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ANNUAL REVIEW 2008
A member of DUBAI HOLDING
Foreword from the Executive Chairman
Since our foundation in 2004, Dubai International Capital (DIC) has pursued an investment strategy of diversification
across asset classes, sectors and geographies. This has helped us weather the ‘perfect storm’ of 2008 and
enjoy some bright spots in an otherwise depressed environment. Whilst the global downturn in 2008 resulted
in challenging trading conditions for our European-based manufacturing companies, our portfolio companies
operating in the UK healthcare and hospitality sectors - Travelodge, Merlin and Alliance Medical - showed resilience
throughout 2008.
DIC’s Middle East portfolio delivered robust growth and performances in 2008 and we continued to invest in the
region via a direct buy-in (KEF Holdings, page 21 ) and three DIC sponsored funds: Jordan Dubai Capital, MENA
Infrastructure Fund and Ishraq (pages 23 - 26). Moreover, we completed several successful exits in 2008; selling Art
Marine, the region’s leading distributor of leisure yachts, to a regional private equity firm and partially exited our
stakes in Rivoli and Oger Telecom.
In our European portfolio management we became increasingly pro-active as the crisis deepened in the second
half of 2008, in order to preserve and protect value in our portfolio companies, allocating additional resources
wherever necessary. We also created value in the European portfolio via three bolt-on acquisitions: two acquisitions
by Mauser to strengthen its presence in North America and Asia and the acquisition of Lodestone by Alliance
Medical, a provider of diagnostic imaging in the UK.
Last year we published our first Annual Review in compliance with the Walker Guidelines on transparency in
private equity in the U.K. This year we have volunteered to disclose additional information on all our investments
as part of our commitment to best practice corporate governance and transparency to any interested party.
Sameer Al Ansari
Executive Chairman
Contents
Dubai Holding 4
Dubai International Capital 5
Corporate Governance & Executive Board 7
Private Equity Investments 8
Senior Management Team 9
Private Equity – EuropeDIC Private Equity - Europe 10
DIC Private Equity Investment Activity 11
DIC Private Equity Portfolio Overview 12
Private Equity Europe Portfolio CompaniesMerlin Entertainments Group 13
Travelodge 14
Alliance Medical 15
Mauser AG 16
Doncasters 17
Almatis 18
Emerging MarketsDIC Emerging Markets 19
DIC Emerging Markets Investment Activity 20
Emerging Markets Portfolio CompaniesKEF Holdings 21
Rivoli Group 22
Ishraq 23
Jordan Dubai Capital 24
MENA Infrastructure Fund 26
Och-Ziff Capital Management Group 27
ICICI Bank 27
Oger Telecom 27
Selective Exits to Date 28
Industry Recognition 29
Contacts 30
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Dubai International Capital - Annual Review 2008
Dubai Holding
Dubai International Capital is a member of Dubai Holding LLC, which is a private holding company with seven
core entities (see overview below). These entities manage and run subsidiaries, projects and investments across
thirteen industries.
Dubai Holding was created in 2004 to consolidate and lead Dubai’s large-scale infrastructure and investment
projects. Dubai Holding is committed to improving every aspect of life in the region by investing in life-improving
industries.
Dubai Holding’s achievements have helped build the success and prosperity of the United Arab Emirates (UAE)
and the surrounding region. This includes the creation of a world-class commercial and physical infrastructure that
attracts multinational companies from around the globe, and work with the Government of Dubai to promote
Dubai as a role model and catalyst for the region’s economic and social development. Dubai Holding’s strategy is
in tune with the Government’s Dubai Strategic Plan for 2015, which gives targets, initiatives and milestones for the
economy and for society. For more information visit dubaiholding.com.
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Dubai International Capital - Annual Review 2008
Dubai International Capital
Dubai International Capital is an international investment company established in 2004 in Dubai, United Arab
Emirates, as a limited liability company and is a subsidiary of Dubai Holding. With no state funding, DIC invests
private funds on behalf of Dubai Holding and several large third party investors from around the world. DIC’s
stated investment objective is to generate above average returns from high growth opportunities through a
number of channels that include private equity buyouts, buy-ins and bolt-ons.
With a head office in Dubai and European headquarters in London, our portfolio is deliberately diversified
across asset classes and markets.
Concentration by Geography
Concentration by Industry
At its core, DIC has a powerful network of business partners, including key investors and international business
leaders, providing local and regional market expertise.
We take a long-term view with almost all of our investments, following strict investment criteria and targeting
businesses with strong management and credible strategies. We also try to reinvigorate companies through
management incentives and operational improvements.
