acquired the business in 2008. Our 2010 investment in Avolon was another landmark investment for the Financial Services team, which developed the strategic insight that led to the origination of the transaction (see the case study of Avolon on page 9 of this annual review). Cinven believes that there will be continued opportunity for private equity investment in the coming years of transition in the financial services industry, which has witnessed: — the sale of non-core assets by financial institutions that need to bolster their balance sheets; — de-mergers enforced by regulators as a condition of their continuing support; — mergers as businesses seek the ‘critical mass’ they need in order to attract capital; — changes in behaviour by consumers, as they react to low rates of return, repay loans instead of saving, and become more risk-averse; — disposals spurred by financial services companies’ more selective approach to globalisation; and — the prospect of an end to government support for the banking industry, at some point in the future, as yet unknown. These trends are still playing out and our Financial Services team expects the industry to remain in flux for some years. We are tracking a number of sub-sectors closely and confidently expect investment opportunities to emerge in the short- and medium-term. Sector expertise continued Healthcare Cinven is one of the most prominent private equity firms in healthcare, having completed nine investments in six different countries totalling 57.4 billion. Selected investments UK General Healthcare Hospital operator France Générale de Santé Hospital operator UK Partnerships in Care Psychiatric care homes Sweden (global operations) Phadia In-vitro diagnostics – Allergy testing France (global operations) Sebia In-vitro diagnostics – Protein testing UK Spire Healthcare Hospital operator Cinven Annual Review 2010 19 Sector expertise continued Cinven’s Healthcare team has expertise across the entire sector, encompassing healthcare services, medical technology and pharmaceuticals, and has been a driving force within the industry in areas such as the consolidation of the UK private hospital market and the development of the niche in-vitro diagnostic market. Healthcare Cinven’s current healthcare portfolio includes Sebia, a protein diagnostics testing business; Spire Healthcare, a leading UK-based hospital group; Partnerships in Care, a UK psychiatric care home operator; and Phadia, the market-leader in allergy and autoimmunity diagnostics. In addition, we have previously invested in medical services, medical technology and pharmaceuticals, in many European jurisdictions. Stuart McAlpine, Pascal Heberling and Simon Rowlands Healthcare sector professionals Cinven Annual Review 2010 20 Cinven acquired Sebia in June 2010. The business has made considerable progress, continuing to grow in all its major markets since the acquisition as it pursues its strategy of geographical expansion and product innovation (see case study on page 10 of this annual review). An underlying theme across our healthcare portfolio is revenue growth driven by Cinven’s investment in the businesses, including investment in the salesforce, R&D, expansion capital expenditure and in acquisitions. Healthcare benefits from strong demographic drivers: ageing populations increase the demand for healthcare. In addition, medical science is advancing, leading to new technologies and treatments which drive up the cost of healthcare. In a period when government budgets are under pressure, identifying the right areas to invest in is critical to success in this sector. Cinven targets businesses which benefit from demographic change, both in developed and emerging markets, and which operate in areas that have favourable reimbursement dynamics that insulate them against the general pressure on healthcare costs. Areas where we see particular opportunity today include: — medical technology businesses active in niche markets that have potential to grow through global expansion and are insulated from general reimbursement pressures; — companies with resilient payors (e.g. medical insurers and those governments with stronger balance sheets), making them less vulnerable to consumer downturns; — companies that can help reduce the cost of public healthcare provision, either through early identification of disease (e.g. diagnostics) or through improving the cost-effectiveness of provision (e.g. outsourcing); and — businesses that can benefit from the significant shifts occurring in the large pharmaceutical sector, which is undergoing significant consolidation. Through the experience we have from our long investment history and the strong network of relationships developed over that time, we are often able to identify proprietary angles on investment opportunities. In addition, our Asian office has a proven record in helping European healthcare companies within the Cinven portfolio to tackle the challenge of emerging market growth. This capability makes us a value-adding shareholder, which is especially appealing where management teams want a partner who can contribute operational expertise as well as capital. Sector expertise continued Industrials Cinven has been active in the industrials sector for more than 30 years and has undertaken over 100 transactions. Selected investments Nordic region Ahlsell Building materials distribution Italy (global operations) Avio Aerospace engine component manufacturer UK and international Foseco Industrial consumables France, Spain Frans Bonhomme Plastic pipe distributor Germany JOST Truck component manufacturer Cinven Annual Review 2010 21 Sector expertise continued Cinven has invested in all of the main industrials sub-sectors: — building materials and construction, from the light to the heavy end of the building materials product range; — energy and natural resources, including metals and mining, oil and gas, utilities and renewables, and chemicals; and — engineering and manufacturing, including industrial machinery, power and infrastructure equipment, and supply to the transport, aerospace and defence end-markets. Industrials Roberto Italia and Benoît Valentin Industrials sector professionals Our Industrials team has extensive knowledge and experience in the sector and its global network of company executives and industry participants helps Cinven to originate proprietary transactions. Cinven’s current portfolio includes Avio, the aerospace engine component manufacturer, and JOST, the manufacturer of components for trucks and trailers. Cinven’s long experience as investors in industrial businesses enables us to develop early insights into market trends and developments, allowing us to identify businesses that will do well at different points in the business cycle. Cinven Annual Review 2010 22 Cinven usually invests in businesses that display the following characteristics: — defensive market leadership with high barriers to entry; — strong and relevant technology; — a supply chain that supports longterm, partnership-type relationships; — customers in dynamic end-markets, with opportunities to promote superior organic growth and/or sector consolidation; and — profitable, sustainable growth with an appropriate return on capital. Although the economic downturn has eased and prospects are gradually improving, most of Europe’s industrial companies still face major challenges and the picture varies widely by region and market segment. With lower cost competition from Eastern Europe and Asia, European industrial companies need to address continuously the competitiveness of their products and core technologies. The strong investment cycle in emerging economies is driving a significant portion of incremental demand for industrial goods and local competition is emerging there, too. Close interaction with Cinven’s Portfolio team helps industrial companies in our portfolio to pursue sustainable value creation strategies, through initiatives to reduce costs, penetrate new markets and improve operations. For example, our Industrials and Portfolio teams have been working with the Avio team over the last two years to open up new markets for the company. Two joint ventures have been established with AVIC Dongan, AVICOPTER and Xian Aero Engines, with the aim to gain access to promising opportunities in the Chinese aerospace market and to establish a high-quality manufacturing base in the region. A number of industrial sub-sectors are benefiting from a general cyclical recovery, which is currently led mainly by restocking effects, together with growing demand from emerging economies. Cinven’s Industrials team is actively investigating opportunities in sub-sectors which will benefit from such a recovery and will also offer structural growth opportunities. A key area of focus for the team are technologies that facilitate more efficient utilisation of natural resources, systems and components, in line with advanced European standards, in areas such as transportation and security. These technologies offer an opportunity for superior growth in developed and emerging economies. Leading European industrial companies that have mastered these technologies and can package solutions and products effectively are an important target for Cinven’s Industrials team. Sector expertise continued TMT With a track record of over 20 years in the sector, Cinven has been responsible for landmark TMT transactions. Selected investments France Aprovia B2B magazines and exhibitions France, US MediMedia Healthcare publisher France, Belgium, Luxembourg Numericable/Completel Cable operator Netherlands, Germany, US Springer Academic publishing Netherlands Ziggo Cable operator Cinven Annual Review 2010 23 Sector expertise continued Cinven has invested in consumer publishing, B2B media, academic publishing, directories and cable and satellite businesses. Our portfolio includes Numericable/ Completel, the only major cable operator in France, which Cinven created through a three-way merger; and Ziggo, the Netherlands’ largest cable operator, which was also created via a three-way merger led by Cinven. TMT In April and October 2009, Cinven’s TMT and Financing teams helped Ziggo to refinance F2 billion of its senior and mezzanine debt, cutting its cost of capital and lengthening the maturity of its debt. The F1.2 billion tranche launched in April 2009 was the largest of its kind by a first-time issuer in Europe since 2007 and was named European High Yield Bond of the Year in 2010 by International Financing Review. David Barker and Brian Linden TMT sector professionals Cinven Annual Review 2010 24 Technological progress and the effects of the economic downturn continue to drive change in the TMT sector. Consumer behaviour in the telecoms and media sub-sectors is shifting as telephony, television and the internet converge, with new devices driving the change. Patterns of demand are changing and audiences are fragmenting, posing a major challenge for businesses whose revenues depend heavily on advertising. In addition, the long-term shift from printed media to online channels continues to alter many media business-models. During the downturn, most telecoms and cable businesses have done well, but in the media sub-sector, the downturn in advertising has affected many companies. TMT acquisition activity has slowed in recent years, but prospects are improving, led by economic recovery and the re-opening of debt markets. Activity is increasing across all areas of TMT, with interesting opportunities emerging in sub-sectors of telecoms, media and technology. Our TMT sector team closely tracks the continuously-changing TMT landscape. We are in regular contact with senior TMT entrepreneurs throughout Europe and are constantly looking at opportunities to acquire robust, stable, growing, cashgenerative TMT businesses. Our investors Pension funds and insurance companies with a long-term perspective invest in Cinven’s funds. Cinven is currently investing its fourth fund, which totals J6.5 billion. More than 150 investors based in 23 countries participated in the fund as limited partners. Around half of them (by value) are based in Europe; another 40% are based in North America. The balance are based in Asia and the Middle East. Our investor base is diverse and consists of long-term investors in the asset class, such as large corporate pension funds, public pension funds and life insurance companies (see case studies on page 26). We never forget that the returns on Cinven’s funds help to finance pensions and insurance policies when they are paid out. With this in mind, we strive to achieve the best long-term risk-adjusted returns for our investors. Alex Hess and Andrew Joy Investor Relations Cinven Annual Review 2010 25 The work of Cinven’s IR team Cinven’s six-person Investor Relations (IR) team manages the flow of information to our investors (known as limited partners) through detailed regular reporting, presentations, conference calls and emails. The team – which was further strengthened during 2010 through the recruitment of a Principal and an Associate – provides information about Cinven and our companies, responds to requests for information and hosts events based on our companies’ financial reporting calendars. Limited partners are alerted whenever Cinven makes an acquisition or realises an investment, and are briefed on important developments across the portfolio. Cinven’s secure ‘extranet’ provides limited partners with 24-hour online access to portfolio company reports, presentations, recorded conference calls and other material. It is continuously updated and complements in-person meetings and other forms of communication. Cinven’s Portfolio Review Committee and accounts team work with the IR team to finalise the valuation of our investments. We present our portfolio companies’ annual results at an annual meeting that takes place in London in March. We visit major investors in their home countries once a year. An Advisory Committee of investors, representing all of our limited partners, meets twice a year, once in London and once in another European city. Other regional meetings occur throughout the year, bringing groups of investors together. Investors commend Cinven’s IR team During 2010, the IR team commissioned a major research study to solicit investors’ feedback on Cinven broadly, and specifically to target areas where the team could improve its interaction with investors. Carried out by an experienced independent research organisation, the study involved interviews with a cross-section of current and potential Cinven investors. Cinven’s investor relations function was highly commended. As a result of the feedback received, the IR team has further improved Cinven’s reporting to investors. This new format was implemented for the year-end reporting in 2010. Current investors by geography (by number) Current investors by type* (by amount invested) 4 1 1 5 3 4 2 1 North America 42% 2 Continental Europe 