Private equity can also be a convenient way for SMEs to strengthen their equity and finance their further growth. But how do you attract private equity investors? And how do they operate?
Private equity can refer to many things. Which investment techniques are involved in private equity and in which cases are they used?
Private equity is an instrument used by FPE to acquire an equity interest in a company, either alone or together with other investors. This does not involve a passive investment, but active share ownership: the aim is to engage in a partnership in the medium or long term. In concrete terms, this means that FPE is represented on the Board of Directors as a minority shareholder and in that capacity provides strategic and financial guidance and/or further professionalization of the company.
After a few years, FPE will withdraw from the company again. How this happens exactly is decided in consultation with the co-shareholder(s). They can buy the interest from FPE, but FPE may also sell it to another private equity investor or industrial player.
A company may decide to attract capital for various reasons. A common reason is that the company seeks to finance growth by increasing its activities, internationalising or acquiring other companies. The advantage is that no new private funds or excessive leverage are necessary. Other options are a business transfer or a (partial) buyout of family or less active shareholders.
Venture capital, also referred to as start-up capital, is a form of private equity used to finance early-stage, high-tech companies. These are mainly innovative start-up companies with promising growth prospects. FPE mainly provides venture capital through investments in university venture capital funds.
Mezzanine financing is a long-term subordinated loan for which the company is not required to provide any interim repayments, but makes one lump-sum repayment at the end ('bullet'). These factors mean that the risks of mezzanine financing are higher, which makes it more expensive than a conventional loan with a shorter term, a repayment schedule and securities.
The company does have to generate sufficient returns and liquidity in order to bear the interest charges. The total payment usually consists of a combination of the following elements:
- Cash interest: Interest that is paid at regular intervals during the term.
- 'Payment in kind' (PIK) interest: Capitalised interest that is not paid in cash during the term, but is added to the payable capital and repaid along with the principal.
- Warrant: An instrument that entitles the provider of mezzanine financing to acquire a small percentage of the share capital later. This allows the provider to enjoy a variable payment too.
The exact relationship between these elements depends on the type of company, its future plans and the arrangements it has made with the financier. A company generating a lot of liquidity will be able to cope with a higher cash interest, while a company with a great need for working capital will tend to go for a higher PIK interest or more warrants.
Mezzanine financing is often used for companies facing a financing gap: an investment need that cannot be fully covered with capital or conventional leverage. A company can also opt for this form of financing if does not need external capital injection because there is sufficient equity present or because the company prefers not to open up the capital to new shareholders, for example.
Private equity in practice: Point Chaud
In April 2014, BNP Paribas Fortis Private Equity took a minority stake in filled rolls and pastry chain Point Chaud. Let us take a look behind the scenes of this transaction.
Point Chaud was established by CEO and reference shareholder Didier Depreay in 1993. Since then, the company has expanded to become the biggest filled rolls and pastry business in Wallonia, with about 400 employees and a turnover of €40 million. Point Chaud has about 40 branches in Wallonia and France, most of which are concentrated along the Namur-Liège axis.
In April 2014, BNP Paribas Fortis Private Equity (FPE) took a minority stake in the company. This transaction was the jewel in the crown of almost two years of preparatory work. Luc Weverbergh, Managing Director BNP Paribas Fortis Private Equity, explains:
“Our entry is the result of a shift in Point Chaud's ownership of shares. CEO Didier Depreay wanted to buy out some minority shareholders, but neither he nor the company had the resources to do so. When he presented this problem to his relationship manager at our bank, which has had Point Chaud as a customer for years, he was put in contact with our team immediately.”
It still took quite some time to close a final deal. This is absolutely normal, Luc Weverbergh adds:
“Our entry is always preceded by a preparatory process, in which we evaluate the strategic plan and the figures thoroughly. We also need to come to a joint vision for the future for the company. As part of this, we proposed to simplify the Point Chaud group's structure and give it a Belgian focus. This takes time. The minority stakeholders also had to be bought out in the best possible circumstances. It was a clear advantage that we could set up the transaction ourselves without any external pressure from a corporate financial advisory, for example. This allowed us to take our time in order to build mutual trust and get to know the company.”
