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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Apax Global Alpha Limited | LSE:APAX | London | Ordinary Share | GG00BWWYMV85 | ORD NPV |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 1.00 | 0.71% | 142.00 | 141.20 | 142.80 | 145.00 | 142.00 | 142.60 | 712,738 | 16:35:21 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Trust,ex Ed,religious,charty | 70.18M | 53.48M | 0.1089 | 13.08 | 699.33M |
From Apr 2019 to Apr 2024
TIDMAPAX
RNS Number : 6766X
Apax Global Alpha Limited
14 August 2018
Apax Global Alpha Limited
Interim Report and Accounts 2018
Introduction
Who we are
Apax Global Alpha Limited ("AGA" or the "Company") is a closed-ended investment company listed on the Main Market of the London Stock Exchange with a Premium Listing. The Company is a constituent of the FTSE All Share and Small Cap Indices. Ticker: APAX
Why invest in AGA?
AGA offers investors exclusive exposure to both Apax Partners' Private Equity funds and a portfolio of debt and equity holdings derived from insight gained from their Private Equity investment process. The investment objective is to provide capital appreciation from the investment portfolio and regular dividends.
Highlights 1H18
Hot Features
Premium
Total NAV Return1 Dividend per ordinary Adjusted NAV2
1H18/1H18 constant currency share at 30 June 2018
6.0% I 5.2% payable in respect of EUR 943.9m I GBP835.1m
1H18 (EUR/GBP)
4.82c I 4.33p
----------------------------- ----------------------- ----------------------------
Adjusted NAV per share Market capitalisation Percentage of funds invested
at 30 June 2018 at 30 June 2018 at 30 June 2018
EUR1.92 I GBP1.70 EUR 746.6m I 660.5m 104%
Chairman's statement
Stronger performance during the last six months driven by substantial improvements in the Private Equity portfolio and favourable currency movements.
Overview
During the last six months Apax Global Alpha benefited from the strong performance of its Private Equity holdings. The underlying portfolio companies demonstrated good progress in operational metrics, and a maturing investment profile enabled more value to be crystallised through profitable realisations. In contrast, Derived Investments reported a small negative return during the period.
Performance
Total NAV Return during the first six months of 2018 was 6.0%, equivalent to 5.2% on a constant currency basis. Private Equity delivered a Total Return of 11.0%, whereas the Derived Investments were negative at (0.6%) with Derived Debt up 0.6% and Derived Equity down (2.3%), reflecting weakness in emerging markets. Adjusted NAV per share increased 3.3% to EUR1.92 due in part to the dividend payment made during the period. In sterling terms, Adjusted NAV grew to GBP1.70.
The Private Equity portfolio saw a significant improvement in performance, particularly in the second quarter. The strong fundamentals of the underlying companies have now started to come through in the reported numbers, as the return drag from underperforming investments in 2016 and 2017 ceased.
A full analysis of the performance of the portfolio can be found in the Investment Manager's report, as well as a commentary on the current state of investment markets.
Portfolio summary
AGA was 104% invested on 30 June 2018. EUR39.9m was drawn from the credit facility to bridge towards cash returns expected later in the year from realisations including Azelis and GlobalLogic. The portfolio's relative exposure remained unchanged, with 65% of the invested portfolio in Private Equity and 35% in Derived Investments. Whilst AGA strives to maintain a balance between Private Equity and Derived Investments in the long term, shareholders should continue to expect the share of investments in Private Equity and Derived Investments to fluctuate.
Investment activity
The pace of new investments in the Private Equity portfolio slowed, with the market continuing to be viewed as expensive. In total, five new investments were made in Private Equity, one by AIX, and four within the AMI and ADF. However exit activity was robust. Three full exits were signed, one of which completed, all from AVIII. The Gross IRR achieved on these realisations was 53.4% (49.8% on a constant currency basis).
In Derived Debt, six of the seven investments made in 1H18 were in US dollar loans. AGA exited five Derived Debt positions during the period with a Gross IRR of 12.6% (12.1% on a constant currency basis). Since the beginning of the year, eight new Derived Equity investments were made, with an emphasis on European stocks. There were six realisations with a Gross IRR of 7.7% (11.9% on a constant currency basis) in the Derived Equity portfolio.
In total, EUR143.7m of capital was deployed over the six months to 30 June 2018, EUR11.1m in Private Equity and EUR132.6m in Derived Investments. Realisations totalled EUR124.1m, with EUR22.3m from Private Equity and EUR101.8m from Derived Investments.
Market environment
Public market sentiment has been influenced by increased protectionism and the tariff "tit-for-tat" of major economies. Unsurprisingly this has manifested itself in jittery equity markets, in particular in those economies and sectors most exposed to exports. Volatility has also spilled over into bond markets where credit spreads have widened. Private Equity valuations however do not appear to have corrected yet and remain at high levels.
If relative valuations remain the same, the Investment Adviser expects transactions in the Apax sectors of Healthcare, Consumer and Services to figure more prominently in 2H18 and 2019.
Lock-up release
The Company had its third anniversary since its IPO in June 2015. Consequently, a further 7.5% of AGA's ordinary shares were released from lock-up. Previously a tender process was offered through the Company's broker to facilitate the sale of these shares. Due to negligible take-up in prior years, the Board decided not to renew this arrangement in 2018.
Dividend
The Board remains committed to distributing 5% of AGA's NAV per annum as a dividend to shareholders. The final dividend for the fiscal year 2017 of 4.17 pence per share was paid to shareholders on 4 April 2018. The Board has also approved the interim dividend in respect of the fiscal year 2018 of 4.33 pence per share. Using the closing exchange rate of 1.1122 on 9 August 2018, the dividend represents 2.5% of AGA's euro NAV at 30 June 2018, equivalent to 4.82c euro cents. The total dividend of EUR23.7m will be paid on 14 September 2018 to members on the register on 24 August 2018. The shares will be marked ex dividend on 23 August 2018.
Liquidity
AGA has exposure to six Apax Funds spanning vintages from 2005 to 2017 and has made total commitments of EUR816.2m to these funds, of which EUR590.8m has already been funded. Total unfunded commitments, taken together with recallable distributions received, now amount to EUR279.3m. AGA has a cash balance of EUR16.9m, a revolving credit facility with EUR100.1m remaining undrawn, and a portfolio of Derived Investments with a fair market value of EUR344.9m. As a result, AGA believes it has ample liquidity and resources to fund future capital calls from the Apax Funds.
AGM voting results
A discontinuation resolution was put forward to the annual general meeting for the first time this year (and similar resolutions will be put forward every three years in the future). The Directors were pleased that 99% of votes cast supported the continuation of the Company in its current form. All other resolutions also received a high level of support.
Board changes
Following Sarah Evans' retirement earlier this year, we are pleased to welcome Mike Bane as a Director of AGA. Mr Bane joined the Board and the Audit Committee on 3 July 2018. A qualified accountant with more than 35 years of audit and advisory experience in the investment management industry, he brings to the Board a wealth of knowledge in relation to asset management and private equity.
Outlook
In private equity, valuations remain high. Consequently the Investment Adviser will continue to focus on monetisation of existing investments. Credit markets may offer a better risk-reward profile than they have in the past couple of years, in light of higher rates and widening credit spreads. Investments in public equity will need to take into account greater market volatility arising from increased political and macroeconomic risks.
Tim Breedon CBE
Chairman
13 August 2018
"AGA's portfolio has strong fundamental characteristics that puts it in good stead to realise more value in the future."
Investment Manager's report | Market overview
The first half of 2018 saw the return of public market volatility. Private equity prices remain high, and finding the few precious palatable risk-reward combinations in a sea of over-priced transactions is key.
1H18 market review
After almost uninterrupted global asset price appreciation in the past five years, the last six months saw the return of downside volatility in public markets. Since the all-time high in the S&P 500 on 26 January 2018, indices around the world have fluctuated with some notable downward trends. Emerging markets in particular have seen volatility lately: while indices have not changed much between December 2017 and June 2018, intermediate swings were in the double-digit percent in China, India and Brazil. Western markets also saw major movements, for example the German DAX declined by 9% peak-to-trough. The key driver behind the sudden swings in sentiment is the fear of US trade wars with China and Europe. Consequently, export exposed markets and export driven sub-segments showed the largest declines.
Trade war concerns also influenced foreign exchange and credit pricing. Most currencies depreciated against the US dollar. Importantly for AGA, the euro seems to have reversed its prior trend of strength. While its decline of 2.7% in 1H18 appears moderate, the peak-to-trough decline of c.8% gives a better perspective on the magnitude of recent changes.
Credit markets have also shifted direction. High yield bond markets in the US saw increased volatility in spreads and yields during the first six months of this year - after more than two years of relatively steady declines. This shift was even more pronounced in Europe with spreads widening significantly since the beginning of the year. As Fig.1 shows, throughout most of 2018, high yield spreads in Europe were narrower than in the US, but have increased by almost 200bps since - a dramatic reversal which supports AGA's Derived Debt positioning in the US versus Europe.
Despite the re-emergence of volatility in public capital markets, private equity transactions have continued at pace in H1. As Fig.2 depicts in more detail, transaction volumes have increased compared to 2017. In addition, Fig.3 shows that pricing has remained elevated and in the case of Europe is at an all-time high.
2018 to 2019 outlook
At face value, the global macroeconomic picture looks very positive. Growth rates in most economies are up on previous years and unemployment is approaching multi-decade lows in several economies, including some of the largest. Consensus forecasts see the trends continuing in the mid-term, marking this as one of the largest post-war expansions. The forecasters' central scenario is still for global growth to be above long-term trends with economies testing capacity limits.
However, the return of protectionism has not only reintroduced volatility in the capital markets but could also have significant effects on the global growth outlook. In fact, some non-US metrics may already be starting to show the impact of this shift in expectations and sentiment. For example, the Eurozone manufacturing index PMI fell to an 18-month low of 54.9 in June, down from 55.5 in May. While this is still expansionary, it shows that industrial companies are feeling a change for the negative. The US ISM Manufacturing Index came in at 60.2 in June after May's 58.7. This was the second highest reading since 2004, reflecting the ongoing robustness of the US economy fuelled by a huge fiscal impulse. Nevertheless, trade disputes are likely to negatively affect the US eventually and in addition there will be an enormous US fiscal deficit to address at some point. The Chinese PMI is also not showing any slowdown but this appears to be more due to the mid-term momentum carrying over from 2017 rather than actual industrial strength. China and Germany are arguably the two countries with the most to lose if the tariff war escalates. In addition to the tariff row, there are lingering conflicts and political uncertainties, such as those concerning Iran, Korea and Brexit.
Regarding Brexit, the UK finally seems to have set course for a Norwegian-style future relationship with the EU. This in our view is a good decision for its economy, which if executed would provide a working model for continued trade flows and economic collaboration. Yet we believe there are still significant risks to the path taken. First, there is clearly resistance within parts of the British political establishment which could scupper the strategic direction. Second, the EU might not agree to the UK's proposal as it could be viewed as "cherry picking". Third, coordinating the UK's and the EU's positions and the need of approval in 28 legislative systems, creates enormous process risk in an already short timeline. A hard Brexit therefore still remains a possibility and indeed a default position if there is no deal agreed in time.
What does this mean for investments?
Making a call on the economic health for the next two years is harder than six months ago, as the outcome appears dependent on "man-made" factors rather than traditional economic drivers. That said, political risks affect different sectors and different asset classes with varying degrees of severity and picking the "right" investment areas in the coming quarters could become a particularly rewarding exercise.
To undertake this search for the best opportunities, it is helpful to remember that AGA is active in three different asset classes. Private Equity, Equities and Debt. The latter two are combined under Derived Investments using AGA's terminology. In Derived Debt, we would expect more attractive opportunities in the coming years than there have been recently. As mentioned, spreads have risen in H1 and US base rates have also increased, resulting in yields expanding in the Western markets. Consequently, we believe that risk-reward profiles in debt have improved and we expect the share of debt to increase within AGA's Derived Investments. Within the credit universe, we remain more positive on US dollar debt, but note euro debt's recent improved attractiveness as illustrated in Fig.1.
In Private Equity and Derived Equity, the Apax focus sectors of Tech & Telco, Healthcare, Consumer and Services as well as the Digital space have less exposure to the political risks than for example automotive, industrials or commodities. Fig.4 compares valuations of the Apax focus sectors to historical averages. Healthcare and Consumer look relatively attractive and they are also less cyclical than many other sectors. By value, most of AGA's look-through Private Equity Investments in 1H18 were made in Healthcare. If relative valuations remain the same, we would expect Healthcare and Consumer as well as Services transactions to figure more prominently in 2H18 and 2019. In addition, due to stock price declines in some markets and the increased risks ahead, we believe that so called "public-to-privates" or "PIPEs" could play a larger role in the next 18 months. The art will be in finding the few reasonably priced opportunities in a sea of highly-valued Private Equity opportunities.
Investment Manager's report | Portfolio overview
1H18 market review
Apax Partners' unique portfolio mix of Private Equity and Derived Investments positions AGA for sustainable long-term returns.
NAV development and portfolio performance
At the end of June 2018, Adjusted NAV was EUR943.9m, up from EUR912.4m at 31 December 2017 (Fig.1 and 2). A substantial part of this movement was due to Private Equity unrealised gains from both M&A and organic growth, representing a positive impact of EUR54.8m. EUR7.4m of FX gains also increased Adjusted NAV on the back of an appreciating dollar against the euro.
The second semi-annual dividend in relation to 2017 reduced Adjusted NAV by EUR22.9m. It was paid to shareholders in April, in line with AGA's objective to distribute 5% of NAV per annum. The first dividend for 2018 is expected to be paid on 14 September 2018.
Private Equity, which had been lagging in 2016 and 2017, was the driver of AGA's returns producing a contribution of 6.0% as the portfolio companies continue to grow organically and through acquisitions. Private Equity's Total Return on a constant currency basis was 10.1%, and reported return was 11.0%.
Derived Investments produced a Total Return of (0.6%), decreasing AGA's Total NAV Return by 0.1% (Fig.3).
Derived Debt was impacted in particular from a further write down in FullBeauty to EUR4.1m at the end of June, as a result there is limited further valuation downside going forward on this investment.
Derived Equity's Indian positions were caught up in the sell-off of Indian mid cap stocks which affected a small number of investments.
Portfolio overview
Portfolio split by asset type
Dec 17 Jun 18
----------------- ------ ------
A Private Equity 65% 65%
----------------- ------ ------
B Derived Debt 20% 19%
----------------- ------ ------
C Derived Equity 15% 160%
----------------- ------ ------
Portfolio split by sector
Dec 17 Jun 18
--------------- ------ ------
A Tech & Telco 34% 31%
--------------- ------ ------
B Services 28% 31%
--------------- ------ ------
C Healthcare 22% 22%
--------------- ------ ------
D Consumer 15% 15%
--------------- ------ ------
E Digital 0% 1%
--------------- ------ ------
F Other 1% 0%
--------------- ------ ------
Portfolio split by geography
Dec 17 Jun 18
----------------- ------ ------
A North America 46% 49%
----------------- ------ ------
B Europe 31% 31%
----------------- ------ ------
C United Kingdom 6% 8%
----------------- ------ ------
D Israel 3% 3%
----------------- ------ ------
E India 7% 5%
----------------- ------ ------
F China 6% 3%
----------------- ------ ------
G Rest of World 1% 1%
----------------- ------ ------
In Private Equity, five new investments and one follow-on investment were made. One of these new investments was funded by AIX, which is the current global Apax buyout fund being invested. The follow-on was in AVIII, AGA's largest Apax Fund exposure. Two investments were made in mid-market buyouts in Israel through the AMI Opportunities Fund ("AMI"). The Apax Digital Fund ("ADF"), which closed in December 2017, made another two investments.
The Private Equity portfolio reported three full exits during the period. In addition to the high private equity sponsor interest, the Investment Adviser is also seeing strategic investors become increasingly acquisitive which is encouraging for future realisations. We also made 15 new investments in Derived Investments and divested nine positions.
Since the annual results, the sector split has shifted slightly from Tech & Telco to Services and the geographic exposure moved towards the UK and North America.
