www.apax.com RATE 2 Sector focus Annual Review 2012 1 Strategy overview Releasing potential RATE How we are run 3 0.5 4.3 2.1 % % % 4.3 2.1 % % % 4 Our investors 0.5 Apax Partners Annual Report 2012 01 Table of contents Strategic overview 08 Support: Portfolio Support Group 10 Support: Value screening programme 12 Realise 14 Generating returns 16 Activities in 2012 Our Funds made two significant global investments in 2012 and successfully exited a number of others. You can find more details in these sections . Garda 18 Paradigm 22 How we are run Apax has put in place the governance structures and policies necessary to maintain the very highest business standards across all its operations. Governance & compliance 30 Core values 32 The wider community 34 36 Current portfolio International offices inside back cover Our values Integrity Stewardship Community Relationships People How? Our mission is to release the potential of companies, management teams and portfolio company employees and thereby generate superior returns for our investors – the millions of individuals, corporates and sovereign wealth funds whose pension funds and investment plans commit to funds advised by Apax (‘Apax Funds’). We have a proven track record of delivering returns that significantly exceed public markets and are amongst the best in our industry. We believe that the team, strategy and governance that we have put in place over the last 30 years positions us well to continue to deliver strong returns in future. Over the next few pages we explain how this works... 1 Strategy overview 04 Identify 2 Sector focus Our global portfolio 3 How we are run 02 4 Our investors We look for opportunities to invest in large companies around the world and our funds provide the long-term capital and expertise to help accelerate their growth. Introduction to Apax Partners A strategic overview Financial highlights Apax Partners Annual Report 2012 Apax Partners Annual Report 2012 03 Strategic Overview €2.4 For every € that Apax Funds have invested in buyouts since 1993, we returned €2.4. €1.0 6.0% 4.1% 4.2x Total amount invested €8.7bn Over 5 years 2012 Strategy overview 19.4% 17.7% 11.1% 13.2% 13.0% 14.3% 12.7% 7.5% 5.4% (3.4)% 3 (3.7)% 4 Net IRR – Buyouts in Apax Funds 2011 2 Over 20 years 29.4% €8.0bn 2012 Over 15 years Total amount realised 3.7x 2011 Over 10 years Sector focus Total portfolio EBITDA growth Long-term returns for our investors How we are run Debt reduction across the portfolio (leverage multiple) Amount invested and realised over the last five years All global buyouts top quartile benchmark All figures, as at 31 December 2012 STOXX 1200 Returns Our investors Driving portfolio growth and reducing debt 1 Returned We generate superior returns for investors 2.4x Invested 02 Apax Partners Annual Report 2012 Apax Partners Annual Report 2012 05 Strategic overview continued In 2012, Apax Funds added two companies to its global portfolio. From strong global investments Paradigm: Oil & gas exploration software ($) 0.9bn enterprise value at entry 1 Strategy overview Our portfolio by geography TECH & TELECOM Total invested by sector in buyouts 2 Europe Sector focus 53% North America 39% RoW London Munich Canada New York Geographically, in the last couple of years we have moved from being a firm that is largely focused on investments in Europe and the US, to the firm we are today, which analyses opportunities on a truly global basis. The companies in which Apax Funds invested in 2012 reflect this shift and the portfolio today is spread across our network in Asia, Europe and the US. 48 16 Portfolio companies Countries worldwide 300,000 Employees worldwide (approx) All figures, as at 31 December 2012 3 Barcelona Tel Aviv Financial & Business Services €2.0bn Shanghai Hong Kong Healthcare Mumbai €3.0bn Media 4 €4.5bn Retail & Consumer €5.4bn Tech & Telecom €5.5bn How we are run 8% Our investors 04 FINANCIAL & BUSINESS SERVICES Garda: Security solutions company Key (C$) 1.1bn enterprise value at entry Apax Partners offices Apax Partners Annual Report 2012 Apax Partners Annual Report 2012 07 Strategic overview continued See p10 The large sector teams work closely with management throughout the period of the investment to transform the company. This is supplemented by the specific functional expertise of the in-house Portfolio Support Group. Realise 1 2 Apax Funds have a proven strategy of investing in large companies operating in five chosen sectors: Financial & Business Services, Healthcare, Media, Retail & Consumer, and Tech & Telecom. We look for opportunities where capital, experience and insight can release the potential of businesses and lead to significant growth. We have the office network and flexibility to apply this strategy globally. See p14 Once the growth objectives have been achieved, we begin discussions about the most appropriate next owner of the business. The average length of an investment is around five years. Strategy overview Support Sector focus By having a clear strategy See p08 Apax has a well-established investment selection process based on identifying companies requiring an equity investment of €200 – 500m with the potential for significant future growth. We explain this strategy over the next few pages 3 How we are run Identify 4 Our investors 06 Apax Partners Annual Report 2012 Apax Partners Annual Report 2012 09 Strategic overview continued Only a few of these will ever reach the investment stage due to the stringent internal approval processes. This strategy is designed to produce investment opportunities that are thoroughly tested and are unique to Apax. We identify the right businesses Apax investment criteria 400 companies globally being assessed for investment In five sectors Will the company benefit from equity investment and a change of ownership? Is it in a sector where Apax has the experience to add value? 