Midlands Corporate Finance Guide 2017
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(A) Bond Plaintiffs' Motion
Case 1:08-cv-09522-SHS Document 160 Filed 06/07/13 Page 1 of 89 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK IN RE CITIGROUP INC. BOND LITIGATION Master File No. 08 Civ. 9522 (SHS) ECF Case DECLARATION OF STEVEN B. SINGER IN SUPPORT OF: (I) BOND PLAINTIFFS’ MOTION FOR FINAL APPROVAL OF CLASS ACTION SETTLEMENT AND PLAN OF ALLOCATION, AND (II) BOND COUNSEL’S MOTION FOR AN AWARD OF ATTORNEYS’ FEES AND REIMBURSEMENT OF LITIGATION EXPENSES Case 1:08-cv-09522-SHS Document 160 Filed 06/07/13 Page 2 of 89 TABLE OF CONTENTS I. INTRODUCTION .............................................................................................................. 1 II. PROSECUTION OF THE ACTION .................................................................................. 4 A. Bond Counsel’s Efforts to Identify and Preserve the Claims of Investors in Citigroup’s Bonds and Preferred Stock .................................................................. 4 B. Preparation of the Consolidated Amended Class Action Complaint, and Summary of the Claims Asserted ........................................................................... 6 C. The Citigroup Defendants’ and the Underwriter Defendants’ Extensive Motions to Dismiss ............................................................................................... 12 D. The Court’s Opinions Largely Denying Defendants’ Motions to Dismiss, and Denying Defendants’ Motion for Reconsideration ........................................ 15 E. Bond Plaintiffs Conduct Extensive Discovery and Motion Practice -
Thomas Cook Finance Plc €400,000,000 6.75% Senior Notes Due 2021
OFFERING MEMORANDUM Thomas Cook Finance plc €400,000,000 6.75% Senior Notes due 2021 Thomas Cook Finance plc, a public limited company incorporated under the laws of England and Wales (the “Issuer”), on 21 January 2015 issued (the “Offering”) €400,000,000 aggregate principal amount of its 6.75% Senior Notes due 2021 (the “Notes”). The Issuer will pay interest on the Notes semi-annually on each of 15 June and 15 December, commencing 15 June 2015. The Notes will mature on 15 June 2021. Prior to 15 January 2018, the Issuer will be entitled to redeem all or a portion of the Notes by paying 100% of the principal amount of the Notes plus the relevant “make-whole” premium as more specifically described in this Offering Memorandum. At any time on or after 15 January 2018, the Issuer may redeem all or part of the Notes at the redemption prices set forth in this Offering Memorandum. In addition, prior to 15 January 2018, the Issuer may redeem up to 35% of the Notes with the aggregate proceeds from certain equity offerings at a redemption price of 106.750% of the principal amount thereof, plus accrued and unpaid interest, if any. Upon the occurrence of certain events constituting a change of control or upon the sale of certain assets, the Issuer may be required to make an offer to purchase the Notes at a redemption price equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any. In addition, in the event of certain developments affecting taxation, the Issuer may redeem all, but not less than all, of the Notes. -
Portfolio Value-Adding by Private Equity Houses: Walking the Walk Or Just Talking the Talk?
