Altamir - 2018 Registration document

Business description and activities

Risk factors

Nature of the risk

Risk mitigation

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3) Currency risk

Existing shares in Altamir or shares to be created are denominated in euros. Accordingly, profitability for investors who bought Altamir shares using currencies other than the euro may be affected by fluctuations of that currency against the euro.

As of 31 December 2018, the only assets denominated in foreign currencies were the securities and receivables of 31 portfolio companies, which represented €267.5m or 26.7% of total assets.

Altamir aims to invest, either directly or indirectly through the Apax France VIII, Apax France IX and Apax Development funds, for the most part in France and in companies whose operating currency is the euro. However, some investments made by Altamir are denominated in foreign currencies, and consequently their value may vary according to exchange rates. Shares of the Apax VIII LP and Apax IX LP funds are denominated in euros. The funds themselves have a global investment strategy. Exchange rate fluctuations might affect the valuation of some of their investments at the closing date or at the date they are sold. Altamir made a foreign currency commitment in 2017 to the Turing Equity Co fund, which is the co-investment vehicle of ThoughtWorks, a company in the portfolio of the Apax IX LP fund. The commitment was for $5.1m. Immediately upon subscription, 88% of that amount was called. As of 31 December 2018, the residual commitment was $0.6m (€0.5m). Altamir also took over a $5m commitment in the Apax Digital fund. The fund was 9.8% called as of 31 December 2018, so the residual commitment is $4.5m (€3.9m). The portfolio’s exposure by currency is presented in the notes to the consolidated financial statements.

Altamir does not use firm or conditional forward instruments to hedge or to gain exposure to market risks (equity markets, interest rates, exchange and credit risks).

Altamir does not hedge against currency fluctuations.

Foreign exchange impact is taken into account when a decision to invest or divest is made and is therefore factored into the calculation of expected return.

LEGAL AND TAX RISKS

C)

Nature of the risk

Risk mitigation

1) Risks related to the status of partnership limited by shares (SCA)

The procedures described throughout this document, as well as the control exercised by the Audit Committee, representing the Supervisory Board, mean that the Management Company is not in a position to abuse control.

Altamir Gérance is the general partner of Altamir. Altamir Gérance, which is also Altamir’s Management Company, is controlled by Maurice Tchenio, the founder and Chairman and CEO of Amboise Partners SA. The Management Company of Altamir has the broadest powers to act under any circumstances in the name of the Company. Moreover, legislation applicable to partnerships limited by shares and Altamir’s Articles of Association states that the Management Company can be removed only by decision of the general partner (i.e. itself) or the commercial court for a legitimate cause at the request of any partner or the Company. As a result, it would be virtually impossible for the shareholders of Altamir (even an overwhelming majority) to terminate the activities of Altamir Gérance against its will. Altamir is linked to Amboise Partners SA by an investment advisory services contract. Given Altamir’s status as a partnership limited by shares, and given that Maurice Tchenio holds, directly and indirectly, almost all the capital of Altamir Gérance SA, the general partner and Manager of the Company, it would in practice be virtually impossible for the shareholders of the Company to terminate this contract and the co-investment agreement – as long as they remain valid – without the approval of Altamir Gérance.

Maurice Tchenio holds 65% of the Company’s equity. His interests and those of the Company’s shareholders are perfectly aligned. The Supervisory Board, aided by the Audit Committee, reviews Altamir’s performance, and by extension the contribution of Amboise Partners SA, every quarter. The Board of Directors of Altamir Gérance also reviews Altamir’s performance.

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ALTAMIR 2018

Registration document