2 Sector focus Capital investment 1 Strategy overview The Apax sector teams research the investment landscape for sub-sectors that they believe will continue to grow irrespective of the wider economic environment. Within our €200 – 500m equity investment size range, we have identified around 400 companies globally, with which we are actively developing relationships. Focus on transformation €200–500m equity investment Can Apax’s investment have a transformative effect? Is the business in a size range where Apax has the experience to drive growth? How we are run 3 4 Our investors 08 50% of all our deals are proprietary Unique opportunities Global Sustainable Can Apax bring unique value-enhancing insight or skills? Can Apax help the firm expand beyond its home market through leveraging its global network? Will added value be created by focusing on sustainability? Does it meet our responsible investment criteria? Apax Partners Annual Report 2012 Apax Partners Annual Report 2012 11 Strategic overview continued Recruitment Purchasing The Apax recruitment centre provides the PSG team with access to international leadership talent and specialists which they can then recommend to portfolio company management. Online & e-commerce Driving growth via website optimisation, traffic acquisition and mobile applications. The team is on hand to advise on negotiations with suppliers and recommend the best firms to work with. Business intelligence Specialist expertise in mining data within the company to create actionable analytics and key performance metrics. 1 Strategy overview Watch our Portfolio Support Group film in the news section at www.apax.com/news/video-library We provide effective support Sector focus 3 Information technology Enables managers to unlock potential from their investments in IT infrastructure and organisation. 100 day planning Operational finance Capital markets Provide expertise in budgeting, cash management, and capital spending optimisation. The team are able to provide management and the deal teams with access to specialist knowledge on debt structures and financing. The team assist the deal teams with analysing the prospects for a new business and potential areas for improvement. How we are run The Portfolio Support Group is designed to complement the deal teams by bringing different skills and expertise to the table. It comprises a group of operating professionals who have both general management experience as well as functional expertise in areas such as information technology, recruitment and financing. 2 Portfolio Support Group At the heart of Apax’s value creation strategy is the combination of our investment team’s sector insights and the internal Portfolio Support Group’s operational expertise. The investment team advises on key strategic and operational initiatives within portfolio companies through their deep view of their respective industries. 4 Our investors 10 Apax Partners Annual Report 2012 Apax Partners Annual Report 2012 13 Strategic overview continued We scrutinise the sustainability of all new investments Environment The efficiency of the property Energy consumption Waste/Recycling Apax works to leave the companies in which the Apax Funds invest in a better position. With this in mind, all of the investments are independently assessed by PricewaterhouseCoopers to evaluate their performance against environmental, social and governance criteria. In each case the entire value chain of the business is reviewed to identify savings in areas such as the reduction of transportation, waste and pollution costs. Cutting out waste not only makes the company more efficient, it also benefits the environment, employees and the communities in which it operates. Strategy overview Governance Ethical conduct/Codes of Practice Social Health & safety, risk management arrangements Employee engagement/ incentivisation or social/ community programmes Freedom of association/ workers’ unions Minimum age/minimum wage restrictions Gender/diversity/antidiscrimination Benefits/health insurance Part-time workers Immigration 2 Sector focus Travel/Video conferencing Bribery/Anti-corruption Responsible marketing and sales policies Contracting policies and procedures Business partnerships/supply chain due diligence policies Personnel – background checks/screening processes Internal audit functions 3 How we are run And we make businesses more sustainable 1 Procurement/supply chain 4 Our investors 12 Apax Partners Annual Report 2012 Apax Partners Annual Report 2012 15 Strategic overview continued 2.4x For every € that our funds have invested in buyouts since 1993, we returned €2.4. Strategy overview Assessment Completion Once the initial investment thesis has been realised, an exit committee is called to begin discussions about the future ownership of the business in question. The Exit Committee measures progress against the original investment criteria, and considers the most appropriate route; IPO, sale to an industry buyer or sale to another private equity fund. If the exit is approved, the legal teams will ensure that all due diligence matters are addressed and that all contractual obligations are satisfied. On completion, the handover process ceases, and the Apax Partners team report on the performance of the investment. ESG savings quantified Following the sale of the business, we also assess the value added by focusing on environmental, social and governance factors. 