Supporting future growth
This participation makes FPE an important minority shareholder of Point Chaud and allowed CEO Didier Depreay to become a majority shareholder. Finance group Meusinvest keeps a small interest in the company. Didier Depreay:
"When BNP Paribas Fortis Private Equity joins the capital, it will provide powerful leverage for expanding our activities in Belgium and beyond. I am pleased about this financial partnership, as it gives us the opportunity to accelerate our development and consolidate our structure and position on the Belgian market. It should also enable Point Chaud to conquer a bigger market share faster in regions where the brand does not have a presence yet in order to become market leader in the Belgian retail segment for filled rolls and pastries. We have concrete plans for a number of new branches in Wallonia and Brussels."
Why Point Chaud?
According to Luc Weverbergh, Point Chaud has exactly the company profile FPE is looking for:
"Our investment strategy focuses on high-performance, medium-sized companies in the Benelux region with a strong market position and major growth potential. Point Chaud fits this profile perfectly. It was also clear right from the first contact we had that our vision is fully in line with the CEO's, both in terms of the choice of new markets and the company's structure, growth strategy and even a possible joint exit. This meant that all the ingredients for successful cooperation were there."
Export plans? Make sure you talk to our experts first
To prepare your international adventure properly, ask yourself the right questions and talk to people who have done it all before: partners, customers, fellow exporters and experts.
BNP Paribas Fortis listens to the questions asked by international entrepreneurs and offers reliable advice. "A lot of exporting companies ask for our help when it's too late", Frank Haak, Head of Sales Global Trade Solutions, says.
Entrepreneurs with little export experience are often unaware of the bigger financial picture. So what do they need to take into account when they set up a budget for their export plans?
Frank Haak: "Budgeting and pricing are affected by a lot of crucial factors: working capital, currency exchange risks and currency interest, prefinancing, profit margins, insurance, import duties and other local taxes, competitor pricing and so on. We always advise customers or prospects to start from a worst-case scenario. Quite a few companies are insufficiently prepared for their first international adventure: they see an opportunity and they grab it, but quite often disappointment and a financial hangover are not far away.
Our experts have years of export experience and the BNP Paribas Group has teams around the world. This means that we can give both general and country-specific tips. Let's say a machine builder wants to design and manufacture a custom-made machine. We recommend including the machine's reuse value in the budget: can this machine still be sold if the foreign customer suddenly no longer wishes to purchase it or if export to that country becomes impossible due to a trade embargo or emergency situation?"
What type of companies can contact BNP Paribas Fortis for advice?
Frank Haak: "All types! Entrepreneurs are often hesitant to ask for advice. Sometimes they are afraid that it will cost them money. However, the right advice can save them a lot of money in the long run. For example, we recommend a letter of credit or documentary credit to anyone exporting goods to a foreign buyer for the first time. This product is combined with a confirmation by BNP Paribas Fortis to offer the exporter the certainty that it will receive payment when it presents the right documents and to assure the buyer that its goods or services will be delivered correctly."
The consequences of not seeking advice: what can an exporter do in case of non-payment without documentary credit?
Frank Haak: "If you are not receiving payment for your invoices, the counterparty's bank can be contacted in the hope that it advances the payment on the customer's behalf. However, we shouldn't be too optimistic in that respect: the chances of resolving the issue without financial losses are very slim. Once you have left your goods with customs, you usually lose all control over them. Hence the importance of good preparation: listen to and follow the advice of your bank and organisations such as Flanders Investment and Trade (FIT). It will protect you against a whole host of export risks."
BNP Paribas Fortis
- is the number one bank for imports (approx. 40% market share) and exports (approx. 25% market share) in Belgium (according to the statistics of the National Bank of Belgium): it offers advice/financing and can help you to discover new export markets through trade development;
- is proud that Belgium is one of the world's 15 largest export regions and is pleased to give exporters a leg up, for example by sponsoring the Flemish initiative ‘Leeuw van de Export’.
Source: Wereldwijs Magazine
Biolectric is achieving growth with its anaerobic digesters
A young Belgian company that installs biogas facilities on farms is growing fast. Here’s how BNP Paribas Fortis is helping its development.