Concentration by Industry
Manufacturing 42%
Hospitality 19%
Healthcare 17%
Banking 8%
Hedge Fund 4%
Entertainment 4%
Aerospace 2%
Consumer Brands 1%
Private Equity 1%
Telecom 1%
Concentration by Geography
Europe 53%
Europe/North America 26%
Asia 9%
MENA 8%
North America 4%
Investment 1%
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Dubai International Capital - Annual Review 2008
DIC Board – Directors
Sameer Al Ansari – Executive Chairman
Previously Group Chief Financial Officer for The Executive Office of His Highness Sheikh Mohammed Bin Rashid • Al Maktoum
Founding Executive Chairman DIC•CEO SHUAA Capital•Board member of Dubai Holding, the Dubai International Financial Centre and SHUAA Capital•Chairman of Ishraq, a US$150 million investment company that has been formed to bring the Holiday Inn •
Express brand of hotels to the region
Chairman of Jordan Dubai Capital, a US$300 million Jordan-specific fund•Qualified chartered accountant and Fellow of the Institute of Chartered Accountants in England and Wales•
H.E. Ahmad Bin Byat – Director
Chief Executive Officer of Dubai Holding•Secretary General of the Executive Council of Dubai Government•President of Dubai Government Excellence Programme •Member of the Supreme Telecom Committee•Holds senior administrative positions - Executive Chairman of TECOM Investments, Chairman •
of the Emirates Integrated Telecommunications Company (EITC), Chairman of Dubai Real Estate Corporation, and Director General of the Dubai Technology and Media Free Zone Authority
Board member of Dubai Holding, Dubai Media Incorporated and Empower•
Fadel Al Ali – Director
Executive Chairman of Operations at Dubai Holding•Board member of Jumeirah Group, Dubai International Capital, Dubai Group, Dubai First and Emirates •
Integrated Telecommunications Company (EITC)
Chairman of the board of Dubai Bank and on the Board of Directors of Dubai Bourse and • Bank Islam in Malaysia
Began financial career at Citibank and was promoted to UAE Head of Distribution, where he managed all of the • bank’s branches across the UAE, prior to joining Dubai Holding as Chief Financial Officer in 2004
Dubai International Capital sets itself the highest standards of corporate governance, and ensures they are met
through the oversight of a renowned group of independent non-executive directors, selected to balance the
executive board team in line with current best practice. DIC is regulated by the UAE Ministry of the Economy, and
its public equities activities are regulated by the Dubai Financial Services Authority.
Corporate Governance
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Independent Non-Executive Directors
Sir Peter Bonfield – Non-Executive Director
Current Chairman of the Supervisory Board of NXP•Supervisory Board Member of Actis Capital LLP •Director and Member of the Advisory Board of Sony Corporation (Japan)•Director of L.M. Ericsson (Sweden) •Director of AstraZeneca PLC •Former CEO and Chairman of the Executive Committee of British Telecommunications plc •
Martin Angle – Non-Executive Director
Non-Executive Director of Savills plc (international property advisor)•Non-Executive Director of JSC Severstal (one of the world’s largest steel producers)•Formerly Operational Managing Director of Terra Firma Capital Partners •Formerly Deputy Chairman of Le Méridien hotel group•20 year career in investment banking with SG Warburg, Morgan Stanley & Dresdner •
DIC PE Investment Committee
All material investments made by DIC Private Equity are scrutinised and evaluated by the Investment Committee,
and are subject to its approval. The make-up of the Committee combines non-executive board members with
senior officers at DIC.
Sameer Al Ansari - Chairman Fadel Al Ali
Anand S. Krishnan - Vice-Chairman Sir Peter Bonfield
H.E. Ahmad Bin Byat Martin Angle
TransparencyDIC actively discloses its investment activities in the public domain via the media and other publicly available
channels in order to inform and educate stakeholders about DIC.
ComplianceDIC has invested heavily in developing best practice risk and compliance processes and systems to ensure we
remain wholly compliant with all relevant regulations and laws. DIC employs a dedicated, in-house compliance
team which also liaises with relevant regulators around the world.
Corporate Social ResponsibilityDIC is fully aligned with the corporate philosophy of Dubai Holding that creating opportunities strengthens
communities and generates sustainable wealth. DIC’s own CSR efforts are focused on the Arab Business Angels
Network (ABAN), a program founded and seed financed by DIC to support young entrepreneurs and business
leaders in the Arab world, promoting entrepreneurship and angel investing in the region.
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Dubai International Capital - Annual Review 2008
Our Private Equity Investments
Secondary buyouts in Europe with EV •of $500m - $1.5bn
6 direct investments currently in the •portfolio
4 bolt-on aquisitions•
1 partial divestment•
$2.5bn of equity since inception•
Private equity within the GCC, Jordan •& Levant
6 direct investments currently in the •portfolio
1 country focused fund and 1 •infrastructure fund
2 partial divestments, 1 full divestment•
$700m of invested capital since •inception
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Dubai International Capital - Annual Review 2008
Hadi BadriExecutive DirectorExperience: DIC 5; Overall 6.The Executive Office, Carlyle Group
Eric KumpManaging DirectorExperience: DIC 1; Overall 16.Merrill Lynch PE
Michel Gaudreau Managing DirectorExperience: DIC 2; Overall 17.DU, Orange
Brian Lindley DirectorExperience: DIC 2; Overall 9.RBS Lev. Finance
Peter Jansenberger DirectorExperience: DIC 3; Overall 9.PPM Capital PE
Samer Al SaifiCEO-DICAMExperience: DIC 2; Overall 24.Arab Bank
Jamie NelsonGeneral Counsel Experience: DIC 2; Overall 9.Fasken Martineau
Maissan Al MaskatiDirectorExperience: DIC 5; Overall 8.Bank of America
Jawad QasimAssociate DirectorExperience: DIC 4; Overall 5.Doha Bank, KIPCO
Rami Kilajian Associate DirectorExperience: DIC 4; Overall 5.Merrill Lynch
DIC Private Equity Chairman’s Office DIC Emerging Markets
Sameer Al AnsariExecutive ChairmanExperience: DIC 5; Overall 20.The Executive Office, DUBAL
Anand Krishnan Chief Executive OfficerExperience: DIC 4; Overall 25.JP Morgan
David Smoot Chief Executive Officer - Private Equity Experience: DIC 1; Overall 14.Morgan Stanley PE
Senior Management Team
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Dubai International Capital - Annual Review 2008
DIC Private Equity is a privately funded private equity investor that focuses on leading mid-cap LBOs. Since our
establishment at the end of 2004 we have led 6 LBOs with an aggregate value of €5.8 billion and we have invested
€1.8bn in those transactions. We look for strong performing and market leading businesses where we can back
the existing management team to deliver long-term growth.