32% 3 Rest of World 14% 4 UK 12% 3 1 Public pension 39% 2 Insurance 16% 3 Corporate pension 15% 4 Bank 13% 5 Endowments and other 17% * This chart includes investors through fund of funds vehicles 2 Our investors continued SL Capital Partners SL Capital Partners is the specialist Private Equity subsidiary undertaking of Standard Life, offering private equity investment through fund of funds limited partnerships, bespoke arrangements and retail products. It is a long-standing investor in Cinven’s funds. SL Capital Partners’ clients range from leading institutional investors in the UK, US, Canada and Europe, to family offices and high net worth individuals globally. SL Capital Partners has raised a total of approximately F6.2 billion in private equity assets from clients from 24 different countries. Standard Life has been investing in the European private equity market for over 20 years. Cinven Annual Review 2010 26 Standard Life is a leading long-term savings and investments company headquartered in Edinburgh and operating internationally. Established in 1825, Standard Life provides life assurance, pensions and investment management products to over 6.5 million customers worldwide. The Group has around 10,000 employees across the UK, Canada, Ireland, Germany, Austria, India, US, Hong Kong and mainland China. As at 30 June 2010, it had total assets under management of F174.7 billion. Standard Life’s approach to corporate responsibility includes investing its customers’ money responsibly. The Group believes that acting responsibly and with integrity in all aspects of its business will help to maintain its reputation, strengthen its brand, attract and retain the best people, and meet wider society’s expectations for good corporate behaviour. CPP Investment Board The CPP Investment Board (CPPIB) is a professional investment management organisation based in Toronto, Canada, with offices in Hong Kong and London. Its purpose is to invest the assets of the C$138.6 billion Canada Pension Plan (CPP), Canada’s national pension plan. CPPIB operates independently of the CPP, and at arm’s length from the federal and provincial governments that are jointly responsible for the CPP. In order to build a diversified portfolio of CPP assets, CPPIB invests in public equities, private equities, real estate, inflation-linked bonds, infrastructure and fixed income instruments. Private equity funds represent the core of CPPIB’s private equity portfolio. Approximately $33 billion has been committed to private equity funds since CPPIB entered this market in 2001. CPPIB is also an active participant as a buyer in the secondary market, having invested approximately $3.6 billion in this market. CPPIB is an investor in the fourth Cinven fund. As a long-term investor and owner, CPPIB believes that responsible behaviour with respect to environmental, social and governance factors can generally have a positive influence on corporate financial performance. Our investments Cinven has well-defined investment criteria that capitalise on our proven value creation strategies and the knowledge of our sector teams. We invest in high-quality companies that have the benefits of scale, product and price leadership and where we see the potential to accelerate growth. Business Services Amadeus Coor Spice Cinven Annual Review 2010 Consumer 28 30 32 Camaïeu Gondola Maxeda 27 34 36 38 Financial Services Healthcare Avolon 40 Partnership Assurance 42 Partnerships in Care Phadia Sebia Spire Healthcare Industrials 44 46 48 50 Ahlsell Avio Frans Bonhomme JOST TMT 52 54 56 58 Numericable/Completel 60 Ziggo 62 Our investments continued Business Services Amadeus Company description Cinven origination www.amadeus.com Amadeus was established by four airlines in 1987 and has become the largest global distribution system (GDS) in the travel industry, connecting travel providers (i.e. airlines and hotels) with travel agents and customers. Its Altéa unit provides IT solutions that optimise airline business processes, including a reservation and sales platform; e-commerce capabilities for airline websites; revenue management technology; and, since 2009, departure control systems that ensure efficient, safe and timely flight departures. At December 2010, it also owned Opodo, the online travel agent, for which a sale has been agreed at a price of D449 million, subject to competition clearance. Cinven first identified Amadeus as an attractive investment opportunity in 2002 following a review of the growing airline services market by the Business Services team, which was aware that airlines may need to divest assets after the 9/11 attacks. Although the company was listed, it was controlled by three of its four original airline founders, who wished to remain involved but also wanted to realise value from their investment. Starting in 2002, Cinven developed a close relationship with the Amadeus management team and also met with the airlines to discuss the sale of their equity stakes. Cinven made an offer to the airlines that was being progressed until Air France and KLM decided to merge. Activity Location Acquired Transaction value Sales* Employees Cinven representatives Senior management Global travel transaction processor and provider of advanced technology solutions Spain (global operations) June 2005 D4,391 million D2,683.3 million Approximately 8,500 Stuart McAlpine, Benoît Valentin Chairman José Antonio Tazón CEO Luis Maroto CFO Ana de Pro *to end December 2010 (audited) Cinven Annual Review 2010 28 In mid-2004, the airlines conducted a limited auction; as management’s preferred partner, Cinven was invited to participate. At the point of being awarded exclusivity in early 2005, Cinven teamed up with another private equity company on the transaction. Cinven’s relationship with management and the founder airlines, as well as its demonstrated commitment to the business, were key factors in its selection. After the transaction, Cinven and the other private equity company together held 53% of the company’s institutional equity, with the airlines (who reinvested a significant share of their proceeds from the sale) holding the balance. Our investments continued Business Services Investment rationale and strategy Amadeus was identified by Cinven not just as an opportunity to capture longterm growth in the global air travel industry but also as a beneficiary of the shift towards higher-value global bookings. Amadeus was viewed as having a competitive advantage compared to its peers, partly through its proprietary technology, but also due to its focus on faster-growing, non-US markets. Finally, there was an opportunity to further accelerate Amadeus’ strong performance through the Altéa IT outsourcing business, where Cinven saw the potential to attract more airlines to this long-term source of growth. Cinven’s strategy for Amadeus involved the following: — working with the management team to capitalise on attractive industry fundamentals; — extending commercial relationships with the airlines to increase market share in many areas; — investing further in the GDS product to ensure that it remained competitive in both functionality and cost; — promoting growth in Altéa by investing in the platform and migrating more customers onto additional system modules; Cinven Annual Review 2010 29 — benchmarking Amadeus’ cost base against those of its competitors in order to identify additional cost savings; and — further developing Opodo in order to prepare the business for the divestment that was agreed in February 2011. Cinven value creation During the period of Cinven’s ownership, the focus has been on: — growing the core GDS business, which increased its global market share from 29% to 37% between 2005 and 2010, for example, by targeting faster-growing regions outside North America and Western Europe; — promoting rapid growth in Altéa by investing heavily in its development, with the result that Altéa achieved almost a five fold increase in the volume of airline passenger bookings from 2004 to 2010 and developed from a ‘start-up’ into a business generating F601 million in revenues with a market share of just over 30%; — investing more than F1 billion in research and development, with an annual investment in product development increasing by more than 50% since 2005; — strengthening the management team at Opodo (which was lossmaking at the time of acquisition) and re-focusing on core air travel, leading to a turnaround in performance and a sale that was agreed in February 2011; — initiating an operational cost savings programme estimated to have reduced operating expenses by more than F175 million between 2005 and 2010; and — proactively managing Amadeus’ balance sheet, working closely with the Cinven Financing team. Amadeus generates strong cash flows and has continued to reduce its net debt ratios throughout the economic cycle. Our investments continued Business Services Coor Company description www.coor.com Coor is a Nordic facilities management company with activities in Sweden, Norway, Denmark and Finland. It is the Nordic region’s leader in integrated facilities management (IFM): the provision of a single package of support services such as catering, cleaning, back office, IT, productionrelated and other facilities management services, for which Coor takes complete responsibility. Margins and growth rates in this subsector of the facilities management market are generally above average, reflecting the value to the customer of an integrated solution. Coor offers efficiency gains Activity Location Acquired Transaction value Sales* Employees Cinven representatives Senior management Integrated facilities management Nordic region December 2007 SEK 4,930 million SEK 6,294 million Approximately 3,800 Brian Linden, Soren Christensen Chairman Anders Narvinger President and Group CEO Mats Jönsson CFO Olof Staolnacke *to end December 2010 (unaudited) Cinven Annual Review 2010 30 Cinven origination and cost reduction by integrating and managing services within one contract, which has proved attractive to a growing number of Nordic private and public sector organisations that want to outsource their non-core functions. Cinven’s business services sector team had been targeting facilities management as an attractive market for investment for some time in advance of the transaction. The Cinven team brought to bear deep experience in support services through successful prior investments in both COMAX and Gardner Merchant, as well as experience in the Nordic region. As a result of Cinven’s knowledge of the sector and tracking of Coor, the Cinven team had developed an excellent relationship with its management team, which is widely regarded as the best in the sector in the Nordic region, and became the management’s and the seller’s preferred buyer. Aided by this and by the Cinven Financing team, Cinven was able to secure the transaction. Our investments continued Business Services Investment rationale and strategy As the clear market-leader in IFM in the Nordic market, Coor provides packaged support services through a differentiated business model that combines a broad service portfolio with a consultancy-led approach. With Coor, Cinven also identified a company with a strong and highly regarded management team that could develop and build long-term, blue-chip customer relationships with companies such as Volvo, Ford, Ericsson, SAAB and Nokia. — expanding the product offering, partly by moving further into production-related services to capture additional revenue opportunities with existing customers; and — strengthening the Nordic platform by continuing to expand the business outside Sweden and pursuing attractive and valueenhancing acquisition opportunities. Cinven value creation During its ownership of Coor, Cinven has worked closely with management As a platform for expansion and to increase sales, realise identified consolidation, Coor provides the cost savings and improve cash opportunity to grow in new geographies generation. This has included: and new segments such as production- — emphasising sales growth through winning new contracts (e.g. SAS, related services, in addition to capturing IPOS, Sandvik, Chr. Hansen, organic growth opportunities across Danmarks Radio); the Nordic region. Cinven’s strategy for — designing and implementing a Coor is to focus on its core business working capital optimisation as a highly successful, pan-Nordic programme; facilities management player with industry-leading financial performance. — continuing focus on implementing identified cost savings, accounting for around 10% of the operating The main drivers of growth include: cost base; — capturing the growth in facilities management by taking advantage — completing add-on acquisitions in order to increase Coor’s presence of outsourcing opportunities in in less well represented parts of the Coor’s core Nordic market; Nordic region (e.g. SAPA); and — increasing business with existing customers by maintaining its strong track record of high-quality service delivery; Cinven Annual Review 2010 31 — strengthening the divisional management teams outside Sweden through internal promotion and recruitment of selected highcalibre individuals (including the new Managing Director of the Finnish business and a new Business Development Manager in Norway). Our investments continued Business Services Spice Company description www.spiceltd.co.uk Spice is a leading provider of outsourced infrastructure support services in the fields of utility and energy. Spice was founded in 1996 with an original contract servicing Yorkshire Electricity and today principally serves utility companies in the UK with a growing international presence. From its original contract worth £3 million per annum, Spice has grown organically and by acquisition to in excess of £300 million in revenues per annum, by offering custom and value-added solutions. Utility and energy outsourcing UK December 2010 £360 million £312.3 million Approximately 3,300 Pascal Heberling, Yalin Karadogan Chairman Sir Roy Gardner CEO David Owens Activity Location Acquired Transaction value Sales* Employees Cinven representatives Senior management *to end April 2010 (pro-forma) Cinven Annual Review 2010 32 Cinven origination The company consists of four divisions: — electricity infrastructure: providing engineering, design, and consultancy services to distribution networks and the private sector; — water network infrastructure: providing installation, maintenance and specialist consultancy services; — energy efficiency consultancy and procurement services; and — billing services, which focuses on imbalance analysis and recovery for the utility industry. Spice was acquired in December 2010 in a proprietary primary public-to-private transaction that was sourced directly by Cinven. The Business Services team identified Spice as a potentially attractive investment opportunity during a review of the UK outsourcing services sector. The team