2 Sector focus The average length of an investment by the Apax Funds is around five years. Once the firm is fulfilling its true potential, discussions begin about the most appropriate owner to take the business on to the next stage. Exit Committee 3 How we are run To release their full potential 1 4 Our investors 14 Apax Partners Annual Report 2012 Apax Partners Annual Report 2012 17 Strategic overview continued 27% 18% 10% 17% 1 Our investors by geography 2 Middle Oceania East 1% Asia Strategy overview Our investors by type The investors in the Apax Funds are our clients and the relationship with them is at the heart of our business. The history of Apax Partners is interwoven with the development of the private equity asset class on both sides of the Atlantic. Throughout its 30-year history, Apax Funds have successfully invested across all investment stages and through several complete economic cycles. Sector focus And generate returns for our investors 3% 9% Fund of funds High net worth individuals Private pension funds Europe Canada 9% 10% 9% 4% 3% 37% Investors in all active funds under management As at 31 December 2012 Insurance Banks Endowments 3 4 US Sovereign wealth funds 27% How we are run Public pension funds UK 14% Our investors 16 Apax Partners Annual Report 2012 Apax Partners Annual Report 2012 19 Financial & Business Services: Garda C$1.1bn Global security services... 1 Strategy overview Enterprise value at entry Garda is a global provider of security and cash logistics solutions. With headquarters in Montreal, Canada, the firm’s 45,000 dedicated professionals, among the most highly qualified and best-trained in the industry, serve clients in countries throughout North America, Europe, Latin America, Africa, Asia and the Middle East. 2 Sector focus Global security logistics 3 How we are run Investment 4 Our investors 18 20 Apax Partners Annual Report 2012 Apax Partners Annual Report 2012 21 Financial & Business Services: Garda Founded originally in 1995 with a $25,000 investment from former professional baseball umpire Stéphan Crétier, Garda World Security Corporation has grown into one of the world’s top five cash logistics and security services providers. The Montreal-based business, which employs some 45,000 staff globally, took its current trading name when it acquired a larger competitor and went public in 1999 on a regional Canadian exchange; it secured a full listing on the Toronto Exchange four years later. Greater growth prospects as a private business Garda’s highly-motivated and entrepreneurial management team has been able to grow the business at such an impressive rate by following an aggressive build-up strategy: it has completed no fewer than 22 acquisitions worth around $700m since 2004. The business first expanded into the important US market in 2006, before targeting international markets the following year with the creation of its Global Risk Consulting Group (GardaWorld). However, as many other high-growth, mid-cap companies have discovered, appetite for M&A-led strategies on the public markets waned significantly since A stand-out player Garda generates similar levels of revenues from each of its two main segments - cash logistics and security services. On the cash logistics side, it provides a wide range of services, from armoured transportation and air cargo, to deposit processing, cash vault services and in-store cash control systems; it also offers ATM cash replenishment and servicing. On the security services side Garda supplies personnel to over 4,500 clients for the protection of important or sensitive installations, from industrial facilities to embassies. The company also provides airport security and pre-employment screening services. Boasting a highly-qualified workforce and one of the newest fleets of vehicles in the industry, Garda has built up strong customer loyalty. It has never lost a major client and generates renewal rates of over 90%. The company’s client base is highly diversified, including financial institutions, retailers, construction businesses and oil & gas companies, as well as hospitals, governments and NGOs. 1 Strategy overview Although the well-developed North American market is unlikely to offer headline-grabbing growth rates, the industry is predicted to expand steadily, especially as it has yet to go as far down the outsourcing model as its European counterpart. However, there are certainly major opportunities for Garda to continue its expansion via M&A markets: not only is the North American security market highly fragmented, but there are a number of potential targets that could fundamentally alter the competitive landscape in the industry. And Apax’s expertise in this field will support the newly-privatised company’s ambitions in this area. But, perhaps more than anything, it is our understanding and appreciation of Garda’s entrepreneurial DNA that will form the basis of a strong partnership looking ahead. 