Altamir - 2018 Registration document

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Business description and activities

Business description

Evaluating potential transactions Once investment opportunities are identified, preparatory work begins, as determined by the head of the investment team. This first phase is intended to rapidly determine whether the transaction would be in line with the strategy and investment criteria of the funds as well as the priority and resources that should be devoted to it. At the conclusionof this phase, either the transaction is rejectedor adocument is preparedcontaining informationmaking it possible to validate that the transaction corresponds in principle to the investment strategy and including a recommended investment size and approach (due diligence, negotiations, structured transaction, etc.). This document is presented anddiscussed at theweekly partners’ meeting and results in a decision to pursue the transaction or not. If necessary, it also gives rise to an expansion in the investment teamanda change in the compositionof theApproval Committee that will track the investment process. The Approval Committee, in collaboration with the investment teams, ensures that due diligence is properly carried out and that favourable terms have been negotiated for each transaction before an investment decision is taken. As a rule, the investment teams use of a number of external advisory firms toundertake studies andduediligenceprocedures: n on themarkets and the competitivepositioningof the company; n validating business plan assumptions; n validating the accountingand financial positionof the company (net value, debt level, earnings quality and recurrence); n on legal, social andenvironmental risks, and insurance coverage; n on the skills of the target company’s staff. Valuation studies are undertaken with the support of specialist banks, and joint research on suitable financing, notably for LBOs, is carried out with the partner banks. Finally, the services of prominent lawyers are essential to draft the numerous legal documents required ( e.g. share purchase agreement, shareholders’ agreement, and contracts with the management team on the remuneration and incentive packages). Asummary report on the benefits, or otherwise, of the acquisition ispresentedby the investment teamto the InvestmentCommittee, which thendecideswhether or not toproceedwith theacquisition. A rigorous system for delegating authority is put in place for each stage of the process.

Within Apax Partners SAS, the sectoral investment teams rely on a debt director and a Chief Digital Officer, who is responsible for supporting portfolio companies in their digital transformation. A partner defines the key themes of the ESG policy and an ESG manager is responsible for its implementation.

1.3.7 APAX PARTNERS’ INVESTMENT PROCESS

Apax Partners SAS and Apax Partners LLP are entrepreneurial firms that use proven internal procedures. 90% of their capital is held, directly or indirectly, by their partners. They are managed via permanent committees responsible for defining and tracking strategy, implementing the investment and divestment process and managing operations. They also have integrated IT systems refined over the years and based on high-quality software solutions. Apax Partners SAS andApax Partners LLP have committees that are distinct but similar in purpose. n The Strategy Committee, composed of all the partners, meets once a year to define the strategic orientation. In particular, it studies the overall performance of the funds, the investment strategy and evaluates the skills of the investment teams. n The Operations Committee includes the three or four principal shareholder-partners of Apax Partners. The Committeemeets once a month and on an ad hoc basis to ensure the continued operational management of the Company. The investment process is managed by three Committees: n the Investment Committee, which makes all investment decisions. Beforebeingpresentedto the InvestmentCommittee, all investment opportunities are examined by the Approval Committee, a sub-group of the Investment Committee. n the Divestment Committee, which makes all exit decisions. n the Monitoring Committee. In addition, there are two annual reviews of the portfolio. The Monitoring Committee tracks the performance of all companies in the portfolio, according to a pre-determined schedule. One or more outside specialists might be invited to sit on this Committee. COMMITTEES

INVESTMENT PROCESS

Origination Investment opportunities can be identified:

n principally byApax Partners’ sector teams, owing to their skills, their experience, and their contacts in the field, with the help of specific marketing programmes and tools; n but also through the network of intermediaries set up and cultivated by Apax Partners.

56 Registration document ALTAMIR 2018

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