concluded that Spice, having been built by acquisition, had significant unrealised organic and operational potential, which required a step-change in approach and management. Our investments continued Business Services Cinven origination continued Cinven received support from its industrial advisor, David Owens, with whom Cinven had worked on previous opportunities and who has since taken on the role of CEO of Spice. He most recently served as Chief Executive of Thames Water between 2006 and 2009. Cinven approached the Spice board with an unsolicited indicative offer that was rejected. However, Cinven was allowed further access to the management team and information, allowing a formal offer to be launched in September following a period of due diligence. Cinven’s Financing team helped to protect against an interloper bid by signing up the two main incumbent banks. banks. Investment rationale and strategy Cinven’s Business Services team identified Spice as an attractive investment opportunity that would benefit from de-listing and a more cohesive strategy around its separately managed businesses. The team viewed Spice as well positioned to take advantage of increasing outsourcing activities in the utility and energy industry, driven mainly by the need to reduce costs and comply with regulatory requirements. Spice operates in a highly attractive market segment supported by strong regulatory and environmental drivers, creating opportunities for the business to grow by winning new customers, Cinven Annual Review 2010 33 and attracting a larger share of customers’ expenditure with a more complete ‘cradle to grave’ offering. There are also opportunities outside the UK, particularly for the Billing Services unit. Cinven’s strategy for the company is to: — strengthen divisional management; — promote organic growth through a more commercial business approach; — implement operational improvements; — expand internationally, organically and through acquisition; and — position the Energy and Billing businesses for separate exits. Cinven value creation Following the appointment of David Owens as CEO concurrent with the de-listing of Spice, Cinven announced the appointment of Sir Roy Gardner as Chairman. They bring broad business experience, leadership skills and an intimate knowledge of Spice’s markets. Cinven has been working closely with them to execute a 100-day review of the business. This review is supported by external consultants and consists of several workstreams, including: — reviewing and adjusting Spice’s portfolio of activities to identify opportunities for add-on acquisitions, disposals and/or alliances; — identifying opportunities for organic sales growth and gross margin improvement, including introduction of professional contract costing and tendering processes; — realising cost savings by i) establishing professional procurement functions and processes, ii) redesigning Spice’s organisational structure, iii) introducing shared services and iv) implementing improved cost and performance monitoring; — optimising cash flow by focusing capital expenditure on productive projects and optimising working capital; and — systematically reviewing management capabilities, incentive structures and key performance indicators. Our investments continued Consumer Camaïeu Company description Cinven origination www.camaieu.fr Camaïeu is a leading European retailer of ‘Prêt à Porter’ clothing targeting women between the ages of 20 to 40 years old. It operates a fast-fashion model with a flexible supply chain, enabling it to react quickly to fashion trends and offer its customers fashionable clothing at value-for-money prices through its extensive store network and growing e-commerce channel. At acquisition, Camaïeu had 557 stores. By the end of 2010, the company had grown to more than 940 stores, of which 571 were in France and the balance in Poland, Italy, Russia and other countries. Ahead of Cinven’s acquisition of Camaïeu, its Consumer and French teams had followed the company for some time and developed a strong relationship with the original management team. Their clear understanding of the business model was based, in part, on Cinven’s successful investment in CBR, the German value-for-money retailer. In the consumer sector, Camaïeu offers a unique mix of growth potential, best-in-class margins, strong cash flows and relative resilience to customer spending cycles as a result of its value-for-money product offering. In April 2007, Modamax, a holding Activity Clothing retailer Location France, Poland, Italy, Russia Acquired May 2007 Transaction value D1,470 million Sales* D809.7 million Employees Approximately 5,700 Cinven representatives Benoît Valentin, Xavier Geismar Senior management Président du Conseil de Surveillance Jean-François Duprez Président du Directoire Thierry Jaugeas *to end December 2010 (unaudited) Cinven Annual Review 2010 34 company controlled by Cinven, acquired a controlling 65% stake in Camaïeu (with 75% voting rights). Under the rules of the Paris Stock Exchange, upon closing in May 2007, Modamax made a mandatory offer for the balance of the publicly held shares. At the conclusion of the process, Modamax owned 67% of Camaïeu’s equity; therefore it is still publicly listed. Investment rationale and strategy Cinven was attracted to Camaïeu by its high return on capital and cashgenerative model, similar to CBR in the third Cinven fund. The company had proved to be resilient in previous downturns because of its focus on value-for-money basics. Cinven’s strategy for Camaïeu is focused on helping the company build on its market leadership position in France through the accelerated roll-out of new stores in France and internationally, in order to create a highly profitable and successful international clothing retailer. This includes: — accelerating the roll-out of stores in existing markets, particularly in France, Italy and Poland, where returns on capital are very attractive; — further internationalising the business by expanding the store network into new markets with a focus on other Central and Eastern European countries, building on Camaïeu’s successful entry into the Polish market; — continuing its strong, profitable growth track record through the implementation of best practices across the existing store portfolio, increasing footfall and improving sales conversion; — developing the e-commerce sales channel; and — maintaining the current high-margin and cash-generative business model. Our investments continued Consumer Cinven Annual Review 2010 35 Cinven value creation Under Cinven’s ownership, revenue growth and operational improvement initiatives have been the main focus. These have included: — reorganising and reinforcing the management team with the appointment of the new CEO, Thierry Jaugeas, a new CFO, a new marketing director, and other external hires and internal promotions; — accelerating the store roll-out programme both in France and in other high-growth geographies to more than 115 stores per year, while maintaining attractive returns on investment. Today Camaïeu has 944 stores, up from 557 at acquisition; — rebalancing Camaïeu’s geographic exposure so that approximately 40% of stores were outside France at the end of 2010, compared to 24% prior to Cinven’s acquisition; — working with the Cinven Portfolio team to assess market entry opportunities in Asia and other markets; — launching a series of initiatives to increase like-for-like sales growth and footfall, including upgraded store fronts with new window displays, the launch of a fully transactional website and pricing optimisation across the product range and store portfolio; — implementing a cost reduction programme, notably involving the renegotiation of rental agreements; and — moving towards a more customercentric model by investing in customer relationship management (CRM), branding and the customer retail experience. Our investments continued Consumer Gondola Company description Cinven origination www.gondolaholdings.com Gondola is the leading restaurant operator in the UK casual dining sector, with around 640 sites, trading under the brands PizzaExpress, ASK, Zizzi and Byron. Cinven’s Consumer team identified Gondola as having a number of the characteristics of previous successful Cinven consumer investments such as Fitness First, Odeon and William Hill: strong brands, a ‘high volume, low ticket’ business model and a significant opportunity for a high return on capital through the roll-out of new sites. Gondola was an underexploited opportunity that needed strategic redirection and accelerated investment, which would be best achieved under private ownership. Through its successful investment in Unique Pubs, Cinven was able to demonstrate its Casual dining operator UK November 2006/January 2007 £886 million £533.9 million Approximately 14,000 Peter Catterall, Yagnish Chotai Charles Miller-Jones Chairman Chris Woodhouse CEO Harvey Smyth Finance Director Nick Carter Activity Location Acquired Transaction value Sales* Employees Cinven representatives Senior management *to end June 2010 (audited) Cinven Annual Review 2010 36 knowledge, expertise and value-added input in the UK pub and restaurant sector and became the management team’s preferred partner. The company’s share price was performing relatively poorly due to an inappropriate management and capital structure at the time of its IPO, together with a share overhang created by the two principal shareholders. Cinven was able to secure an exclusive arrangement with the two main shareholders and thereafter launched a successful offer to the public shareholders. Investment rationale and strategy Cinven identified Gondola as an attractive business with strong growth potential: a market-leader in a growing segment of the leisure market (casual dining) with a high return on capital employed (RoCE) roll-out model and strong cash flows. However, the group was underperforming, both in terms of its existing estate and in terms of the pace of its roll-out programme. Cinven therefore set a strategy of: — accelerating the roll-out of successful formats; — implementing best practice across the whole group; — revitalising two of the principal brands, ASK and Zizzi; — extending market leadership through new format launches or acquisitions; and — strengthening the management team. Our investments continued Consumer Cinven value creation In order to carry out this strategy, Cinven appointed Harvey Smyth as CEO and made a series of external appointments covering finance, property and the various brands, and introduced Chris Woodhouse, a highly experienced retailer, as Chairman. Together with the newly invigorated management team, Cinven has made significant progress: Cinven Annual Review 2010 37 — delivering a number of efficiencies — accelerating Gondola’s roll-out programme; increasing average on the operational side. For example, restaurant openings to around 35 management has been working with per year (from 23 previously) while the Cinven Portfolio team to realise increasing the expected return from cost savings in the procurement of new site openings. The increase in store fixtures and fittings and staff restaurants from about 520 at uniforms through sourcing from acquisition to around 640 today Asia. More recently, Cinven has has been mainly focused on the negotiated the acquisition of the strongest existing formats, international franchise business of PizzaExpress and Zizzi; PizzaExpress that was previously — developing and rolling-out new owned independently of the brands such as Byron, a new burger Gondola Group, and is working restaurant concept that now has 13 closely with Gondola management sites and significant growth potential; to accelerate the growth of the — undertaking a series of innovative business in international markets. revenue initiatives to increase footfall Cinven’s Portfolio team in Asia is and sales in restaurants in a very closely involved in this initiative. challenging retail environment, including new product launches, menu development and collaborations with partners such as Weight-Watchers; — upgrading Gondola’s promotional strategy and investing in its technological capabilities, building a proprietary customer database to increase like-for-like growth and market share; and Our investments continued Consumer Maxeda Company description Cinven origination www.maxeda.com At the time of acquisition, Maxeda was the largest non-food retailer in the Benelux region, operating across multiple retail segments including department stores, DIY, apparel and consumer electronics. In 2010, the group was comprised of brands within two divisions: Fashion and DIY. The sale of the Fashion formats was completed in January 2011, leaving the DIY division as the last remaining part of the Maxeda group. The DIY business is a leading player in the Benelux region and comprises four key brands: Praxis and Formido in the Netherlands and Brico and Plan It in Belgium. Cinven’s Consumer team identified Maxeda (then Vendex KBB) as an attractive investment opportunity based on the potential for organic growth and operational improvement in the business. Maxeda was an underperforming publicly-listed company. Its share price had fallen in 2003, prompting Cinven to approach the management team to discuss a potential public-to-private transaction. Non-food retailer Benelux region September 2004 D2,350 million D2,341.8 million Caspar Berendsen, Rory Neeson Chairman Tony DeNunzio DIY CEO George Adams CFO Ronald van der Mark Activity Location Acquired Transaction value Sales* Cinven representatives Senior management *to end January 2010 (pro-forma) Cinven Annual Review 2010 38 The relationship Cinven built with the management team, combined with its deep sector expertise, provided a competitive advantage during the limited auction process which was initiated by the company’s supervisory board in the first quarter of 2004. As this process unfolded, Cinven decided to partner with another private equity sponsor to acquire the company and then teamed up with another consortium, when it became clear that they shared Cinven’s strategic vision for Maxeda. Investment rationale and strategy Cinven was attracted to Maxeda because, although it was a marketleader, it was underperforming against a number of best practice measures. Cinven’s strategy, alongside the rest of the investor group, was to focus Maxeda on its core retailing business while improving operations and rationalising the company. Since the acquisition, significant changes have been made to augment the management team. In 2005, Tony DeNunzio joined as Chairman of the executive board and further senior management changes have since been made, both centrally and at format level. Our investments continued Consumer The management team and the investor group agreed a strategy that encompassed initiatives in key areas such as: — improving retail execution; — undertaking store refurbishments in