2 Sector focus Identify Domestic stability plus potential for consolidation As it stands today, Garda generates around 90% of its annual revenues from the North American market. It ranks as one of the top three operators in most of the domestic niches where it is present, with its scale and long-term contracts providing major barriers to entry. RATE BANK RATE From start-up to leading global provider of security solutions, cash logistics and risk consulting in under two decades. 3 How we are run Global security logistics Conversely, the desire shown by Garda’s management to target growth via major, transformational M&A activity was a major attraction for Apax. The Apax team has followed the global security market for a number of years, carrying out detailed evaluations on several leading businesses in the cash logistics and security services markets. This expertise was ultimately instrumental in helping Apax to secure exclusivity in the negotiations to take Garda private. The deal, announced in September 2012, valued the business at C$1.1 billion and involved the founder and other key shareholders re-investing 100% of their proceeds into the new entity. Support Emerging markets to drive future growth Similarly, Apax’s global presence and network will also provide an invaluable resource for Garda as it looks to increase its overseas presence. This is an important strategy for the business: much of the growth in the global security market is being driven by increasing demand for security services in emerging markets. By 2019, the likes of Latin America, Asia Pacific, Africa and Eastern Europe will jointly account for some 48% of a global security market expected to be worth over $230 billion (up from 33% in 2004). 4 Our investors ...from a world leading firm the beginning of the global downturn. As a result, although Garda has successfully generated revenue growth each year since 2009, the ability of its management to maintain the pre-crisis growth trajectory had been materially affected. 0.5 4.3 2.1 % % % 0.5 4.3 2.1 % % % Apax Partners Annual Report 2012 Apax Partners Annual Report 2012 23 Tech & Telecom: Paradigm US$0.9bn Offshore energy software solutions... 1 Strategy overview Enterprise value at entry For a number of years our global Tech & Telecom team has paid close attention to the software and IT sector, and has extensive experience through previous investments including Epicor Software Corporation/Activant Solutions, Sophos, The TriZetto Group, RealPage, IntraLinks, Princeton Softech, Planview and Autonomy. 2 Sector focus Enterprise software 3 How we are run Investment 4 Our investors 22 24 Apax Partners Annual Report 2012 Apax Partners Annual Report 2012 25 Tech & Telecom: Paradigm Enterprise software Identify It is already widely understood that the world’s fossil resources are being depleted rapidly. What’s more, strong demand from emerging market economies is only serving to accelerate this process. Yet, despite our appreciation of this issue, the statistics still serve as a powerful reminder of its scale and importance: the reserves in existing oil and gas fields are declining at almost 5% per annum and, at this rate, some two thirds of fossil fuels being consumed in 2035 will have to come from reserves as yet undiscovered or undeveloped. After extensive due diligence in the sector and a long history of successful software investment, in June 2012, Apax funds announced the acquisition of Paradigm Ltd. (‘Paradigm’) for approximately c.$0.9 billion. Paradigm: strong position, growing market share Paradigm is the largest independent multi-national software company focused exclusively on the delivery of mission critical software solutions for the discovery and extraction of subsurface natural resources. Along with two other businesses – both small subsidiaries of major oil services companies – Paradigm controls around 80% of the global market spend for E&P software. With over 25 years of experience, the business has built up a Leader in seismic processing & imaging Paradigm’s origins are in seismic processing and imaging - effectively the first phase of an E&P process - and it remains the clear leader in this niche, attracting a third of the global market spend. Its seismic processing and imaging technologies are designed to improve seismic signal quality, positioning and content. Using proprietary algorithms, the company’s software is able to translate hugely complex seismic data into an accurate, high-quality picture of the subsurface. The company also leads in the more niche area of formation evaluation (the third E&P phase), where its products are seen as the industry standard and control a market share of almost 50%. It is precisely Paradigm’s superior ability to handle the most complex E&P Support Expansion opportunities Overall Paradigm’s prospects are already very encouraging: the changing nature of the oil and gas sector is creating very favourable tail winds for a business with such solid technological expertise. There exist real opportunities for the company to lead consolidation in the sector, and to expand further into China and the new emerging economies. 