To date all our transactions have been European secondary LBOs and we have established a market leading
position for secondary LBO deals valued above €500m. In each of these businesses we believe the existing team
has a growth plan for the business that long outlasts the natural period of ownership for the prior private
equity owners.
Our approach to structuring deals is consistent with that of many of our long established peers. As owners we
particularly focus on how we can help the management team augment their existing growth plans by looking at
new geographies where we have experience and connections, and by leading and supporting acquisitions.
In 2008 we expanded our portfolio further by adding three add-on acquisitions to existing investments. Both Stanta
Malaysia and AFD Corporation were acquired by Mauser, in January and June 2008, respectively, representing a
significant expansion for the company in Europe and Asia. Alliance Medical further consolidated its UK market
position through its acquisition of Lodestone Patient Care in August 2008.
DIC Private Equity - Europe
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DIC Private Equity Investment Activity
Direct Investment€850m
June 2007Exlusive dual-track •process with One Equity PartnersLeading global producer •of rigid industrial packagingTransformational add-•ons in Europe and Asia
Direct Investment£800m
May 2005Exclusive process with •CharterhouseLargest operator of •visitor attractions in EuropeAddition of significant •attractions e.g. London Eye
Direct Investment£675m
September 2006Limited auction from •PermiraUK’s leading budget •hotel brand with over 350 hotelsBacking management’s •aggressive roll-out plansInternational expansion•
Direct Investment£600m
December 2007Exclusive process with •BridgepointLeading diagnostic •imaging service provider in EuropeBacking management’s •aggressive roll-out planBridgepoint reinvested •£50m
Mauser – [email protected]
January 2008Malaysia’s market •leading steel drum manufacturerAquisition is a significant •step in Mauser’s Asian expansion following Thailand, Singapore, India and China
Alliance – Bolt-on£72m
August 2008Alliance Medical •acquired Lodestone from i-Med – owned by CVC Capital PartnersProviders of diagnostic •imaging services in UK public and private healthcare sectors
Tussauds – Merger£1,025m
May 2007Divestiture of Tussauds •through an exclusive process with Blackmore and Merlin18% stake retained in •combined entityIncremental value created •through financing and revenue synergies
Tussauds – Bolt-on£90m
February 2006Buyout of BA’s stake•London’s most popular •tourist attraction and world’s largest observation wheelSupport of plans to •improve facilities and add new attractions
Direct Investment£700m
May 2006Limited auction from RBEF•Leading manufacturer •of precision engineered components & systemsTransformational add-on •of Fastentech in May 2007Divestiture of Medical •Divisions
Doncasters – Bolt-onUS$500m
May 2007Doncasters acquired •Fasten Tech from Court Square CapitalLeading international •manufacturer of industrial and aerospace-grade fastenersStrong presence in the • US
Direct InvestmentUS$1,220m
December 2007Exclusive dual track •process with Rhone CapitalLeading global producer •of speciality aluminaBacking management’s •expansion plans
Mauser – Bolt-on @5.7m
June 2008Supplier of fiber drums •with significant presence in Midwestern USAcquisition braoden’s •Mauser’s product range and strngthens North America business
2005 2006 2007 2008
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Dubai International Capital - Annual Review 2008
DIC Private Equity Portfolio Overview
Key Figures
Investments in current portfolio 6
Total Invested at Cost €1.7bn
Total Enterprise Value €5.0bn
Combined 2008A Revenues €3.7bn
Combined 2008A Employees* 15,750* Excluding Merlin as minority holding
Equity Invested by Sector
Equity Invested by Geography
Industrials 32%
Consumer 26%
Healthcare 18%
Chemicals 18%
Services 6%
UK 36%
Rest of Europe 35%
North America 20%
Asia 6%
Rest of World 3%
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Merlin Entertainments Group is the world’s number two visitor attraction operator, with 30 million visitors annually. Merlin brings together The London Eye, LEGOLAND, Madame Tussauds, SEA LIFE, Gardaland and London Dungeons as well as national brands such as Alton Towers, Thorpe Park, Warwick Castle, Heide Park and Chessington World of Adventures. Merlin is a global business with significant business in Europe, the Americas and Asia-Pacific.
In its current form, the business was created in May 2007 when Merlin acquired The Tussauds Group, which had been owned by DIC and management since May 2005. As part of that transaction DIC re-invested a portion of its proceeds for a 17.5% shareholding in the enlarged group. Under DIC’s ownership, The Tussauds Group expanded significantly through both a rollout of existing brands, and acquisitions such as the London Eye. The sale to Merlin was the first exit for DIC Private Equity and generated a substantial return.
Merlin is focused on continuing the growth of each of its brands while benefiting from revenue and financing synergies across its enlarged portfolio.