selected formats; — focusing on operational efficiency and cost savings across the business; — purchasing (Asian sourcing) and supply chain improvements; — restructuring the balance sheet through the sale of property and optimising working capital; and — rationalising the group through individual format sales. Cinven Annual Review 2010 39 Cinven value creation During Cinven’s ownership period, retailing best practice has been implemented across all of Maxeda’s formats and successful formats have been rolled out in existing markets and internationally. Since the new management was appointed, value creation initiatives have included: — implementation of improved retailing best practice across formats, including better customer service and the refurbishment of selected stores; — working capital management has been improved, leading to a significant improvement in cash flow; — cost savings and restructuring initiatives including implementation of company-wide procurement, increased Asian sourcing (supported by Cinven’s Portfolio team in Asia) and closer cooperation between formats; — the disposal of the significant freehold property portfolio has been completed; — the capital structure of the business was improved; — the company bought back D463 million of Maxeda DIY debt at a significant discount to par; and — the sale of individual businesses including Hema, consumer electronics and the fashion formats. Cinven has played a full and active part in planning and implementing these initiatives. For example, Cinven’s Portfolio team in Asia helped the DIY management team with a pilot Asian sourcing project that proved highly successful. Our investments continued Financial services Avolon Company description Cinven origination www.avolon.aero Avolon is a global aircraft leasing business headquartered in Dublin and with offices in New York, Hong Kong and Shanghai. Avolon provides aircraft leases and lease management services to airlines around the world, focusing on the acquisition of the latest generation of narrow-body, fuel-efficient aircraft, for which there is a liquid market. Ahead of Cinven’s investment in Avolon, the Financial Services team had been targeting sub-sectors within financial services for opportunities arising out of the structural dislocation in the financing markets that followed the collapse of Lehman Brothers; the aircraft leasing industry is one of those sub-sectors. Cinven has significant expertise in the aerospace sector as a result of the third Cinven fund’s successful investment in Amadeus and the fourth Cinven fund’s investment in Avio. This experience, coupled with the Activity Aircraft leasing Location Ireland (global operations) Acquired May 2010 Transaction value US$1,365 million Total assets under management‡ US$855.3 million Employees 26 Cinven representatives Caspar Berendsen, Peter Catterall, Maxim Crewe Senior management Chairman Denis Nayden CEO Dómhnal Slattery CFO Andy Cronin ‡ at December 2010 (actual) Cinven Annual Review 2010 40 Cinven Financing team’s capability, was critical to the success of the transaction. After researching the market extensively, Cinven identified the management team at Avolon as the best positioned because of their experience in establishing one of the largest aircraft lessors before the financial crisis. Investment rationale and strategy Leasing continues to be an increasingly important source of financing for the airline industry. Currently, more than 40% of new aircraft deliveries are leased, compared to less than 20%, 15 years ago. However, due to structural issues with their parent companies as a result of the financial crisis, two of the three largest aircraft lessors are no longer active in the market. Our investments continued Financial services Against the background of long-term growth, Cinven’s strategy is to take advantage of the current market dislocation to create a leading global aircraft lessor that can benefit from the cyclical upswing in the aviation industry over the next five years as passenger travel rebounds and demand for aircraft outweighs supply, particularly for young, narrow-bodied aircraft. These are typically the most liquid assets in the aviation industry because of the demand in the shorthaul and ‘economy’ segments of the market and their relative fuel efficiency. Avolon is particularly well placed to execute this strategy because it has an experienced management team and a ‘clean’ operating platform. Cinven’s Portfolio team in Asia has been involved in expanding Avolon’s capability in these markets, which will be particularly important in the future growth of the aviation industry. Cinven Annual Review 2010 41 The investment in Avolon is a compelling opportunity for the fourth Cinven fund as a result of the favourable conditions for purchasing highly sought-after aircraft, the contracts that underpin Avolon’s revenues and a financing structure that ensures that the business’s liabilities match the cash flow from its assets. Along with Avolon’s efficient operating platform, these factors allow the company to maintain best-in-class operating performance and operate a highly scalable business model. Cinven value creation Cinven has been working closely with the management team to put into practice the value creation opportunities identified at the outset and to position the business to fully realise them. Initiatives to date include: — implementing a disciplined portfolio strategy by setting prudent parameters for aircraft purchases at attractive prices; — enhancing Avolon’s capability in Asia by working closely with the Cinven Portfolio team; — putting in place funding policies that ensure that both the duration and cost of liabilities match the cash flow profile of assets; — improving Avolon’s market-leading position through profitable trading of assets throughout the cyclical upswing in prices; and — recruiting key personnel. Our investments continued Financial services Partnership Assurance Company description Cinven origination www.partnership.co.uk Partnership Assurance (PA) is the UK’s leading provider of impaired, enhanced and long-term care (LTC) annuity products for retirees. The business provides insurance products to individuals who, because of an existing medical condition, have a reduced life expectancy compared to that of a typical person and hence qualify for a higher or enhanced annuity. Impaired and enhanced annuities offer these individuals a higher guaranteed rate of income than a standard annuity. LTC annuities are products for those entering or planning for LTC (typically in care homes). PA was identified as an attractive investment opportunity by Cinven’s Financial Services team as part of a review of the UK life assurance sector. After familiarising itself with the company and its growth markets, Cinven made an approach to the previous owners to express its interest in the business. As a result of Cinven’s understanding of the sector, coupled with a relationship with management that was nurtured over a period of time, the team was successful in securing a proprietary deal on an exclusive basis. Activity Location Acquired Transaction value Sales* Employees Cinven representatives Senior management Provider of retirement solutions UK August 2008 £148 million £588.7million Approximately 300 Peter Catterall, Caspar Berendsen, Maxim Crewe Chairman Ian Owen CEO Steve Groves CFO Mark Dearsley *to end December 2010 (actual) Cinven Annual Review 2010 42 Investment rationale and strategy In PA, Cinven identified an opportunity to invest in a highly cash-generative business model in a market with strong structural growth through the acquisition of a market-leading company with a strong management team and differentiated intellectual property. PA benefits from: — intellectual property and unrivalled actuarial and underwriting expertise. Unlike its competitors, PA owns the actuarial data that enables it to price its products correctly, which in turn helps PA to negotiate more attractive re-insurance rates; — attractive market dynamics with strong structural growth driven by the migration away from defined benefit pension schemes to defined contribution schemes, demographics and retirement trends; — market leadership, where PA is the clear market-leader in specialist impaired and LTC markets, both of which have high barriers to entry; and — a strong, well respected management team. Our investments continued Financial services Cinven’s investment strategy is focused on growing PA’s core business by ensuring that it is competitively positioned to fully exploit the significant market opportunity. Specifically, as the UK market moves from a standard pricing model to individual risk-based pricing, Cinven is focused on ensuring Cinven Annual Review 2010 43 that PA remains the leading impaired and enhanced annuity provider by: — making use of the unique intellectual property in the business through the introduction of new products; — developing distribution channels to increase market share; — expanding the executive management team to increase the company’s ability to support the rapid growth; — increasing awareness and penetration of the LTC product into the care market; and — strengthening the capital position of PA to improve its credibility with counterparties. Cinven value creation During the period of Cinven’s ownership, the company has made strong progress in a number of areas: — securing exclusive, long-term contracts with leading distribution partners; — investing in the company’s systems to help it manage rapid growth; and — growing both the senior and junior teams, particularly in the actuarial function. The management team continues to make progress in each of the key areas that were identified before the acquisition, as well as on newer initiatives, such as an equity release product. Our investments continued Healthcare Partnerships in Care Company description Cinven origination www.partnershipsincare.co.uk Partnerships in Care (PiC) is the UK market-leader in the private provision of secure psychiatric services. It provides care services for men and women with complex mental health needs and specialises in the areas of mental health, personality disorders, learning disabilities and brain injury rehabilitation. PiC has 23 units in the UK. Prior to Cinven’s acquisition, PiC was a subsidiary of General Healthcare Group (GHG), itself a highly successful Cinven investment which was sold in 2000. Following Cinven’s sale of GHG, Cinven’s Healthcare team maintained a dialogue with PiC’s management. Through this relationship and Cinven’s knowledge of PiC and the market it serves, Cinven became aware of GHG’s desire to divest PiC in order to focus the group on its acute care hospital assets. Having developed a value creation strategy, Activity Location Acquired Transaction value Sales* Employees Cinven representatives Senior management Psychiatric care homes UK April 2005 £552 million £186.7 million Approximately 3,300 David Barker, Alex Leslie Chairman Kevin Beeston Group Chief Executive Fred Sinclair-Brown COO Joy Chamberlain CFO Peter Thomas Group Company Secretary Tony Rook *to end December 2010 (actual) Cinven Annual Review 2010 44 Cinven was able to create a financing structure. The team’s prior knowledge and ability to execute transactions also enabled it to meet the seller’s desire for a quick close. Investment rationale and strategy Cinven was attracted to PiC by its leadership position in a growing market, together with the freehold property which backed its assets. Cinven’s strategy for PiC was to accelerate the growth of the company by: — providing the company with previously unavailable capital to increase its bed capacity through new sites, extensions at existing sites, and selective bolt-on acquisitions to meet excess demand, driven by the continued growth of NHS outsourcing; — increasing margins by improving operational performance, through the optimisation of ward staffing and reduction in expensive agency staffing in the existing business; and — diversifying into the ‘low secure’ and rehabilitation markets, an opportunity identified by Cinven and management, that would enable PiC to provide a continuum of care for its patients. Our investments continued Healthcare Cinven Annual Review 2010 45 Cinven value creation Cinven executed on its strategy during the first years of its ownership by: — replacing the bridging loan facility with a financing structure, which provided PiC with the ability to develop the business; — identifying a number of additional growth and performance improvement opportunities; — enlarging and accelerating the development plan, which has increased PiC’s capacity from 800 beds at acquisition to more than 1,200 currently; — assessing a number of potential industry consolidation proposals; and — initiating operational improvement and cost reduction programmes. Our investments continued Healthcare Phadia Company description Cinven origination www.phadia.com Phadia is the global leader in in-vitro allergy testing. The company manufactures and sells specialised blood testing systems and associated consumables and services. It is also the European leader in autoimmunity testing. The company has sustained strong growth in Europe, while achieving considerable success in the US and emerging markets. Following Pharmacia’s disposal of its non-core Pharmacia Diagnostics division (since renamed Phadia) in 2003, Cinven’s Healthcare and Nordic coverage teams identified Phadia as an attractive acquisition candidate with significant growth potential. Cinven monitored its progress as an independent company that had achieved strong growth in Europe. At an early stage, Cinven focused on developing a strong relationship with the company’s highly respected In-vitro diagnostics – Allergy testing Sweden (global operations) January 2007 €1,285 million €366.6 million Approximately 1,300 Stuart McAlpine, Supraj Rajagopalan Chairman Daniel L. Peters CEO Magnus Lundberg CFO Anders Lundmark Activity Location Acquired Transaction value Sales* Employees Cinven representatives Senior management *to end December 2010 (unaudited) Cinven Annual Review 2010 46 management team, led by Magnus Lundberg. When the company was put up for sale, Cinven was the preferred bidder; and this, rather than a higher offer, led to Cinven being chosen as the acquirer. Investment rationale and strategy Cinven was attracted to Phadia by its strong leadership in a growing global market, based on superior proprietary technology, together with high margins and strong, predictable cash flows. Cinven set a strategy for Phadia’s incumbent management team of: — growing the company further in its existing markets but also in new and relatively underpenetrated markets, particularly the US, where the roll-out required significant investment; — rolling-out Phadia’s autoimmunity product beyond Europe; — expanding into emerging markets such as India, China and Brazil; — developing new products (for