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The Role of Private Equity in the Context of Italian Family Businesses

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The Role of Private Equity in the Context of Italian Family Businesses Department of Impresa & Management Chair of Entrepreneurship and Venture Capital The role of Private Equity in the context of Italian family businesses Supervisor Candidate Prof. José D’Alessandro Giulia Toti Co-Supervisor No. 696601 Prof. Luigi de Vecchi ACADEMIC YEAR 2018/2019 1 Table of contents Acknowledgements ...................................................................................................................... 3 Preface ........................................................................................................................................ 4 1. Definition and framework .................................................................................................... 6 1.1 Private equity: origin, definition and characteristics ................................................................. 6 1.2 Private equity: strategies, aims and objectives ......................................................................... 12 1.3 A comparison of private equity in Italy and the United States ................................................ 15 1.4 The private equity market: facts and trends .............................................................................. 22 2. The world of Family Businesses ......................................................................................... 26 2.1 The family business governance system .................................................................................. 26 2.2 The generational succession: strengths and weaknesses ......................................................... 31 2.3 Value creation in the family business model ............................................................................ 34 2.4 The financial structure in the family business ......................................................................... 39 3. The Private equity and family businesses: the evolution over time ...................................... 46 3.1 The role of private equity in the family business management process .................................... 46 3.2 The market: growth over time ................................................................................................ 55 3.3 Private equity as a tool for the development of small and medium family businesses ............. 62 4. The case of the Pasubio Tannery ........................................................................................ 69 4.1 The tanning pole of Arzignano ............................................................................................... 69 4.2 The Pretto family: 60 years of history of the Pasubio tannery ............................................... 75 4.3 The advantages deriving from the process of internationalization ......................................... 82 4.4 Internationalization as a future perspective ........................................................................... 84 4.5 CVC Capital Partners and the control of the Pasubio Group ................................................ 93 5. The case of Rino Mastrotto Group Spa ............................................................................... 98 5.1 The strategy of diversification for the growth of family businesses ........................................ 98 5.2 The competitive scenario of the Arzignano district: the history of Rino Mastrotto Group Spa………………..……………………………………………………………………………………………………………………..104 5.3 The case of Rino Mastrotto Group and NB Renaissance Partners ....................................... 110 6. Conclusions and discussions ............................................................................................ 116 7. Appendix .......................................................................................................................... 124 8. References ........................................................................................................................ 136 2 Acknowledgements To the Professor José D'Alessandro, to the constant support and encouragement in the realization of the thesis. To the enthusiasm that he transmitted me to get to the end. To the Professor Francesca Arduino for her constant availability and collaboration. To my family and friends for having accompanied me along this path. To Andrea for always being by my side. 3 Preface Private equity is an institutional investment activity carried out through the acquisition of significant or minority equity investments in the risk capital of a company with a medium to long-term perspective. This investment activity, in recent years, is carving out increasing important slices of the market, not limited to marginal positions but also to leading ones. This has led theorists and not only, to consider it as one of the factors of major change, preparatory to the economic and entrepreneurial development not only of our country, but on a global scale. In addition, it is seen as an asset class of primary importance through which large institutional investors can implement diversification strategies, given a risk/return profile that is not always easy to identify. The subjects active in this sector are “risk entrepreneurs who, in addition to their entrepreneurial spirit, combine technical, managerial, financial and organisational skills”. In addition, thanks to their national and international contacts, they are able to accumulate more capital, both of their own risk and of others. The aims, in addition to the mere gain, are multiple: - promote new companies; - revitalize and launch in a new cycle of development old companies; - stimulate smaller companies to reach more appropriate size; - develop and disseminate, as a company, new technologies. In recent years, many family businesses have resorted to private equity, recognizing it as an instrumental function in helping them in their future objectives. Family businesses have become the real backbone of the Italian entrepreneurial system and for this reason it is interesting to understand the challenges they face to ensure their continuity over time and their economic growth. The aim of the thesis is, on the one hand, is to provide a synoptic picture of the entrepreneurial role of family businesses, paying particular attention to the phenomenon of investment by private equity funds and, on the other hand, to examine the results achieved through the use of private equity with an eye of interest towards the internationalization and diversification of family businesses. In the first chapter, the definition of private equity is examined in depth, paying particular attention to its characteristics and comparing the Italian market with the U.S. market. 4 In the second chapter, family businesses are analyzed from the inside, looking at the aspects that can guarantee continuity and growth. The family business is generally strongly linked to its entrepreneur. Therefore, the analysis carried out is centred on the figure of the entrepreneur and on the means he has to face the generational change, a critical phase for every family business. If business continuity must be guaranteed by the skill of the entrepreneur and the will of his family, growth must be supported by an appropriate organization, good rules of corporate governance and financial liquidity that, in recent years, is often lacking among Italian family businesses. The third chapter examined how in the Italian context private equity funds represent a solution to bring more capital to businesses, specifically to counteract the imbalance towards the banking system and to ensure continuity and growth for family businesses. In the fourth and fifth chapters, a comparison is made on the use of private equity in order to help two Italian companies in achieving their objectives: in the case of the Pasubio Tannery, the path pursued is that of internationalization, while in the case of the Rino Mastrotto Tannery, the objective is the diversification of its products. Finally, conclusions, limitations, implications and avenues for future research will be drawn up. 5 Chapter 1 Definition and framework Overview: 1.1 Private equity: origin definition and characteristics. 1.2 Private equity: strategies, aims and objectives. 1.3 A comparison of private equity in Italy and the Unites States. 1.4 The private equity market: facts and trends. This chapter defines and analyses private equity and its characteristics. It examines private equity as an important tool to restore businesses in crisis, giving managerial and economic support to the restructuring processes necessary due to the lack of generational turnover, wrong strategic choices, aggressive competition, and then to continue by showing a comparison between the Italian and U.S. financial markets. Finally, the evolutionary trends of recent years in the field of private equity with reference to the Italian market were examined. 1.1 Private equity: origin, definition and characteristics The term Private Equity refers to the investment activity in the risk capital of unlisted companies. Private equity funds are closed-end securities funds that raise capital from individuals and institutional investors, such as banks, foundations, insurance companies and pension funds to invest in unlisted companies with high growth potential. The mission of private equity is to support the development of companies in critical periods of their life cycle and then take advantage of it through the listing on the stock exchange. The investments of the funds can also be presented as negotiated transactions, subject to evaluation, structuring
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