1 Strategy overview As Apax’s sector teams have come to understand well through their analysis in this space, E&P software has become a critical tool in the unlocking of new fossil reserves. Indeed, geoscientists typically use such software packages for approximately 70% of their working day. And it is an area that is likely to see robust growth in the longer term. Thanks to its heavy R&D investment ($270m over the last decade) Paradigm’s suite of products is widely recognised for its top quality scientific content, superior functionality and ability to handle the most complex situations. This reputation, as well as the quality of its research output, also allows the firm to attract and retain the top scientists in the field. Unsurprisingly, Paradigm’s products enjoy especially strong brand loyalty among clients, with renewal rates of around 95%. situations that will allow it to continue to eat into the market leader’s share as oil and gas exploration is increasingly forced to target the harder-to-reach reserves. 95% 2 Sector focus Of course this dynamic is having a major impact on the oil and gas industry, with a massive focus on investment in exploration and production (E&P) capabilities. As the existing fields are depleted, the industry is forced to turn its attention to more expensive reserves – those that are harder to find and more complex to develop. portfolio of some 700 customers, including 47 of the top 50 oil and gas companies. Paradigm’s significant R&D investment over the last decade ($270m) has produced superior, critical tools for companies involved in unlocking fuel reserves. Brand loyalty among its clients has led to renewal rates of approximately 95%. 3 How we are run ...driving growth through innovation Unlocking new fossil reserves 80% Paradigm, together with two other operators, controls around 80% of the global market spend for exploration and production software and counts 47 of the top 50 oil and gas companies among its customers. Our investors 4 Apax Partners Annual Report 2012 Apax Partners Annual Report 2012 27 Governance & compliance We operate to the highest standards The business of Apax Partners is operated and managed through a small number of committees whose respective terms of reference clearly define responsibilities and accountability. Executive Committee The Executive Committee is responsible for the day-to-day management of Apax Partners worldwide. The group meets on a monthly basis to discuss matters Sub-committees Below the Executive Committee are a further four sub-committees that oversee the investment process from initial idea through due diligence and throughout the life of the investment to its eventual exit. At every stage in the process, the investment is subject to a rigorous process of scrutiny by these committees. Fund advisory boards As well as the internal corporate governance bodies, Apax Partners has a well-established structure of external advisory boards. Each of the funds advised by Apax Partners has a Board of Advisers. Representatives of up to 15 of the relevant Apax Fund’s investors are invited to become members of the Board. The independence of the Board of recent Apax Funds is maintained because it is chaired by an investor, who will be appointed every two years. Sector focus of strategic importance. It is also responsible for setting standards on remuneration and recruitment and oversees the governance of the firm in each of the countries in which it operates. 2 Executive committee Debt Apax Funds are managed with zero fund level leverage. At the portfolio company level, average leverage is 3.7x. Compliance Compliance reports periodically to the Executive Committee on results of monitoring and other issues and on an ad hoc basis as necessary. The Executive Committee has ultimate responsibility for the oversight of Apax Partners’ compliance. 3 Martin Halusa Worldwide CEO London John Megrue New York Michael Phillips Munich Andrew Sillitoe London Christian Stahl London Mitch Truwit New York For full team details, go to apax.com Sub-committees How we are run Apax Partners LLP (‘Apax Partners’) is the holding company for the worldwide Apax partnership and is the lead investment adviser to the most recent funds that are advised by Apax Partners (‘Apax Funds’). In the UK, it is regulated by the Financial Conduct Authority (FCA) and advises Apax Partners Europe Managers Ltd (APEM) or the general partner of the relevant Apax Fund. Apax Partners and its US adviser Apax Partners L.P. are both registered with the Securities and Exchange Commission (SEC) in the US. 1 Strategy overview Apax has consistently sought to demonstrate best practice in corporate governance and transparency within the private equity sector, and is committed to maintaining the highest business standards across all of its offices. Although the firm is only subject to formal registration and regulations in some of the markets in which it operates, it is nonetheless governed on a global basis. The firm applies the same business principles and compliance procedures to all of its operations, while striving to make a positive contribution to the wider communities that surround it. 4 Approval Committee Chair, Nico Hansen Investment Committee Chair, Martin Halusa Portfolio Review Committee Chair, Nico Hansen Exit Committee Chair, Martin Halusa Source of guidance to investment teams. Approval of investment expense budgets. Provision of advice to Investment Committee. Provide investment recommendations to the General Partner or manager of the relevant fund. Review of all aspects of a portfolio company’s performance Provide investment recommendations to the General Partner or manager of the