Title: Global CF Strategy'
1Excellence in financiering in Initial Public
Offerings in Private Equity in Venture
Capital in MA
2Excellence in financiering
Bas van Werven BNR Nieuwsradio
3Program
- Private Equity, Going Public or MA any
difference? - Daan Witteveen (Partner Deloitte Corporate
Finance) - Galápagos N.V.
- Onno van de Stolpe (CEO)
- Vedior N.V.
- Frits Vervoort (CFO)
- Capital Markets versus Private Equity
- Mark de Graaf (Managing Director ECM ING)
4Private Equity, Going Public or MA any
difference?
Daan Witteveen Partner Deloitte Corporate Finance
5MA, Private Equity and IPOs are triggered by
value creation opportunities - though require
excellence to realise the full potential
6Excellence creates options Private Equity, IPO
or MA ?
DC PE
IPO
MA
-
- Motivated management team capable of executing
the strategic plan and managing growth - Audited financial information
- High quality internal controls and financial
reporting - Sustainable competitive advantage
- Attractive market opportunity
-
- Cash flow
- Sector multiples
7Excellence creates options Private Equity, IPO
or MA ?
DC PE
IPO
MA
-
- Motivated management team capable of executing
the strategic plan and managing growth - Audited financial information
- High quality internal controls and financial
reporting - Sustainable competitive advantage
- Attractive market opportunity
-
- Cash flow
- Sector multiples
- A strong track record of management
- Motivated management team capable of executing
the strategic plan and managing growth - Audited financial information
- High quality internal controls and financial
reporting - Sustainable competitive advantage
- Attractive market opportunity
- Availability of expansion opportunities (Buy and
Build) - Cash Flow, IRR, Cash multiple
- Exit strategy
- A strong track record of management
- Motivated management team capable of meeting
expectations of stock market - Audited financial information (3yr)
- High quality internal controls and financial
reporting - Disclosure controls procedures
- Sustainable competitive advantage
- Attractive market opportunity
- Availability of expansion opportunities (Buy and
Build) - Price / earnings, Earnings growth, Market cap
- Corporate Governance
- Free Float
8Monetising MA opportunities- corporates versus
private equity
Best practice
Poor practice
Deloitte indicative rating
1 2 3
4 5 6
7
Clarity / Consistency of MA strategy Corporate
centre / divisional interworking Pre-deal
integration planning Valuation /
Diligence Technical negotiationkills Manageme
nt team selection Iincentivisation Corporate
centre / divisional interworking Measurement
accountability Delivering planned profit
improvements Disciplined portfolio
evaluation Sale Preparation Exit
Clarity of M A strategy, staff turnover and
conflicting objectives were common problems
Pre-deal
Pre-deal integration planning, valuation and
technical execution skills generally appeared in
line with Private Equity
Measurement accountability consistently
problematic, with many corporates defeated by
complexity of post-merger factors
Post-deal
Sharp divergence in practice corporates viewing
divestment as a necessary evil not a value
creation event
Portfolio
Sample mean
9Operational inprovements increasingly
determinereturns of private equity
10Private Equity, Going Public or MA any
difference?
- MA, Private Equity and IPOs all require
excellence to fully monetise on value creation
opportunities - Excellence creates value !
- Freedom to benefit from IPO, Private Equity or
MA windows - Operational inprovements increasingly
determinereturns of private equity ( likewise
corporates!)
11Galápagos N.V.
Onno van de Stolpe CEO Galápagos
12Galapagos fact sheetRapid growth
- 1999 founded by Crucell Tibotec
- 2002 VC financing specialised life science
investors - 2005 IPO on EuroNext, acquired BioFocus through
shares - 2006 Private placements 3 acquisitions
- DPI assets, Inpharmatica, ProSkelia
-
13Capital raised
- 6 M by founders Crucell Tibotec in 1999-2001
- 23 M venture capital financing in 2002
- 22 M raised in IPO 2005
- 11 M placement in September 2006
- 31 M placement in December 2006
Price paid per share
4
6.3
8.5
7
8.1
8.8
8.95
99-01 Founders
02 VC A-round
06 Secondary
05 IPO
05 BioFocus acquisition
Inpharmatica acquisition
ProSkelia acquisition
14Business model
Top 5 service provider Profitable
services products
Drug discovery platform
Novel drug candidates
bone joint diseases
15High growth, increasing loss
33
60-64
Revenues
RD investment
Loss
0
16
35.2
15.9
35
2
14
30
3.6
12
04
25
10
6
6.5
20
8.9
08
7.3
15
06
8
11.2
04
10
7.8
10
02
11.3
05
12
00
00
04
05
06
04
05
06
04
05
06
07 guidance
07 guidance
16IPO financing vs VC
- Advantages
- Length of process - 5 months vs 1 year
- Use of paper to build business - 3 companies
acquired though all shares - Capability to (always) raise additional capital -
46 raised since IPO - Visibility
- Disadvantages
- Glass house
- No control on investor base vs (selected) expert
investors - CEO/CFO time for investors
17Vedior N.V.
Frits Vervoort CFO Vedior
18Sales Breakdown Q3 2007
By Geography
By Sector
Revenues 2006 EUR 7.7 billion Net profit
2006 EUR 186 million Number of
offices 2.534 Number of countries 50
19Vedior Timeline
- Acquisition of BIS (France)
-
- IPO
Sale of cleaning services business,490 million
Acquisition of Select for 1,825 million
97
00
01
02
03
04
05
06
98
99
07
2002 2003 2004 2005 2006
2007 Number of Acquisitions 9 3 4 8
12 6Revenues (EUR million) 75 5 54 63 331 136
Consideration (EUR million) 39 1 12 44 159 110
20Strategic PositioningLong term drivers staffing
market
Geographic Exposure
- Cyclical Structural growth driven by
deregulation and demographic trends - Vedior Balanced revenue stream / Expansion into
Asia, Eastern Europe, Latin America
Sector Exposure
- Growth potential greatest in professional
staffing and permanent placement - Vedior Focus on professional and executive
staffing
- Expansion into new segments and/or markets
pricing discipline is key - Vedior Bolt-ons in professional segments with
management retaining minority share
MA Strategy
- Clear strategy Simple and measurable targets
- Vedior Target operating margins by geography /
Overall 4.6 - 5.6 EBIT margin
Management andStrategy
- Ability to deliver cash flow generation across
cycle, incl buy-back increased dividend - Vedior Objective to increase dividend each
year/Free cash flow used for acquisitions
Shareholder ValueFriendly
- Return of cash across the cycle
- FCF reinvestment into small to medium sized
acquisitions a potential source of upside - Vedior Use of debt to finance working capital /
Conservative financing policy
Balance Sheet
21Balance Sheet
- Solid investment grade balance sheet over the
cycle - Net debt / trade receivables 25-50 (Q3 27)
- Interest cover gt 6.0x (Q3 12.8x)
- Net debt / EBITDA lt 2.5x
(Q3 1.2x) - Diversification of funding sources and maturities
- Committed Bank Facilities
- Local uncommitted credit lines for working
capital - Private debt placements
22Member of Deloitte Touche Tohmatsu