example, point-of-care, molecular allergology); and — identifying operational improvements such as best-in-class working practices across all regions to increase efficiency and effectiveness. Our investments continued Healthcare Cinven saw that by implementing these initiatives, it could build a business of scale that would be attractive in a number of exit scenarios. Cinven Annual Review 2010 47 Cinven value creation Cinven has created value at Phadia using a number of different levers: — expanding the US salesforce (from around 50 at acquisition to over 220 today) to make the US Phadia’s second largest region behind Europe. By investing heavily in Phadia’s US sales force, Cinven enabled the business to grow its US revenues, accelerating growth for the group overall; — developing its market footprint in other geographies, including emerging markets, with the help of Cinven’s Portfolio team in Asia; for example, the acquisition of Phadia’s Chinese distributor and the establishment of new market companies in India, South Africa, Korea and the Czech Republic; — rolling out a series of new products under Cinven’s ownership including molecular allergology and Immunocap RAPID (point-of-care testing); — strengthening the management team; including appointing a new Chairman, COO, head of the US and head of Japan; — implementing a series of initiatives to improve efficiency with the help of Cinven’s Portfolio team, resulting in a significant reduction in the cost of goods; and — targeting the fund’s advantageous acquisition of D46 million of Phadia PIK notes in 2009 at an average price of D0.62. Our investments continued Healthcare Sebia Company description Cinven origination www.sebia.com Sebia is the global leader in clinical electrophoresis equipment and reagents. The company’s systems analyse proteins in order to detect various diseases and conditions, primarily multiple myeloma, which is a severe form of blood cancer that typically affects people who are more than 50 years old. Cinven’s Healthcare team has been targeting investments in high-value diagnostic categories for a number of years, leading to its investments in Phadia and in 2010, in Sebia. Cinven’s French team and Healthcare team began to build a relationship with Benoît Adelus, Sebia’s CEO, in 2002 and monitored the business closely from 2005. Based on Cinven’s relationship with the management team, its diagnostics expertise from the successful Phadia investment, and the significant emerging markets potential Activity Location Acquired Transaction value Sales* Employees Cinven representatives Senior management In-vitro diagnostics – Protein testing France (global operations) June 2010 Undisclosed €129 million Approximately 400 Nicolas Paulmier, Stuart McAlpine, Pierre Estrade Chairman and CEO Benoît Adelus CFO Jean-Louis Bernet *to end December 2010 (pro-forma) Cinven Annual Review 2010 48 identified by its Portfolio team in Asia, Cinven was able to submit an offer for Sebia after receiving privileged access to carry out extensive proprietary due diligence before any sales process was initiated. Cinven’s Financing team subsequently arranged an all-senior debt structure, the first underwritten facility in Europe since Lehman Brothers collapsed. Investment rationale and strategy Cinven was attracted to Sebia for similar reasons to those that have been core to Phadia’s success. Sebia is a global market-leader in an expanding segment, and it operates a ‘razor/ razorblade’ business model whereby an installed base of equipment leads to regular and predictable income and cash flows from reagent sales each time a test is carried out. Cinven’s strategy for Sebia includes: — taking full advantage of the growth opportunities presented by an expanding market; — upgrading customers to improved, higher-value systems; — further increasing its market share in countries such as Germany and the US through superior technology and customer service; — accelerating growth in emerging markets, taking advantage of the opportunities identified by Cinven’s Portfolio team in Asia; and — launching new detection tests for abnormalities in proteins such as Hb (haemoglobin) that can be run on its installed base of machines. Our investments continued Healthcare Although Phadia and Sebia will remain separate, the similarities in the businesses allow for both businesses to benefit from the sharing of best practice under Cinven’s ownership. Cinven Annual Review 2010 49 Cinven value creation Since the transaction was completed in June 2010, Cinven has been working closely with the management team to execute the objectives set out in the strategy, including: — capitalising on the opportunity in emerging markets such as India, China and the rest of Asia, with the help of Cinven’s Portfolio team that is advising on appropriate distribution models. These are markets which are expected to grow faster than the global market and where Sebia has an opportunity to significantly increase its market share; — executing on the development and roll-out of new markers and diagnostic tests, notably Hb and HbA1c (for diabetes), and the next generation of instruments; — devising a strategy to win market share in the US from its principal competitor, based on experience gained from Cinven’s investment in Phadia; — introducing best practice reporting and performance management processes; and — sharing of best practice across the Sebia and Phadia management teams. Our investments continued Healthcare Spire Healthcare Company description Cinven origination www.spirehealthcare.com Spire Healthcare is the second largest private hospital group in the UK. The group consists of 37 acute care hospitals and benefits from the highest bed-per-hospital ratio of the independent providers in the UK. Payors include private medical insurance (PMI) companies, self-pay clients and the National Health Service (NHS). Cinven has a long history of successful hospital investments, including creating the market-leader in the UK (General Healthcare Group (GHG)). Before Cinven’s acquisition of the business, the Healthcare team had been following BUPA Hospitals, a non-core division of BUPA (the UK’s largest PMI provider) for a number of years. Cinven met the BUPA Group CEO and CFO with an offer to acquire BUPA Hospitals as early as 2005. In 2007, BUPA invited selected bidders to enter into a sale process; Cinven was extremely well positioned given Activity Hospital operator Location UK Acquired August 2007 Transaction value £1,580 million Sales* £643.1 million Employees Approximately 10,700 Cinven representatives Simon Rowlands, Pascal Heberling, Rebecca Gibson Senior management Chairman Robert Cooke CEO Robert Wise CFO Rob Roger Clinical Services Director Dr Jean-Jacques de Gorter *to end December 2010 (unaudited) Cinven Annual Review 2010 50 its track record with GHG and Générale de Santé in previous Cinven funds. Cinven’s track record in the UK provided a compelling backdrop, as BUPA was very focused on the experience and plans of its chosen partner, partly as the consent of the UK Department of Health was a condition of closing the transaction. Investment rationale and strategy Cinven’s strategy for Spire was to transform a previously non-core division of BUPA, a large, not-for-profit organisation focused on health insurance, into a dynamic and successful business by fundamentally redirecting the business model with a world-class management team sourced by Cinven. As is typical for a Cinven investment, the strategy has a number of value creation levers, including: — repositioning Spire as a premium operator to attract top hospital physicians, regain lost market share and improve PMI pricing; — driving organic growth through increased capital investment in medical equipment and expanded patient services; — implementing operational and cash flow improvements and reducing central overheads through increased management focus, systems and controls; — capitalising on acquisition opportunities which complement Spire’s operations and patient care offerings; and — realising value from Spire’s freehold property asset base. Our investments continued Healthcare Cinven Annual Review 2010 51 Cinven value creation — introducing new management Key to Cinven’s investment strategy reporting systems, including daily was changing the culture of the key performance indicator reporting, organisation by introducing a new which targets best-in-class operating management team including a standards, identifies underperforming new CEO, CFO and Chairman and areas and helps to increase changing a number of the hospital improved operating margins; and directors. Following a global search, — simplifying inefficient systems and procedures, which has streamlined the core of the new team was operations and resulted in a head identified by Cinven from the bestoffice cost reduction. performing Australian hospital group, Affinity. Together with management, Cinven has made significant progress in the following areas: — successfully completing a number of strategic, add-on acquisitions (Classic Hospitals, Thames Valley and London Fertility Clinic) that have increased the company’s size and competitiveness and resulted in significant operating synergies. Most importantly, the acquisitions have reinforced Spire’s national coverage, making Spire the second largest UK hospital group and a key partner for all providers of PMI; — significantly increasing investment in high value-adding equipment, services and infrastructure, attracting top physicians and generating attractive returns on capital; Our investments continued Industrials Ahlsell Company description Cinven origination www.ahlsell.com Ahlsell is the leading distributor of construction products in the Nordic region covering the heating and plumbing, electrical, tools and machinery, refrigeration and DIY sectors. Ahlsell originally focused on heating and plumbing products in Sweden, where it is the clear market-leader, but has since expanded its product range and the markets on which it focuses, largely through acquisition. Before the acquisition, the Cinven Business Services and Industrials teams had identified building products distribution as a potentially attractive sector in which to invest and had been tracking Ahlsell as an acquisition candidate. As a result, ahead of the previous owner’s sale process, the Cinven team had built up a good relationship with both the management team and seller through its deep knowledge of the sector and its prior ownership of Frans Bonhomme. Activity Location Acquired Transaction value Sales* Employees Cinven representatives Senior management Building materials distribution Nordic region January 2006 SEK 11,768 million SEK 19,300 million Approximately 4,300 Guy Davison, Supraj Rajagopalan Chairman Rolf Borejesson President and CEO Goran Nasholm Vice President and CFO Gunnar Haglund *to end December 2010 (unaudited) Cinven Annual Review 2010 52 Investment rationale and strategy Ahlsell’s market leadership position in the Nordic region, strong management team and cash-generative business model made the company an attractive acquisition candidate. Cinven had also identified opportunities to improve operations, procurement and working capital. Cinven’s strategy for Ahlsell has been to grow its core business both organically and through acquisitions, which have varied from large step-change transactions to smaller bolt-on acquisitions. To date, significant synergies have been realised. Other initiatives have led to improvements in margins and cash flows, including those to improve procurement, increase Asian sourcing, reduce costs, consolidate the supplier base, and optimise working capital. Our investments continued Industrials Cinven Annual Review 2010 53 Cinven value creation During its ownership of Ahlsell, Cinven has worked closely with management, originally to increase growth, and more recently, to protect the business during the economic downturn. Cinven-led initiatives include: — strengthening the management team by recruiting a new Chairman and a new head of global sourcing, and strengthening the country-level teams; — accelerating the acquisition programme; — designing and implementing costsaving programmes to protect profitability; — refinancing the business in 2007; and — reaching a consensual agreement with lenders in 2009 to reset covenants. Our investments continued Industrials Avio Company description Cinven origination www.aviogroup.com Avio is a world leader in the design, manufacture and servicing of subsystems and components for commercial jet engines (for example, those that power the Boeing 777 and Airbus 320) and military jet engines (including those that power the Eurofighter Typhoon). It is a partner to original equipment manufacturers (OEMs) such as General Electric, Rolls Royce and Pratt & Whitney. In addition, Avio’s space unit produces propulsion systems for space launch vehicles such as the Ariane rocket and developed the new Vega launcher. Avio also develops and supplies jet derivative engines and automation systems for naval and industrial applications. Before Cinven acquired the business, Finmeccanica and Carlyle had acquired Avio from Fiat in April 2003. It was apparent to Cinven’s Industrials and Italian teams that Avio remained an attractive investment opportunity with defensive growth qualities resulting from the diversified aerospace group’s exposure to long-term structural growth and, in particular, the non-cyclical defence and space divisions. Making use of its excellent relationships with both management and the lead bank, Banca Intesa, the Cinven team quickly developed a detailed understanding Activity Location Acquired Transaction value Sales* Employees Cinven representatives Senior management Aerospace engine component manufacturer Italy (global operations) December 2006 €2,570 million €1,753 million Approximately 5,200 Roberto Italia, Simon Rowlands, Andrea Ferrante Chairman Alan J. Bowkett CFO Vittorio Rabajoli *to end December 2010 (unaudited) Cinven Annual Review 2010 54 of Avio’s operations and its key performance drivers, allowing Cinven to make a competitive offer for the business. Together with a respected panel of industry advisors and executives, Cinven gained preferred bidder status and acquired Avio in December 2006. Investment rationale and strategy Avio has a strong, defensible market position due to its technological leadership in key areas, long-term contracts and diversified business that is spread across five main areas of operations. The company is known for technological excellence and has partnerships with leading engine manufacturers, governments and space agencies. Cinven worked for nine months prior to acquiring the business assessing the potential for expanding the company through sector growth, internationalisation and, in particular, improved margins and concluded that there was significant growth potential. Cinven’s strategy for Avio focuses on furthering the company’s