The overall portfolio mix between Private Equity and Derived Investments remained stable. At the end of the reporting period, AGA had exposure to 52 Private Equity portfolio companies and 37 Derived Investments. Ten investments in the Derived Investments portfolio overlapped with the Apax Funds' portfolio companies, either because AGA took a minority investment in the debt issued by these portfolio companies, or has also invested in listed companies in which the Apax Funds have a holding.
Fig.1: Adjusted NAV development (EURm)
Private Derived Investments Total
Equity
------------------------------ -------- -------------------- -------
Adjusted NAV at 31 December
2017 912.4
------------------------------- -------- -------------------- -------
Dividends paid (22.9)
------------------------------- -------- -------------------- -------
Expenses & other(1) (8.6)
------------------------------- -------- -------------------- -------
Total value gains(2) 60.2 27.8 78.0
------------------------------- -------- -------------------- -------
Total value losses(2) (0.4) (24.6) (25.0)
------------------------------- -------- -------------------- -------
Adjusted NAV at 30 June 2018 943.9
------------------------------- -------- -------------------- -------
1. Expenses and other consists of: expenses and accruals of EUR4.8m; performance fee of EUR1.8m; and net FX losses of EUR2.0m
2. Total value movement calculated by taking unrealised and realised movements, FX and income earned during the period. Total value gains show the positive contributors and total value losses show the negative contributors
Fig.2: Adjusted NAV development (EURm)
Revolving
Private Derived credit
Equity Investments(1) Cash facility Other Total
------------------------------- ------- --------------- ------- --------- ------ ------
Adjusted NAV at 31 December
2017 586.1 307.2 19.0 - 0.1 912.4
------------------------------- ------- --------------- ------- --------- ------ ------
+ Investments 11.1 132.6 (131.2) - (12.5) -
* Divestments (22.3) (101.8) 122.0 - 2.1 -
+ Interest and dividend income - - 10.1 - (0.5) 9.6
+ Unrealised gains/(losses) 54.8 (17.8) - - - 37.0
+ Realised gains - 7.0 - - - 7.0
* FX gains/(losses)(2) 5.0 4.4 (1.6) (0.4) - 7.4
+/- Costs and other movements - - (2.6) - (2.2) (4.8)
* Dividends paid - - (22.9) - - (22.9)
+/- Performance fee reserve 3.4 10.2 (15.4) - - (1.8)
+/- Revolving credit facility
drawn/repaid - - 39.5 (39.5) - -
------------------------------- ------- --------------- ------- --------- ------ ------
Adjusted NAV at 30 June 2018 638.1 341.8 16.9 (39.9) 13.0 943.9
------------------------------- ------- --------------- ------- --------- ------ ------
1. Included in investments, divestments and realised gains are movements related to the demerger of Strides Shasun. In April 2018, Strides Shasun demerged and AGA received shares in a new listed equity position Solara. AGA had a partial realisation of Strides Shasun, whereby the proceeds received equaled the value of the new investment Solara. No cash was exchanged as part of this transaction
2. FX on cash includes the revaluation of cash balances and net losses arising from the differences in exchange rates between transaction dates and settlement dates, and unrealised net losses arising from the translation into euro of assets and liabilities (other than investments) which are not denominated in euro
Investment Manager's report | Private Equity
The Private Equity portfolio delivered a strong performance during the first half of 2018 with a Total Return of 11.0% based on robust growth of the portfolio companies.
Portfolio split by sector
Dec 17 Jun 18
--------------- ------ ------
A Tech & Telco 32% 32%
--------------- ------ ------
B Services 32% 31%
--------------- ------ ------
C Healthcare 20% 20%
--------------- ------ ------
D Consumer 15% 15%
--------------- ------ ------
E Digital 0% 1%
--------------- ------ ------
F Other 1% 1%
--------------- ------ ------
Portfolio split by geography
Dec 17 Jun 18
----------------- ------ ------
A North America 41% 42%
----------------- ------ ------
B Europe 40% 40%
----------------- ------ ------
C United Kingdom 5% 5%
----------------- ------ ------
D Israel 5% 5%
----------------- ------ ------
E India 5% 5%
----------------- ------ ------
F China 3% 3%
----------------- ------ ------
G Rest of World 1% 1%
----------------- ------ ------
Portfolio split by currency
Dec 17 Jun 18
-------- ------ ------
A USD 44% 46%
-------- ------ ------
B EUR 36% 38%
-------- ------ ------
C GBP 6% 5%
-------- ------ ------
D NOK 4% 3%
-------- ------ ------
E ILS 3% 3%
-------- ------ ------
F INR 3% 2%
-------- ------ ------
G HKD 2% 1%
-------- ------ ------
H Other 2% 2%
-------- ------ ------
Highlights
The Total Return for the Private Equity portfolio was 11.0% with M&A and organic earnings growth being the main driver of value creation. Performance was particularly strong in the second quarter. On a constant currency basis, Total Return was 10.1%. There were more exits than investments so far this year, highlighting the focus on realising value in the portfolio.
NAV development
The Adjusted NAV of the Private Equity portfolio increased from EUR586.1m to EUR638.1m in the half-year. The main factors behind this increase were unrealised gains of EUR54.8m, together with capital calls of EUR11.1m. FX positively contributed to Private Equity Adjusted NAV by EUR5.0m (Fig.1).
Investment performance
The 2016 and 2017 annual report and accounts highlighted a small number of difficult situations in the AVIII portfolio which dragged down performance: Answers, Rue21, and FullBeauty. These three situations have now been largely worked through from a valuation perspective (combined NAV of these three Private Equity positions at 30 June 2018: EUR3.1m). The operational performance of the remainder of the portfolio is starting to show positively in the results.
While the overall portfolio has performed strongly, a number of portfolio companies stand out, notably Azelis, Idealista (both in AVIII) and Acelity (in AEVII). The largest increase in valuation related to Azelis which was AGA's largest Private Equity exposure at the end of 2017. A binding offer was made for the company in June 2018, driving a valuation uplift of 29% relative to the 31 December 2017 mark. While the transaction is expected to complete in 2018, due to the duration of anti-trust approval, the June 2018 valuation already reflects the agreed sale price.
Acelity's uplift in valuation was due to EBITDA growth and multiple expansion. The company has been investing in long-term growth initiatives such as sales force staffing, marketing, medical education and R&D which has led to a strong growth momentum recently. In addition, Acelity completed the acquisition of Crawford Healthcare in June 2018, a rapidly growing UK-based advanced wound care company. This further strengthened Acelity's position as the global leader in advanced wound healing.
The valuation of Idealista increased due to continued rapid EBITDA growth as the business continued to cement its position as the leading online real estate classified business in Spain. The company is also growing its presence in Italy, and has recently become the number two player in that market based on several metrics.
Meanwhile, Ideal Protein, EVRY and Shriram City Union Finance ("SCUF") experienced the largest negative valuation movements. Ideal Protein provides weight loss solutions and has seen a softening in customer acquisition and retention. The company is working on a number of initiatives to address this, including improving its marketing and sales force.
SCUF and EVRY are both publicly listed, and their valuation reflects share price declines.
Whilst the largest Private Equity valuation driver in 1H18 was AVIII, we expect AIX to become an important contributor to returns soon. This 2016 vintage fund is now 43% invested across 13 portfolio companies. Many investments have made remarkable progress in the past year and the Fund has largely moved out of the "J-curve" effect. It is now seeing not only an increase in valuation but also IRR. The Investment Adviser believes the portfolio has been constructed in a balanced manner, with c.70% of capital invested at attractive absolute values, and the remainder invested in high growth businesses at reasonable relative values. If market multiples remain stable, further improvements in valuations should follow in the periods ahead.
A note on valuation policies
The Apax Funds' valuations are updated on a quarterly basis. This has consequences on how realisations and value movements are reported.
1. In the Apax Funds, all gains in an investment up to the last quarter before a sale are reported as "unrealised". Only in the quarter, when a sale transaction is completed, will a "realised gain" occur. In practice that means that an overwhelming part of the value creation in a typical private equity hold period of four to seven years will be reported as "unrealised".
2. Some exit processes draw on for one or more quarters after a contract is signed (e.g. due to anti-trust approval processes in many countries). This may actually translate into no "realised gains" ever being reported for a private equity holding, despite a profitable disposal. As an example, in the case of Azelis, the fair market value of that investment at 30 June 2018 corresponds to the agreed exit value, and the increase is denoted as "unrealised".
Investment activity
The pace of investment for AGA (and the Apax Funds) Private Equity Investments in 1H18 has been slower than in the equivalent prior year period. On a look-through basis AGA committed EUR25.3m to signed and closed Apax Funds' investments in 1H18, compared to EUR39.7m in 1H17.
AGA also invested EUR11.1m in the Apax Funds' carried interest in the period, increasing its carried interest exposure to AEVII, and creating a new stake in AEVI.
Five new investments were made during the six months by the Apax Funds, as the overall portfolio structure continued to diversify. The majority of new investments are in sub-sectors the Investment Adviser knows well.
AIX acquired Healthium MedTech, a medical devices player in India and a global leader in suturing needles. The investment leverages Apax's significant experience in medical devices (current investments include Acelity, Vyaire Medical and Syneron Candela).
ADF made two additional investments: a minority growth investment in Wizeline, a high-growth outsourced product development and digital transformation consulting company; and a growth buyout investment in Solita, a leading Finnish digital transformation company. Both are IT Services transactions, a sub-sector in which Apax has a great deal of experience, having invested in and built a large number of leading businesses in this industry.
AMI made two further investments: Global-e, a leading provider of cross-border e-commerce solutions; and Ramet Trom, an Israeli producer and supplier of prefabricated elements used in construction.
AVIII purchased the remaining 50% stake in Vyaire Medical which reflected the Investment Adviser's confidence in the business. Vyaire continues to perform strongly and has recently undertaken a number of acquisitions as it executes on its plan to become a global leader in respiratory care.
As the Apax Funds operate credit facilities to bridge capital calls from investors on a short term basis, AGA expects capital calls of EUR22.7m, or c.2.4% of Adjusted NAV from these drawings in the coming months. Usually AIX, AVIII and ADF bridge individual capital calls for up to twelve months after each drawdown. AMI drawings of the bridge facility are generally repaid once a year.
While the high-priced environment has resulted in a slower investment pace, the converse is true for exits with EUR112.1m of expected proceeds from exits signed or closed in 1H18 for AGA compared to EUR48.2m in 1H17. There were three strong full exits during the first six months of the year. First, Genex was sold generating a 2.8x Gross MOIC for the Apax Funds and EUR5.5m in cash proceeds for AGA. Under the Apax Funds' ownership, the company had completed eight add-on acquisitions which significantly expanded its portfolio of solutions and resulted in an EBITDA increase outperforming the broader market.
Second, after the period end, the sale of GlobalLogic completed in August 2018 generating a 5.9x Gross MOIC for AVIII and c.EUR65.6m in total cash proceeds for AGA, including those from a partial exit of the position achieved in January 2017. Investment in sales and marketing, alongside strategic M&A, saw the business meaningfully deepen and expand its portfolio of software development capabilities. This resulted in an acceleration in the business with both revenue and EBITDA more than doubling in the Apax Funds' holding period.
Third, in June 2018 the sale of Azelis was announced with the completion scheduled for October 2018. On completion, the investment is expected to deliver a c.3.6x Gross MOIC to AVIII and approximately EUR72.3m in cash proceeds for AGA. Through M&A (nine acquisitions) alongside organic growth from product innovation and new mandate wins, the company saw revenues more than double and EBITDA triple under the Apax Funds' ownership, and the business transformed into a truly global speciality chemicals distributor.
During the period, a number of portfolio companies were refinanced (e.g. Boats Group and Exact) where there was an opportunity to optimise capital structures, lower the cost of debt, and/or fund dividends.
Fig.1: Private Equity Adjusted NAV development (EURm)
EURm
------------------------------- -------
Adjusted NAV 31 Dec 2017 586.1
------------------------------- -------
Secondary purchases(1) 11.1
------------------------------- -------
Distributions (22.3)
------------------------------- -------
Unrealised gains 54.8
------------------------------- -------
Performance fee adjustment(2) 3.4
------------------------------- -------
FX 5.0
------------------------------- -------
Adjusted NAV 30 June 2018(3) 638.1
------------------------------- -------
1. Secondary purchases of EUR11.1m relate to the purchase of two carried interest holdings (add-on of EUR7.7m in AEVII and EUR3.4m into a new carried interest holding in AEVI)
2. Performance fee adjustment accounting for the movement in the performance fee reserve at 30 June 2018
3. Includes AGA's exposure to carried interest holdings in AEVII and AEVI which were respectively valued at EUR31.9m and EUR4.3m at 30 June 2018
Fig.2: Private Equity performance (%)
%
----------------------------------------------------------- -------
Movement in underlying portfolio companies' earnings 12.1%
----------------------------------------------------------- -------
Movement in net debt(1) (4.5%)
----------------------------------------------------------- -------
Movement in comparable companies valuation multiple(2) 4.3%
----------------------------------------------------------- -------
One off and Other(3) (0.7%)
----------------------------------------------------------- -------
Management fees paid and carried interest accrued by Apax
Funds (2.7%)
----------------------------------------------------------- -------
Movement in AEVII and AEVI carried interest fair value 1.0%
----------------------------------------------------------- -------
Movement in performance fee reserve(4) 0.6%
----------------------------------------------------------- -------
FX 0.9%
----------------------------------------------------------- -------
1H18 Total Return 11.0%
----------------------------------------------------------- -------
1. Represents movement in all instruments senior to equity
2. Movement in the valuation multiples captures movement in the comparable companies valuation multiples. In accordance with International Private Equity and Venture Capital Valuation ("IPEV") guidelines, the Apax Funds use a multiples based approach where an appropriate valuation multiple (based on both public and private market valuation comparators) is applied to maintainable earnings, which is often but not necessarily represented by EBITDA to calculate Enterprise Value
3. Mainly dilutions from the management incentive plan as a result of growth in the portfolio's value
4. Performance fee adjustment accounting for the movement in the performance fee reserve at 30 June 2018
Operational metrics
The Private Equity portfolio continued its good operational momentum from both organic growth and M&A. Last Twelve Months ("LTM") revenue and EBITDA growth was 13.6% and 17.5% respectively. Excluding M&A, growth was 9.1% and 11.7%.
The weighted average valuation multiple of the portfolio increased from 13.8x to 14.8x LTM EBITDA, largely reflecting improving public market multiples within the sectors that the Apax Funds invest in, as well as uplifts particularly from the full exits of Azelis and GlobaLogic.
The weighted average leverage of the portfolio companies increased from 4.3x to 4.5x LTM EBITDA, mainly driven by debt funded M&A.
Market outlook
Public market volatility continues as resilient economic and earnings data contrast with ongoing geopolitical concerns. Despite this volatility in public markets, private equity transactions have continued at high volumes and prices.
The Investment Adviser believes discipline is vital when investing against this market backdrop. Apax's wide geographic reach and deep sector expertise identify attractive relative value on a country or sub-sector basis. The investment strategy remains focused on "quirky" opportunities which are off the beaten path (thereby reducing competition), and where Apax can generate a clear angle in the sourcing process or value creation opportunities, which are different from those the market is seeing.
We believe that the existing portfolio is in good shape and developing strongly which could lead to further good performance in the second half of 2018.