Key Management Nick Varney Chairman & Chief Executive OfficerPeter Philipson Non-Executive ChairmanAndrew Carr Chief Financial Officer DIC Board Members Eric Kump MD – DIC Private Equity Jamie Nelson General Counsel – DIC
Company DetailsWebsite www.merlinentertainments.bizYear Founded 1999Fiscal Year End December Transaction Overview Deal Size €3.2 billionDate of Investment May 2007Deal Type Sale of the Tussauds Group to Merlin with a 17.51% reinvestment in the combined company2008 Revenue €769.3 million Other Shareholders Blackstone Capital PartnersLego Holding and familyManagement
Leading global operator of leisure attractions
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Dubai International Capital - Annual Review 2008
Travelodge is the UK’s leading hotel brand, with more than 25,000 rooms in 350 hotels operated predominantly in the UK, with some hotels in Spain and Ireland. The Travelodge brand is associated with value for money and a consistent offering across its hotel network. Travelodge management operates a volume driven, low price and low cost business model akin to the operational model of a budget airline operator and major retailers. Six and a half million people stayed with Travelodge last year and 85% of reservations are currently made online at Travelodge.co.uk
In August 2006, DIC announced that it had agreed to acquire Travelodge from Permira. Closing followed on September 5, 2006.
DIC continues to sustain Travelodge’s leading market position by maintaining and supporting the current strong management team. DIC will support Travelodge in their aggressive roll-out plan that is targeting up to 2,500 rooms per year for the foreseeable future.
Travelodge completed the sale and leaseback of the balance of its hotel portfolio in 2007. Since DIC’s acquisition, Travelodge has increased the number of hotels its operates by 19% and rooms available have grown from 19,000 to 25,000, a 32% increase.
The Travelodge website has been recognised as the number one website for the Travel, Destinations and Accommodation sector for October to December 2007 according to Hitwise UK who monitor web traffic in the UK.
Key Management Keith Hamill Non-Executive ChairmanGrant Hearn Chief Executive OfficerGuy Parsons Chief Operating OfficerJon Mortimore Chief Financial OfficerPaul Harvey Director of Property and International Development DIC Board Members Sameer Al Ansari Executive Chairman – DICAnand Krishnan CEO – DICEric Kump MD – DIC Private Equity
Company DetailsWebsite www.travelodge.co.ukYear Founded 1985Fiscal Year End December Transaction Overview Deal Size £675 millionDate of Investment September 2006Deal Type Buyout2008 Revenue £290 million Other Shareholders Management
The UK’s fastest growing hotel chain and 2nd largest budget hotel operator
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Dubai International Capital - Annual Review 2008
Alliance Medical is Europe’s largest provider of outsourced diagnostics imaging services to both public and private sector healthcare providers. The main diagnostic modalities provided are positron emission tomography (PET), magnetic resonance imaging (MRI), computed tomography (CT), ultrasound, mammography and X-ray. Alliance Medical has pioneered the provision of end-to-end diagnostic imaging services, including provision of scanning equipment and qualified radiographers to operate it; booking services, site administration and data management; and access to qualified radiologists who interpret the scans. These services are provided through a fleet of fixed and mobile scanners and a network of diagnostic centres. Alliance operates a fleet of over 500 static and mobile scanners and a network of diagnostic clinics.
The business was founded in the UK in 1989 and now operates across Western, Central and Northern Europe and is the market leader in a number of the major European markets. The business has averaged compound growth of sales of 40% since 2004 through organic expansion and acquisitions. This has required substantial capital, and since inception of the business this has been provided through investment arranged or funded by private equity owners. As well as supporting the growth of Alliance, this investment by private equity has been directly responsible for a significant expansion in the provision of important healthcare services to the public.
On 2 November 2007, DIC announced that it had agreed to acquire Alliance Medical from Bridgepoint Capital in an exclusive sale process. The deal closed on December 6, 2007.
In its core European markets, Alliance continues to grow rapidly, through acquisitions and organically by expanding both its geographic reach and the breadth of services provided. DIC and other shareholders have provided the substantial capital required to support this growth. In August 2008, Alliance Medical successfully acquired Lodestone Patient Care, a provider of diagnostic imaging services across the UK to both the public and private healthcare sectors. It was acquired from Australian-based I-MED, a diagnostic imaging network owned by CVC Capital Partners.
Key Management Geoff Unwin Non-Executive ChairmanRobert Waley Cohen Founder and Deputy ChairmanAlan Pilgrim Chief Executive OfficerCharlie Ralph Chief Financial OfficerJamie Wyatt Non-Executive Director DIC Board Members Sameer Al Ansari Executive Chairman – DICDavid Smoot CEO – DIC Private EquityEric Kump MD – DIC Private EquityBrian Lindley Director – DIC Private Equity
Company DetailsWebsite www.alliancemedical.eu.comYear Founded 1989Fiscal Year End March Transaction Overview Deal Size £600 millionDate of Investment December 2007Deal Type Buyout2008 Revenue £212 million Other Shareholders Bridgepoint CapitalRobert Waley CohenManagement
Europe’s largest supplier of diagnostic image services, with fully outsourced solutions for public and private healthcare
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Mauser AG is a world market leader in industrial packaging operating in more than 40 locations across Europe, North America, Latin America and Asia, supplying rigid packaging solutions that include both plastic and metal drums, and intermediate bulk containers (IBCs). These products are highly specialised and produced to the standards of various end-users, which includethe chemical, petrochemical, pharmaceutical, and food & beverage industries. In addition, Mauser produces and supplies production lines for plastic drums and IBCs, and provides reconditioning services. Mauser leads the field in reconditioning in the US and is actively building a presence in Europe.