growth both strategically and operationally through: — positioning Avio to take advantage of the long-term structural growth in aviation; — capturing increased market share of the most promising new aerospace programmes; — making efficiency savings through a detailed restructuring of the cost base; and — internationalising both the company’s revenues and its cost base. Our investments continued Industrials Cinven Annual Review 2010 55 Cinven value creation Cinven has supported the management team to help it accelerate the company’s outperformance of both the broader market and direct competitors. Cinven’s value creation has included: — focusing on specific commercial relationships to solidify Avio’s unique positioning and defensible business model as a Tier 1 partner for both the major OEMs and the most successful platforms (for example, the Boeing 787); — building on the highly profitable military and space programmes which offer lucrative long-term contracts and off-shoring opportunities; — achieving operational improvements through the implementation of best practices in manufacturing performance, and cash, hedging and foreign exchange management. The management team was strengthened to ensure these operational improvements were achieved; — accelerating and broadening Avio’s profit optimisation and cost base restructuring programme, with additional working capital savings achieved through tighter cash management controls; and — developing opportunities to expand internationally by working with the Cinven Portfolio team in Asia. Notably, Cinven helped to set up two joint ventures with AVIC Dongan, AVICOPTER and Xian Aero Engines in 2010, which are leading Chinese state-controlled aerospace businesses. Our investments continued Industrials Frans Bonhomme Company description Cinven origination www.fransbonhomme.fr Frans Bonhomme is France’s leading distributor of plastic pipes and pipe fittings to construction and public works professionals as well as plumbing tradesmen, serving them from more than 400 outlets. The business has three main drivers: expenditure on equipment for civil works projects; EU regulations on water treatment, which tend to favour plastic substitution; and general construction, maintenance and repair activity. Cinven owned Frans Bonhomme from 2000 to 2003. The business was sold in 2003 ahead of the then CEO’s retirement. Between 2003 and 2005, when Cinven re-acquired the business, Frans Bonhomme achieved a successful management transition, and further increased its network density and market share. When the existing shareholders chose to sell, Cinven was able to conclude the transaction quickly, given its prior knowledge of the business and strong relationship with the management team. Activity Plastic pipe distributor Location France, Spain Acquired December 2005 Transaction value D893 million Sales* D661.1 million Employees Approximately 2,000 Cinven representatives Nicolas Paulmier, Matthieu Servant Senior management Président Directeur Général Caroline Grégoire Sainte-Marie Directeur Administratif et Financier Geoffroy Willaume Directeur des achats Jean-Louis Ott *to end December 2010 (unaudited) Cinven Annual Review 2010 56 Cinven value creation During the first few years of its ownership of Frans Bonhomme, Cinven worked closely with management to increase growth via a number of initiatives including: — increasing the density of the network of outlets in France, targeting a significant number of new openings in the near term; — growing its presence in the greater Paris region to gain market share; — widening the range of products, for example with the introduction of protection equipment and boilers; — promoting sales by continuously incentivising the sales force; and Cinven’s strategy for Frans Bonhomme — refinancing the business in 2007. also included: — widening the product range; — substantially increasing the network When Frans Bonhomme’s market of outlets in France; began to suffer severely from the — growing market share in the greater effects of the economic crisis in Paris region, where Frans Bonhomme 2008, Cinven acted quickly to has historically been less strong due defend its investment by: to its provincial origins; — focusing on controlling costs and maximising margins; — focusing on operational efficiencies; — refining management and sales — closing non-profitable sites, force incentive schemes to improve reviewing rental agreements and performance; and restructuring Spanish operations; — selectively growing the Spanish — reducing working capital and capital operations and evaluating expenditure, and disposing of noninternational expansion opportunities. core assets to maintain positive cash generation and reduce debt; — introducing a new CEO in June 2009; and — proactively entering into discussions with lenders and successfully agreeing to re-set covenants. Investment rationale and strategy Frans Bonhomme benefits from an attractive business model and positioning and is the clear marketleader in France. The company also benefits from strong cash flows, given its low capital expenditure. Cinven’s strategy for Frans Bonhomme has been to grow the core business through market share gains in the fragmented building products distribution market. The roll-out of new outlets has opened previously untapped markets in less densely populated regions. Our investments continued Industrials Cinven Annual Review 2010 57 Our investments continued Industrials JOST Company description Cinven origination www.jost-world.com JOST is a leading manufacturer of Cinven’s Industrials sector team, alongside the firm’s German team, identified JOST as a high-quality company with a sustainable global market-leading position. As a result of the extensive due diligence that it had already performed, Cinven was well positioned to submit a competitive offer with a high probability of success. Cinven gained exclusivity (although it was not the highest bidder at that stage) and secured the transaction in August 2008. Truck component manufacturer Germany August 2008 Undisclosed €383.6 million Approximately 2,100 Guy Davison, Bruno Schick Chairman Dr Klaus Bleyer CEO Lars Brorsen COO Dr Ralf Eichler CFO Alexander Kleinke Activity Location Acquired Transaction value Sales* Employees Cinven representatives Senior management *to end December 2010 (unaudited) Cinven Annual Review 2010 58 components for the articulated truck and trailer industry, including fifth wheels, landing gear and kingpins. JOST is the only truly global player in the market, operating 16 production facilities and numerous sales, logistics and engineering sites around the world. Based on its solid track record and strong reputation, its key products have achieved market share of 70% in the truck markets; it has also obtained single supplier status with certain key customers. Investment rationale and strategy JOST is considered the standard-setter in quality, safety and innovation by clients who are increasingly focused on brands. The company enjoys a market share of up to 70% in key markets and products. It has exceptionally loyal customers, a strong brand and a good reputation and has built a diversified customer-base. The company’s long-term growth is underpinned by growing demand for trucking, driven by increased trade and globalisation, particularly in faster growing economies in emerging markets such as China, Brazil, Russia and India. JOST’s management is highly respected in the industry, with a strong track record of delivering profitable growth, and is extremely committed to JOST’s future. Our investments continued Industrials In the summer of 2008, Cinven saw a decline in valuation multiples and judged the timing opportune to acquire this high-quality company. Cinven’s original business plan took cyclicality in key geographies into account; however, it did not foresee the effect the collapse of Lehman Brothers would have on the financing markets, which correspondingly had a materially adverse effect on the truck industry as a whole. Since the change in the economic climate, Cinven’s strategy for JOST has comprised the following: Cinven Annual Review 2010 59 — working with management to restructure the company to weather the economic downturn and position the company for growth; — continuing to build JOST’s market position and expand into underpenetrated, high-growth geographies (for example, China, India, and Eastern Europe); — making improvements in the company’s operations and financial systems, which lagged its design and manufacturing processes; and — realising operational and working capital efficiencies through raw material cost savings; optimising the manufacturing footprint; tighter cash management; and improved management reporting systems. Cinven and the management team swiftly addressed the changed environment by implementing a series of rigorous and wide-ranging initiatives to preserve and protect value, including: — reducing manufacturing costs, yielding substantial benefits on a ‘run rate’ basis; — reducing the manufacturing workforce, including agreeing shortened work shifts with workers’ councils; — developing an inventory reduction programme that has generated significant sums of cash; — creating a purchasing task-force to reduce sourcing costs; — reducing non-critical headcount, personnel costs, expenses and consolidating head office; — eliminating or deferring non-critical R&D projects and trade fair Cinven value creation attendance; and The unexpected collapse of Lehman — re-negotiating financing agreements Brothers in September 2008 had a in January 2011. material impact on the financing markets, which are critical for truck sales. In 2009, JOST’s sales and profits rose demand for heavy trucks fell by around 45% in Western Europe. Manufacturers significantly in 2010 as the market closed their plants for extended periods recovered across the world, led by Asia and Brazil. of time, destocked and reduced 2009 production activity by around 67%. Correspondingly, demand for JOST’s products reached unprecedentedly low levels. Our investments continued TMT Numericable/Completel Company description www.numericable.fr www.completel.fr Numericable is the only major cable operator in France, and is also present in Belgium and Luxembourg. It operates the leading alternative high speed network, covering close to 10 million households and providing high-definition television, video on demand, very high-speed broadband internet and telephony services. Numericable is the result of a consolidation, initiated by Cinven and Altice, of several cable operators. The main components of the Numericable group are: — the cable assets of France Télécom, Canal+ (Vivendi) and TDF (together renamed ‘Numericable’), acquired in March 2005; Cable operator France, Belgium, and Luxembourg March/November 2005 September 2007 D3,115 million D1,370.8 million Approximately 2,300 Nicolas Paulmier, Thomas Railhac Chairman Pierre Danon CEO Eric Denoyer CFO Thierry Lemaître Activity Location Acquired Transaction value† Sales* Employees Cinven representatives Senior management † includes Altice One, Completel, Numericable, Noos and Altitude Telecom *to end December 2010 (unaudited) Cinven Annual Review 2010 60 Cinven origination — Altice One, acquired in November 2005; and — Noos-UPC, acquired in July 2006. Cinven’s TMT team first targeted the French cable industry in 2002, which was highly fragmented. Cinven identified strong potential for growth In addition, Completel was acquired with the advent of ‘triple play’ products, in September 2007 as a stand-alone higher speed broadband, high definition TV and on-demand content. Finally, investment. Completel is the third Cinven identified a management team, largest business-to-business (B2B), infrastructure-based telecommunications and with its help was well positioned operator in France. It uses its own to execute a plan to consolidate the fibre backbone (business districts in French cable sector. 110 cities), Numericable’s capillary fibre network, and its own DSL network. Although legally separate, the Numericable group and Completel have common owners and are managed by the same team. Investment rationale and strategy Central to the investment strategy for Numericable was the successful consolidation of the French cable industry, which would produce significant synergy benefits. In pursuit of this strategy, Cinven acquired the cable assets of France Télécom, Canal+ (Vivendi) and TDF in March 2005, and combined the three companies’ operations and networks. In November 2005, Cinven acquired Altice One, which comprised the third largest cable operator in France as well as cable assets in Belgium and Luxembourg. In July 2006, Cinven and Numericable completed the acquisition of the number two cable provider in France, Noos-UPC France, from Liberty Global. In September 2007, Cinven acquired Completel in a public-to-private transaction. Though Completel is separately owned and controlled, it is run by the same management team. Finally, in December 2010, Completel acquired Altitude Telecom, a small B2B operator with high network and operational synergies. Our investments continued TMT Cinven Annual Review 2010 61 Once these businesses were consolidated, Cinven’s goal for Numericable was to integrate the fragmented market, improve core operations and increase growth by: — introducing a leading, experienced management team identified by Cinven, that could increase profit growth through synergies and efficiencies to bring performance up to best-in-class standards; — leading industry consolidation through further acquisitions with additional synergies; and — investing in the network to increase growth and the penetration of digital TV, broadband and telephony across the existing subscriber-base. While Completel is separately owned and controlled through arm’s length arrangements with Numericable, significant revenue and cost benefits were identified for both companies, including: — a complementary footprint through the combination of both cable and DSL technologies; — complementary service offerings for both B2B and residential customers; and — revenue and operating benefits for both companies by making use of their networks and infrastructure arrangements. Cinven value creation Cinven value creation has included: — acquiring Noos and Completel in 2006 and 2007, allowing Numericable to increase its footprint to cover 99.6% of French cable homes and expanding services into the attractive B2B segment, increasing utilisation of the core network; — consolidating all French cable assets and creating the clear number one cable operator in the European French speaking regions, with close to 10 million homes passed and a footprint that encompasses all of the most populous French cities and regions; — increasing revenues by 17% between 2006 and 2010, through the consolidation of assets and Cinven’s operational initiatives; — capitalising on the growth story and rising cable