ANTIN // 2021 Universal Registration Document

First page Table of contents Next page Last page

LETTER FROM THE MANAGING PARTNERS	2
1. PRESENTATION OF ANTIN	15
1.1 INDUSTRY OVERVIEW	16
1.1.1 Global savings industry	16
1.1.2 Private market investments	16
1.1.3 Private infrastructure	16
1.1.4 Trends driving the growth of the private markets industry and infrastructure investing	18
1.1.5 Private markets and infrastructure investing industry competitive dynamics	19
1.2 ANTIN’S HISTORY	20
1.3 OVERVIEW OF ANTIN’S ACTIVITIES	21
1.4 OPERATING PLATFORM	22
1.4.1 Specialist teams	22
1.4.2 Investor relations and capital raising	23
1.4.3 Fund administration	24
1.5 ANTIN MODEL	25
1.5.1 Key strengths	25
1.5.2 Differentiated approach to investing in the infrastructure market	27
1.6 STRATEGY AND OBJECTIVES	29
1.6.1 Scalin g-up of existing infrastructure strategies	29
1.6.2 Identify additional opportunities for further expansion	29
1.7 REGULATORY ENVIRONMENT	30
1.7.1 Key regulati ons relating to asset management activities and investment services in the European Union	30
1.7.2 Key regulati ons relating to asset management activities and investment advice outside the European Union	31
1.7.3 Other significant regulations	31
2. CORPORATE GOVERNANCE	35
2.1 GOVERNANCE STRUCTURE	37
2.2 GROUP MANAGEMENT	37
2.2.1 Chairman of the Board and Chief Executive Officer and Vice-Chairman of the Board and Deputy Chief Executive Officer	37
2.2.2 Limitation of authority of the Chief Executive Officer and the Deputy Chief Executive Officer	37
2.2.3 The Executive Committee	37
2.2.4 Diversity policy at the executive level	37
2.3 BOARD OF DIRECTORS	38
2.3.1 Composition of the Board of Directors	39
2.3.2 Changes in the composition of the Board of Directors	40
2.3.3 Biographies of the Directors	40
2.3.4 Independent Directors	46
2.3.5 Balance, diversity and skills of the Board of Directors	47
2.4 ORGANISATION AND ACTIVITIES OF THE BOARD OF DIRECTORS AND ITS COMMITTEES	48
2.4.1 Rules applicable to the Board of Directors’ organisation and activities	48
2.4.2 Directors’ information and training	48
2.4.3 Attendance rate to the Board of Directors	48
2.4.4 Activity of the Board of Directors in 2021 and early 2022	48
2.4.5 Committees of the Board of Directors	50
2.4.6 Evaluation of the Board of Directors and its committees	55
2.4.7 Participation in Annual Shareholders' Meeting of the Company	55
2.5 COMPLIANCE AND PREVENTION OF INSIDER MISCONDUCT	55
2.5.1 Convictions within the last five years	55
2.5.2 Family ties	55
2.5.3 Management of conflicts of interests	55
2.5.4 Prevention of market abuse	56
2.5.5 Transactions carried out by executive officers or Directors of the Company	56
2.5.6 Regulated agreements and standard agreements	56
2.6 COMPLIANCE WITH THE AFEP-MEDEF CODE	56
2.7 COMPENSATION OF CORPORATE OFFICERS	57
2.7.1 Compensation paid during the 2021 financial year or awarded in respect of that same financial year to the Chairman of the Board and Chief Executive Officer, the Vice-Chairman Deputy Chief Executive Officer and the Directors	57
2.7.2 Compensation policy of the Company	64
2.8 RELATED-PA RTY TRANSACTIONS	68
3. RISK FACTORS	71
3.1 RISKS RELATING TO ANTIN’S ACTIVITIES	72
3.1.1 Risks relating to Antin’s asset management activities	72