Apax IX ("AIX") Apax VIII ("AVIII") Apax Europe VII ("AEVII")
AGA NAV: EUR144.6m AGA NAV: EUR409.7m AGA NAV(1) : EUR62.5m
------------------- --------------- ------------------- ---------- ------------------ ---------
% of AGA Private % of AGA Private % of AGA Private
Equity: 22% Equity: 65% Equity: 8%
------------------- --------------- ------------------- ---------- ------------------ ---------
Vintage: 2016 Vintage: 2012 Vintage: 2007
------------------- --------------- ------------------- ---------- ------------------ ---------
EUR159.5m,
Commitment amount: EUR154.5m,$175m Commitment amount: $218.3m Commitment amount: EUR86.5m
------------------- --------------- ------------------- ---------- ------------------ ---------
Fund size: $9.5bn Fund size: $7.5bn Fund size: EUR11.2bn
------------------- --------------- ------------------- ---------- ------------------ ---------
AMI Opportunities Fund
Apax Europe VI ("AEVI") ("AMI") Apax Digital Fund ("ADF")
AGA NAV(2) : EUR6.2m AGA NAV: EUR16.8m AGA NAV: (EUR1.0m)
------------------- --------------- ------------------- ---------- ------------------ ---------
% of AGA Private % of AGA Private % of AGA Private
Equity: 1% Equity: 3% Equity: 1%
------------------- --------------- ------------------- ---------- ------------------ ---------
Vintage: 2005 Vintage: 2015 Vintage: 2017
------------------- --------------- ------------------- ---------- ------------------ ---------
Commitment amount: EUR10.6m Commitment amount: EUR25.6m Commitment amount: EUR42.8m
------------------- --------------- ------------------- ---------- ------------------ ---------
Fund size: EUR4.3bn Fund size: $0.5bn Fund size: $1.1bn
------------------- --------------- ------------------- ---------- ------------------ ---------
1. Includes AGA's exposure to AEVII as a limited partner, valued at EUR30.6m and through its carried interest holdings, valued at EUR31.9m. The carried interest holdings were acquired through a EUR10.5m investment in 2015 and EUR7.7m investment in April 2018
2. Includes AGA's exposure to AEVI as a limited partner, valued at EUR1.9m and through its carried interest holdings, valued at EUR4.3m. The carried interest holdings were acquired through a EUR3.4m investment in April 2018
Acquisitions
Closed(1) Cost(2)
--------------- ------------------------------------------------------------------ --------
High growth product innovation and digital transformation-focused
IT services provider
Wizeline (ADF, North America, Digital) EUR1.4m
--------------- ------------------------------------------------------------------ --------
A follow-on investment: Respiratory devices and consumables
manufacturer
Vyaire Medical (AVIII, North America, Healthcare) EUR11.5m
--------------- ------------------------------------------------------------------ --------
Provider of solutions to online retailers who want to
sell outside their home market
Global-e (AMI, Israel, Tech & Telco) EUR0.5m
--------------- ------------------------------------------------------------------ --------
Producer and supplier of prefabricated elements for
the infrastructure and construction sectors in Israel
Ramet Trom (AMI, Israel, Services) EUR1.5m
--------------- ------------------------------------------------------------------ --------
Finland's largest digital transformation services company,
with particular expertise in data and analytics
Solita (ADF, Europe, Digital) EUR3.3m
--------------- ------------------------------------------------------------------ --------
Healthium An independent medical devices player in India
MedTech (AIX, India, Healthcare) EUR7.1m
--------------- ------------------------------------------------------------------ --------
AEVII Add-on position to the carry stake EUR7.7m
--------------- ------------------------------------------------------------------ --------
AEVI New carry position EUR3.4m
--------------- ------------------------------------------------------------------ --------
1. Wizeline closed in March 2018, Vyaire Medical closed in April 2018, Global-e closed in April 2018, Ramet Trom closed in May 2018, Solita closed in June 2018 and Healthium MedTech closed in June 2018
2. Cost is AGA's indirect exposure to the underlying portfolio companies held by the Apax Funds. Costs may change following final close of the deal
Gross IRR on full exits(3) /MOIC(3)
53.4%/4.2x
Divestments
Initial
year of Gross Gross
Full exits(4) purchase MOIC(5) IRR(5)
--------------- ------------------------------------------ -------------- ---------- -------- -------
Provider of cost containment services
to the workers' compensation, disability
and auto industries
(AEVII & AVIII, North America, Fully
Genex Healthcare) exited 2014 2.8x 32%
--------------- ------------------------------------------ -------------- ---------- -------- -------
An outsourced product development
services firm Signed
GlobalLogic (AVIII, North America, Tech & Telco) full exit 2013 5.9x 57%
--------------- ------------------------------------------ -------------- ---------- -------- -------
Global distributor of specialty
chemicals and related services Signed
Azelis (AVIII, Europe, Services) full exit 2015 3.6x 56%
--------------- ------------------------------------------ -------------- ---------- -------- -------
Partial exits, Initial Cash proceeds
IPOs and year of to the Apax
others purchase Funds
--------------- ------------------------------------------ -------------- ---------- -----------------
Chinese asset management company
Huarong (AEVII & AVIII, China, Services) Recapitalised 2014 EUR70.1m
--------------- ------------------------------------------ -------------- ---------- -----------------
Consumer internet group in Israel
Zap Group (AMI, Israel, Tech & Telco) Dividend 2015 EUR6.3m
--------------- ------------------------------------------ -------------- ---------- -----------------
Global medical technology company
Acelity (AEVII, North America, Healthcare) Dividend 2011 EUR37.7m
--------------- ------------------------------------------ -------------- ---------- -----------------
Digital marketplace and solutions
for recreational marine industry
Boats Group (AIX, North America, Services) Recapitalised 2016 EUR36.2m
--------------- ------------------------------------------ -------------- ---------- -----------------
The largest general discount retail
chain store in Israel
Max (AMI, Israel, Consumer) Dividend 2017 EUR2.7m
--------------- ------------------------------------------ -------------- ---------- -----------------
The largest investment house in
Israel
Psagot (AEVII, Israel, Services) Recapitalised 2010 EUR67.2m
--------------- ------------------------------------------ -------------- ---------- -----------------
Nordic IT services provider
EVRY (AVIII, Europe, Tech & Telco) Dividend 2015 EUR21.3m
--------------- ------------------------------------------ -------------- ---------- -----------------
3. Gross IRR and MOIC on full exits calculated based on the aggregate cash flows across all funds of the three deals realised (inclusive of GlobalLogic which closed in August 2018 and Azelis expected to close in 4Q18). Gross IRR represents concurrent Gross IRR.
4. Genex full exit closed in March 2018, GlobalLogic full exit signed in May 2018 and closed in August 2018 and Azelis full exit signed in June 2018
5. Performance as at 30 June 2018, including unrealised value and total realised proceeds. Gross MOICs and Gross IRRs represent return to the fund which invested the most across all the Apax Funds into the deal. AVIII and AIX performances represent the euro tranche returns
Top 30 Private Equity Investments
AGA's indirect exposure at 30 June 2018
Valuation % of
Fund Geography Sector EURm NAV
------------------------ -------------- -------------- ------------- --------- ----
Azelis AVIII Europe Services 72.3 8%
------------------------ -------------- -------------- ------------- --------- ----
Assured Partners AVIII North America Services 57.0 6%
------------------------ -------------- -------------- ------------- --------- ----
Exact AVIII Europe Tech & Telco 39.3 4%
------------------------ -------------- -------------- ------------- --------- ----
Idealista AVIII Europe Consumer 34.8 4%
------------------------ -------------- -------------- ------------- --------- ----
GlobalLogic AVIII North America Tech & Telco 34.3 4%
------------------------ -------------- -------------- ------------- --------- ----
Engineering AVIII Europe Tech & Telco 33.4 4%
------------------------ -------------- -------------- ------------- --------- ----
Vyaire Medical* AVIII North America Healthcare 32.9 3%
------------------------ -------------- -------------- ------------- --------- ----
Unilabs AEVI & AIX Europe Healthcare 32.0 3%
------------------------ -------------- -------------- ------------- --------- ----
Acelity AEVII North America Healthcare 25.5 3%
------------------------ -------------- -------------- ------------- --------- ----
ThoughtWorks AIX North America Tech & Telco 23.4 2%
------------------------ -------------- -------------- ------------- --------- ----
NuPharm AVIII Europe Healthcare 23.3 2%
------------------------ -------------- -------------- ------------- --------- ----
EVRY* AVIII Europe Tech & Telco 22.8 2%
------------------------ -------------- -------------- ------------- --------- ----
Wehkamp AVIII Europe Consumer 20.5 2%
------------------------ -------------- -------------- ------------- --------- ----
Cole Haan AVIII North America Consumer 19.9 2%
------------------------ -------------- -------------- ------------- --------- ----
Duck Creek Technologies AVIII North America Tech & Telco 18.6 2%
------------------------ -------------- -------------- ------------- --------- ----
MATCHESFASHION.COM AIX UK Consumer 17.4 2%
------------------------ -------------- -------------- ------------- --------- ----
Quality Distribution* AVIII North America Services 17.3 2%
------------------------ -------------- -------------- ------------- --------- ----
Safetykleen* AIX UK Services 14.4 2%
------------------------ -------------- -------------- ------------- --------- ----
Shriram City Union AVIII India Services 13.8 1%
------------------------ -------------- -------------- ------------- --------- ----
Syneron Candela AIX North America Healthcare 12.0 1%
------------------------ -------------- -------------- ------------- --------- ----
ECi* AIX North America Tech & Telco 11.7 1%
------------------------ -------------- -------------- ------------- --------- ----
One Call AEVII & AVIII North America Healthcare 10.2 1%
------------------------ -------------- -------------- ------------- --------- ----
Zensar Technologies AVIII India Tech & Telco 9.4 1%
------------------------ -------------- -------------- ------------- --------- ----
Tivit AEVI & AEVII Rest of world Tech & Telco 9.4 1%
------------------------ -------------- -------------- ------------- --------- ----
Tosca AIX North America Services 8.7 1%
------------------------ -------------- -------------- ------------- --------- ----
Guotai Junan Securities AIX China Services 8.3 1%
------------------------ -------------- -------------- ------------- --------- ----
Boats Group* AIX North America Services 7.1 1%
------------------------ -------------- -------------- ------------- --------- ----
Psagot AEVII Israel Services 7.0 1%
------------------------ -------------- -------------- ------------- --------- ----
Healthium MedTech AIX India Healthcare 6.9 1%
------------------------ -------------- -------------- ------------- --------- ----
Attenti AIX Rest of world Tech & Telco 6.2 1%
------------------------ -------------- -------------- ------------- --------- ----
Other 62.2 6%
----------------------------------------------------------------------- --------- ----
Total gross investments 712.0 75%
----------------------------------------------------------------------- --------- ----
Carried interest (50.0) (5%)
-------------------------------------------------------- ------------- --------- ----
Capital call facilities and other (23.2) (3%)
-------------------------------------------------------- ------------- --------- ----
Total Private Equity 638.8 67%
----------------------------------------------------------------------- --------- ----
* Denotes overlap with the Derived Investments portfolio
www.apaxglobalalpha.com/investment-portfolio/top-holdings/private-equity
Investment Manager's report | Derived Investments
The performance of the Derived Investments portfolio weakened during the period as the Derived Equity portfolio experienced pressure from its emerging market exposure.
Portfolio split by sector
Dec 17 Jun 18
--------------- ------ ------
A Tech & Telco 36% 30%
--------------- ------ ------
B Services 21% 30%
--------------- ------ ------
C Healthcare 26% 22%
--------------- ------ ------
D Consumer 16% 17%
--------------- ------ ------
E Other 1% 1%
--------------- ------ ------
Portfolio split by geography
Dec 17 Jun 18
----------------- ------ ------
A North America 56% 60%
----------------- ------ ------
B Europe 14% 14%
----------------- ------ ------
C United Kingdom 8% 12%
----------------- ------ ------
D India 11% 7%
----------------- ------ ------
E China 11% 7%
----------------- ------ ------
Portfolio split by currency
Dec 17 Jun 18
------ ------ ------
A USD 60% 61%
------ ------ ------
B EUR 13% 9%
------ ------ ------
C GBP 8% 16%
------ ------ ------
D INR 11% 9%
------ ------ ------
E HKD 7% 4%
------ ------ ------
F NOK 1% 1%
------ ------ ------
Highlights
Total Return for Derived Investments was (0.6%) in 1H18, and (1.9%) on a constant currency basis. The Derived Debt portfolio produced a positive Total Return of 0.6% ((1.9%) on a constant currency basis). The returns from the Derived Equity portfolio were subdued with a Total Return of (2.3%), ((2.2%) on a constant currency basis), primarily due to pressure from our investments in emerging market stocks.
NAV development
The Adjusted NAV of the Derived Investments portfolio increased from EUR307.2m to EUR341.8m in the period. Growth came from new positions being added to the portfolio and a positive contribution of EUR4.4m from FX. AGA invested EUR132.6m and divested EUR101.8m in Derived Investments, generating net realised gains of EUR7.0m. Unrealised losses were (EUR17.8m) (Fig.1) and were the main reason for the weaker NAV and Total Return.
Investment performance
The Derived Investments portfolio generated a Total Return of (0.6%). FX had a positive effect of 1.3% as the US dollar appreciated against the euro (Fig.2); 61% of Derived Investments are denominated in US dollars, resulting in a (1.9%) Total Return on a constant currency basis. Derived Debt contributed 0.3% to the performance of Derived Investments, compared with Derived Equities with (0.9%).
The Derived Debt portfolio was particularly impacted by a further write down in the FullBeauty second lien investment (further details below). This one position represented 85% of total Derived Debt unrealised losses during the first six months. The remaining Debt positions held by AGA however are performing well.
Within Derived Equity, AGA's exposure to China and India caused a drag on performance. In particular, Indian mid-cap stocks were caught in a sell-off as evidenced by the MSCI India Mid Cap index declining by 10.9% in the first six months of the year.
The top three performers in the Derived Investments portfolio (Fig.3) were Greencore, Dignity and Sophos, three UK listed equities.
Greencore is currently the seventh largest Derived Investment with a NAV of EUR15.4m. The company produces convenience food for retailers and global brands in the UK and the US. AGA purchased this stock earlier this year as its price was over-penalised following a profit warning.
Dignity is the leading UK funeral services provider. AGA acquired a position in Dignity in 2018 as it was trading at a significant discount to its long-term valuation multiples, and not reflecting its market position and growth rates. This valuation gap closed sooner than expected, and AGA sold the position after a short hold, generating 1.4x Gross MOIC and 522% Gross IRR.
The share price of Sophos (an IT security and data protection company) has experienced some volatility during the first six months but improved considerably compared to the prior year end.
The positions with the greatest mark-downs were Strides Shasun (listed equity), FullBeauty (second lien loan) and OVS (listed equity).
Strides Shasun announced weak results. The business significantly lagged management guidance, largely on account of under-performance of its US business.
FullBeauty's debt valuation has decreased as operational trends continue to be weak and its NAV at June 2018 marked at EUR4.1m. There is therefore limited further valuation downside as a result of total write-downs already made with respect to this investment.
AGA's investment in OVS stock was driven by a read across from other structurally sound retailers experiencing weather- related weak trading during the winter months which later improved. Recent political events in Italy and the insolvency of an OVS affiliate in Switzerland impacted OVS's share price negatively in 1H18.
Investment activity
Derived Debt
The first half of 2018 saw a similar investment focus as 2017. In Derived Debt, the preference for US second lien notes continued as shown by the six of the seven debt investments made. Increased US base rates have resulted in improved bond yields in the US, and in Europe spreads have started to widen. In our view, this has generally improved risk-reward profiles for credit investments.
Of the seven new debt investments, two were in Apax Funds portfolio companies: Boats Group and Vyaire Medical. The overlap between AGA's Derived Debt portfolio with Private Equity exposures of Apax Funds was reduced to seven out of a total of 19 Derived Debt holdings at the end of the period. This represents a 36.8% overlap.
An example of the Investment Adviser's ability and insight to source a new Derived Debt opportunity was the investment in PowerSchool. PowerSchool is a software company catering to the US education industry. Initially, Apax performed due diligence on PowerSchool as a potential Private Equity opportunity, but did not proceed due to an unfavourable valuation bid-ask spread. Following the acquisition of PowerSchool by a consortium of Onex and Vista, AGA invested EUR12.8m in the second lien loan as we had a strong conviction towards the company's business fundamentals.
AGA exited five Derived Debt positions, generating EUR55.4m of proceeds in 1H18. The Gross IRR achieved on fully and partially exited positions was 12.6%, realising EUR1.6m (inclusive of income) of gains. As many of these debt investments were US dollar denominated, the constant currency Gross IRR achieved was 12.1%(1) .
Derived Equity
During the first half of this year, a total of eight new Derived Equity investments were completed, with an emphasis on Europe. The overlap of the Derived Equity portfolio with the AGA Private Equity exposures at 30 June 2018 was 16.7% with three positions out of a total of 18 investments overlapping.
AGA made six full exits from the Derived Equity portfolio. Four of these investments were purchased in the twelve months prior to the sale. The short holding periods reflect investment objectives having been achieved much earlier than originally anticipated. The Gross IRR on all exited positions was 7.7% with three positions returning negative or single-digit returns. Nonetheless, these exits realised EUR6.8m of gains, and the constant currency Gross IRR was 11.9%(1) .