relevant fund. Our investors 26 Apax Partners Annual Report 2012 Apax Partners Annual Report 2012 29 Our values Our values are built into every aspect of our business. Because private equity is such a long-term business, and depends on the trust it receives from investors, business owners and management teams, the values of integrity and stewardship are crucial in everything Apax does. We apply these values equally across our business in all of the countries in which we operate. Integrity Apply the highest standards of integrity in dealings with all stakeholders. Our values are built into every aspect of our business. Because private equity is such a long-term business, and depends on the trust it receives from investors, business owners and management teams, the values of integrity and stewardship are crucial in everything Apax does. We apply these values equally across our business in all of the countries in which we operate. They inform our interactions with employees, suppliers and the local communities in which we operate, as well as the Apax Funds’ investors and portfolio companies. Apax Funds are long-term stewards of over US$35bn of investors’ capital, which has been entrusted to them on the basis of Apax’s values and uncompromising integrity. Apax Funds predominantly invest in growth companies within Apax Partners’ five sectors of expertise. The Apax Funds do not invest in companies involved in firearms, pornography or that derive significant revenues from the production or sale of tobacco. Shaping our industry’s values Apax Funds are long-term investors with the aim of building robust and sustainable businesses. All new investments undergo an external screening process, which includes an assessment of the environmental, ethical and social impact of that business. These aspects of the business are then assessed on an ongoing basis as part of the portfolio review process. Portfolio companies are encouraged to take an active lead in terms of corporate social responsibility, because we believe that sustainably run businesses ultimately help drive better returns for our investors. We are committed to working with the industry on corporate responsibility issues including environmental, social and governance best practice, as well as raising the standard of transparency and disclosure to all our stakeholders. As such, we were engaged from the earliest stages in the development of the Walker Guidelines on Transparency and Disclosure in the UK, and are involved with industry associations in other countries in their creation of similar codes. We are proud of what we do: backing management to release the full potential of their businesses through insight and patient long-term investment. We are very aware of our responsibilities and at all times are guided by our values. We are proud signatories of the UN’s Principles on Responsible Investment (UNPRI) and to the Private Equity Growth Capital Council’s Guidelines for Responsible Investment. See the UNPRI website for full details at www.unpri.org See the Private Equity Growth Capital Council website for the full list at www.pegcc.org Community Act with respect and consideration for the communities in which we operate. 2 Relationships Create long-term relationships founded on mutual advantage. 3 People Treat people with dignity and respect. Do not discriminate on any grounds. 4 Sector focus Strategy overview 1 How we are run Guided by our core values Stewardship Act in the long-term interests of the companies and the environment in which our funds invest. Our investors 28 Apax Partners Annual Report 2012 Apax Partners Annual Report 2012 31 Our communities Social entrepreneurship portfolio £1.03m Grants made during 2012 £1.36m Matching scheme donations since inception Social entrepreneurship is the focus for the Apax Foundation’s major grant giving as it is the natural extension of what Apax does commercially and builds on the Firm’s history of support in that area, most notably as one of the founders of Bridges Ventures. It is also an area where some of the Foundation’s Trustees have significant experience. This provides us with a steady flow of introductions to leading charities in the field, both from within the firm and from our wider network. The Apax Foundation has also continued its commitment to our staff ‘matching’ scheme and the private equity community’s collective charity, the Private Equity Foundation. The Apax Foundation is chaired by Sir Ronald Cohen and its Trustees are: Peter Englander (CEO of the Apax Foundation), Simon Cresswell, Irina Hemmers, Martin Halusa, David Marks, John Megrue (Chairman of the Apax US Foundation), Michael Phillips and Mitch Truwit. Social entrepreneurship Social entrepreneurship is a wide field covering all enterprises that have a social purpose rather than being purely profit-driven. The Apax Foundation and Apax US Foundation focus their grant-giving on organisations whose work stimulates entrepreneurship and employment in disadvantaged communities. Our portfolio covers all the regions in which the firm has a presence. Apax Foundation ‘matching’ scheme The Apax Foundation’s matching scheme is designed to encourage the active participation of members of the Apax Partners team in charitable work. Under the scheme, the Apax Foundation makes a grant to every charity that benefits from the active, ongoing involvement of any member of the Apax Partners team in any