company valuations through a partial sale of the combined Numericable/Completel to Carlyle in March 2008; and — supporting the continued growth of Completel through the acquisition of Altitude Telecom in December 2010. Our investments continued TMT Ziggo Company description Cinven origination www.hetbedrijf.ziggo.nl Ziggo is the leading cable operator in the Netherlands, providing television, broadband and telephony services across its network, which passes approximately 55% of all Dutch households. Ziggo was formed by Cinven through the merger of three separate cable businesses: Kabelcom, Casema and Multikabel (respectively the second, third and fourth largest cable providers in the Netherlands). The combined business is the marketleader in the Netherlands with more than three million customers. Cinven had been tracking the cable industry across Europe for several years, and had concluded that the Netherlands was one of the most attractive markets for cable, due to the high household penetration of its basic television service. Cinven’s TMT sector team had maintained contact with the major players, management teams and potential sellers. Cinven understood the benefits of building a larger cable platform that could offer state-of-theart products to customers, specifically broadband, telephony and enhanced digital TV services. Cable operator Netherlands September 2006/January 2007 D5,450 million D1,375.7 million Approximately 2,500 David Barker, Caspar Berendsen Chairman Andrew Sukawaty CEO Bernhard Dijkhuizen CFO Bert Groenewegen CCO Marcel Nijhoff Activity Location Acquired Transaction value Sales* Employees Cinven representatives Senior management *to end December 2010 (unaudited) Cinven Annual Review 2010 62 Our investments continued Cinven origination continued This understanding came from its deep industry expertise through its successful investment in the French cable industry, consolidating the acquisitions of Numericable, Altice One, Noos and Completel in the third Cinven fund. Cinven therefore focused on consolidating the Dutch cable market, with particular attention on three of the four major cable companies in the Netherlands. By combining these three businesses, Cinven created the market-leading cable operator in the Netherlands. Cinven had developed a close relationship with the owner of the Netherlands’ largest cable operator, Kabelcom, prior to the decision by the owners of Casema to sell their cable business. Consequently, Cinven was very well placed to negotiate the purchase of both Kabelcom and Casema in parallel and Cinven proposed a joint deal with another private equity company. The material synergies between the three businesses provided a platform for attractive offers for both Casema and Kabelcom. TMT Cinven Annual Review 2010 63 Investment rationale and strategy Cinven’s strategy for Ziggo was to consolidate the cable market in the Netherlands, by: — creating a leading Dutch cable operator with a ‘multi-play’ offering of digital TV, broadband and telephony, in order to capitalise on the opportunity to sell higher value services (‘up-selling’) to the traditional television customer-base; — realising the substantial synergies derived from combining multiple businesses of scale; and — achieving operational improvements by sharing best practice across each company, targeting significant savings. Cinven value creation To date, Cinven’s value creation for Ziggo has included: — up-selling and cross-selling additional products to existing and new subscribers with higher average revenues per user (ARPU) and promoting sales of triple play bundles; — successfully integrating three companies, resulting in a significant improvement in profit margins; — achieving substantial progress on network upgrades allowing for an enhanced service offering, including high-speed internet, high-definition television and video on demand services; and — ensuring significant net debt reduction and cash generation, resulting in Ziggo launching, with the close involvement of Cinven’s Financing team, two highly successful bond offerings in 2010 totalling nearly D2 billion, at very favourable rates. This also had a positive impact on Ziggo’s debt maturity profile and elevated the company’s profile in the capital markets. Financing team Managing debt financing from origination to realisation. Cinven’s Financing team helps the firm’s portfolio companies to manage their debt facilities and treasury strategies, structures debt financings for new investments and maintains close relationships with banks and other lenders. A member of the Financing team is allocated to each of Cinven’s portfolio companies and works alongside our board representatives and the company’s senior financial managers, providing advice on matters relating to debt capital markets, liability management and treasury policy. When portfolio companies are engaged in significant corporate activity, such as acquisitions, disposals or a refinancing, the team provides advice on financing strategy and execution. Matthew Sabben-Clare, Soren Christensen and Chris Anderson Financing team Cinven Annual Review 2010 64 Cinven is a responsible owner of businesses, and when we are involved in debt financing processes alongside our portfolio companies, we aim to balance the interests of all stakeholders while seeking to maximise and protect value for Cinven’s fund investors. Our aim is to ensure that the level of debt within each of our portfolio companies is sustainable and does not place undue strain on the enterprise. We refinance existing debt facilities to improve terms wherever appropriate, and we work with our companies to help them manage interest rate and currency risks using suitable treasury strategies. Over the last 12 months, conditions in the debt capital markets have improved significantly and the number of companies involved in financial restructuring in the leveraged loan market has continued to decline. Against this backdrop, the Financing team has helped some of Cinven’s companies by negotiating with lenders to create more covenant ‘headroom’. Cinven has also proactively worked with portfolio companies to reduce repayments on, and extend the maturity of a number of debt facilities, reducing the risk that they may have to refinance debt at a time that may not be opportune. In recent months, with the improvement in market conditions for private equity and debt capital markets, the Financing team has focused more on structuring and executing debt packages for Cinven’s latest acquisitions, and the refinancing of healthy portfolio companies’ debt on more advantageous terms. The syndicated loan market has recovered its poise in the aftermath of the credit crunch, and has an appetite for loans to buyout debt sponsored by experienced and trusted private equity firms. Cinven maintains close relationships with the major lenders active in this marketplace, as well as with non-bank institutional lenders such as CLO managers. The strong relationship that exists between Cinven and leading participants in the leveraged loan market was in evidence when Cinven acquired Sebia: the all-senior loan package raised for this transaction was underwritten on attractive terms and widely syndicated with an oversubscription in early 2010, at a time when underwritten debt financing for private equity-backed acquisitions was still hard to obtain. Another significant achievement for the Financing team in 2010 was the US$615 million term loan and ‘warehouse’ debt package raised for the aircraft leasing business Avolon, which is owned by Cinven and two other private equity sponsors. The US$400 million warehouse facility offers Avolon committed but flexible financing, which it needs to buy aircraft on the most favourable terms from manufacturers. The market for this type of financing had been effectively closed since 2007. Cinven’s relationship with leading European banks was important in securing this critical financing. Financing team continued Cinven Annual Review 2010 65 A positive development for the private equity market in recent months has been investing institutions’ growing appetite for high-yield corporate bonds. This has opened up new options for refinancing debt, as well as reducing dependence on senior debt. Cinven’s Financing team took advantage of this new development when in April and October 2009 it helped Ziggo to refinance F2 billion of senior and mezzanine debt, reducing Ziggo’s cost of capital and extending the maturity of its debt. April’s F1.2 billion tranche was the largest of its kind by a first-time issuer in Europe since 2007 and has been named by International Financing Review as European High Yield Bond of the Year, 2010. The Financing team is involved in the management of debt financing from origination through to realisation, which can include providing assistance to potential future buyers and leaving our companies in good shape in preparation for the next stage of their development under new owners. For example, in December 2009, the Financing team helped to arrange a F1.6 billion underwritten financing package for the purchasers of Springer and in April 2010 worked alongside Amadeus’ management to negotiate a series of complex amendments to the company’s debt facilities that paved the way for its successful IPO. Governance and committees A tried and tested system of governance that takes the interests of all our stakeholders into account. Our Partners bear overall responsibility for the management and operation of Cinven and its funds and take all important strategic decisions. The entire Partner Group meets formally every quarter. When making decisions, the Partners take the interests of all Cinven’s stakeholders into account, including those of the companies we own, their employees, suppliers and local communities, the environment and society as a whole. Cinven’s only business is the management of private equity funds, so the issue of potential conflicts of interest in respect of corporate advisory work does not apply to the firm. To ensure that important decisions can be made quickly and effectively, the Partners have delegated certain areas of responsibility to specialised committees. These are the Executive Committee, which is responsible for day-to-day operational matters; the Investment Committee, which is responsible for the critical stages of investment transactions; and the Portfolio Review Committee, which monitors portfolio companies and realisations. The mandate and membership of each of these committees during the period under review is detailed below. Cinven Annual Review 2010 66 Portfolio Review Committee The Portfolio Review Committee meets quarterly and has five main functions: – to track the progress of each portfolio company against the strategic plan; – to facilitate sharing of best practice across the portfolio companies; – to ensure that each portfolio company has the management team and Cinven resources that it needs in order to improve operations and create value; – to provide oversight of the Members: Hugh Langmuir, David Barker, development of each of the Guy Davison, Nicolas Paulmier, Cinven funds; and Peter Catterall, Stuart McAlpine. – to approve realisations. Executive Committee The Executive Committee meets monthly and reports to the full Partner Group at its quarterly meeting. It is responsible for: – strategic direction and policy of the firm; – the management of Cinven’s human resources; – risk management; – regulatory issues and compliance; and – financial management and control. Investment Committee The Investment Committee meets at all critical milestones of investment transactions. It considers the following: – business issues; – investment case; – structure; – price-range; and – process and transaction cost. Members: Hugh Langmuir, David Barker, Guy Davison, Nicolas Paulmier, Stuart McAlpine. Members: Hugh Langmuir, Alex Hess, Andrew Joy, Immo Rupf, Joseph Wan, Pascal Heberling, Peter Catterall. Corporate responsibility At Cinven, we take a responsible approach to our portfolio companies, their employees, suppliers and local communities, the environment and society as a whole. We aim to act with integrity at all times; we value long-term relationships built on trust; and we support our portfolio companies’ corporate responsibility programmes and initiatives (see case studies on pages 71 to 72). Cinven complies with the UK’s Guidelines for Disclosure and Transparency in Private Equity published by the Walker Working Group, and with comparable codes throughout Europe. The Cinven Foundation Each year, we make donations to a limited number of charities through The Cinven Foundation, mainly supporting education-related programmes. The charities that currently receive financial support from the Foundation are: Barnardo’s, Eastside Young Leaders’ Academy, Jeely Piece Club, The Prince’s Trust, Right Track Scotland, School-Home Support, Springboard for Children and Tomorrow’s People. Barnardo’s is the UK’s largest children’s charity and runs more than 400 projects across the country. Whatever the issue – including drug misuse, disability, youth crime, mental health, sexual abuse, domestic violence, child poverty and homelessness – Barnardo’s believes it can bring out the best in every child. Further information: www.barnardos.org.uk Eastside Young Leaders’ Academy nurtures and develops the leadership potential of boys aged 8-18, particularly those who are at risk of social exclusion. EYLA works alongside schools to motivate and encourage students, focusing on respect and self-worth, promoting a culture of hard work, academic excellence and civic responsibility. Further information: www.eyla.org.uk Jeely Piece Club was set up by parents in a deprived South Glasgow neighbourhood to improve opportunities for their children. It provides a range of innovative, high-quality services for children and families while retaining maximum community involvement. Further information: www.jeelypiececlub.org.uk Cinven Annual Review 2010 67 The Prince’s Trust is the UK’s leading youth charity. The Trust’s xl programme works with schools to identify 14-16 year olds who are at high risk of exclusion. It provides them with an alternative curriculum that develops self-esteem, skills and confidence and leads to a nationally recognised qualification. (See case study on page 69). Further information: www.princes-trust.org.uk Right Track Scotland provides intensive support to 13-16 year olds to reintegrate them into mainstream education or prepare them for employment or further education opportunities. It works in partnership with schools, families and other agencies. Further information: www.right-track-scotland.co.uk School-Home Support helps vulnerable and disaffected children who are at significant risk of truancy or being excluded from school by providing a link between school and home. Corporate responsibility continued Further information: www.schoolhomesupport.org.uk Springboard for