Portfolio value-adding by private equity houses: Walking the walk or just talking the talk? June 2010 Dr Mike Hicks Catalysis Advisory Portfolio value-adding by private equity houses Participants Twenty five private equity houses - across a full range of sizes and styles of investment - provided input. In the tables and graphics below they have been divided into approximate size groups based on self-declared equity-cheques. Name Group/abbreviation Octopus Ventures Maven Capital Partners Small cap YFM Private Equity ISIS Equity partners Lyceum Capital August Equity Dunedin Capital Partners HIG Capital Lower mid-market (LMM) Canter Equity Partners Chamonix Private Equity Baird Capital Partners Europe Total Capital Partners Macquarie HgCapital Nova Capital Management GMT Communications Partners AAC Capital Partners HSBC Private Equity Upper mid-market (UMM) ECI Partners Palamon Capital Partners Silverfleet Capital Duke Street 3i CVC Big buy-out (BBO) Blackstone Mike Hicks: Catalysis Advisory Page 2 Portfolio value-adding by private equity houses Executive summary 1. This study fills a gap in knowledge of value-adding practices across the mid-market 2. Private equity houses have a good record of adding greater value than public companies and over the last decade more houses have worked to improve this area. But more is demanded both by circumstances and LPs and there is a perception that plenty of value is being left on the table. 3. In many cases value-adding approaches emerged to handle tactical problems and have evolved piecemeal. Large ticket investors benefit from more manpower while small cap houses run much more on a shoestring. But mid-market investors have adopted variations on the large buy-out model when it comes to applying resources post-deal. -
Evaluation of Motivation in Crowdfunding – a Study of the Reasons for Accredited Investors to Use Equity- Based Platforms in Order to Fund Start-Ups
Master’s Thesis – MSc. In Economics & Business Administration Evaluation of motivation in crowdfunding – A study of the reasons for accredited investors to use equity- based platforms in order to fund start-ups Author: Michele Bianchini Supervisor: Olaf Thiele Hand-in Date: 13th of May, 2016 Number of pages and characters: 80 pages, 158,339 characters (excl. front page, table of contents and references) Copenhagen Business School, 2016 1 2 Abstract Crowdfunding has demonstrated to be an efficient way to attract capitals for any kind of project. In addition, thanks to the advent of equity-based platforms, the funding gap issue faced by start-ups and SMEs can be easily solved. Nevertheless, accredited investors – Banks, Venture Capitalists, and Business Angels – have not already shown any particular interest toward crowdfunding, as they do not directly invest in entrepreneurial project through equity-crowdfunding platforms. Thus, the thesis aims to evaluate the underlying motivations for accredited investors to use equity-based platforms in order to fund start-ups. To do that, it has been selected a motivational framework called Self- Determination Theory, developed by Ryan and Deci. The framework identifies two different typologies of motivation: extrinsic and intrinsic. The latter refers to performing a task because it is inherently interesting, satisfying or enjoyable, while the former refers to doing something because it leads to a separable outcome. Moreover, Self- Determination Theory, within extrinsic motivation, distinguish four motivation “stages”: External Regulation, Introjection, Identification, and Integration. Amotivation, instead, is the state characterized by the individual’s lack of intention to act. Then, in the third section of the thesis, the SDT framework has been applied to the case of accredited investors, in order to understand how extrinsically and intrinsically motivated task about crowdfunding work in relation to their business model. -
Private Equity Newsletter Quarterly Special | Edition 1+2/2021 Dear Friends