On 30 April 2007, DIC announced that it had agreed to acquire Mauser Group from One Equity Partners. The deal closed in June 2007.
DIC has continued to support Mauser’s management team’s growth strategy and expansion initiatives by pursuing top line growth via add-on acquisitions and expansion into new markets. Mauser AG has successfully strengthened its growth in both the South American and South East Asian markets since coming under DIC ownership. In July 2007, it successfully acquired 75% of Tamfust, a Brazilian producer of steel drums. In April 2008, Mauser carried out an acquisition of 51% of Stanta, a leading Malaysian producer of reconditioned steel drums. Further acquisitions in 2008 include AFD, a US-based fibre drum manufacturer, and 51% in a German reconditioning operation.
Key Management Dr. Horst Heidsieck Non-Executive ChairmanDr. Clemens Willee Chief Executive OfficerLouis Pourdieu Chief Operating OfficerGünther Krausser Chief Financial Officer DIC Board Members Sameer Al Ansari Executive Chairman – DICDavid Smoot CEO – DIC Private EquityEric Kump MD – DIC Private EquityPeter Jansenberger Director – DIC Private Equity
Company DetailsWebsite www.mausergroup.comYear Founded 1898Fiscal Year End December Transaction Overview Deal Size €850 millionDate of Investment June 2007Deal Type Buyout2008 Revenue €1.006 billion Other Shareholders Management
Leading global producer of rigid industrial packaging
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Dubai International Capital - Annual Review 2008
The Doncasters Group is a leading international engineering group that manufactures precision components and assemblies for tolerance-critical applications. The company serves the industrial gas turbine, aerospace, specialist automotive, and petrochemical markets. The group excels in working with alloys and metals that are difficult to shape and form. Doncasters’ specialist engineering capabilities include alloy production, investment and centrifugal casting, precision forging, ring rolling, fabrication and precision machining. The group operates over 40 manufacturing facilities and 7,100 staff across the UK, continental Europe, North America and Asia, serving a diverse customer base that includes global blue-chip companies.
Having identified Doncasters as an asset with solid fundamentals, proven performance under private equity ownership and attractive growth prospects, DIC agreed to acquire the company from Royal Bank of Scotland Equity Finance in December 2005. The transaction successfully closed in May 2006.
As a result of the hard rationalisation and cost-base realignment efforts conducted by management from 2001 to 2003, DIC acquired a group extremely well positioned for growth. DIC has worked with management to grow market share in its core business and invest in capacity and new process expansion programs.
The successful acquisition of Fastentech in May 2007 has further expanded the group’s presence and capabilities. FastenTech is a leading US-based engineering group which offers complementary products and capabilities servicing the power generation, high tolerance fastener and specialist engineering markets from a base of 22 plants in the US, plus one in Germany and one in China. In June 2007, Doncasters sold its Medical Technologies division to Sandvik. Proceeds from the divestment allowed Doncasters to repay some senior debt and return cash to shareholders.
Key Management Jim Leng Non-Executive ChairmanWilliam Ellis Chief Executive OfficerMichael Schurch Finance Director DIC Board Members Sameer Al Ansari Executive Chairman – DICAnand Krishnan CEO – DICDavid Smoot CEO – DIC Private EquityPeter Jansenberger Director – DIC Private Equity
Company DetailsWebsite www.doncasters.com Year Founded 1778Fiscal Year End December Transaction Overview Deal Size £701 millionDate of Investment May 2006Deal Type Buyout 2008 Revenue £854 million Other Shareholders Management
Leading manufacturer of precision components for the aerospace and power generation markets
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Dubai International Capital - Annual Review 2008
Almatis is the global market leader in the development and production of speciality alumina materials. Almatis’ products are critical ingredients for materials and solutions such as refractories used in the production and manufacture of high-grade steel, glass and high-end ceramics. Almatis operates from eight manufacturing facilities located in Germany, the Netherlands, USA, China, India and Japan, in strategic proximity to its main customers and close to its raw material sources. This provides the company with a scale-driven competitive advantage in procurement, manufacturing and logistics.
The business was established in 2004, following the spin out of a number of plants owned by Alcoa. On 1 November 2007, DIC announced that it had agreed to acquire Almatis from Rhone Capital and Ontario Teachers Pension Plan Board after an exclusive dual-track process.
Key Management Remco de Jong Chief Executive OfficerCharles Herlinger Chief Financial Officer DIC Board Members Sameer Al Ansari Executive Chairman – DICDavid Smoot CEO – DIC Private EquityEric Kump MD – DIC Private Equity
Company DetailsWebsite www.almatis.comYear Founded 2004 (as stand-alone company, formerly part of Alcoa)Fiscal Year End December Transaction Overview Deal Size US$1.2 billionDate of Investment December 2007Deal Type Buyout2008 Revenue US$587 million Other Shareholders Management
The global leader in the development and supply of speciality alumina materials forhigh-end industrial manufacturing processes
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DIC Emerging Markets is a regional investor specifically focused on the GCC and Levant. It invests in growth equity
situations including buyouts, buy-ins and greenfield projects. In addition, we anchor and manage single-country
and sector-specific funds with a geographical focus in the Middle East. Our investment strategy involves creating
value through synergies with Dubai Holding’s network and subsidiary companies and focusing on growth.
Buy-ins are primarily in well-run family owned businesses which are market leaders and have experienced
management teams with opportunity for significant value creation and long term growth. In 2008 we completed
the acquisition of 45% of UAE-based KEF Holdings, the regional market leader for integrated valve manufacturing
for the oil and gas industries.