3.1.2 Risks relating to investment in infrastructure assets	75
3.2 RISKS RELATED TO ANTIN’S OPERATIONS	77
3.2.1 Risks relating to Antin’s organisation	77
3.2.2 Legal, regulatory and tax risks	78
3.3 FINANCIAL RISKS	80
3.3.1 Antin is exposed to the risk of revaluation of certain assets held by the Antin Funds, a s well as to the risk of changes in valuation methodologies	80
3.3.2 Antin may be exposed to credit and counterparty risks	80
3.3.3 Antin is subject to financial market risks, including foreign currency and interest rate risks	81
3.3.4 Changes to applicable accounting standards, or changes to the interpretations thereof could have a material adverse effect on Antin	81
3.4 INSURANCE	82
3.5 RISK MANAGEMENT AND INTERNAL CONTROL SYSTEMS	82
3.5.1 Principles	82
3.5.2 Risk management at the level of the Fund Managers	83
3.5.3 Risk management at the level of the Antin Funds	85
3.5.4 Risk management at the level of the portfolio companies	86
3.6 LEGAL AND ARBITRATION PROCEEDINGS	86
4. SUSTAINABILITY	89
4.1 ABOUT THIS NON-FINANCIAL PERFORMANCE STATEMENT	90
4.1.1 Antin’s non-financial reporting approach	90
4.1.2 Methodology	90
4.2 SUSTAINABILITY STRATEGY	90
4.2.1 Sustainability ambitions	90
4.2.2 Sustainability journey	91
4.2.3 Sustainability governance	91
4.3 MATERIAL ESG TOPICS	93
4.3.1 Stakeholder engagement	93
4.3.2 ESG materiality assessment	94
4.4 RESPONSIBLE COMPANY APPROACH	96
4.4.1 Introduction	96
4.4.2 Supporting the global net zero transition	96
4.4.3 Protecting and preserving biodiversity	98
4.4.4 Promoting employee wellbeing and satisfaction, diversity, equity and inclusion, and career development across operations	98
4.4.5 Exemplifying corporate citizenship	100
4.4.6 Upholding the highest business ethics and corporate governance standards	101
4.5 RESPONSIBLE INVESTOR APPROACH	102
4.5.1 Introduction	102
4.5.2 Actively enforcing the incorporation of ESG principles throughout the investment cycle	103
4.6 INDICATORS TABLE	106
4.7 INDEPENDENT THIRD-PARTY REPORT	110
5. OPERATING AND FINANCIAL REVIEW FOR THE YEAR 2021	113
5.1 GENERAL PRESENTATION	114
5.1.1 Revenue model	114
5.1.2 Key metrics and income statement items	115
5.1.3 Liquidity and capital	116
5.2 FACTORS AFFECTING ANTIN’S RESULTS OF OPERATIONS	116
5.3 2021 ACTIVITY UPDATE	118
5.3.1 AUM and FPAUM	119
5.3.2 Fundraising, investment and exit activity	120
5.3.3 Investment performance in 2021	121
5.4 ANALYSIS OF THE CONSOLIDATED FINANCIAL STATEMENTS	122
5.4.1 Analysis of the Consolidated Income Statement on an underlying basis	122
5.4.2 Reconciliation of IFRS results and underlying results	125
5.4.3 Analysis of the Consolidated Balance Sheet	126
5.4.4 Analysis of the Consolidated Cash Flow Statement	127
5.5 CONTRACTUAL OBLIGATIONS, COMMERCIAL COMMITMENTS AND OFF-BALANCE SHEET ARRANGEMENTS	128
5.6 SIGNIFICANT EVENTS SINCE 31 DECEMBER 2021	128
5.7 MEDIUM-TERM OBJECTIVES	129
6. FINANCIAL STATEMENTS	131
6.1 CONSOLIDATED FINANCIAL STATEMENTS	132
6.1.1 Consolidated Income Statement for 2021	132
6.1.2 Consolidated Statement of Comprehensive Income for 2021	133
6.1.3 Consolidated Balance Sheet for 2021	134
6.1.4 Consolidated Statement of Changes in Equity for 2021	135
6.1.5 Consolidated Cash Flows Statement for 2021	136
6.2 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS	137