PRIVATE EQUITY Newsletter QUARTERLY SPECIAL | EDITION 1+2/2021 SIGNED DEALS for 2020 and Q1/2021 within the German-speaking region EUROPEAN PE MARKET Interview with Senior Partner Christof Huth and Principal Dr Thorsten Groth as well as digital expert Dr Ulrich Kleipaß MOST RECENT STUDIES by Roland Berger Private Equity Newsletter Quarterly Special | Edition 1+2/2021 Dear Friends, Christof Huth dear Clients, What a start to the year! The first quarter of 2021 has broken almost every record so far. This edition of the Newsletter provides an overview of the tremendous deal flow in the first quarter of 2021 in com- parison to last year and examines various developments influencing the PE market. Additionally, it offers an overview of recent Roland Berger studies. Dr Sascha Haghani The 2020 PE year (197 transactions) saw lower deal activity overall than 2019 (253 transactions), driv- en by declines in the first half of 2020 in particular. In the second half of 2020, there was a quick recovery in PE-related deal-making in German-speaking Europe, which continues into 2021 so far. With 90 deals, Q1 of 2021 not only surpassed the already strong Q3 of 2020 but represents the strongest quarter in the long history of the PE Newsletter. Economically, the dominant topic for 2020 was COVID-19 and its impact on deal-making, on portfo- Sven Kleindienst lio companies and on daily life. By now the PE industry has become used to successfully dealing with COVID-19-related restrictions during deal-making and is focused on companies’ development outlook beyond COVID-19. -
Private Equity a Fresh Look
Private Equity A fresh look First Published May 2012 A private equity lobbyist runs into a banking lobbyist in the street. “Oh, thanks,” he says. “For what?”the banking lobbyist asks. “For diverting all the bullets which were being shot at us,” replies the private equity lobbyist. Invariably the headlines had been all about asset stripping, how private equity houses over-leveraged companies to the point where they had so much debt they were, in effect, set up for failure should the merest breeze waft through the economy. The days of using financial engineering, in other words significant debt, as a means of generating a return for private equity houses have probably gone. The future for private equity is to achieve it from growing a business and in truth, that’s the model most private equity houses working in the real world, as it were, have always adopted. Part of the problem is the considerable confusion that exists between private equity and hedge funds. The two have often been viewed as synonymous when, in fact, they are quite different in fundamental ways. Typically, private equity is a four to five-year investment based on working with the company executives in order to create additional value. Hedge funds, on the other hand, tend to be much shorter-term (six to eighteen months), are more speculative, with generally little knowledge of the target company and its management, and less regulated. Arguably the origins of private equity in this country can be found in the formation of the Industrial and Commercial Finance Corporation at the end of the second world war to invest in companies which couldn’t get sufficient funding from the banks but were too small to turn to the stock exchange. -
The UK Private Equity IPO Report
THE UK PRIVATE EQUITY IPO REPORT Private equity-backed IPOs: 1 January 2009 – 31 December 2017 IN ASSOCIATION WITH 2 | THE UK PRIVATE EQUITY IPO REPORT CONTENTS FOREWORD 03 HISTORIC ANALYSIS OF PRIVATE EQUITY-BACKED IPOS IN THE UK 04 BETWEEN 1 JANUARY 2009 AND 31 DECEMBER 2017 VOLUME AND VALUE OF PRIVATE EQUITY-BACKED IPOS LISTING IN THE UK 05 TOP 10 PRIVATE EQUITY-BACKED IPOS 06 INDUSTRIES 07 FREE FLOAT 12 USE OF PROCEEDS 13 PRICING 14 PERFORMANCE 15 ANALYSIS OF ACTIVE PRIVATE EQUITY HOUSES BY SIZE 17 LOCK-UP PERIODS 18 HOLDING PERIODS 20 PRIVATE EQUITY-BACKED IPO ACTIVITY IN 2017 21 APPENDIX 23 PRIVATE EQUITY-BACKED IPOS 1 JANUARY 2009 - 31 DECEMBER 2017 23 METHODOLOGY 31 CONTACTS 32 3 | THE UK PRIVATE EQUITY IPO REPORT FOREWORD Public markets have long been an important exit route for private equity houses selling their stakes into the companies they have backed, yet little research has been conducted into how these businesses perform after they have floated. This report, published by the BVCA and PwC, provides an historic analysis of private equity-backed IPOs in the UK between 1 January 2009 and 31 December 2017. It looks at a number of metrics including the use of proceeds, pricing and performance to build a picture of the IPO market and the key trends with the market. The performance numbers are particularly revealing as they show that private equity-backed IPOs are trading on average 43.9% higher than their offer price for the period from IPO to 31 December 2017 compared to the non-private equity-backed IPOs of the same period which are trading at an average of 26.6% higher. -