We acquired the Rivoli Group in 2007, the UAE-based and largest luxury goods retailer in the GCC. Rivoli is a
successful family-owned business that expanded its network of retail outlets across the GCC to over 300 retail
outlets in 2008.
Ishraq, a US$150 million DIC sponsored vehicle was launched in 2005 to roll out Holiday Inn Express hotels across
the Middle East. Ishraq completed its third hotel opening in Dubai in 2008 and secured land and licenses in
Bahrain and Oman.
Jordan Dubai Capital, a US$300 million Jordan-specific fund sponsored by DIC closed a number of investments in
strategic sectors of the Jordanian economy – energy and infrastructure, financial services, real estate and tourism
– and built on a proven public–private partnership that has kept JD Capital at the forefront of Jordan’s investment
scene. JD Capital completed the acquisition of 100% of Electricity Distribution Company; 55.4 % of the shares of
Irbid District Electricity Company; 52% of the Industrial Development Bank in partnership with Dubai Islamic Bank
and commenced its transformation into an Islamic Bank; 74% of Real Estate Commercial Investment Company
Aqarco; and partnered with Amlak Finance to set up an Islamic mortgage company in Jordan, Inwan, of which it
owns a 37.3% stake.
The US$300 million MENA Infrastructure Fund, sponsored by DIC, HSBC and Waha Capital completed its first
closing at US$300 million and acquiring a stake in Egypt’s Alexandria International Container Terminals and in
2009, a 32.8% stake in Oman’s United Power.
DIC Emerging Markets
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DIC Emerging Markets Investment Activity
2005 2006 2007 2008
$200m Investment
August 2007
$300m Fund
October 2007
Anchor Investor
August 2005
$300m Investment Company
November 2005
45% Stake
September 2008
Significant Shareholder
September 2007
Anchor Investor
April 2006
Founding Shareholder
March 2006
JV Investment
September 2005
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Dubai International Capital - Annual Review 2008
KEF Holdings is an international provider of steel castings and valves to the global Oil, Gas, Chemicals & Energy sectors. Headquartered in the United Arab Emirates, KEF manages world class manufacturing units producing valves, steel & exotic alloy valve castings, cathodic protection equipment and forgings. Established in 1997, KEF Holdings is the holding company of its two flagship businesses including Emirates Techno Castings and JC Valves, collectively forming the Middle East’s first fully automated foundry boasting a production capacity of 36,000 tonnes per annum. KEF serves over 70 clients including leading market players in the oil and gas industries.
With operations in 9 countries and expansion plans in 4 countries across Asia, the group is one of the fastest growing, most widely acclaimed manufacturing entities across the Middle East. In September 2008, DIC acquired a 45 percent stake in KEF Holdings.
DIC continues to support KEF’s management team’s growth strategy and expansion of its operations throughout the Middle East and the Indian Subcontinent.
Key Management Faizal Kotikollon ChairmanMariam Shabana Faizal Director DIC Board Members Anand Krishnan CEO – DICRami Kilajian Associate Director, Emerging Markets - DIC
Company DetailsWebsite www.kefholdings.comYear Founded 1997Fiscal Year End December Transaction Overview Deal Size US$ 130 millionDate of Investment September 2008Deal Type Buyout Other Shareholders Management
Pioneers in valve technology, KEF is an integrated valve manufacturer operating the world’s largest valve casting foundry
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Headquartered in Dubai, Rivoli is a retail company with a diverse portfolio of international luxury brands and an extensive retail network in the UAE, Bahrain, Oman and Qatar. Rivoli distributes and retails a wide range of luxury products including high-end watches, writing instruments, menswear, accessories, luxury communications, eyewear, gifts, and more.
The Rivoli Group has built a strong reputation as a leading luxury retailer and now operates over 300 retail outlets under the names Rivoli, Hour Choice, among others in addition to mono-brand boutiques including Omega, Mont Blanc, Vertu, Blancpain, Omega, Glashutte Original, Longines, JM Weston, Swatch and Kenzo.
A significant stake in the Rivoli Group was acquired by DIC in September 2007. Since then and with DIC’s support, Rivoli has embarked on an ambitious regional expansion drive, broadening its retail network in the GCC, introducing innovative retail concepts and adding new luxury brands to the group’s portfolio.
In July 2008, the Swatch Group, whose brands have been represented by Rivoli for 20 years, acquired a strategic stake in the group. Together DIC, Rivoli’s largest shareholder, and the Swatch Group continue to drive Rivoli’s expansion plans in the region.
Key Management
Adel Zarouni Managing PartnerRamesh Prabhakar Managing Partner DIC Board Members Sameer Al Ansari Executive Chairman – DICAnand Krishnan CEO – DICHadi Badri Executive Director, Chairman’s Office - DICMaissan Al Maskati Director, Emerging Markets - DIC
Company DetailsWebsite www.rivoligroup.comYear Founded 1988 Fiscal Year End December Overview Date of Investment September 2007Deal Type Buyout
Leading luxury goods retailers in the GCC
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Dubai International Capital - Annual Review 2008
Ishraq Gulf Real Estate Holding Company BSC is a US$150 million investment company that was established in 2005 to invest in the development of high-quality, affordable hotels in the Middle East market and to benefit from the booming Middle Eastern tourism sector. Ishraq invests the equity funding from its anchor investor Dubai International Capital as well from several high-profile Middle Eastern conglomerates including Addax Investment Bank and Arab Real Estate Company (AREC), in order to develop and launch Holiday Inn Express hotels across the Middle East.