Biolectric is the epitome of the sustainable do-economy: it manufactures and sells anaerobic digesters, which are installed on farms so as to produce ‘green’ energy based on the biogas released from the farm’s own manure. The green heat and power generated from cow dung make the farm an energy-positive business. No less important is the fact that this approach reduces emissions of the powerful greenhouse gas methane by up to 70%. The average Biolectric reduces greenhouse gas emission by an equivalent of 2.000 kilometers driven in an modern car.
The company, which started up in 2011 in the East Flanders municipality of Temse as a typical scale-up, nowadays sells anaerobic digesters to farmers all over Europe.
Biolectric is a fast-growing company. In 2019, in order enable further growth, the bank provided the firm with a series of credit facilities, mostly in the form of a ‘sustainable impact loan’.
Tom De Winter is Biolectric’s contact at BNP Paribas Fortis. He tells us: “The bank has been working with Biolectric since the very beginning, but the relationship has become much closer since 2017. In order to obtain a better grasp of their technology, I’ve visited the firm several times with expert from our Sustainable Business Competence Centre. It’s very important to be able to understand and evaluate the firm’s technical proposition. When Biolectric founder Philippe Jans and industrial investment company Ackermans & van Haaren (AvH) came to talk to us last year about the imminent onboarding of the company by AvH, and the subsequent creation of a new low-threshold business segment, namely the construction of a facility with its own anaerobic digesters so as to be able to sell electricity to farmers in Belgium, the Netherlands and France, we knew straight away that we ought to go along with them on the project.”
“We weren’t the only bank in the running, but the client had clearly chosen us. The coordinated approach of BNP Paribas Fortis and our clear policy of backing sustainable solutions played a big part in that decision,” explains Tom De Winter.
As a pioneer, Biolectric has independently developed compact anaerobic digesters, known as ‘pocket digesters’, specifically designed to turn cattle dung into electricity and heat. Today there are over 200 of the company’s installations operating all over the world. This technology provides Biolectric farmers with a very nice economical as well as ecological return on their investment.
In 2019 Ackermans & van Haaren, which is also a BNP Paribas Fortis client, acquired a 60% stake in the company from Taste Invest, with founder Philippe Jans retaining the remaining 40%. AvH brings its professional management experience to Biolectric, thus strongly boosting the firm’s growth potential.
#StrongerTogether Coronavirus government bonds deliver extra €8 billion
The coronavirus crisis prompted the Belgian Treasury to issue additional debt securities. In just a few days, BNP Paribas Fortis and four other Primary Dealers launched a new government bond on the institutional investment market.
Treasury certificates and government bonds (known as OLOs) are an important source of financing for the Belgian State. They offer investors the possibility to lend money to the country in exchange for periodic interest. At the end of December last year, the Treasury assumed it would have to issue debt securities worth €30 billion in 2020. That would happen via an increase in the number of existing bonds, and through two new OLO transactions.
The corona crisis increased the country’s financial needs significantly. So, at the end of March, the Federal Debt Agency decided to issue additional tenders for the OLOs in circulation. It also immediately halted the repurchase of certain bonds, and raised the issuance target for Treasury certificates.
An additional measure was the issue of a third new government bond: OLO91. “This is a medium-term loan,” says Jean Deboutte, director of the Treasury. “The maturation date is 22 October 2027. With a zero-percent coupon, this bond is neutral for our annual budget.
“We wanted to bring OLO91 to market as quickly as possible. That has happened in a period of just a few days. It is also the largest ever OLO issue: €8 billion. We have attracted investors from 31 different countries, and around one-fifth of the volume comes from non-European buyers. That confirms the worldwide popularity of Belgian government bonds.”
The fast launch of OLO91 is in part thanks to BNP Paribas Fortis. “As a Primary Dealer, we take care of the placement and promotion of the bond among institutional investors,” says Director Debt Capital Markets Stefaan Van Langendonck. “We also reinforce activity and generate liquidity of OLOs and treasury certificates on the secondary market.”
Belgium has 12 primary dealers. They drew up a contract with the Treasury based on the Code of Duties. “BNP Paribas Fortis can rightly consider itself one of the most important intermediaries for Belgian bonds,” says Mr Van Langendonck. “Each year, we are invariably among the top three most active Primary Dealers in the country. Often we are number one.”