Wendel Se · EURONEXT:MF

Wendel — Merger or Acquisition (October 2023)

26 slides from Wendel's merger presentation, Oct 17, 2023

  1. Slide 1: Building the Foundation for a Third-Party Private Asset Management Platform

    Building the Foundation for a Third-Party Private Asset Management Platform October 17, 2023 2023 2021 1

  2. Slide 2: Progress made on new strategic directions announced on March 16, 2023 (1/2)

    Progress made on new strategic directions announced on March 16, 2023 (1/2) Implementation of an active portfolio Total permanent capital: €9.6bn of GAV(2) management and investment policy • Scalian: €557m of equity invested in a fast-growing and cash .€2.0bn generative company, positioned on the di

  3. Slide 3: Progress made on new strategic directions announced on March 16, 2023 (2/2)

    Progress made on new strategic directions announced on March 16, 2023 (2/2) Proposed acquisition of IK Partners Ambition to develop First step announced today : acquisition of IK Partners, a unique a third-party Asset Manager European mid-market private equity firm, enhancing Wendel’s value creation

  4. Slide 4: Now is the right time to build an asset management platform through an acquisition

    Now is the right time to build an asset management platform through an acquisition • Fundraising more challenging for GPs – including best-in-class – in current macroeconomic context • Transmission of equity through generation of successful managers becoming more and more out of reach Private equity

  5. Slide 5: Wendel’s target model in third-party asset management

    Wendel’s target model in third-party asset management Willingness to create a sizeable and comprehensive third-party private assets manager both by acquiring platforms and teams to support external and organic growth and generating significant value through regular cash-flow generation (management f

  6. Slide 6: Acquisition of IK Partners: a first major step in building Wendel’s Third-Party AM platform

    Acquisition of IK Partners: a first major step in building Wendel’s Third-Party AM platform Acquisition of a leading and fast-growing mid-market European private equity firm – highly complementary to Wendel’s current strategy Potential for synergies, operational efficiencies organisation, reducing c

  7. Slide 7: Why IK Partners is a second to none option to enter the buyout segment?

    Why IK Partners is a second to none option to enter the buyout segment? • 26% realized gross IRR(1) / Top quartile DPI A best-in class small • Critical size (€11.8bn AUM)(2) with 4 scalable strategies to mid cap player… • Good resiliency of the small / mid market in terms of valuation and exit oppor

  8. Slide 8: IK Partners overview

    IK Partners overview Multi-strategy and Focused and disciplined Consistent strong Unique European institutional presence investment strategy performance footprint Coverage of UK, France, Nordics, DACH and Benelux Business Services Inception: 1989 €19bn+ proceeds(1) Healthcare Team: 185 (o/w 100 IP)(

  9. Slide 9: IK Partners Ecosystem – The European Mid-market Opportunity

    IK Partners Ecosystem – The European Mid-market Opportunity Mid-market is IK Partners’ leadership within this characterised by: ecosystem is underpinned by: • Greater number of deal opportunities • Longstanding presence – investing in • More attractive relative valuations The most active GP Europe f

  10. Slide 10: IK Partners has been increasing Assets Under Management at a double-digit pace to €11+bn

    IK Partners has been increasing Assets Under Management at a double-digit pace to €11+bn IK Partners' AuM (NAV + Dry Powder + Co-invest) +21% 11.8bn(1) All figures in €bn +10% 9.8bn 1.8 8.9bn 1.5 0.9 3.6 2.1 2.9 6.2 6.6 5.1 Dec-2021 Dec-2022 Jun-2023 NAV Dry Powder Co-Invest Source: IK Partners (1)

  11. Slide 11: Transaction

    Transaction Ny WENDEL

  12. Slide 12: Transaction summary

    Transaction summary 100% of IK Partners to be acquired from its partners • 51% acquired upfront at closing + 20% of carried interest starting from IK X Fund • Commitment to acquire the remaining 49% over time through put and call arrangements, with a price/multiple based on FRE growth €383m for 51%

  13. Slide 13: Transaction structure and price consideration ensures long-term alignment

    Transaction structure and price consideration ensures long-term alignment Complete scope Initial transaction Long-term alignment of the transaction (Closing expected in Q2 2024) (2029-2032) 100% of GP: €c.60m 51% 20% 49% of pre-tax FRE of GP shares of carried interest Remaining GP shares to be acqui

  14. Slide 14: The transaction structure preserves IK Partners’ ability to deliver consistent performance for its LPs

    The transaction structure preserves IK Partners’ ability to deliver consistent performance for its LPs with an alignment of interests between IK Partners and Wendel’s stakeholders Post-transaction IK Partners' governance Alignment of interests Autonomy Sponsor money: of the IK Partners management fo

  15. Slide 15: Wendel’s strategy

    Wendel’s strategy ¢ MH WENDEL

  16. Slide 16: A first step towards a new Wendel 3rd party AM platform

    A first step towards a new Wendel « New » 3rd party AM platform (2) €11.8bn AUM Capital reallocation + through sponsor Permanent capital money of 3rd party Wendel’s sponsor money €9.6bn(1) AM strategies + Organic growth + Return on External growth (additional capital gains from committed acquisition

  17. Slide 17: IK Partners is a strong value creation event for shareholders and a major step in Wendel’s new strategy

    IK Partners is a strong value creation event for shareholders and a major step in Wendel’s new strategy • Value of IK Partners' GP (FRE Multiple) Net Asset Value • 20% of carried interest attributable to enhanced growth Wendel profile • Wendel’s Sponsor Money in IK Partners’ Valuation drivers: funds

  18. Slide 18: Key takeaways

    Key takeaways MH WENDEL

  19. Slide 19: The acquisition of IK Partners brings material benefits to Wendel

    The acquisition(1) of IK Partners brings material benefits to Wendel and is a first step in delivering on the announced strategy to build a third-party asset management platform Provides Wendel with a leading pan-European smid cap buyout investment platform setting the foundation to become a leader

  20. Slide 20: Wrap-up

    Wrap-up A first major step towards a more value creative and more cash generative Wendel with a development in Asset Management Active work on the portfolio to create capital appreciation with permanent capital (including Scalian’s acquisition) Intention to launch a €100m share buyback also announce

  21. Slide 21: Appendices

    Appendices WENDEL

  22. Slide 22: ESG approach institutionalized over the last 15 years

    ESG approach institutionalized over the last 15 years 2021 • ESG Policy and IK D&I Policy adopted • ESG Roadmap defined Highlights • Sustainability integrated in IK Remuneration 2017 Policy • IK ESG Steering committee • SFDR Disclosures established • Joined ILPA Data Convergence Initiative, ILPA 70+

  23. Slide 23: Private markets outperformed other asset classes in Revenues and AuM growth

    Private markets outperformed other asset classes in Revenues and AuM growth Private markets will surpass all other asset classes in revenues (in $bn) 622 599 561 545 309 534 235 500 473 211 253 199 157 178 337 329 84 317 307 319 272 261 273 Private markets 239 Active Passive Shares of total revenues

  24. Slide 24: Glossary of Terms

    Glossary of Terms Corresponding – for a given fund – to total investors’ commitment (during the fund’s investment period) or total invested AuM Assets under Management amount (post investment period) DPI Distribution to Paid-In Cumulative value of distributions paid to investors in a fund relative t

  25. Slide 25: Disclaimer

    Disclaimer • This document has been prepared by Wendel S.E. (“Wendel”) solely for use at the ”Building the Foundation for a Third-Party Private Asset Management Platform” presentation, to be held on October 17, 2023. This document must be treated confidentially by attendees at such presentation and

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