Ishraq holds exclusive development and ownership rights for Express by Holiday Inn, the fastest growing budget hotel chain in the world, in the UAE, Kuwait, Qatar, Bahrain and Oman and is a preferred developer in Jordan. Ishraq plans to expand its coverage area by obtaining development rights in other Middle East and North Africa countries.
Ishraq opened the first Express hotel in Dubai in July 2007 and currently has three hotels in operation, with an additional property opening planned in 2009. The latest property, located at Dubai International Airport, will be the world’s largest Holiday Inn Express hotel and will bring the number of rooms in Dubai to over 1000. Further hotel openings are planned in the United Arab Emirates, including Dubai and Abu Dhabi, in addition to Bahrain, Oman and Qatar.
Key Management Sami Al Ansari Chief Executive OfficerAmarjeet Hans Chief Financial Officer DIC Board Members Sameer Al Ansari Executive Chairman – DICAnand Krishnan CEO – DICDavid Smoot CEO – DIC Private EquitySamer Al Saifi CEO - DICAMHadi Badri Executive Director, Chairman’s Office – DICMaissan Al Maskati Director, Emerging Markets - DIC
Company DetailsWebsite www.ishraqholding.comYear Founded 2005Fiscal Year End DecemberCompany Size US$150 million
Leading regional limited service hotel operator
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Dubai International Capital - Annual Review 2008
Jordan Dubai Capital was established in November 2005 as a US$300 million single-country focused investment company intended to source and execute investment opportunities solely in Jordan. Today it is the leading investment vehicle in Jordan, managing assets with a value of over US$ 1 billion.
Focusing on privatisations, buyouts and developmental capital, JD Capital has a diversified and balanced portfolio of assets in key sectors of the Jordanian economy including energy and infrastructure, financial services, real estate and tourism. JD Capital maintains a distinctive edge through its diversified investment approach whilst interacting with the local community to ensure solid contributions towards making a positive difference. JD Capital is split vertically into three main functional divisions - Jordan Dubai Energy & Infrastructure, Jordan Dubai Financial Services, and Jordan Dubai Properties.
As the founder and the largest shareholder in JD Capital, Dubai International Capital continues to provide strong support and advisory services to JD Capital and has played a pivotal role in the completion of major transactions and acquisitions by the company.
Leading investment vehicle in Jordan managing assets with a value of over USD 1 billion
Intends to benefit from the •economic growth, drive for increased consolidation, and shortage of quality Shari’ah compliant financial productsBuilding a well needed capacity •in Jordan through partnering with prominent institutions in the GCC
Public shareholding company listed •on the Amman Stock ExchangeServes as a master planner, •developer and investor in the Jordanian real estate and tourism sectorsOver $500 million worth of projects •under management including a woodland resort and a beachfont resort at the Dead Sea
Advisor, developer and investor •in the Energy and Infrastructure sectorsEquipped with a strong and capable •team with an established track recordMore than $800 million of AUM and •over 3,000 employees
Sector Focus
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Dubai International Capital - Annual Review 2008
Key Management Samir Al Rifai Chief Executive OfficerIsmail Tahboub Senior Vice President Khaled Quran Chief Financial Officer DIC Board Members Sameer Al Ansari Executive Chairman – DICJawad Qasim Associate Director, Emerging Markets – DIC
Company DetailsWebsite www.jdc.joYear Founded 2005Fiscal Year End DecemberPaid Up Capital US$300 million 2008 Consolidated Revenue US$420 million
2006 2007 2008
8.3% StakeIslamic insurance
company operating under the Takaful insurance concept
August 2006
Direct InvestmentLeading energy saving
company in the Middle East
November 2006
Anchor InvestorMaster planner,
developer and investor in the Jordanian Real Estate and Tourism
sectorsNovember 2007
52% StakeJordan Dubai Islamic
Bank – Parrtneship with DIB to convert existing bank to an Islamic bank
September 2008
28% Stake
Leading investment bank in Jordan
April 2006
51% StakeOwner and operator of power plants that supply 80% of the
generating electricity in Jordan
October 2007
100% StakeElectricity distribution
company serving Southern and Eastern
regions in Jordan
July 2008
55.4% StakeElectricity distribution
company serving Northern region in
Jordan
July 2008
Jordan Dubai Capital Investment Timeline
Continued from previous page
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Dubai International Capital - Annual Review 2008
The MENA Infrastructure Fund is a specialist US$300 million private equity fund established in the Dubai International Finance Centre (DIFC) and regulated by the Dubai Financial Services Authority (DFSA). As a regional investor, MENA IF targets investments in the infrastructure and energy sectors across the Middle East and North Africa. The fund is sponsored and managed by three investors in the MENA region, Dubai International Capital, HSBC Bank Middle East Ltd and Waha Capital BJSC, providing access to infrastructure sector deal flow through their regional knowledge and relationships.
The fund’s sectors of expertise comprise transport, utilities, energy and social infrastructure.
In October 2007, the Fund completed its first closing at US$300 million and in April 2008 completed its first investment through the acquisition of a stake in Egypt’s Alexandria International Container Terminals. The acquisition of a 32.8% stake in Oman’s United Power followed in 2009.