of our regions. Since the matching scheme’s inception in 2007, the Foundation has made donations totalling £1.36m in support of charities to which members of the Apax team give their time and skills. The Private Equity Foundation (PEF) The Private Equity Foundation (PEF) is the collective charity for the European private equity community. It focuses on the issue of NEETs (young people not in education, employment or training) and invests both money and expertise from the private equity community to help charities working in this area achieve a step-change in their impact. As well as backing the Private Equity Foundation financially, Apax Partners staff play an active role in the work of the charity. Charity Casa do Zezinho Casa do Zezinho is a non-governmental organisation located in São Paulo, Brazil. Founded in 1994, it currently assists over 1,200 Zezinhos aged between 6 and 21 years old, who are enrolled in the region’s public schools. Their mission is, through education, to enable children and young adults from low-income families, vulnerable settings and in social risk to develop critical thinking to give them the confidence to make their own decisions in life. Charity Emmaus Emmaus is an international movement which creates communities for the homeless, offering them a home, work and the chance to rebuild their lives in a supportive family environment. The communities aim to be self-sustaining through their on-site enterprises, such as restoring and re-selling used furniture and electrical goods. Charity Trickle Up Trickle Up provides seed capital grants to impoverished women in the developing world. Its economic development programme helps women succeed in becoming self-sufficient by providing business training and education in financial literacy alongside the seed capital grants. www.trickleup.org www.emmaus.org.uk www.casadozezinho.org.br Social investments portfolio The Grameen concept, which specifically aims to help the poorest, is new to the US and the Apax Foundation was one of its early backers. Charity Joblinge Joblinge is a six-month programme targeting challenged youths in Germany who have left high school and are having difficulty securing a full-time job. The programme rests on two key pillars: providing them with practical, applicable real-world experience and one-on-one mentoring. The goal of the programme is to make a measurable contribution to the sustainable reduction of youth unemployment in Germany. www.grameenamerica.org www.joblinge.de Charity Millennium Promise Millennium Promise’s goal is to halve extreme poverty in Africa by 2015. Its flagship initiative is the Millennium Villages project which operates in 80 villages across ten countries in sub-Saharan Africa, reaching over 500,000 people. The Apax US Foundation’s donation funds the new post of Director of Business Development, whose remit is to help create sustainable enterprises in the villages to secure a stable future for the inhabitants. Charity Non Profit Incubator Non Profit Incubator is a non-profit, nongovernmental organisation which gives early-stage support to NGOs and social enterprises in China, including training and help with issues such as fundraising and capacitybuilding, as well as financial support. This thorough engagement in developing the enterprises increases their chances of success. Charity Grameen America Grameen America is a not-for-profit microfinance organisation founded by Nobel Laureate Prof. Muhammad Yunus, providing small loans to people of limited means in the US to enable them to start up their own small businesses. www.millenniumpromise.org Charity Shivia Shivia is a UK-based microfinance charity which works with local partners in India and Nepal to enable the rural poor in those areas to create sustainable social enterprises and lift themselves out of poverty. www.shivia.com 1 Strategy overview Apax Foundation total investments The Apax Foundation and Apax US Foundation are the channels for Apax Partners’ corporate giving globally. In the 2011/12 financial year, the Foundations together made grants of over £1m. Social investments We are steadily building an endowment for our Foundation to provide it with a permanent source of funding into the future. The Trustees decided that a proportion of our assets should be devoted to social investments – in other words, investments that generate a positive social impact as well as a financial return. 2 Sector focus £17.4m The Apax Foundation www.npi.org.cn Social investment Finance in Motion In March 2010, the Apax Foundation made its first social investment, through the purchase of a 20% stake in Finance in Motion. Finance in Motion is an asset management firm exclusively focused on development finance. It offers specialised investment advisory services in the management of investment vehicles that have a positive social impact in developing countries and emerging economies and generate a financial return for investors. Charity Social Finance Social Finance was set up in 2007 to help build a social investment market in the UK. The organisation helps to develop financial products that marry the ambitions of investors and the goals of the charitable sector. It supports social organisations to raise and deploy capital; works with government to deliver social change; and develops social investment markets and opportunities. Social investment East London Bond In July 2010, we made our second social investment, in the East London Bond. The East London Bond uses the mechanism of a charitable bond to deliver positive change for communities in East London, while preserving the capital of investors in the bond. The East London Bond is offered by Citylife, a national charity that issues Social Investment Bonds as a unique way to raise funds for charities. 