The IPO Market Aimhigh the IPO Market Foreword
AIMHigh The IPO Market AIMHigh The IPO Market Foreword At finnCap we believe passionately in the power of well as a unique insight into the state of the market. London’s capital markets. As a leading adviser to stock There are many voices debating the advantages and market-listed companies, we know the transformative disadvantages of the capital markets, and rightly so. HOSTED BY effect an IPO has on ambitious businesses. A listing Here, we seek to extend that debate by hearing directly on London’s junior market helps a company expand from those who run listed companies, those who advise Contents into new marketplaces and start conversations with them, and those who invest in them. In short, we look at partners and investors. If a company lists at the right how the theory is being put into practice. 03 Foreword time, it can lead to explosive growth. I’d like to thank all of our speakers and contributors and Sam Smith But the process can appear daunting, and it is often I hope that you find their insight useful when considering difficult to find clear, unbiased advice amongst the the next step in your business’s growth. finnCap noise. This need for clarity was the motivation behind the inaugural AIM High: The IPO Summit, held at At finnCap we want to keep the conversation going. Bloomberg Headquarters in April 2016. The challenge Don’t hesitate to contact one of our team if you would 05 AIM Perspectives we set our speakers was clear: what are the key issues like to discuss the content of this report or how we can PARTNERS an ambitious company should think about when help your business. -
Real Deals Luxembourg Edition
THE INDEPENDENT VOICE OF EUROPEAN PRIVATE EQUITY INSIDE BVCA Summit 2020 A round up of key discussions from the BVCA Summit 2020. //realdealseucom GP Workshop How to market a fund successfully. Sink or float GPs must undertake IPOs with caution. PEA Shortlist Deal, House and Advisory awards shortlists for the Private Equity Awards. THE KEY TO LUXEMBOURG Region focus: Why Luxembourg is a fund jurisdiction of choice. RD471-01.indd 1 23/10/2020 12:19 THANK YOU FOR YOUR SUPPORT DPE IV closed at its hard cap of €1bn. We look forward to partnering with more leading Mittelstand businesses and delivering value for our investors. www.dpe.de 8566 DPE Real Deals Tombstone Ad REVISED ARTWORK.indd 1 15/10/2020 19:30 / realdealseucom & Contents 18 Q&A: Alterdomus Editorial Fund admin and PE relations; and KYC processes. Leader Talya Misiri 4 Alphabites BWAM calls on industry, Pictet’s first thematic fund 20 and more. Lightbulb Credit Comment Trade credit ratings All grown up 6 and PE-backed growth. As the industry matures, it must become BVCA Summit 2020 A roundup of key discussions more aware of the responsibility it has from the BVCA Summit 2020. 21 Webinar: Staying to make a positive impact on its ahead of the curve Tech innovation and portfolio companies, but also the world. 8 managing risks. Luxembourg rebounds and ready to lead Luxembourg accelerates 22 digitalisation and ESG Q&A: Apex in alternatives. Challenges and opportunities facing PE. onus is on private equiteers to think beyond high returns, profit and their personal gains. -
Dow Jones Private Equity Analyst
Special Section Dow Jones Private Equity Analyst Sources Of Capital April 2010 Sponsored By Fund Placement Specialists Serving our Clients and Investors Globally $2,506,000,000 $280,000,000 $435,000,000 $225,000,000 Quantum Energy Intervale Capital Special Situation Goode Partners Partners V, LP Fund, L.P. Partners II LP Consumer Fund I, L.P. $175,000,000 $187,000,000 $1,320,000,000 $162,000,000 Altira Technology Summer Street Quantum Energy Bridgescale Fund V L.P. Capital Partners II, L.P. Partners IV, LP Partners, LP $1,200,000,000 $250,000,000 $345,000,000 $156,000,000 Quantum Montagu Newhall Quantum Energy Montagu Newhall Resources, LP Global Partners III, L.P. Partners III, LP Global Partners II, L.P. Sources of Capital 3 Dow Jones Private Equity Analyst A New World Order: GPs Grapple With A Private Equity Industry In Flux By Keenan Skelly General partners found themselves turning Percentage of capital by LP type over every last rock and a few twigs besides 2.0 5.3 Public pension funds looking for capital in 2009, as many of their 3.2 4.1 25.6 Funds of Funds traditional investors parked themselves firmly 4.2 on the sidelines. 