1. Constant currency Gross IRR calculated based on the aggregate cash flows of each position sold, converted to euro using the FX rate at the first date of purchase for each respective position. The Gross IRR is then calculated on their aggregate cash flows
Fig.1: Derived Investments Adjusted NAV development (EURm)
EURm
------------------------------- --------
Adjusted NAV 31 Dec 2017 307.2
------------------------------- --------
Investments 132.6
------------------------------- --------
Divestments (101.8)
------------------------------- --------
Realised gains 7.0
------------------------------- --------
Unrealised losses (17.8)
------------------------------- --------
Performance fee adjustment(1) 10.2
------------------------------- --------
FX 4.4
------------------------------- --------
Adjusted NAV 30 June 2018(3) 341.8
------------------------------- --------
1. Performance fee adjustment accounting for the movement in the performance fee reserve at 30 June 2018
Fig.2: Derived Investments performance (%)
%
------------------------------- -------
Income 3.0%
------------------------------- -------
Realised gains 2.2%
------------------------------- -------
Unrealised gains (5.5%)
------------------------------- -------
Performance fee adjustment(1) (1.6%)
------------------------------- -------
FX 1.3%
------------------------------- -------
1H18 Total Return (0.6%)
------------------------------- -------
1. Performance fee adjustment accounting for the movement in the performance fee reserve at 30 June 2018
Operational metrics
Derived Debt
Operational performance in the Derived Debt portfolio measured by LTM EBITDA growth, improved from 6.2% to 15.4%, mainly due to the addition of a number of new positions (Boats Group, PowerSchool and Vyaire) with higher EBITDA growth.
The average yield of debt to maturity increased to 12.3% due to an increase in LIBOR rates which affected the floating rate debt AGA holds. 58% of Derived Debt positions were yielding 10% to maturity or higher.
Derived Equity
Average LTM earnings growth in the Derived Equity portfolio has increased from 12.0% to 16.1% due to a change in the portfolio mix compared to December 2017 with more faster growing positions added. There were eight additions and six positions sold in the period.
The average price-to-earnings multiple for the Derived Equity portfolio decreased to 23.5x. This was driven by the addition of faster growing positions whose share prices remained stable or decreased in some cases.
Market outlook
With the recent expansion of yields in Western markets, the risk-reward profile of credit opportunities seems more viable and we expect to see more debt investments in the Derived Investments portfolio going forward. Within the debt universe, we remain more positive on US dollar credit, but note euro investments have become more attractive in light of increasing spreads.
We expect new investment opportunities to arise in Derived Equity due to increasing volatility in public markets. We will however remain vigilant in relation to valuation risks, in particular from protectionist policies, tariff discussions, and regional/political conflicts.
Investment Manager's report | Derived Investments
Debt
Acquisitions
Acquisitions(1) Cost(1)
---------------- ----------------------------------------------------------- --------
Online marketplace and provider of software solutions
for the recreational marine industry
Boats Group (North America, Services, second lien) EUR6.7m
---------------- ----------------------------------------------------------- --------
Global provider of environmental, health, safety, risk,
social consulting services and sustainability related
services
ERM (UK, Services, second lien) EUR1.7m
---------------- ----------------------------------------------------------- --------
Provider of cost containment services to the workers'
compensation, disability and auto industries
Genex (North America, Healthcare, second lien) EUR6.0m
---------------- ----------------------------------------------------------- --------
Container leasing and logistic company
Goodpack (North America, Services, second lien) EUR3.4m
---------------- ----------------------------------------------------------- --------
Provider of subscription-based legal insurance plans
and identity theft protection plans to individuals
LegalShield (North America, Services, second lien) EUR8.0m
---------------- ----------------------------------------------------------- --------
Market leader in US K-12 education software
PowerSchool (North America, Tech & Telco, second lien) EUR12.8m
---------------- ----------------------------------------------------------- --------
Global leader in the respiratory diagnostics, ventilation,
and anaesthesia delivery and patient monitoring market
segments
Vyaire Medical (North America, Healthcare, first lien) EUR15.5m
---------------- ----------------------------------------------------------- --------
1. Represents the cost acquired during 2018
Gross IRR(2) /MOIC(2)
12.6%/1.2x
Divestments
Initial
year Gross Gross
Full exits of purchase MOIC(3) IRR(3)
----------- ------------------------------------------- ------------- -------- -------
Provider of cost containment services to
the workers' compensation, disability and
auto industries
Genex (North America, Healthcare, second lien) 2014 1.4x 13%
----------- ------------------------------------------- ------------- -------- -------
Provider of financial services software
Misys (Europe, Tech & Telco, second lien) 2017 1.0x (6%)
----------- ------------------------------------------- ------------- -------- -------
German based speciality pharmaceutical
company
Riemser (Europe, Healthcare, first lien) 2017 1.1x 25%
----------- ------------------------------------------- ------------- -------- -------
2. Gross IRR and MOIC calculated based on the aggregate euro cash flows since inception for deals realised during the period (inclusive of two partial exits)
3. Calculated since the initial purchase date of the investment
Equity
Acquisitions
Acquisitions(1) Cost(2)
------------------ ------------------------------------------------------- --------
House financing company
Can Fin Homes (India, Services) EUR8.2m
------------------ ------------------------------------------------------- --------
Provider of health and human services to patients with
intellectual disabilities
Civitas Solutions (North America, Healthcare) EUR12.1m
------------------ ------------------------------------------------------- --------
UK funeral services provider
Dignity (UK, Services) EUR8.1m
------------------ ------------------------------------------------------- --------
International producer of convenience foods
Greencore (Europe, Consumer) EUR11.4m
------------------ ------------------------------------------------------- --------
UK retirement specialist
Just Group (UK, Services) EUR8.6m
------------------ ------------------------------------------------------- --------
Facilities management company
Mitie (UK, Services) EUR8.5m
------------------ ------------------------------------------------------- --------
Italian family apparel retailer
OVS (Europe, Consumer) EUR12.5m
------------------ ------------------------------------------------------- --------
Repco Home House financing company
Finance(3) (India, Services) EUR7.9m
------------------ ------------------------------------------------------- --------
1. In April 2018, AGA's investment in Strides Shasun demerged and the Company received shares in a new investment Solara, that subsequently listed on the National Stock Exchange of India in June 2018. This resulted in a partial realisation of Strides Shasun and new investment in Solara. This investment in Solara was valued at EUR0.6m at 30 June 2018 and has been excluded from the above
2. Represents the cost acquired during 2018
3. Add-on position
Gross IRR(4) /MOIC(4)
7.7%/1.1x
Divestments
Initial
year Gross Gross
Full exits of purchase MOIC(5) IRR(5)
--------------------- ----------------------------------------------- ------------- -------- -------
Product design and development, engineering
software and cloud computing software company
Altair (North America, Tech & Telco) 2017 1.9x 1883%
--------------------- ----------------------------------------------- ------------- -------- -------
Italian factoring business
Banca Farmafactoring (Europe, Services) 2017 0.9x (12%)
--------------------- ----------------------------------------------- ------------- -------- -------
A Chinese merchant bank and asset management
China Cinda company
Asset Management (China, Services) 2015 0.8x (9%)
--------------------- ----------------------------------------------- ------------- -------- -------
UK funeral services provider
Dignity (UK, Services) 2018 1.4x 522%
--------------------- ----------------------------------------------- ------------- -------- -------
Technology services provider
Take (India, Tech & Telco) 2016 1.1x 4%
--------------------- ----------------------------------------------- ------------- -------- -------
Open source SaaS provider of data management
solutions
Talend (North America, Tech & Telco) 2017 1.2x 36%
--------------------- ----------------------------------------------- ------------- -------- -------
4. Gross IRR and MOIC calculated based on the aggregate euro cash flows since inception for deals realised during the period (inclusive of one partial exit)
5. Calculated since the initial purchase date of the investment
Investment Manager's report | Derived Investments
Top 30 Derived Investments
at 30 June 2018
Valuation % of
Instrument Geography Sector EURm NAV
---------------------------- -------------- -------------- ------------- --------- ----
Syncsort 2L term loan North America Tech & Telco 21.2 2%
---------------------------- -------------- -------------- ------------- --------- ----
KRKA Listed equity Europe Healthcare 20.3 2%
---------------------------- -------------- -------------- ------------- --------- ----
Sophos* Listed equity UK Tech & Telco 17.1 2%
---------------------------- -------------- -------------- ------------- --------- ----
Quality Distribution* 2L term loan North America Services 17.0 2%
---------------------------- -------------- -------------- ------------- --------- ----
Aptos* 1L term loan North America Tech & Telco 16.8 2%
---------------------------- -------------- -------------- ------------- --------- ----
Vyaire Medical* 2L term loan North America Healthcare 16.6 2%
---------------------------- -------------- -------------- ------------- --------- ----
Greencore Listed equity Europe Consumer 15.4 2%
---------------------------- -------------- -------------- ------------- --------- ----
Civitas Solutions Listed equity North America Healthcare 14.0 1%
---------------------------- -------------- -------------- ------------- --------- ----
ECi* 2L term loan North America Tech & Telco 12.9 1%
---------------------------- -------------- -------------- ------------- --------- ----
PowerSchool 2L term loan North America Tech & Telco 12.7 1%
---------------------------- -------------- -------------- ------------- --------- ----
Sinopharm Listed equity China Healthcare 12.2 1%
---------------------------- -------------- -------------- ------------- --------- ----
Vipshop Listed equity China Consumer 11.9 1%
---------------------------- -------------- -------------- ------------- --------- ----
Rentpath 2L term loan North America Tech & Telco 10.8 1%
---------------------------- -------------- -------------- ------------- --------- ----
Safetykleen* 2L term loan UK Services 9.8 1%
---------------------------- -------------- -------------- ------------- --------- ----
DCB Listed equity India Services 9.6 1%
---------------------------- -------------- -------------- ------------- --------- ----
OVS Listed equity Europe Consumer 9.3 1%
---------------------------- -------------- -------------- ------------- --------- ----
Repco Home Finance Listed equity India Services 9.2 1%
---------------------------- -------------- -------------- ------------- --------- ----
Vertafore 2L term loan North America Tech & Telco 8.7 1%
---------------------------- -------------- -------------- ------------- --------- ----
LegalShield 2L term loan North America Services 8.7 1%
---------------------------- -------------- -------------- ------------- --------- ----
PDC Brands 2L term loan North America Consumer 8.7 1%
---------------------------- -------------- -------------- ------------- --------- ----
LegalZoom 2L term loan North America Services 8.7 1%
---------------------------- -------------- -------------- ------------- --------- ----
Advantage Sales & Marketing 2L term loan North America Consumer 7.9 1%
---------------------------- -------------- -------------- ------------- --------- ----
Just Group Listed equity UK Services 7.7 1%
---------------------------- -------------- -------------- ------------- --------- ----
Boats Group* 2L term loan North America Services 6.8 1%
---------------------------- -------------- -------------- ------------- --------- ----
Mitie Group Listed equity UK Services 6.8 1%
---------------------------- -------------- -------------- ------------- --------- ----
Can Fin Homes Listed equity India Services 6.5 1%
---------------------------- -------------- -------------- ------------- --------- ----
Strides Shasun Listed equity India Healthcare 6.5 1%
---------------------------- -------------- -------------- ------------- --------- ----
Genex* 2L term loan North America Healthcare 6.5 1%
---------------------------- -------------- -------------- ------------- --------- ----
Equity and
Answers warrants North America Services 6.3 1%
---------------------------- -------------- -------------- ------------- --------- ----
FullBeauty* 2L term loan North America Consumer 4.1 0%
---------------------------- -------------- -------------- ------------- --------- ----
Other investments 14.2 1%
--------------------------------------------------------------------------- --------- ----
Total Derived Investments 344.9 37%
--------------------------------------------------------------------------- --------- ----
* Denotes overlap with the Private Equity portfolio
www.apaxglobalalpha.com/investment-portfolio/top-holdings/derived-investments
Statement of Directors' responsibilities
Statement of principal risks and uncertainties
As an investment company with an investment portfolio comprising financial assets, the principal risks associated with the Company's business largely relate to financial risks, strategic and business risks, and operating risks.
A detailed analysis of the Company's principal risks and uncertainties are set out on pages 40 to 43 of the annual report and accounts 2017 and have not changed materially since the date of the report. The Company has not identified any new risks that will impact the remaining six months of the financial year.
Statement of Directors' responsibilities in respect of the Interim Report and Accounts
The Directors confirm that to the best of their knowledge:
-- the condensed interim financial statements have been prepared in accordance with IAS 34 interim financial reporting as required by DTR4.2.4R;
-- the Chairman's Statement and Investment Manager's report (together constituting the Interim Management Report), together with the statement of principal risks and uncertainties above, include a fair review of the information required by DTR4.2.7R, being an indication of important events that have occurred during the period and their impact on these interim financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and
-- the condensed interim financial statements provide a fair review of the information required by DTR4.2.8R, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the Company during that period, and any changes in the related party transactions described in the last annual report and accounts that could materially affect the financial position or performance of the Company during that period. Please refer to note 9 of the condensed interim financial statements.
Signed on behalf of the Board of Directors
Tim Breedon CBE
Chairman
13 August 2018
Signed on behalf of the Audit Committee
Susie Farnon
Chairman of the Audit Committee
13 August 2018
The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in Guernsey governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Independent review report
to Apax Global Alpha Limited
Conclusion
We have been engaged by Apax Global Alpha Limited (the "Company") to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2018 which comprises the condensed statement of financial position, the condensed statement of profit or loss and other comprehensive income, the condensed statement of changes in equity, the condensed statement of cash flows and the related explanatory notes.
Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2018 is not prepared, in all material respects, in accordance with IAS 34 Interim Financial Reporting as adopted by the EU and the Disclosure Guidance and Transparency Rules ("the DTR") of the UK's Financial Conduct Authority ("the UK FCA").
Scope of review
We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity issued by the Auditing Practices Board for use in the UK. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. We read the other information contained in the half-yearly financial report and consider whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.
A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Directors' responsibilities
The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the DTR of the UK FCA.
As disclosed in note 2, the annual financial statements of the Company are prepared in accordance with International Financial Reporting Standards as adopted by the EU. The directors are responsible for preparing the condensed set of financial statements included in the half-yearly financial report in accordance with IAS 34 as adopted by the EU.
Our responsibility
Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.
The purpose of our review work and to whom we owe our responsibilities
This report is made solely to the Company in accordance with the terms of our engagement to assist the Company in meeting the requirements of the DTR of the UK FCA. Our review has been undertaken so that we might state to the Company those matters we are required to state to it in this report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company for our review work, for this report, or for the conclusions we have reached.
Lee Clark
for and on behalf of
KPMG Channel Islands Limited
Chartered Accountants, Guernsey
13 August 2018
Condensed statement of financial position
At 30 June 2018 (Unaudited)
30 June 31 December
2018 2017
Notes EUR'000 EUR'000
------------------------------------------------------ ----- --------- -----------
Assets
Non-current assets
Investments held at fair value through profit or loss
("FVTPL") 8 983,670 910,669
------------------------------------------------------ ----- --------- -----------
Total non-current assets 983,670 910,669
------------------------------------------------------ ----- --------- -----------
Current assets
Cash and cash equivalents 16,916 18,989
Other receivables 1,742 1,987
------------------------------------------------------ ----- --------- -----------
Total current assets 18,658 20,976
------------------------------------------------------ ----- --------- -----------
Total assets 1,002,328 931,645
------------------------------------------------------ ----- --------- -----------
Liabilities
Current liabilities
Revolving credit facility 11 39,947 -
Investment payables 12,829 -
Accrued expenses 1,731 1,729
------------------------------------------------------ ----- --------- -----------
Total current liabilities 54,507 1,729
------------------------------------------------------ ----- --------- -----------
Total liabilities 54,507 1,729
------------------------------------------------------ ----- --------- -----------
Capital and reserves
Shareholders' capital 14 873,804 873,804
Share-based payment performance fee reserve 10 3,933 17,495
Retained earnings 70,084 38,617
------------------------------------------------------ ----- --------- -----------
Total equity 947,821 929,916
------------------------------------------------------ ----- --------- -----------
Total shareholders' equity and liabilities 1,002,328 931,645
------------------------------------------------------ ----- --------- -----------
On behalf of the Board of Directors
----------------------------------- --------------------------------
Tim Breedon Susie Farnon
Chairman Chairman of the Audit Committee
13 August 2018 13 August 2018
30 June 30 June 31 December 31 December
2018 2018 2017 2017
EUR GBP equivalent(1) EUR GBP equivalent(1)
------------------------------- ------- ------------------ ----------- ------------------
Net Asset Value ("NAV") ('000) 947,821 838,566 929,916 825,849
Adjusted NAV ('000)(2) 943,888 835,087 912,421 810,312
NAV per share 1.93 1.71 1.89 1.68
Adjusted NAV per share(2) 1.92 1.70 1.86 1.65
------------------------------- ------- ------------------ ----------- ------------------
1. The sterling equivalent has been calculated based on the GBP/EUR exchange rate at 30 June 2018 and 31 December 2017 respectively.