6.3 STATUTORY AUDITORS' REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS	164
6.4 STATUTORY FINANCIAL STATEMENTS	168
6.4.1 Income statement	168
6.4.2 Balance Sheet	169
6.4.3 Cash Flow Statement	170
6.5 NOTES TO THE STATUTORY FINANCIAL STATEMENTS	171
6.6 ADDITIONAL REPORTING	179
6.7 STATUTORY AUDITORS' REPORT ON THE STATUTORY FINANCIAL STATEMENTS	180
7. INFORMATION ABOUT THE COMPANY	185
7.1 GENERAL INFORMATION	186
7.2 ORGANISATIONAL STRUCTURE OF ANTIN	187
7.2.1 Simplified organisational chart	187
7.2.2 Antin’s entities	188
7.3 EMPLOYEES	189
7.3.1 Human resources management	189
7.3.2 Working conditions and human resources policy	190
7.4 SHAREHOLDING AND STOCK OPTIONS	191
7.5 EMPLOYEE ARRANGEMENTS	191
7.6 CONSTITUTIVE DOCUMENTS AND BYLAWS	191
7.6.1 Corporate purpose (Article 3 of the bylaws)	191
7.6.2 Rights, preferences and restrictions attaching to ordinary shares	191
7.6.3 Administrative and management bodies	192
7.6.4 Annual Shareholders’ Meeting (Article 23 of the bylaws)	193
7.6.5 Provisions that allow delaying, deferring or preventing a change in control of the Company	193
7.6.6 Declaration of thresholds (Article 10 of the bylaws)	194
7.6.7 Particular provisions governing modifications of the share capital	194
7.7 MATERIAL CONTRACTS	194
7.7.1 Facilities agreements	194
7.7.2 Lease agreements	194
7.7.3 IT management and cybersecurity protection agreements	195
8. INFORMATION ON THE SHARE CAPITAL AND MAJOR SHAREHOLDERS	197
8.1 INFORMATION ON MAJOR SHAREHOLDERS AND CONTROL	198
8.1.1 Historical information about the share capital over the last three financial years	198
8.1.2 Changes in the share capital since the incorporation of the Company	199
8.1.3 Main shareholders of the Company	199
8.1.4 Controlling shareholders	200
8.1.5 Agreement likely to result in a change of control	200
8.1.6 Shares held by the Directors and executive officers of the Company	201
8.1.7 Factors likely to have an impact in the event of a tender offer	201
8.2 INFORMATION ON THE SHARE CAPITAL	201
8.2.1 Instruments giving access to equity	201
8.2.2 Financial delegations	203
8.2.3 Authorisation to purchase shares	205
8.3 SHARE PERFORMANCE AND DIVIDEND	206
8.3.1 Market data	206
8.3.2 Research coverage	206
8.3.3 Dividend policy	207
8.4 FINANCIAL COMMUNICATION POLICY AND CALENDAR	207
9. ANNUAL SHAREHOLDERS’ MEETING	209
9.1 AGENDA	210
9.2 REPORT OF THE BOARD OF DIRECTORS TO THE ANNUAL SHAREHOLDERS’ MEETING	211
9.3 STATUTORY AUDITORS’ REPORTS	220
10. ADDITIONAL INFORMATION	223
10.1 PERSON RESPONSIBLE FOR THE UNIVERSAL REGISTRATION DOCUMENT	224
10.1.1 Identity of the person responsible	224
10.1.2 Declaration of the person responsible	224
10.2 THIRD-PARTY INFORMATION	224
10.3 COMPETENT AUTHORITY APPROVAL	224
10.4 STATUTORY AUDITORS	225
10.5 CHANGE IN STATUTORY AUDITORS	225
10.6 DOCUMENTS AVAILABLE TO THE PUBLIC	225
10.7 CONCORDANCE TABLES	226
10.7.1 Concordance table – Appendix I and Appendix II of Regulation (EC) No. 2019/980	226
10.7.2 Concordance table - Annual Financial Report	229
10.7.3 Concordance table - Management report (to which the report on corporate governance and the extra-financial performance declaration are appended)	230
Annex 1 - Glossary	235

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