Children provides a ‘literacy lifeline’ for children with learning difficulties in inner city primary schools. Further information: www.springboard.org.uk The Private Equity Foundation raises large sums from the private equity industry and its business partners to support charities that help young people to succeed. The Cinven Foundation makes an annual contribution to the Private Equity Foundation. Further information: www.privateequityfoundation.org Tomorrow’s People helps unemployed people to get and keep jobs. Since 1984, Tomorrow’s People has helped transform the lives of 440,000 people by putting them on the road to employment. (See case study on page 70). Further information: www.tomorrows-people.org.uk Matching policy: individual Cinven employees make significant financial contributions and donate their time and expertise to a number of charities. The Cinven Foundation recognises this, and made donations to over 27 charities in 2010 as part of its matching donation policy. The UN Principles for Responsible Investment Cinven is a signatory of the United Nations’ Principles for Responsible Investment (www.unpri.org). The Principles are a voluntary code that helps investment managers to incorporate environmental, social and corporate governance (ESG) issues into their investment decisionmaking and ownership practices, with the aim of positively affecting investment performance. As a signatory, Cinven has agreed to: — incorporate ESG issues into our investment analysis and decisionmaking processes; — be active owners and incorporate ESG issues into our ownership policies and practices; — seek appropriate disclosure on ESG issues by the entities in which we invest; — promote acceptance and implementation of the Principles within the investment industry; — work together to enhance our effectiveness in implementing the Principles; and — report on our activities and progress towards implementing the Principles. We are incorporating the Principles into our business processes and practices. Cinven Annual Review 2010 68 Corporate responsibility continued The Prince’s Trust: helping to change young lives. Around one in five young people in the UK are not in work, education or training. Youth unemployment costs the UK economy £10 million a day in lost productivity, youth crime £1 billion every year and educational underachievement £18 billion a year. The Prince’s Trust seeks to tackle this by giving practical and financial support to disadvantaged 14-30 year olds to help them to develop important attributes such as confidence and motivation. Through working with young people who have struggled at school, been in care, are long-term unemployed or have been in trouble with the law, The Prince’s Trust helps them to realise their true potential. At whatever stage of their lives young people reach out for help, The Prince’s Trust has a programme specifically designed to give them the support they need to gain the skills and confidence to get into employment, education, training or work-ready volunteering. Cinven Annual Review 2010 69 The Cinven Foundation and The Prince’s Trust One of the Prince’s Trust’s programmes, the xl programme, focuses on the personal development of students in their last two years of compulsory schooling. Thanks to support from The Cinven Foundation, a number of schools with a very real need are able to reach out to those at risk of educational exclusion. Andrew’s story Andrew’s mother died shortly after he was born. His sister contracted meningitis at four, which left her with severe disabilities. Andrew helps his father to care for her, which leaves him with little time to himself, his social life and his studies. There are many reasons why a young person can under-achieve in school: an unstable family home, disengagement from academic learning, behavioural problems or falling in with ‘the wrong crowd’. Regardless of the issues facing the young person, the xl programme seeks to ensure their continued engagement in school and their studies. Further information: www.princes-trust.org.uk As a result of the pressures and responsibilities at home, Andrew’s school life was very difficult. He found The Prince’s Trust xl programme is a it hard to make friends because of his network of over 1,000 in-school clubs low self-esteem and lack of confidence. for 14-16 year olds who are at risk of Even though he was supported by truancy, exclusion or underachievement. staff, he still felt isolated. In 2009/10 The Prince’s Trust helped Andrew joined the xl club as a quiet, over 12,000 young people through self-conscious boy. During the course, the xl programme. By focusing on he took part in every activity and developing skills outside the national curriculum such as entrepreneurialism, significant developments in his interpersonal and social skills were ‘failing’ pupils discover a new sense obvious. He became more confident of motivation and as a consequence and engaged in school life and went improve their social skills and on to achieve several GCSEs. attendance. Corporate responsibility continued Tomorrow’s People: helping disadvantaged young people. Tomorrow’s People is a national charity which improves the lives of unemployed men, women and young people by helping them into lasting work. Since it was founded in 1984, Tomorrow’s People has helped over 440,000 people on their journey back to work. Working It Out is a highly successful Tomorrow’s People programme which works with disadvantaged young people, supporting them into jobs or training or further education. Working It Out is entirely funded by donations from supporters such as Cinven. The young people who join Working It Out tend to have few qualifications and poor life and social skills; some are offenders, some are homeless, many have been in care and many come from workless families. These are the young people who other agencies find hardest to help. Working It Out helps young people improve their confidence and self-esteem; it encourages a sense of responsibility and gives them the skills and experience to set goals and make sound decisions. Working It Out shows a different side to disengaged young people and restores others’ faith in what they are capable of, given the chance and the right guidance. The achievements of Working It Out are impressive: Cinven Annual Review 2010 70 — 80% of participants see the programme through; —7 9% of those who complete the course move into employment, further education, or training (45% into work; 32% into training; 23% into education); and —7 7% are still in employment, further education or training six months after finishing the programme. Working It Out is a very positive experience for young people as they have the opportunity to demonstrate to themselves, their families, members of the community and employers that they can succeed and make a real difference. But, most importantly, young people say that getting a job turns their lives around. Millie’s story When Millie joined Working It Out she had one goal – to turn her life around by getting into work. She was held back by a lack of confidence, a lack of family support and a history of drug taking and petty criminality. Despite these barriers, she wanted to make something of herself, so she signed up for Working It Out. The Tomorrow’s People team focused on building Millie’s trust and worked with specialists to help her deal with her behaviour so that she could move forward. Millie responded very well and worked hard, building her selfconfidence and inspiring others on the course. While on Working It Out, she decided she wanted to become a psychologist and encouraged by the staff, she passed a life skills ASDAN course, before completing her GCSEs. Tomorrow’s People then arranged for Millie to be interviewed for a college place and she has not looked back since – completing A Levels in Psychology, Sociology and Critical Thinking. Millie also volunteers for young people in care, participates in conferences on the subject and sits on a panel for potential foster carers. In 2009, she won a Tomorrow’s People award for her achievements and in 2010 she won an award from the Private Equity Foundation – a key funder of Working It Out. How The Cinven Foundation supports Working It Out Working It Out has expanded rapidly over the past six years. Cinven’s contribution means that Working It Out can help more young people like Millie, giving them a chance to do things differently and changing the course of their lives. Cinven’s support is also assisting the organisation strategically to determine its future, building on the recent evaluation of Working It Out. Further information: www.tomorrows-people.co.uk Corporate responsibility continued Corporate responsibility at Amadeus: Travel Further. Through its ‘Travel Further’ corporate responsibility programme, Amadeus, the travel distribution services business, optimises its environmental performance. The company uses its know-how to help industry stakeholders manage environmental impacts. Environmental management at Amadeus Amadeus is an IT provider, so its direct environmental impact is relatively low. Amadeus’ environmental efforts focus both on optimising resource consumption from its own operations, and helping the industry increase sustainability in the long run. Amadeus’ Environmental Management Programme (EMP) enables the business to evaluate, report on and improve its environmental performance. EMP includes local environmental initiatives and compiles and measures overall resource consumption, making it possible for the company to evaluate its performance, and to create and follow up on environmental targets. Amadeus’ operations are global and in 2010 the company initiated a resource consumption inventory exercise which looked at its top 10 sites worldwide, measuring resource consumption (electricity, gas, water, paper, and waste) and identifying best practices. www.amadeus.com Cinven Annual Review 2010 71 The results will be used to monitor the optimisation of the use of resources and to help establish targets. The Amadeus Data Centre in Erding, Germany, one of the largest private data centres in Europe, received certification from TÜV SÜD in 2010, which designated it as an energyefficient data centre. This certification was the result of a one year process, during which the Amadeus data processing centre conducted a full review and focused heavily on optimising its energy efficiency by working with independent experts from TÜV SÜD. Of particular interest were the power supply, the cooling and climate control processes and the IT equipment used, as well as the facility’s procurement, installation and deinstallation processes and procedures. Amadeus’ facility in Sophia-Antipolis, France, which has a work-force of more than 3,000 people, has joined a local commuting scheme that seeks to minimise environmental impact and traffic congestion through car-pooling, cycling, walking, public transportation and alternative means of transportation. flight management module can help airlines save significant amounts of fuel and reduce greenhouse gas emissions by accurately estimating data related to the calculation of fuel consumption needs. Airlines using the Amadeus Altéa DCS have already reported significant fuel savings. Calculating carbon dioxide (CO2) emissions per airline passenger is a complex task as different calculators can produce significantly different results for the same itinerary. Amadeus has agreed to use the International Civil Aviation Organisation’s (ICAO) CO2 calculator, aiming at reaching an industry standard calculation methodology. A common industry calculator would provide travellers with coherent emissions reports, regardless of the distribution channel used. Amadeus has also entered into a Memorandum of Understanding with the International Air Transport Association (IATA) for participation in its Carbon Offsets Services Program. The programme intends to use a common industry standard for the offsetting of carbon emissions. Amadeus looks forward to continuing Helping the travel industry to its cooperation with IATA and other manage environmental impacts partners in order to make offsetting Amadeus’ continuous R&D investments available through its information permit development of state-of-the-art systems. technologies to help airlines and other industry players reduce emissions. Its Altéa Departure Control System (DCS) Corporate responsibility continued Coor Green Services: a first in environmental labelling. Coor, the Nordic integrated facilities management business, has launched a new labelling system for sustainable facilities management services – Coor Green Services. In the past, environmental initiatives in the service management sector have been limited to individual services or products. With this labelling scheme, Coor is the first facilities management provider to take a holistic view of the environmental issues that concern its customers. Coor Green Services covers the company’s entire service provision process – including all facilities management services – across all of the workplaces, real estate locations and production facilities in which it serves its customers. www.coor.com Cinven Annual Review 2010 72 Coor Green Services has created a service mark to ensure recognition for the scheme: an outstretched hand and a leaf. The hand represents service provision, while the leaf is a symbol of the environment. This logo will be displayed wherever environmental standards have been satisfied and will be an important guarantee of high environmental standards. There are two levels of the Coor Green Services environmental label: gold and silver. To qualify for either, the services provided by Coor are evaluated according to relevant environmental criteria, some of which are mandatory. To achieve the gold standard, an operation must satisfy all criteria; to qualify as silver, the mandatory criteria and over half of the others must be satisfied. The gold standard represents a real challenge: the criteria are stringent and will be adjusted upwards over time. By adjusting the criteria yearly, Coor’s environmental labelling scheme guarantees a high standard of environmental care. Contacts Cinven Limited Warwick Court Paternoster Square London EC4M 7AG Tel +44 (0)20 7661 3333 Fax +44 (0)20 7661 3888 Cinven S.r.l. Via Manzoni, 30 20121 Milano Tel +39 (0)2 3211 1700 Fax +39 (0)2 3211 1800 Cinven GmbH Main Tower Neue Mainzer Strasse 52 60311 Frankfurt am Main Cinven SA 4 square Edouard VII 75009 Paris Tel +33 (0)1 44 71 44 44 Fax +33 (0)1 44 71 44 99 Cinven HK Limited Suite 5812‑14 Two International Finance Centre 8 Finance Street Central Hong Kong If you would like further information about Cinven please visit our website at www.cinven.com Cinven Limited is authorised and regulated by the Financial Services Authority. Cinven is a registered trademark. Tel +852 3665 2880 Fax +852 3665 2980 Tel +49 (0)69 90027-0 Fax +49 (0)69 90027-100 Designed by Typematic