2. Adjusted NAV is the NAV net of the share-based payment performance fee reserve. Adjusted NAV per share is calculated by dividing the Adjusted NAV by the total number of shares.
The accompanying notes form an integral part of these condensed interim financial statements.
Condensed statement of profit or loss and other comprehensive income
Six months ended 30 June 2018 (Unaudited)
Six months Six months
ended ended
30 June 30 June
2018 2017
Notes EUR'000 EUR'000
-------------------------------------------------------- ----- ---------- ----------
Income
Investment income 9,652 15,288
Net changes in investments at FVTPL 8 53,493 (7,820)
Realised foreign currency (losses)/gains (2,043) 1,435
-------------------------------------------------------- ----- ---------- ----------
Net unrealised foreign currency losses(1) (246) (3,301)
-------------------------------------------------------- ----- ---------- ----------
Total income 60,856 5,602
Operating and other expenses
Performance fee 10 (1,810) (7,578)
Management fee 9 (2,228) (2,687)
Administration and other operating expenses 6 (1,573) (1,355)
-------------------------------------------------------- ----- ---------- ----------
Total operating expenses (5,611) (11,620)
-------------------------------------------------------- ----- ---------- ----------
Total income less operating expenses 55,245 (6,018)
-------------------------------------------------------- ----- ---------- ----------
Finance costs 11 (708) (675)
-------------------------------------------------------- ----- ---------- ----------
Profit/(loss) before tax 54,537 (6,693)
-------------------------------------------------------- ----- ---------- ----------
Tax charge 7 (142) (138)
-------------------------------------------------------- ----- ---------- ----------
Profit/(loss) after tax for the period 54,395 (6,831)
-------------------------------------------------------- ----- ---------- ----------
Other comprehensive income - -
-------------------------------------------------------- ----- ---------- ----------
Total comprehensive income attributable to shareholders 54,395 (6,831)
-------------------------------------------------------- ----- ---------- ----------
Earnings per share (cents) 15
Basic and diluted 11.08 (1.39)
Adjusted(2) 11.02 (1.37)
-------------------------------------------------------- ----- ---------- ----------
The accompanying notes form an integral part of these condensed interim financial statements.
1. Net unrealised foreign exchange gain on cash and cash equivalents of EUR0.1m offset by revaluation loss of EUR0.4m on the revolving credit facility drawn at 30 June 2018.
2. The Adjusted earnings per share has been calculated based on the profit attributable to ordinary shareholders adjusted for the total accrued performance fee at 30 June 2018 and 30 June 2017 respectively as per note 15 and the weighted average number of ordinary shares.
Condensed statement of changes in equity
Six months ended 30 June 2018 (Unaudited)
Share-based
Shareholders' Retained payment performance
For the six months ended 30 June capital earnings fee reserve Total
2018 Notes EUR'000 EUR'000 EUR'000 EUR'000
---------------------------------------- ----- ------------- --------- -------------------- ---------
Balance at 1 January 2018 873,804 38,617 17,495 929,916
Total comprehensive income attributable
to shareholders - 54,395 - 54,395
Share-based payment performance
fee reserve movement 10 - - (13,562) (13,562)
Dividend paid 16 - (22,928) - (22,928)
---------------------------------------- ----- ------------- --------- -------------------- ---------
Balance at 30 June 2018 873,804 70,084 3,933 947,821
---------------------------------------- ----- ------------- --------- -------------------- ---------
Share-based
Shareholders' Retained payment performance
For the six months ended 30 June capital earnings fee reserve Total
2017 and 31 December 2017 Notes EUR'000 EUR'000 EUR'000 EUR'000
---------------------------------------- ----- ------------- --------- -------------------- ---------
Balance at 1 January 2017 873,804 64,914 11,291 950,009
Total comprehensive income attributable
to shareholders - (6,831) - (6,831)
Share-based payment performance
fee reserve movement 10 - - 1,013 1,013
Dividend paid 16 - (23,769) - (23,769)
---------------------------------------- ----- ------------- --------- -------------------- ---------
Balance at 30 June 2017 873,804 34,314 12,304 920,422
---------------------------------------- ----- ------------- --------- -------------------- ---------
Total comprehensive income attributable
to shareholders - 27,336 - 27,336
Share-based payment performance
fee reserve movement - - 5,191 5,191
Dividend paid - (23,033) - (23,033)
---------------------------------------- ----- ------------- --------- -------------------- ---------
Balance at 31 December 2017 873,804 38,617 17,495 929,916
---------------------------------------- ----- ------------- --------- -------------------- ---------
The accompanying notes form an integral part of these condensed interim financial statements.
Condensed statement of cash flows
Six months ended 30 June 2018 (Unaudited)
Six months Six months
ended ended
30 June 30 June
2018 2017
Notes EUR'000 EUR'000
------------------------------------------------------ ----- ---------- ----------
Cash flows from operating activities
Interest received 9,963 16,130
Interest paid (12) (19)
Dividend received 246 295
Performance fee paid 10 (15,372) (6,565)
Operating expenses paid (3,020) (4,396)
Tax paid 7 (128) (138)
Purchase of Private Equity Investments(1) (11,126) -
Capital calls paid to Private Equity Investments - (14,218)
Capital distributions from Private Equity Investments 22,057 50,129
Purchase of Derived Investments(2) (120,143) (107,518)
Sale of Derived Investments(2) 99,939 208,959
------------------------------------------------------ ----- ---------- ----------
Net cash used in operating activities (17,596) 142,659
------------------------------------------------------ ----- ---------- ----------
Cash flows from financing activities
Finance costs paid (740) (671)
Dividend paid(3) 16 (23,425) (23,425)
Revolving credit facility drawn 43,614 -
Revolving credit facility repaid (4,012) -
------------------------------------------------------ ----- ---------- ----------
Net cash from financing activities 15,437 (24,096)
------------------------------------------------------ ----- ---------- ----------
Cash and cash equivalents at the beginning of the
period 18,989 33,862
Net (decrease)/increase in cash and cash equivalents (2,159) 118,563
Effect of foreign currency fluctuations on cash
and cash equivalents 86 (3,301)
------------------------------------------------------ ----- ---------- ----------
Cash and cash equivalents at the end of the period 16,916 149,124
------------------------------------------------------ ----- ---------- ----------
1. These cash flows relate to the purchase of two carried interest positions in Apax Europe VI (EUR3.4m) and Apax Europe VII (EUR7.7m) in the secondary market.
2. On 9 April 2018, the Company's equity investment in Strides Shasun limited demerged and the Company received shares in a new company Solara, that subsequently listed on the National Stock Exchange of India ("NSE") on 27 June 2018. This resulted in a partial realisation of Strides Shasun limited (EUR1.2m) and a new investment of EUR1.2m in Solara. As no cash was exchanged, this has been excluded from the cash flows from investing activities. In the prior period, the Company's first and second lien debt positions in Answers were restructured and the Company received equity of EUR6.9m, warrants of EUR0.2m and new second lien debt of EUR1.9m. As no cash was exchanged, these have been excluded from the comparative.
3. Dividend paid represents the cash amount paid to shareholders adjusted for foreign exchange movements. The difference between the amount included in the condensed interim statement of profit or loss and the cash flow statement represents the foreign exchange difference between the liability being booked and the final amount paid.
The accompanying notes form an integral part of these condensed interim financial statements.
Notes to the condensed interim financial statements
For the six months ended 30 June 2018
1 Reporting entity
Apax Global Alpha Limited (the "Company" or "AGA") is a limited liability Guernsey company that was incorporated on 2 March 2015. The address of the Company's registered office is PO Box 656, East Wing, Trafalgar Court, Les Banques, St Peter Port, Guernsey, GY1 3PP. The Company invests in Private Equity funds, listed and unlisted securities including debt instruments.
The Company's main corporate objectives are to provide shareholders with capital appreciation from its investment portfolio and regular dividends. The Company's operating activities are managed by its Board of Directors and its investment activities are managed by Apax Guernsey Managers Limited (the "Investment Manager") under a discretionary investment management agreement. The Investment Manager obtains investment advice from Apax Partners LLP (the "Investment Adviser").
2 Basis of preparation
Statement of compliance
These condensed interim financial statements have been prepared in accordance with IAS 34 "Interim Financial Reporting" as adopted by the European Union and should be read in conjunction with the Annual Report and Accounts 2017 which were prepared in accordance with International Financial Reporting Standards, as adopted by the European Union ("IFRS"). They do not include all the information required for a complete set of IFRS financial statements. However, the explanatory notes are included to explain events and transactions that are significant to an understanding of changes in the Company's financial position and performance since the last annual financial statements.
Going concern
The Directors consider that it is appropriate to adopt the going concern basis of accounting in preparing these condensed interim financial statements. In reaching this assessment, the Directors have considered a wide range of information relating to the present and future conditions, including the condensed statement of financial position, future projections, cash flows and the longer-term strategy of the Company. On review of the condensed statement of financial positon, it was noted that current liabilities were greater than net current assets at 30 June 2018, as the Company had drawn on its revolving credit facility (see note 11 for further details). The Company's future cash flow projections show that this is a temporary position and that the facility will be repaid in full in the short term.
Additionally, it was noted that the Company's facility is due to expire on 4 February 2019 but the Company has the option to extend for further twelve months (subject to final lender approval). The Directors considered the unlikely scenario of non-renewal of this facility and determined that it remains appropriate to adopt a going concern basis. Without the facility, the Company has sufficient liquidity within its Derived Investments portfolio to cover all outstanding liabilities inclusive of outstanding Private Equity commitments due within the next twelve months (see note 12 for further details on liquidity).
3 Accounting policies
There are no new standards or changes to standards since the Annual Report and Accounts 2017 which significantly impact these condensed interim financial statements. The accounting policies applied by the Company in these condensed interim financial statements are consistent with those set out on pages 73 to 77 of the Annual Report and Accounts 2017.
4 Critical accounting estimates and judgements
The significant judgements made by management in applying the Company's accounting policies and the key sources of estimation and uncertainty remain the same as those applied in the year ended 31 December 2017. In preparing these interim condensed financial statements, the Company makes judgements, estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses. Estimates and judgements are continually evaluated and are based on the experience of the Board of Directors and the Investment Manager and their expectations of future events. As these judgements involve estimates of the likelihood of future events, actual results could differ from those estimates which could affect the future reported amounts of assets and liabilities. Revisions to estimates are recognised prospectively.
(i) Judgements
The judgement that has the most significant effect on the amounts recognised in the Company's condensed interim financial statements relates to investment assets. These have been determined to be investments held at fair value through profit or loss and have been accounted for accordingly.
(ii) Estimates
The estimate that has the most significant effect on the amounts recognised in the Company's financial statements relates to investments held at FVTPL. The fair value of investments traded in an active market at FVTPL is determined by reference to their bid-market pricing at the reporting date otherwise the fair value is determined by using appropriate valuation techniques and methodologies.
The Investment Manager is responsible for the preparation of the Company's valuations and meets quarterly to approve and discuss the key valuation assumptions. The meetings are open to the Board of Directors, the Investment Adviser and the external auditors to enable them to challenge the valuation assumptions and the proposed valuation estimates. On a quarterly basis, the Board of Directors review and approve the final NAV calculation before it is announced to the market.
The Investment Manager also makes estimates and assumptions concerning the future and the resulting accounting estimates, will by definition, seldom equal the related actual results. The assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities are outlined in note 13.
5 Segmental analysis
The segmental analysis of the Company's results and financial position is set out below. There have been no changes to the reportable segments since those presented in the Annual Report and Accounts 2017.
Reportable segments
Condensed statement of profit or loss Private Equity Central
and other comprehensive income Investments Derived Investments functions(1) Total
for the six months ended 30 June 2018 EUR'000 EUR'000 EUR'000 EUR'000
-------------------------------------------- -------------- ------------------- ------------- --------
Investment income - 9,653 (1) 9,652
Net change in investments at FVTPL 59,833 (6,340) - 53,493
Realised foreign exchange losses - (1,669) (374) (2,043)
Net unrealised foreign currency losses - - (246) (246)
-------------------------------------------- -------------- ------------------- ------------- --------
Total income 59,833 1,644 (621) 60,856
-------------------------------------------- -------------- ------------------- ------------- --------
Performance fees(2) (1,217) (593) - (1,810)
Management fees (293) (1,935) - (2,228)
Administration and other operating expenses - - (1,573) (1,573)
-------------------------------------------- -------------- ------------------- ------------- --------
Total operating expenses (1,510) (2,528) (1,573) (5,611)
-------------------------------------------- -------------- ------------------- ------------- --------
Total income less operating expenses 58,323 (884) (2,194) 55,245
-------------------------------------------- -------------- ------------------- ------------- --------
Finance costs - - (708) (708)
-------------------------------------------- -------------- ------------------- ------------- --------
Profit/(loss) before tax 58,323 (844) (2,902) 54,537
-------------------------------------------- -------------- ------------------- ------------- --------
Tax charge - (142) - (142)
-------------------------------------------- -------------- ------------------- ------------- --------
Total comprehensive income attributable
to shareholders 58,323 (1,026) (2,902) 54,395
-------------------------------------------- -------------- ------------------- ------------- --------
Private Equity Cash and
Condensed statement of financial position Investments Derived Investments other NCAs(3) Total
at 30 June 2018 EUR'000 EUR'000 EUR'000 EUR'000
------------------------------------------ -------------- ------------------- -------------- ----------
Total assets 638,812 344,858 18,658 1,002,328
Total liabilities - (12,829) (41,678) (54,507)
------------------------------------------ -------------- ------------------- -------------- ----------
NAV 638,812 332,029 (23,020) 947,821
------------------------------------------ -------------- ------------------- -------------- ----------
Condensed statement of profit or loss Private Equity Central
and other comprehensive income Investments Derived Investments functions(1) Total
for the six months ended 30 June 2017 EUR'000 EUR'000 EUR'000 EUR'000
-------------------------------------------- -------------- ------------------- ------------- ---------
Investment income - 15,175 113 15,288
Net change in investments at FVTPL (6,318) (1,502) - (7,820)
Realised foreign exchange gains 1,108 327 - 1,435
Net unrealised foreign currency losses - - (3,301) (3,301)
-------------------------------------------- -------------- ------------------- ------------- ---------
Total income (5,210) 14,000 (3,188) 5,602
-------------------------------------------- -------------- ------------------- ------------- ---------
Performance fees 104 (7,682) - (7,578)
Management fees (344) (2,343) - (2,687)
Administration and other operating expenses - - (1,355) (1,355)
-------------------------------------------- -------------- ------------------- ------------- ---------
Total operating expenses (240) (10,025) (1,355) (11,620)
-------------------------------------------- -------------- ------------------- ------------- ---------
Total income less operating expenses (5,450) 3,975 (4,543) (6,018)
-------------------------------------------- -------------- ------------------- ------------- ---------
Finance costs - - (675) (675)
-------------------------------------------- -------------- ------------------- ------------- ---------
Profit/(loss) before tax (5,450) 3,975 (5,218) (6,693)
-------------------------------------------- -------------- ------------------- ------------- ---------
Tax charge - (138) - (138)
-------------------------------------------- -------------- ------------------- ------------- ---------
Total comprehensive income attributable
to shareholders (5,450) 3,837 (5,218) (6,831)
-------------------------------------------- -------------- ------------------- ------------- ---------
Private Equity Cash and
Condensed statement of financial position Investments Derived Investments other NCA's(3) Total
at 31 December 2017 EUR'000 EUR'000 EUR'000 EUR'000
------------------------------------------ -------------- ------------------- --------------- --------
Total assets 457,647 314,788 150,736 923,171
Total liabilities - (1,023) (1,726) (2,749)
------------------------------------------ -------------- ------------------- --------------- --------
NAV 457,647 313,765 149,010 920,422
------------------------------------------ -------------- ------------------- --------------- --------
1. Central functions represents interest income earned on cash balances held and other general administration costs and financial costs.