5.4 Corporate pension funds 2009 5.9 and corporations directly 11.5 Our latest Private Equity Analyst Sources of Capital survey 6.6 Endowments/Foundations 7.9 9.9 Family offices shows starkly that even though the overall size of the fund- 8.4 raising pie shrank in 2009, several types of limited partners Insurance companies 0.6 6.6 that previously had been reliable long-time partners to the Wealthy investors/Feeder funds 5.4 industry could no longer pony up their fair share. -
EIF Annual Report 2014
ANNUAL REPORT REPORT ANNUAL 2014 ANNUAL REPORT 2014 TABLE OF CONTENTS 1. INTRODUCTION 3 FOREWORD BY THE CHAIRMAN OF THE BOARD OF DIRECTORS 4 INTRODUCTION BY THE CHIEF EXECUTIVE 5 2. BUSINESS YEAR 2014 7 EUROPEAN MARKET ENVIRONMENT 8 EQUITY ACTIVITY 10 GUARANTEE AND SECURITISATION ACTIVITY 17 MICROFINANCE ACTIVITY 20 3. MANDATES 23 INSTITUTIONAL MANDATES 24 REGIONAL MANDATES 28 4. NEW OPERATIONS IN 2014 33 5. LATEST DEVELOPMENTS AND PLANS 38 6. GOVERNANCE 39 CAPITAL AND SHAREHOLDERS 40 EIF MANAGEMENT 42 BOARD OF DIRECTORS 44 AUDIT BOARD 44 AUDIT AND CONTROLS 45 RISK AND PORTFOLIO MANAGEMENT 46 COMPLIANCE AND OPERATIONAL RISK 47 LEGAL 48 7. FINANCIAL STATEMENTS 2014 49 INDEPENDENT AUDITOR’s REPORT 50 STATEMENT BY THE AUDIT BOARD 51 STATEMENT OF FINANCIAL POSITION 52 STATEMENT OF COMPREHENSIVE INCOME 53 STATEMENT OF CHANGES IN EQUITY 54 CASH FLOW STATEMENT 55 NOTES TO THE FINANCIAL STATEMENTS 56 8. CONTACTS AND REFERENCES 100 1. INTRODUCTION 3 ANNUAL REPORT 2014 FOREWORD BY THE CHAIRMAN OF THE BOARD OF DIRECTORS In 2014, the year in which it celebrated its 20th year, Gerassimos Thomas and Franciscus Godts resigned anniversary, EIF, as part of the EIB Group’s commitment as Board members due to professional changes and, to bridge Europe’s financing gap and create growth, on behalf of the Board, thanks are extended for their provided high value added and impactful financial contributions. products across a broad range of market segments. EIF considerably expanded its capacity to put European In May, EIF’s shareholders approved a EUR 1.5bn capital small and medium-sized enterprises (SMEs) and midcaps increase, which raised EIF’s total authorised capital to back on the road to recovery. -
Bdo M&A Snapshots
BDO M&A SNAPSHOTS | 1 BDO M&A SNAPSHOTS Our 2013 Deal Highlights 2 | BDO M&A SNAPSHOTS ABOUT BDO BDO UK BDO INTERNATIONAL bn 1 300 Partners 2013 US$6.45 revenue Offices 22 3,500 Staff for exceptional 1,250 Offices 1 Countries 144 56,000 Staff 1No. client service of our 1. US$6.45bn (€4.92 bn) combined fee income 2013 90% clients 76% would recommend us1 already have2 1. Independent research (Mid-Market Monitor 2012 and 2013) undertaken by Meridian West shows BDO has the highest client satisfaction rating among its peers 2. Client Listening Programme 2012/13 BDO M&A SNAPSHOTS | 1 BDO CORPORATE FINANCE What sets us apart of the world’s most completed deals by countries within active advisers 251 UK Corporate Finance our global network 1 144 over Corporate £8.25bn partners deal value 30 200+ Finance team An AWARD WINNING for client increase in deal corporate finance service 60% completions 2013 business 1No. 2 | BDO M&A SNAPSHOTS Expertise through experience 251 deals in 2013 BDO M&A SNAPSHOTS | 3 MAXIMISING VALUE EXPERTS IN SELLING BUSINESSES 4 | BDO M&A SNAPSHOTS MAXIMISING VALUE BDO’s Mergers & Acquisitions team advised on the sale of Branded3 Search Limited to Sale of Branded3 St Ives plc. Search Ltd to Branded3 is a specialist search and digital agency which seamlessly fuses search engine optimisation, social, creative and technical expertise to accelerate business St Ives plc growth. The agency is one of the country’s leading authorities on search. The acquisition represents a continuation of St Ives’ strategy to create a complementary range of digital marketing services that will enable the Group to add further value to existing and new clients.