Key Management Mark Lemmon Chief Executive Officer DIC Board Members David Smoot CEO – DIC Private EquityRami Kilajian Associate Director, Emerging Markets - DIC
Company DetailsWebsite www.menaif.comYear Founded 2007Fiscal Year End DecemberFund Size US$300 million Partners HSBC Bank Middle East LtdWaha Capital BJSC
Investing in the infrastructure and energy sectors across the Middle East and North Africa
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Dubai International Capital - Annual Review 2008
Och-Ziff Capital Management is a global institutional asset management firm founded in 1994. New York headquartered Och Ziff is one of the largest alternative asset managers in the world, with approximately US$21.5 billion of assets under management for approximately 600 fund investors as of August 1, 2009.
In November 2007, Dubai International Capital acquired a 9.9% outstanding equity stake in the company in parallel with its initial public offering.
In July 2007 Dubai International Capital acquired a 2.87% economic interest in ICICI Bank Limited, the leading Indian financial services firm. The strategic investment represents Dubai International Capital’s first investment in the Indian sub-continent.
ICICI Bank Limited is India’s second-largest bank with total assets of US$75 billion as of March 31, 2009. It offers a wide range of banking products and financial services to corporate and retail customers through a variety of delivery channels and through its specialised subsidiaries and affiliates in the areas of investment banking, life and non-life insurance, venture capital and asset management. ICICI Bank is a leading player in the retail banking market and services its large customer base through a network of over 1,479 branches and about 4,721 ATMs in India in addition to a presence in 18 countries.
Oger Telecom is a leading provider of telecommunications services operating fixed-line, mobile communications and Internet access businesses in Turkey, South Africa, the Kingdom of Saudi Arabia, Lebanon and Jordan. Oger Telecom acquired a 54.5% interest in Türk Telekom in 2005 and a 75% interest in Cell C in 2006. Türk Telekom acquired a controlling stake in Avea in 2006.
Dubai International Capital invested US$200 million in Oger Telecom in August 2007 and a 1% stake was divested in 2008.
Other Investments
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Dubai International Capital - Annual Review 2008
Selective Exits to Date
Fully divested in April 2006
Fully divested in June 2006
Fully divested in July 2007
Fully divested in September 2008
Partial divestment of 80.0% in May 2007
Partial divestment of 2.5% in July 2008
Partial divestment of 1.0% in July 2008
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Dubai International Capital - Annual Review 2008
Industry awards:
MENA Private Equity Firm of the Year • (Dow Jones Private Equity News, 2008)
Management Awards:
• Rankedinthetopdecileforemployeesatisfaction;DICisoneoftheworld’stopemployers (TRI*M 2007 Employee Satisfaction Survey, measured against global benchmarks, 2008)
• DIClegalteamawarded“BestLocalCorporateIn-HouseLegalTeamoftheYear” (Dubai Corporate Counsel Group 2008 Awards)
• SameerAlAnsarirecognizedasoneofthe“50MostInfluentialPeopleinPrivateEquity” (Private Equity International, 2007)
• SameerAlAnsarireceivedthe“SpecialMeritAwardforOutstandingContributor” (Private Equity World MENA Awards, 2007 and 2008)
• SameerAlAnsarirecognizedintheTop100ofthe“World’sMostInfluentialArabs” (Arabian Business magazine, 2007)
• SameerAlAnsariranked11thontheArabianBusiness2008Power100list (Arabian Business magazine, 2008)
• SameerAlAnsariawardedHonoraryDoctoratebyLoughboroughUniversity(July 2009)
Corporate Awards:
• Rankedthe18th“mostadmiredcompanyintheGCC”(Arabian Business magazine, 2007)
• NamedMENAPrivateEquityFirmoftheYearinthe6thannualAwardsforExcellencein Private Equity Europe 2008 (Dow Jones Private Equity News, 2008)
Portfolio Company Awards:
• Doncastersranked#3in“10BiggestBuyoutswithFastest-GrowingProfits”(Sunday Times, 2007)
• Merlinranked#4in“10BiggestBuyoutswithFastest-GrowingProfits”(Sunday Times, 2007)
• AllianceMedicalin“Top100PEBackedFirmswithFastest-GrowingProfits”(Sunday Times, 2008)
• Merlinranked#1in“Britain’s10biggestprivateequity-ownedcompanieswithfastest-growingprofits” (Sunday Times, 2008)
• Doncastersranked#8in“Britain’s10biggestprivateequity-ownedcompanieswith fastest-growingprofits”(Sunday Times, 2008)
• AllianceMedicalreceives“BestManagementTeamAward”(Sunday Times, 2008)
• AllianceMedicalranked#70in“Britain’s100biggestprivateequity-ownedcompanieswith fastest-growingprofits”(Sunday Times, 2008)
• Merlinranked#1in“Britain’s10biggestprivateequity-ownedcompanieswith fastest-growingprofits”(Sunday Times, 2009)
• AllianceMedicalranked#93in“Britain’s100biggestprivateequity-ownedcompanieswith fastest-growingprofits”(Sunday Times, 2009)
Industry recognition
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Dubai International Capital - Annual Review 2008
Contacts
DubaiDubai International Capital LLCThe Gate, East Wing, 13th FloorDIFC, Sheikh Zayed RoadP.O. Box 72888DubaiUnited Arab Emirates
Telephone: +971 4 362 1888
LondonDubai International Capital (Europe) Ltd.9th Floor21 Palmer StreetLondon SW1H 0ADUnited Kingdom
Telephone: +44 (0) 207 808 1700
Email: [email protected]