2. Represents the movement in each respective portfolio's overall performance fee reserve (realised and unrealised). At 30 June 2018, the maximum performance fee payable on the unrealised portfolio would be EUR0.7m. In the Strategic Report, we have allocated the full EUR0.7m to Private Equity as the IMA requires that the Private Equity and Derived Investment reserves are calculated seperately and then netted, therefore the maximum payable on this reserve was allocated to Private Equity.
3. NCAs refers to net current assets of the Company.
6 Administration and other operating expenses
Six months Six months
ended ended
30 June 30 June
2018 2017
EUR'000 EUR'000
-------------------------------------------------- ---------- ----------
Directors' fees 129 155
Administration and other fees 246 280
Deal transaction, custody and research costs 817 532
General expenses 338 341
Auditors' remuneration
Other assurance services-interim review 46 46
Tax services (3) 1
-------------------------------------------------- ---------- ----------
Total administration and other operating expenses 1,573 1,355
-------------------------------------------------- ---------- ----------
Increase of EUR0.2m in deal transaction, custody and research costs was mainly due to additional broker fees being incurred compared to the prior year. The Company has no employees and there were no pension or staff cost liabilities incurred during the period.
7 Taxation
The Company is exempt from taxation in Guernsey under the provisions of the Income Tax (Exempt Bodies) (Guernsey) Ordinance, 1989 and is charged an annual exemption fee of GBP1,200.
The Company, at times, may be required to pay tax in other jurisdictions as a result of specific trades in its investment portfolio. During the period ended 30 June 2018, the Company had a net tax expense of EUR0.1m (30 June 2017: EUR0.1m) mainly related to the sale of listed equities in India and tax incurred on debt interest income in the United Kingdom. No deferred income taxes were recorded as there are no timing differences.
8 Investments
(a) Unconsolidated subsidiaries
As at 30 June 2018, the Company does not have any subsidiaries. The Company liquidated the last two remaining subsidiaries; RDS Guernsey PCV GP Co Ltd and Twin Guernsey PCV GP Co Ltd, in the prior year on 16 March 2017. Both entities were special purpose vehicles incorporated in Guernsey.
(b) Investments held at FVTPL
30 June 31 December
2018 2017
EUR'000 EUR'000
--------------------------- --------- -----------
Opening fair value 910,669 911,554
Calls - 154,422
Distributions (22,333) (78,497)
Purchases(1) 143,707 278,543
Sales (101,866) (376,223)
Net change in fair value 53,493 20,870
--------------------------- --------- -----------
Closing fair value 983,670 910,669
--------------------------- --------- -----------
Private Equity Investments 638,812 590,185
Derived Investments 344,858 320,484
--------------------------- --------- -----------
Debt 184,253 188,429
Equities 160,605 132,055
--------------------------- --------- -----------
Closing fair value 983,670 910,669
--------------------------- --------- -----------
1. Included in purchases is EUR11.1m related to Private Equity as two carried interest holdings were purchased on the secondary market during the period.
(c) Net changes in investments at FVTPL
Six months Six months
ended ended
30 June 30 June
2018 2017
EUR'000 EUR'000
------------------------------------------------------ ---------- ----------
Private Equity Investments
Gross unrealised gains 60,861 33,977
Gross unrealised losses (1,028) (40,295)
------------------------------------------------------ ---------- ----------
Total net unrealised gains/(losses) on Private Equity
Investments 59,833 (6,318)
------------------------------------------------------ ---------- ----------
Derived Investments
Gross unrealised gains 20,306 28,199
Gross unrealised losses (27,624) (47,269)
------------------------------------------------------ ---------- ----------
Net unrealised losses on Derived Investments (7,318) (19,070)
------------------------------------------------------ ---------- ----------
Gross realised gains 9,203 29,285
Gross realised losses (8,225) (11,717)
------------------------------------------------------ ---------- ----------
Net realised gains on Derived Investments 978 17,568
------------------------------------------------------ ---------- ----------
Total net losses on Derived Investments (6,340) (1,502)
------------------------------------------------------ ---------- ----------
Total net gains/(losses) in investments at FVTPL 53,493 (7,820)
------------------------------------------------------ ---------- ----------
(d) Involvement with unconsolidated structured entities
The Company's investments in Private Equity funds are considered to be unconsolidated structured entities. Their nature and purpose is to invest capital on behalf of their limited partners. The funds pursue sector focused strategies, investing in four key sectors; Tech & Telco, Services, Healthcare and Consumer. The Company commits to a fixed amount of capital, which may be drawn (and returned) over the life of the fund. The Company pays capital calls when due and receives distributions from the funds, once an asset has been sold. Note 12 summarises current outstanding commitments to the six underlying Private Equity Investments held. The fair value of these was EUR638.8m at 30 June 2018 (30 June 2017: EUR457.6m), whereas total value of the Private Equity funds was EUR14.5bn (30 June 2017: EUR13.3bn). During the period, the Company did not provide financial support and has no intention of providing financial or other support to these funds.
9 Related party transactions
The Investment Manager was appointed by the Board of Directors under a discretionary Investment Management Agreement ("IMA") dated 22 May 2015 and the amended IMA dated 22 August 2016, which sets out the basis for the allocation and payment of the management fee.
The management fee is calculated in arrears at a rate of 1.25% per annum on the fair value of Derived Investments and non-fee paying Private Equity Investments which do not already pay a management fee and/or an advisory fee to the Investment Manager or Investment Adviser. During the six months ended 30 June 2018, EUR2.2m (30 June 2017: EUR2.7m) of management fees were earned by the Investment Manager. The Investment Manager is also entitled to a performance fee on realised gains when they reach or exceed a benchmark performance, as explained in note 10.
The IMA has an initial term of six years and automatically continues for a further three additional years unless prior to the fifth anniversary of the start of the initial term or prior to the second anniversary of the start of any additional year thereafter either the Investment Manager or the Company (by a special resolution) serves a written notice electing to terminate the IMA at the expiry of the initial term of the commencement of the next additional year. The Company is required to pay the Investment Manager during the notice period all fees and expenses accrued and payable at the date of termination.
The Investment Adviser has been engaged by the Investment Manager to provide advice on the investment strategy of the Company. An Investment Advisory Agreement ("IAA"), dated 22 May 2015 and the amendment dated 22 August 2016, exists between the two parties. Though not legally related to the Company, the Investment Adviser has been determined to be a related party. The Company paid no fees and had no transactions with the Investment Adviser during the period (30 June 2017: EURNil).
The Company has an Administration Agreement with Aztec Financial Services (Guernsey) Limited ("Aztec") dated 22 May 2015. Under the terms of the agreement, Aztec has delegated certain accounting and bookkeeping services related to the Company to Apax Partners Fund Services Limited ("APFS"), a related party of the Investment Adviser, under a sub-administration agreement dated 22 May 2015. A fee of EUR0.2m (30 June 2017: EUR0.3m) was paid by the Company in respect of administration fees and expenses, of which EUR0.1m (30 June 2017: EUR0.1m) was paid to APFS.
At 30 June 2018, Tim Breedon held 70,000 shares (0.01%) ,Susie Farnon held 20,000 shares (0.004%) and Chris Ambler held 6,553 shares (0.001%). On 3 January 2018, Sarah Evans retired from the Board of Directors and the Audit Committee. On 3 July 2018, Mike Bane was appointed as a new Director. Please see note 17 for further details.
10 Performance fee
Six months
ended Year ended
30 June 31 December
2018 2017
EUR'000 EUR'000
------------------------------------------------------ ---------- ------------
Opening performance fee reserve 17,495 11,291
Performance fee charge to statement of profit or loss 1,810 12,770
Performance fee paid (15,372) (6,566)
------------------------------------------------------ ---------- ------------
Closing performance fee reserve 3,933 17,495
A performance fee is payable on an annual basis once realised gains on the Derived Investments and non-fee paying Private Equity Investments exceed the prescribed benchmark of 8% internal rate of return. Performance fees are only payable to the extent they do not dilute the returns below the 8% benchmark. They are calculated at 20% on total realised gains. Where there are overall net realised losses in a period these are carried forward and netted against future performance fees that may become payable.
The performance fee is payable to the Investment Manager by way of ordinary shares of the Company, unless as permitted by the IMA there are restrictions that prevent the Company purchasing shares, in which case the performance fee may be paid in cash. The mechanics of the payment of the performance fee are explained in the prospectus. In accordance with IFRS 2 "Share-based Payment", performance fee expenses are recognised in the statement of profit or loss and allocated to a share-based payment performance fee reserve in equity.
In the six months ended 30 June 2018 a performance fee of EUR15.4m (31 December 2017: EUR6.6m) was paid in cash to the Investment Manager in relation to performance on investments realised during the year ended 31 December 2017 because regulatory constraints prevented payment in shares. The intention of the Company remains that future awards should be payable in shares. The Company and the Investment Manager have been working to clear and resolve these limitations and expect to pay the fee in shares from 31 December 2018 onwards.
At 30 June 2018, management's best estimate of the expected performance fee was calculated on the eligible portfolio on a liquidation basis. Of this, EUR3.2m (30 June 2017: EUR7.7m) is related to realised gains earned during the period. The effect of the performance fee on NAV per share is disclosed in note 15.
11 Revolving credit facility and finance costs
The Company entered into a multi-currency revolving credit facility agreement on 22 May 2015 (the "Loan Agreement") with Lloyds Bank plc for general corporate purposes. The Company may borrow under the Loan Agreement; including letters of credit subject to a maximum borrowing limit set at EUR140.0m. The facility is due to expire on 4 February 2019, however the Company has an option to extend for a further twelve months (subject to final lender approval).
The interest rate charged is LIBOR or EURIBOR plus a margin of 210 bps. During the period EUR0.1m (30 June 2017 EUR12.9k) interest was paid on seven drawdowns made on the facility. In addition, a charge of EUR0.6m (30 June 2017: EUR0.7m) was included in the condensed interim statement of profit or loss related to a non-utilisation fee on the undrawn facility. Under the Loan Agreement, the Company is required to provide collateral for each utilisation. Collateral can be provided in the form of underlying investments. The loan to value ratio must not exceed 1:5 of the portfolio's NAV.
12 Financial risk management
The Company maintains positions in a variety of financial instruments in accordance with its Investment Management strategy. The Company's underlying investment portfolio comprises Private Equity Investments and Derived Investments. The Company's exposure to the portfolio is summarised in the table below:
30 June 31 December
2018 2017
--------------------------- ------- -----------
Private Equity Investments 65% 65%
Derived Investments 35% 35%
--------------------------- ------- -----------
Debt 19% 20%
Equities 16% 15%
--------------------------- ------- -----------
Total 100% 100%
--------------------------- ------- -----------
The Company's activities expose it to a variety of financial risks: liquidity risk, credit risk and market risk including price risk, foreign currency risk and interest rate risk. As at 30 June 2018, there were no material changes in the Company's exposure to credit risk and market risk since 31 December 2017.
Liquidity risk
The table below summarises the maturity profile of the Company's financial liabilities at 30 June 2018 based on contractual undiscounted repayment obligations. The contractual maturities of most financial liabilities are less than three months with the exception of the revolving credit facility and commitments to Private Equity Investments, where their expected cash flow dates are summarised in the tables below.
At 30 June 2018, the Company had undrawn commitments of EUR225.4m and EUR53.9m of recallable distributions (31 December 2017: EUR216.0m undrawn commitments and EUR50.0m recallable distributions) of which EUR34.6m (31 December 2017: EUR78.7m) is expected to be drawn within twelve months. In line with the investment strategy of the Company, the Derived Investment portfolio is expected to be invested in equities, predominantly listed equity and debt. These asset classes provide additional liquidity management options as many of them are readily realisable.
The Company also has access to a short-term revolving credit facility (see note 11) upon which it can draw up to EUR140.0m. The Company may utilise this facility in the short term to bridge Private Equity calls and ensure that it can realise the Derived Investments at the best price available. At 30 June 2018, the Company had drawn EUR39.9m (31 December 2017: EURNil) to fund a number of Derived Investments. The Investment Manager expects to repay the facility fully within the next three months as it awaits a known upcoming Private Equity distribution from Apax VIII and proceeds from a number of Derived Investments positions realised post period end.
The Company does not manage liquidity risk on the basis of contractual maturity. Instead the Company manages liquidity risk based on expected cash flows.
30 June 2018
Up to 3 months 3-12 months 1-5 years Total
EUR'000 EUR'000 EUR'000 EUR'000
------------------------------------------ -------------- ----------- --------- --------
Investment payables 12,829 - - 12,829
Accrued expenses 1,731 - - 1,731
Revolving credit facility 39,947 39,947
Private Equity Investments outstanding
commitments and recallable distributions 770 34,610 243,945 279,325
------------------------------------------ -------------- ----------- --------- --------
Total 55,277 34,610 243,945 333,832
------------------------------------------ -------------- ----------- --------- --------
31 December 2017
Up to 3 months 3-12 months 1-5 years Total
EUR'000 EUR'000 EUR'000 EUR'000
------------------------------------------ -------------- ----------- --------- --------
Accrued expenses 1,729 - - 1,729
Private Equity Investments outstanding
commitments and recallable distributions - 78,714 187,517 266,231
------------------------------------------ -------------- ----------- --------- --------
Total 1,729 78,714 187,517 267,960
------------------------------------------ -------------- ----------- --------- --------
The Company's outstanding commitments and recallable distributions to Private Equity Investments are summarised below:
30 June 31 December
2018 2017
EUR'000 EUR'000
------------------ -------- -----------
Apax Europe VI 225 225
Apax Europe VII 648 1,030
Apax VIII 49,605 48,892
AMI Opportunities 13,796 12,887
Apax IX 172,258 161,548
Apax Digital 42,793 41,649
------------------ -------- -----------
Total 279,325 266,231
------------------ -------- -----------
13 Fair value estimation
(a) Investments measured at fair value
The Company classifies for disclosure purposes fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value hierarchy has the following levels:
Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1).
Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices) (level 2).
Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3).
The level in the fair value hierarchy within which the fair value measurement is categorised in its entirety is determined on the basis of the lowest level input that is significant to the fair value measurement in its entirety. If a fair value measurement uses observable inputs that require significant adjustment based on unobservable inputs, that measurement is a level 3 measurement. Assessing the significance of a particular input to the fair value measurement in its entirety requires judgement, considering factors specific to the asset or liability.
The determination of what constitutes "observable" requires significant judgement by the Company. The Company considers observable data to be market data that is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market. The Company also determines if there is a transfer between the each respective level at the end of each reporting period based on the valuation information available.
The following table analyses within the fair value hierarchy the Company's financial assets (by class) measured at fair value at 30 June 2018:
Level 1 Level 2 Level 3 Total
Assets EUR'000 EUR'000 EUR'000 EUR'000
--------------------------- -------- -------- -------- --------
Private Equity Investments - - 638,812 638,812
Derived Investments 150,981 - 193,877 344,858
--------------------------- -------- -------- -------- --------
Debt - - 184,253 184,253
Equities 150,981 - 9,624 160,605
--------------------------- -------- -------- -------- --------
Total 150,981 - 832,689 983,670
--------------------------- -------- -------- -------- --------
The following table analyses within the fair value hierarchy the Company's financial assets (by class) measured at fair value at 31 December 2017:
Level 1 Level 2 Level 3 Total
Assets EUR'000 EUR'000 EUR'000 EUR'000
--------------------------- -------- -------- -------- --------
Private Equity Investments - - 590,185 590,185
Derived Investments 121,339 - 199,145 320,484
--------------------------- -------- -------- -------- --------
Debt - - 188,428 188,428
Equities 121,339 - 10,717 132,056
--------------------------- -------- -------- -------- --------
Total 121,339 - 789,330 910,669
--------------------------- -------- -------- -------- --------
Investments whose values are based on quoted market prices in active markets are classified as level 1 investments. There were no transfers to or from level 1 during the period.