3 How we are run Investment in our communities 4 Our investors 30 www.socialfinance.org.uk Apax Partners Annual Report 2012 Apax Partners Annual Report 2012 Apax around the world Year of initial investment 2007 2006 2006 Media ALM Cengage – Nelson Cengage Learning CME Enterprises Dealer.com SouFun Top Right Group Trader Corp Trader Media Group 2008 2007 All of our UK buyouts comply with Walker guidelines Top Right Group (formerly Emap) Top Right Group is the UK’s leading business information provider formerly serving five professional end markets: retail/fashion, public services, construction, media and automotive. The company provides information through a variety of formats: print and online magazines, exhibitions and festivals, digital information services, and conferences. The initial investment in this company was made by the Apax Europe VII fund in 2008. Revenue (year to 31 December 2012) £251.7m Number of employees 1,700 General Healthcare Group General Healthcare Group is the leading provider of independent health care services in the UK. Its primary business is the acute private hospital division, BMI Healthcare. The company is also a major shareholder in CARE Fertility, the UK’s leading independent fertility specialist. Number of employees Retail & Consumer Advantage Sales and Marketing Ale House Holdings Bob’s Discount Furniture Comark Golden Jaguar LR International Netrada Holdings New Look Norcraft Plantasjen rue21 S.B. Restaurant Sisal Spyder Active Sports Takko Tnuva Tommy Hilfiger/Philips Van Heusen Other Contech Electro – Stocks Grup Xerium 2011 2011 2006 2011 2012 2007 2010 2005 2010 Revenue (year to 31 March 2012) Number of employees £1,447.5m 22,605 The initial investment in this company was made by the Apax Europe V, Apax Europe VI and Apax Excelsior VI funds in 2005. Revenue (year to 31 December 2012) Trader Media Group Number of employees Trader Media Group provides market-leading automotive classified websites and over 70 leading classified titles, the most well-known of which is the flagship Auto Trader publication and website: www.autotrader.co.uk. £257.2m 1,514 offices UK Apax Partners UK LLP 33 Jermyn Street London SW1Y 6DN United Kingdom T +44 (0)20 7872 6300 Germany Apax Partners Beteiligungsberatung GmbH Möhlstraße 10 81675 Munich Germany T +49 89 998 9090 China: Shanghai Apax Investment (Shanghai) Company Ltd 65th floor Shanghai World Financial Center 100 Century Avenue Pudong New District 200120, Shanghai People’s Republic of China T +86 21 5198 5656 2006 2007 1999 The Group’s principal activities are organised into three divisions: the Global Business Payments division is the world’s largest non-bank provider of cross-border payment services for small and medium sized enterprises, the Currency Services division provides travellers with foreign exchange services, and the Cards and Mobile Payments division focuses on new payment technologies, primarily pre-paid cards. The initial investment in this company was made by the Apax Europe IV and Apax Europe V funds in 2004. 9 US Apax Partners, L.P. 601 Lexington Avenue 53rd Floor New York NY 10022 USA T +1 212 753 6300 Year of initial investment New Look is a retailer of value fashion clothing. It is the second-largest womenswear retailer in the UK with nearly 600 stores, and has a fast growing international business including 300 stores trading under the MIM format in France. There are also New Look fascia stores trading in Ireland, France, Belgium, Russia and the Middle East. Number of employees 7,449 Tech & Telecom Epicor iGATE NXP Orange Communications Paradigm SMART Technologies Sophos TDC TIVIT Travelex Revenue (year to 31 March 2012) £834m 2010 2004 2005 2005 2011 2004 2008 2004 2003 2007 1998 2000 2006 2004 2011 2008 2010 New Look The initial investment in this company was made by the Apax Europe VII fund in 2007. The initial investment in this company was made by the Apax Europe VI fund in 2006. Revenue (year to 30 September 2012) 2007 2007 2007 2006 2012 2010 2008 2011 2007 Year of initial investment £630.4m 6,536 1 Strategy overview Healthcare Apollo Hospitals Capio AB General Healthcare Group KCI The TriZetto Group Unilabs 2009 2006 2012 2007 2010 2005 Year of initial investment 2 35 Sector focus Financial & Business Services Bankrate Farmafactoring Garda World Security HUB International Psagot Travelex Year of initial investment partners worldwide 11 years average partner experience in private equity Spain: Barcelona Apax Partners España S.L. Diagonal, 640, 5º F 08017 Barcelona Spain T +34 93 545 6500 Israel Apax Partners (Israel) Ltd Museum Tower 4 Berkowitz Street Tel Aviv 64238 Israel T +972 3 777 4400 India Apax Partners India Advisers Private Limited 2nd Floor Devchand House Shivsager Estate Dr Annie Besant Road Worli Mumbai – 400018 India T +91 22 4050 8400 3 China: Hong Kong Apax Partners Hong Kong Ltd 16th Floor Nexxus Building 41 Connaught Road Central Hong Kong People’s Republic of China T +852 2200 5813 How we are run Our current portfolio Year of initial investment 33 4 Our investors 32