EQT, TCV look to delist digital music biz

L Catterton in take-private; Keensight reveals Vision-Box RoI.

We’ve got lots to report in the world of take-privates this morning, as private equity’s willingness to scour the public markets for deals shows no signs of slowing down.

First we have EQT and TCV teaming up to make a play for a digital music company, L Catterton joining a take-private of a luxury footwear company and further developments on Bain Capital’s interest in a Swiss tech company.

Next we switch to exits, where Nina Lindholm hears from Keensight Capital’s Jean-Michel Beghin about the return the private equity firm made on its investment in air travel software and hardware company Vision-Box and how it achieved it.

We then finish on another aviation deal, this time a growth investment in a sustainable fuel company.

Sounding out

EQT and TCV have formed a consortium to make a take-private offer for digital music company Believe, alongside Denis Ladegaillerie, the company’s founder, chairman and CEO.

The offer will be for €15 per share, valuing the total shares outstanding at around €1.5 billion. The consortium would, after getting the necessary regulatory approvals, acquire shares from some of the company’s biggest shareholders which, along with those from Ladegaillerie, would take its holdings to 71.92 percent of the share capital and 77.42 percent of the theoretical voting rights. It would then launch a tender offer for the rest of the shares.

The €15 offer price would be a premium of 21 percent, 43.8 percent and 52.2 percent to the closing price on Friday, the 30-day weighted average and the 120-day weighted average respectively. The company requested a pause in trading today due to the announcement, meaning we couldn’t see the market reaction to the news.

Believe’s board however has unanimously welcomed the proposed deal.

Paris-headquartered Believe provides services to independent artists and record labels. For instance, its TuneCore product helps with distribution and publishing, while its Label & Artists Solutions service assists with engagement and monetisation on social media and streaming.

“Believe’s track record in developing labels and artists worldwide is exceptional,” said Nicolas Brugère, partner at EQT, in a statement. “With the music market growth and digitalisation, Believe has significant potential to continue thriving, through organic expansion and strategic acquisitions.”

The deal is expected to take the EQT X fund to 30-35 percent invested.

In fashion

L Catterton is helping an effort to take Italian luxury shoemaker Tod’s private, launching a tender offer of €43 per share for 36 percent of the company’s issued share capital, which would give the company a market cap of about €1.4 billion.

The move is part of an agreement with the Della Valle family, the majority shareholder in Tod’s, which would hold the remaining 54 percent of the share capital if the plans go through.

The €43 share price gives a premium of 17.59 percent to Friday’s close, and 31.25 percent, 31.04 percent, 27.35 percent and 20.58 percent, to the one-, three-, six- and 12-month weighted average.

Meeting

Last week we wrote about how a group of founding shareholders in listed Swiss tech company SoftwareOne, who hold about 29 percent of the company, had requested an extraordinary general meeting to elect a new board, citing that they “fundamentally disagree” with the board’s decision not to present a take-private offer of SFr18.80 per share by Bain Capital to shareholders.

This morning, the board announced that it would hold the extraordinary meeting on 18 April. In doing so, it reiterated that it felt the Bain offer didn’t reflect the fundamental value of SoftwareOne and also that the founding shareholders, as co-bidders, would “benefit from a low offer value and future value creation, whereas the public shareholders would not benefit from these and other advantages should the company be taken private”.

The board added that given the “non-committal and conditional nature” of Bain’s indication of interest, along with a “lack of visibility on financing and other transactional core elements, it was highly questionable that a transaction would be pursued by Bain Capital at all”.

Bain declined to comment when approached by PE Hub Europe.

Big return

Switching to exits now, and despite the challenges for the airline industry from the covid-19 pandemic, Keensight Capital made a 5.2x return on its investment in Vision-Box, managing partner Jean-Michel Beghin told Nina Lindholm.

Vision-Box is a software and hardware provider for air travel, border control and ID management. The Lisbon-based company operates passenger flow products in over 100 airports and said it has a 30 percent market share in automated border control. Paris-headquartered private equity firm Keensight exited its investment in Vision-Box to Amadeus, a multinational technology company, for an enterprise value of around €320 million at the end of January.

Several buyers were interested in the business, even in the tough exit market conditions private equity has been experiencing, which has been in part due to a valuation gap between buyers and sellers. “There are always buyers that are interested in these types of fast-growing, highly profitable and innovative companies, which helps to maintain valuations at a certain level,” said Beghin. “There is no gap between the buyer and the seller, therefore no need to postpone the exit.”

Despite that tricky wider market, Keensight returned as much cash to its investors in 2023 as in previous years, said Beghin, while the return of 5.2x on Vision-Box was in line with the average exit multiple Keensight realised over the four exits the firm completed in 2023.

Check out the full interview for more on how Keensight grew Vision-Box through the pandemic.

Fuelling up

Sticking with aviation, a consortium of growth investors, including Carbon Direct Capital, Lightrock, GenZero and Kibo Investments, have invested $40 million of growth capital in Velocys, a sustainable aviation fuel (SAF) technology company, following the completion of its take-private on 18 January.

Oxford, UK-based Velocys has invested to scale its reactor facility in Plain City, Ohio, to ensure a stable supply of reactors for delivery to SAF project owner-operators.