Level 3 investments include Private Equity and Derived Investments in both debt and equity. As they trade infrequently, observable prices are not available for these investments, and accordingly valuation techniques are used to derive the fair value.
The Company values its holding in Private Equity based on the NAV statements it receives from the respective underlying fund. The main input into the valuation models used to determine NAV of the underlying level 3 investments within the private equity funds comprises earnings multiples (based on the budgeted earnings or historical earnings of the issuer and earnings multiples of comparable listed companies). The Company also considers original transaction price, recent transactions in the same or similar instruments and completed third-party transactions in comparable instruments and adjusts the model as deemed necessary. The Company values debt based upon models that take into account factors relevant to each investment and uses third-party market data and broker quotes where available. The Company values unquoted equities based on models that utilise comparable company multiples, budgeted and historical earnings and recent transactions.
Movements in level 3 instruments are summarised below:
Six months ended 30 June
2018 Year ended 31 December 2017
----------------------------------------- ------------------------------------------
Private Private
Equity Derived Investments Total Equity Derived Investments Total
EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
---------------------------- --------- ------------------- --------- --------- ------------------- ----------
Opening fair value 590,185 199,145 789,330 498,750 222,922 721,672
Additions 11,126 54,090 65,216 154,422 157,692 312,114
Disposals and repayments (18,155) (55,462) (73,617) (78,497) (182,436) (260,933)
Realised gains/(losses) - (711) (711) - (29,214) (29,214)
Unrealised gains/(losses) 55,656 (3,185) 52,471 15,510 26,904 42,414
Transfers in/(out) of level
3 - - - - 3,277 3,277
---------------------------- --------- ------------------- --------- --------- ------------------- ----------
Closing fair value 638,812 193,877 832,689 590,185 199,145 789,330
---------------------------- --------- ------------------- --------- --------- ------------------- ----------
The unrealised gains attributable to assets held at 30 June 2018 were EUR52.5m (31 December 2017: EUR6.8m).
(b) Significant unobservable inputs used in measuring fair value
The table below sets out information about significant unobservable inputs used in measuring financial instruments categorised as level 3 in the fair value hierarchy:
30 June 31 December
Significant Sensitivity to changes in 2018 2017
unobservable significant Valuation Valuation
Description Valuation technique inputs unobservable inputs EUR'000 EUR'000
------------- --------------------------- --------------- -------------------------------- ---------- -----------
The Company does not
apply further discount
or liquidity premiums
to the valuations as
these are already captured
in the underlying valuation.
This NAV is subject to
changes in the valuations
of the underlying portfolio
companies. These can
be exposed to a number
of risks, including liquidity
risk, price risk, credit
risk, currency risk and
interest rate risk. A
movement of 10% in the
value of Private Equity
Investments would move
the NAV at the period
end by 6.4% (31 December
2017: 6.1%).
The Company's investment
in AEVII carried interest
is valued based on a
discounted cash flow
model. A movement of
10% in the discount rate
NAV adjusted for applied would move the
Private carried interest NAV at period end by
Equity and discounted cash NAV; Discount 0.2% (31 December 2017:
Investments flow model rate applied 0.1%). 638,812 590,185
------------- --------------------------- --------------- -------------------------------- ---------- -----------
The Company held 19 debt
positions
(31 December 2017: 15),
Illiquid debt positions of which 18 positions
are valued via debt (31 December 2017: 13)
valuation models. had a credit quality
These models consider, adjustment applied. The
where appropriate, average credit quality
broker quotes, credit adjustment applied was
computations, market 1.4% (31 December 2017:
yield movements, 0.1%). A movement of
risk premiums, the 10% in the risk premium
credit quality of would result in a movement
the borrower and of 0.03% on NAV at period
expected repayment Credit quality end (31 December 2017:
Debt dates adjustment 0.1%). 184,253 188,428
------------- --------------------------- --------------- -------------------------------- ---------- -----------
The Company held 4 equity
positions (31 December
2017: 4) of which 2 positions
were valued using comparable
company multiples. The
Where market prices average multiple was
are unavailable, 10.9x (31 December 2017:
the Company uses 9.6x). A movement of
comparable company 10% in the multiple applied
earnings multiples Comparable would move the NAV at
and precedent transaction company period end by 0.1% (31
Equities analysis multiples December 2017: 0.1%). 9,624 10,717
------------- --------------------------- --------------- -------------------------------- ---------- -----------
14 Shareholders' capital
At 30 June 2018, the Company had 491,100,768 ordinary shares fully paid with no par value in issue (31 December 2017: 491,100,768 shares). All ordinary shares rank pari passu with each other, including voting rights and there has been no change since 31 December 2017.
The Company has one share class; however a number of investors are subject to lock-up arrangements for periods of five or ten years, which restrict them from disposing of ordinary shares issued at admission. For investors with five-year lock-up periods, 20% of ordinary shares are released from lock-up each year from the first anniversary of admission, 15 June 2016. At 30 June 2018, 60% of these five-year lock-up shares have been released increasing total free float shares to 60% of total shares issued. For investors with ten-year lock-up periods, 20% of ordinary shares are released from lock-up each year from the sixth anniversary of admission, 15 June 2021.
15 Earnings and NAV per share
Six months Six months
ended ended
30 June 30 June
Earnings 2018 2017
-------------------------------------------------------- ------------ ------------
Profit or loss for the period attributable to equity
shareholders: EUR'000 54,395 (6,831)
Weighted average number of shares in issue
Ordinary shares at end of period 491,100,768 491,100,768
Shares issued in respect of performance fee (see note
10) - -
-------------------------------------------------------- ------------ ------------
Total weighted and diluted ordinary shares 491,100,768 491,100,768
-------------------------------------------------------- ------------ ------------
Effect of performance fee adjustment on ordinary shares
Performance shares to be awarded based on a liquidation
basis(1) 2,586,699 7,099,718
-------------------------------------------------------- ------------ ------------
Adjusted shares(2) 493,687,467 498,200,486
-------------------------------------------------------- ------------ ------------
Earnings per share (cents)
Basic and diluted 11.08 (1.39)
Adjusted 11.02 (1.37)
-------------------------------------------------------- ------------ ------------
1. The number of performance shares is calculated inclusive of deemed realised performance shares that would be issued utilising the theoretical performance fee payable calculated on a liquidation basis.
2. The calculation of Adjusted Shares above assumes that new shares were issued by the Company to the Investment Manager in lieu of the performance fee. As per the Prospectus, the Company may also purchase shares from the market if the Company is trading at a discount to its NAV per share. In such a case, the Adjusted NAV per share would be calculated by taking the NAV at the year or period end adjusted for the performance fee reserve and then divided by the current number of ordinary shares in issue. At 30 June 2018, the Adjusted NAV per share for both methodologies resulted in an Adjusted NAV per share of EUR1.92 (30 June 2017: EUR1.85).
At 30 June 2018, there were no items that would cause a dilutive effect on earnings per share. The adjusted earnings per share has been calculated based on the profit attributable to shareholders adjusted for the total accrued performance fee at period end over the weighted average number of ordinary shares. This has been calculated on a full liquidation basis inclusive of performance fee attributable to realised investments. Performance shares to be issued are calculated based on the trading price of shares and foreign exchange rate at close of business on 30 June 2018.
The Company had a NAV per share of EUR1.93 at 30 June 2018 (31 December 2017: EUR1.89). This was calculated based on the NAV of the portfolio divided by the weighted average number of ordinary shares. The Adjusted NAV per share of EUR1.92 (31 December 2017: EUR1.86) was adjusted to account for the accrued performance fee shares as described earlier.
30 June 31 December
2018 2017
---------------------------------- ------- -----------
NAV EUR'000
NAV at the end of the period/year 947,821 929,916
NAV per share (EUR)
NAV per share 1.93 1.89
Adjusted NAV per share 1.92 1.86
---------------------------------- ------- -----------
16 Dividends
Six months ended Six months ended
30 June 2018 30 June 2017
------------------------------------------ ------------------ ------------------
Dividends paid to shareholders EUR'000 GBP'000 EUR'000 GBP'000
------------------------------------------ -------- -------- -------- --------
Final dividends paid-4.17 pence per share
(30 June 2017: 4.13 pence per share) 22,928 20,478 23,769 20,283
------------------------------------------ -------- -------- -------- --------
Total 22,928 20,478 23,769 20,283
------------------------------------------ -------- -------- -------- --------
Six months ended Six months ended
30 June 2018 30 June 2017
------------------ ------------------
Dividends proposed EUR GBP EUR GBP
------------------- -------- -------- -------- --------
Interim dividends 4.82c 4.33p 4.69c 4.24p
------------------- -------- -------- -------- --------
On 5 March 2018, the Board approved the final dividend for 2017, 4.17 pence per share (4.73 cents euro equivalent). This represents 2.5% of the Company's euro NAV at 31 December 2017 and was paid on 4 April 2018.
17 Subsequent events
On 3 July 2018, Mike Bane was appointed as a Non-Executive Director and a member of the Audit Committee. Mr Bane, resident in Guernsey, has more than 35 years of audit and advisory experience in the investment management industry. He graduated with a BA in Mathematics from the University of Oxford, and is a member of the Institute of Chartered Accountants in England and Wales.
On 14 August 2018, the Board approved an interim dividend for the six months ended 30 June 2018 of 4.33 pence per ordinary share (4.82 cents euro equivalent). This represents 2.5% of the Company's euro NAV at 30 June 2018 and has an expected payment date of 14 September 2018.
Shareholder information | Administration
Directors (all Non-Executive)
Tim Breedon CBE, (Chairman)
Susie Farnon (Chairman of the Audit Committee)
Chris Ambler
Mike Bane (appointed 2 July 2018)
Sarah Evans (resigned 3 January 2018)
Registered Office of the Company
PO Box 656
East Wing
Trafalgar Court
Les Banques
St Peter Port
Guernsey GY1 3PP
Channel Islands
Investment Manager
Apax Guernsey Managers Limited
Third Floor, Royal Bank Place
1 Glategny Esplanade
St Peter Port
Guernsey GY1 2HJ
Channel Islands
Investment Adviser
Apax Partners LLP
33 Jermyn Street
London SW1Y 6DN
United Kingdom
Administrator, Company Secretary and Depositary
Aztec Financial Services (Guernsey) Limited
PO Box 656
East Wing
Trafalgar Court
Les Banques
St Peter Port
Guernsey GY1 3PP
Channel Islands
Tel: +44 (0)1481 749 700
AGA-admin@aztecgroup.co.uk
Corporate Broker
Jefferies International Limited
Vintners Place
68 Upper Thames Street
London EC4V 3BJ
United Kingdom
Registrar
Link Asset Services
Mont Crevelt House
Bulwer Avenue
St Sampson
Guernsey GY2 4LH
Channel Islands
Tel: +44 (0)871 664 0300
enquiries@linkgroup.co.uk
Independent Auditor
KPMG Channel Islands Limited
Glategny Court
St Peter Port
Guernsey GY1 1WR
Channel Islands
Association of Investment Companies - AIC
The AIC is the trade body for closed-ended investment companies. It helps its member companies deliver better returns for their investors through lobbying, media engagement, technical advice, training, and events.
Dividend timetable
Announcement: 14 August 2018
Ex-dividend date: 23 August 2018
Record date: 24 August 2018 Payment date: 14 September 2018
Earnings releases and annual results
Earnings releases are expected to be issued on or around 7 November 2018 and 8 May 2019. The annual results for the twelve months to 31 December 2018 are expected to be issued 5 March 2019.
Stock symbol
London Stock Exchange: APAX
Enquiries
Any enquiries relating to shareholdings on the share register (for example, transfers of shares, changes of name or address, lost share certificates or dividend cheques) should be sent to the Registrars at the address given above. The Registrars offer an online facility at www.signalshares.com which enables shareholders to manage their shareholding electronically.
Investor Relations
Enquiries relating to AGA's strategy or results may be directed to:
Sarah Wojcik
IR Manager - AGA
Apax Partners LLP
33 Jermyn street
London SW1Y 6DN
United Kingdom
Tel: +44 (0)20 7872 6300
investor.relations@apaxglobalalpha.com
Shareholder information | Investment policy
The Company's investment policy is to make (i) Private Equity Investments, which are primary and secondary commitments to, and investments in, existing and future Apax Funds and (ii) Derived Investments, which Apax will typically identify as a result of the process that Apax Partners undertakes in its private equity activities and which will comprise direct or indirect investments other than Private Equity Investments, including primarily investments in public and private debt, as well as limited investments in equity, primarily in listed companies. Once fully invested, the Company expects to be invested in approximately equal proportion between Private Equity Investments and Derived Investments, though the investment mix will fluctuate over time due to market conditions and other factors, including calls for and distributions from Private Equity Investments, the timing of making and exiting Derived Investments and the Company's ability to invest in future Apax Funds. The actual allocation may therefore fluctuate according to market conditions, investment opportunities and their relative attractiveness, the cash flow requirements of the Company, its dividend policy and other factors.
Private Equity Investments
The Company expects that it will seek to invest in any new Apax Funds that are raised in the future. Private Equity Investments may be made into Apax Funds with any target sectors and geographic focus and may be made directly or indirectly. The Company will not invest in third-party managed funds.
Derived Investments
The Company will typically follow the Apax Group's core sector and geographical focus in making Derived Investments, which may be made globally. Derived Investments may include among others, (i) direct and indirect investments in equity and debt instruments, including equity in private and public companies, as well as in private and public debt which may include sub-investment grade and unrated debt instruments, (ii) co-investments with Apax Funds or third-parties, (iii) investments in the same or different types of equity or debt instruments in portfolio companies as the Apax Funds and may potentially include (iv) acquisitions of Derived Investments from Apax Funds or third-parties, (v) investments in restructurings; and (vi) controlling stakes in companies.
Investment restrictions
The following specific investment restrictions apply to the Company's investment policy:
-- no investment or commitment to invest shall be made in any Apax Fund which would cause the total amounts invested by the Company in, together with all amounts committed by the Company to, such Apax Fund to exceed, at the time of investment or commitment, 25% of the Gross Asset Value; this restriction does not apply to any investments in or commitments to invest made to any Apax Fund that has investment restrictions restricting it from investing or committing to invest more than 25% of its total commitments in any one underlying portfolio company;
-- not more than 15% of the Gross Asset Value may be invested in any one portfolio company of an Apax Fund on a look-through basis;
-- not more than 15% of the Gross Asset Value may be invested in any one Derived Investment; and
-- in aggregate, not more than 20% of the Gross Asset Value is intended to be invested in Derived Investments in equity securities of publicly listed companies. However, such aggregate exposure will always be subject to an absolute maximum of 25% of the Gross Asset Value.
The aforementioned restrictions apply as at the date of the relevant transaction or commitment to invest. Hence, the Company would not be required to effect changes in its investments owing to appreciations or depreciations in value, distributions or calls from existing commitments to Apax Funds, redemptions or the receipt of, or subscription for, any rights, bonuses or benefits in the nature of capital or of any acquisition or merger or scheme of arrangement for amalgamation, reconstruction, conversion or exchange or any redemption, but regard shall be had to these restrictions when considering changes or additions to the Company's investments (other than where these investments are due to commitments made by the Company earlier).
The Company may borrow in aggregate up to 25% of Gross Asset Value at the time of borrowing to be used for financing or refinancing (directly or indirectly) its general corporate purposes (including without limitation, any general liquidity requirements as permitted under its Articles of Incorporation), which may include financing short-term investments and/or buybacks of ordinary shares. The Company does not intend to introduce long-term structural gearing.
Shareholder information | Quarterly returns since 1Q15
Total Return(2) (euro) Return attribution
-------------------------- ---------------------------------------------------------------
Private Derived Derived Private Derived Derived Performance Total
Equity Debt Equity Equity Debt Equity fee Other(3) NAV Return
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
1Q15(1) 17.4% 9.5% 15.3% 5.9% 4.0% 2.8% (1.6%) 0.9% 11.8%
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
2Q15(1) 2.7% (0.5%) (3.6%) 9.2% (3.9%) (4.8%) 2.8% (3.7%) (0.5%)
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
3Q15 4.6% (2.1%) (7.7%) 1.4% (0.5%) (0.8%) 0.0% (0.4%) (0.4%)
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
4Q15 8.1% 3.9% 10.4% 3.3% 1.5% 1.1% (0.5%) 0.3% 5.6%
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
1Q16 (0.5%) (1.5%) (5.4%) (0.3%) (0.7%) (0.5%) 0.5% (0.8%) (1.8%)
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
2Q16 1.6% (0.4%) 5.8% 0.9% (0.1%) 0.4% (0.3%) 0.3% 1.2%
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
3Q16 (0.3%) 5.0% 11.1% (0.2%) 1.7% 1.1% (0.1%) (0.5%) 2.0%
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
4Q16 7.5% 5.9% (0.3%) 3.4% 2.0% (0.0%) (0.4%) 0.5% 5.5%
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
1Q17 1.6% 0.5% 4.7% 0.7% 0.2% 0.6% (0.3%) 0.2% 1.4%
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
2Q17 (2.7%) (7.7%) 11.4% (1.9%) (2.4%) 2.9% (0.6%) (0.2%) (2.1%)
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
3Q17 1.0% (1.4%) 0.2% 0.8% (0.3%) 0.2% (0.2%) (0.9%) (0.3%)
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
4Q17 3.4% 5.2% 3.4% 1.8% 1.0% 1.0% (0.4%) 0.2% 3.5%
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
1Q18 0.0% (1.7%) (0.2%) (0.3%) 0.0% (0.1%) 0.2% (0.4%) (0.7%)
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
2Q18 11.0% 2.5% (1.8%) 6.9% 0.7% (0.2%) (0.3%) (0.1%) 6.9%
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
2015 34.6% 10.5% 15.9% 10.9% 3.8% 2.0% (1.6%) (1.4%) 13.6%
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
2016 8.0% 8.0% 11.3% 3.8% 2.7% 0.9% (0.0%) (0.9%) 6.6%
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
2017 3.3% (2.0%) 24.2% 1.6% (0.7%) 4.3% (1.4%) (1.7%) 2.2%
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
2018 YTD 11.0% 0.6% (2.3%) 6.6% 0.7% (0.4%) (0.2%) (0.7%) 6.0%
-------- -------- ------- ------- ------- ------- ------- ----------- -------- -----------
Total Return(2) (Constant
currency) Return attribution
----------------------------- ---------------------------------------------------------------------
Private Derived Derived Private Derived Derived Performance Total
Equity Debt Equity Equity Debt Equity fee Other(3) FX(4) NAV Return
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
1Q15(1) 8.7% 0.6% 3.7% 3.6% 1.2% 1.3% (1.9%) (0.9%) 8.7% 11.8%
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
2Q15(1) 4.7% 2.6% (0.2%) (3.2%) (0.9%) 0.2% (0.6%) 0.2% 3.7% (0.5%)
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
3Q15 7.2% (1.8%) (5.0%) 2.3% (0.5%) (0.6%) 0.0% (0.4%) (1.2%) (0.4%)
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
4Q15 7.3% 0.8% 8.1% 3.3% 0.5% 1.0% (0.6%) (0.3%) 1.7% 5.6%
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
1Q16 1.8% 2.5% (0.8%) 0.7% 0.4% (0.2%) 0.8% (0.4%) (3.1%) (1.8%)
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
2Q16 (0.1%) (2.5%) 5.4% 0.3% (0.9%) 0.5% (0.4%) 0.0% 1.6% 1.2%
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
3Q16 0.1% 6.0% 11.5% (0.1%) 2.1% 1.2% (0.1%) (0.6%) (0.5%) 2.0%
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
4Q16 4.1% (0.0%) (4.5%) 2.0% 0.3% (0.5%) (0.4%) 0.1% 4.0% 5.5%
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
1Q17 2.0% 1.7% 4.5% 1.1% 0.7% 0.7% (0.3%) (0.2%) (0.6%) 1.4%
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
2Q17 1.5% (1.5%) 17.9% 0.7% (0.3%) 3.3% (0.5%) (0.6%) (4.8%) (2.1%)
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
3Q17 2.5% 1.7% 1.1% 1.3% 0.5% 0.5% (0.1%) (0.2%) (2.3%) (0.3%)
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
4Q17 4.5% 6.6% 3.9% 2.7% 1.4% 1.2% (0.4%) (0.2%) (1.1%) 3.5%
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
1Q18 1.3% 0.6% 2.4% 0.4% 0.4% 0.2% 0.3% (0.3%) (1.7%) (0.7%)
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
2Q18 8.9% (2.6%) (3.9%) 5.8% (0.2%) (0.6%) (0.3%) (0.5%) 2.7% 6.9%
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
2015 31.3% 1.8% 7.2% 9.9% 1.2% 1.1% (1.6%) (1.4%) 4.4% 13.6%
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
2016 5.9% 5.6% 12.0% 2.8% 2.0% 0.9% (0.0%) (0.9%) 1.8% 6.6%
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
2017 10.0% 9.8% 35.7% 4.9% 2.1% 5.5% (1.3%) (1.0%) (8.0%) 2.2%
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
2018 YTD 10.1% (1.9%) (2.2%) 6.0% 0.2% (0.3%) (0.2%) (0.5%) 0.8% 6.0%
-------- --------- -------- -------- ------- ------- ------- ----------- -------- ------ -----------
NOTE: All quarterly information included in the tables above is unaudited
1. Includes returns of the PCV Group for the period between 31 December 2014 and 15 June 2015
2. Total Return for each respective sub-portfolio has been calculated by taking total gains or losses and dividing them by the sum of Adjusted NAV at the beginning of the period and the time-weighted net invested capital. The time-weighted net invested capital is the sum of investments made during the period less realised proceeds received during the period, both weighted by the number of days the capital was at work in the portfolio.
3. Includes management fees and other general costs. It also includes FX on the euro returns table only
4. Includes the impact of FX movements on investments and FX on cash held during each respective period
Shareholder information | Portfolio allocation since 1Q15
Portfolio Allocation(2) Portfolio NAV NAV
------------------------------------ ------------------------------------ ----------------
Total
Private Derived Derived Net cash Private Derived Derived Net cash Total Adjusted
Equity Debt Equity and NCAs Equity Debt Equity and NCAs NAV NAV
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
1Q15(1) 40% 36% 18% 7% 245.4 218.1 107.1 40.5 611.1 600.8
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
2Q15(1) 30% 27% 8% 35% 263.8 237.5 71.5 313.1 885.9 877.9
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
3Q15 39% 29% 10% 22% 344.0 256.9 89.1 192.5 882.4 874.7
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
4Q15 51% 37% 10% 2% 473.6 346.7 94.4 21.8 936.5 923.6
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
1Q16 50% 36% 9% 5% 444.5 320.1 82.1 40.3 887.1 883.6
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
2Q16 49% 35% 10% 6% 440.3 314.5 93.3 53.0 901.1 894.4
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
3Q16 47% 36% 10% 7% 421.0 319.2 90.4 66.6 897.2 889.6
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
4Q16 52% 30% 13% 4% 498.8 284.9 127.9 38.5 950.0 938.7
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
1Q17 52% 30% 16% 2% 489.5 282.4 147.5 16.6 935.9 928.0
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
2Q17 50% 21% 13% 16% 457.6 195.3 119.5 148.0 920.4 908.1
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
3Q17 58% 21% 19% 1% 522.8 189.1 170.8 12.7 895.5 881.9
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
4Q17 63% 20% 14% 2% 590.2 188.4 132.1 19.2 929.9 912.4
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
1Q18 65% 15% 17% 3% 572.5 136.2 152.6 22.1 883.3 883.3
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
2Q18 67% 19% 17% (4%) 638.8 184.3 160.6 (35.8) 947.8 943.9
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
2015 40% 32% 11% 17% 331.7 264.8 90.5 142.0 829.0 819.2
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
2016 50% 34% 11% 5% 451.1 309.7 98.4 49.6 908.9 901.6
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
2017 56% 23% 16% 5% 515.0 213.8 142.5 49.1 920.4 907.6
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
2018 YTD 66% 17% 17% (1%) 605.7 160.2 156.6 (6.9) 915.6 913.6
-------- ------- ------- ------- --------- ------- ------- ------- --------- ----- ---------
1. Includes returns of the PCV Group for the period between 31 December 2014 and 15 June 2015
2. For annual periods the average weighting over 4 quarters used; for 2018 YTD the average of 1Q18 and 2Q18 used
Glossary
Adjusted NAV Calculated by adjusting the NAV at reporting periods,
by the estimated performance fee reserves.
-------------------------- -------------------------------------------------------------
Adjusted NAV per share Calculated by dividing the Adjusted NAV by the number
of shares in issue.
-------------------------- -------------------------------------------------------------
AEVI Means the limited partnerships that constitute the
Apax Europe VI Private Equity fund.
-------------------------- -------------------------------------------------------------
AEVII Means the limited partnerships that constitute the
Apax Europe VII Private Equity fund.
-------------------------- -------------------------------------------------------------
Apax Global Alpha or Means Apax Global Alpha Limited.
Company or AGA
-------------------------- -------------------------------------------------------------
AGML or Investment Manager Means Apax Guernsey Managers Limited.
-------------------------- -------------------------------------------------------------
AIX Means the limited partnerships that constitute the
Apax IX Private Equity fund.
-------------------------- -------------------------------------------------------------
AMI Means the limited partnerships that constitute the
AMI Opportunities Fund focused on investing in Israel.
-------------------------- -------------------------------------------------------------
ADF Means the limited partnerships that constitute the
Apax Digital Fund Private Equity fund.
-------------------------- -------------------------------------------------------------
Apax Group Means Apax Partners LLP and its affiliated entities,
including its sub-advisers, and their predecessors,
as the context may require.
-------------------------- -------------------------------------------------------------
Apax Partners or Apax Means Apax Partners LLP.
or Investment Adviser
-------------------------- -------------------------------------------------------------
Apax Private Equity Funds Means Private Equity funds managed, advised and/or
or Apax Funds operated by Apax Partners.
-------------------------- -------------------------------------------------------------
APG Means Apax Partners Guernsey Limited.
-------------------------- -------------------------------------------------------------
AVIII Means the limited partnerships that constitute the
Apax VIII Private Equity fund.
-------------------------- -------------------------------------------------------------
Brexit Refers to the upcoming exit of the UK from the EU
following the invocation of Article 50 of the Treaty
on the European Union on 29 March 2017.
-------------------------- -------------------------------------------------------------
Capital Markets Practice Consists of a dedicated team of specialists within
or CMP the Apax Partners Group having in-depth experience
of the leverage finance debt markets, including market
conditions, participants and opportunities. The CMP
was initially set up to support the investment advisory
teams within Apax Partners in structuring the debt
component of a private equity transaction. The CMP
has over the years expanded its mandate to working
alongside the investment advisory teams to advise
on debt Derived Investments.
-------------------------- -------------------------------------------------------------
Custody risk The risk of loss of securities held in custody occasioned
by the insolvency or negligence of the custodian.
-------------------------- -------------------------------------------------------------
Derived Investments Comprise investments other than Private Equity Investments,
including primarily investments in public and private
debt, with limited investments in equity, primarily
in listed companies, which in each case typically
are identified by Apax Partners as part of its private
equity activities.
-------------------------- -------------------------------------------------------------
Derived Debt Investments Comprise of debt investments held within the Derived
or Derived Debt Investments portfolio.
-------------------------- -------------------------------------------------------------
Derived Equity Investments Comprise of equity investments held within the Derived
or Derived Equity Investments portfolio.
-------------------------- -------------------------------------------------------------
EBITDA Earnings before interest, tax, depreciation and amortisation.
-------------------------- -------------------------------------------------------------
EV Enterprise value.
-------------------------- -------------------------------------------------------------
FVTPL Means fair value through profit or loss.
-------------------------- -------------------------------------------------------------
Gross Asset Value or GAV Means the Net Asset Value of the Company plus all
liabilities of the Company (current and non--current).
-------------------------- -------------------------------------------------------------
Gross IRR or Internal Means an aggregate, annual, compound, internal rate
Rate of Return of return calculated on the basis of cash receipts
and payments together with the valuation of unrealised
investments at the measurement date. Foreign currency
cash flows have been converted at the exchange rates
applicable at the date of receipt or payment. For
Private Equity Investments, IRR is net of all amounts
paid to the underlying Investment Manager and/or
general partner of the relevant fund, including costs,
fees and carried interests. For Derived Investments,
IRR does not reflect expenses to be borne by the
relevant investment vehicle or its investors including,
without limitation, performance fees, management
fees, taxes and organisational, partnership or transaction
expenses.
-------------------------- -------------------------------------------------------------
Invested Portfolio Means the part of AGA's portfolio which is invested
in Private Equity and Derived Investments, however
excluding any other investments such as legacy hedge
funds and cash.
-------------------------- -------------------------------------------------------------
IPO Initial public offering.
-------------------------- -------------------------------------------------------------
KPI Key performance indicator.
-------------------------- -------------------------------------------------------------
LSE London Stock Exchange.
-------------------------- -------------------------------------------------------------
LTM Last twelve months.
-------------------------- -------------------------------------------------------------
Market capitalisation Market capitalisation is calculated by taking the
share price at the reporting period date multiplied
by the number of shares in issue. The euro equivalent
is translated using the exchange rate at the reporting
period date.
-------------------------- -------------------------------------------------------------
MOIC Multiple of invested capital.
-------------------------- -------------------------------------------------------------
NBFC Non-bank financial company.
-------------------------- -------------------------------------------------------------
NTM Next twelve months.
-------------------------- -------------------------------------------------------------
Net Asset Value or NAV Means the value of the assets of the Company less
its liabilities as calculated in accordance with
the Company's valuation policy. NAV has no adjustments
related to the IPO proceeds or performance fee reserves.
-------------------------- -------------------------------------------------------------
Operational Excellence Professionals who support the Apax Funds' investment
Practice or OEP strategy by providing assistance to portfolio companies
in specific areas such as devising strategies, testing
sales effectiveness and cutting costs.
-------------------------- -------------------------------------------------------------
OCI Other comprehensive income.
-------------------------- -------------------------------------------------------------
PCV Means PCV Lux S.C.A.
-------------------------- -------------------------------------------------------------
PCV Group Means PCV Lux S.C.A and its subsidiaries. PCV Group
was established in August 2008. Irrespective of whether
the text refers to AGA or PCV Group, references to
trading or performance prior to the IPO on 15 June
2015 refer to trading as PCV Group.
-------------------------- -------------------------------------------------------------
Performance fee reserve The performance fee reserve is the estimated performance
fee reserve which commenced accruing on 1 January
2015 in line with the Investment Management Agreements
of the PCV Group and AGA.
-------------------------- -------------------------------------------------------------
P/E Price earnings.
-------------------------- -------------------------------------------------------------
Private Equity Investments Means primary commitments to, secondary purchases
or Private Equity of commitments in, and investments in, existing and
future Apax Funds.
-------------------------- -------------------------------------------------------------
Reporting period Means the period from 1 January 2018 to the current
financial reporting period ending on 30 June 2018.
-------------------------- -------------------------------------------------------------
SME Small and mid--sized enterprises.
-------------------------- -------------------------------------------------------------
Total NAV Return For a period means the return on the movement in
the Adjusted NAV per share at the end of the period
together with all the dividends paid during the period,
to the Adjusted NAV per share at the beginning of
the period/year. Adjusted NAV per share used in the
calculation is rounded to five decimal points.
-------------------------- -------------------------------------------------------------
Total Return or TR Total Return, the sub-portfolio performance in a
given period, is calculated by taking total gains
or losses and dividing them by the sum of Adjusted
NAV at the beginning of the period and the time weighted
net invested capital. The time weighted net invested
capital is the sum of investments made during the
period less realised proceeds received during the
period, both weighted by the number of days the capital
was at work in the portfolio.
-------------------------- -------------------------------------------------------------
Total Shareholder Return For the period means the net share price change together
or TSR with all dividends paid during the period
-------------------------- -------------------------------------------------------------
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
END
IR FKNDQKBKBKFD
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August 14, 2018 02:00 ET (06:00 GMT)
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