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Enterprise Investors’ Venture capital fund acquires Web Inn

Web Inn, based in Kraków and previously owned by Sygnity (formerly ComputerLand), provides IT services to enterprises that have outsourced to Web Inn all or part of their IT activities. The company has a good track record and a portfolio of renowned customers from a range of industries. Web Inn has grown at an average annual rate of 60% in the last few years. Together with its two subsidiaries, the company achieved total sales of PLN 22 million (approx. €6.3 million) in 2008.

“We believe that Web Inn will continue its dynamic development on the Polish IT outsourcing market, and the steady improvement of its already substantial market position is our common ambition. In our opinion Web Inn is perfectly positioned for further growth,” said Rafał Bator, Enterprise Investors partner who heads EI’s venture capital fund.

“Our cooperation with specialists from Enterprise Venture Fund I, many of whom have worked in the IT industry, will reinforce the experience of our management team and will allow us to fully harness our competences and our potential,” said Leszek Rożdżeński, long-standing CEO of Web Inn.

IT outsourcing is becoming increasingly popular in Poland. At the same time, the market for IT outsourcing is the fastest growing among all IT services. Despite the current economic situation, this market is expected to continue its growth in the coming years by around 15% annually, not least because companies are keener than ever to adopt cost-effective solutions.

Enterprise Investors’ venture capital fund to finance the rollout of R&C Union

The company owns a chain of 15 Sioux restaurants and 8 Lizard King and Fever music clubs. The restaurants operate
in the upper casual segment of the market and their design is themed on the Wild West style. The music clubs offer blues,
jazz and rock, and have live concerts almost daily. Both the restaurants and music clubs are located in city centers and in shopping malls in large Polish cities of more than 200,000 inhabitants.

The company has recently demonstrated good financial performance and has grown quickly, also thanks to the fact that both the chains managed by R&C Union are unique on the Polish market. In 2008 R&C Union’s sales amounted to PLN 14 million (approx. €4 million), which represents a 57% increase over the previous year. The company’s net profit totaled PLN 1.7 million (approx. €0.5 million).

“The good prospects for the restaurant sector in Poland, with its very low share of organized chains, the interesting combination of the restaurant chain concept with music clubs which broadens the target group, and the attractive operational model that combines full control over the restaurants with an entrepreneurial approach to their management by the franchisees – these were all arguments in favor of our investment in this company,” said Rafał Bator, Enterprise Investors partner who heads EI’s venture capital fund.

R&C Union is managed by Piotr Mikołajczyk, whom EI knows well from its investment in Sfinks (2002-2006). The mutual trust based on that past relationship as well as the first-rate prospects for future cooperation were additional arguments in support of EVF’s investment in R&C.

“The investment by Enterprise Venture Fund I represents a new source of accessible capital that we plan to use for the further development of both these chains. Also, EVF’s involvement in our company increases our credibility in the eyes of public market investors as well as financial institutions and our business partners,” said Piotr Mikołajczyk, president of R&C Union. “As the firm’s management team we appreciate the chance to work with a partner that can help us develop the right market strategy and the most effective management approach, which, as is widely known, always comes as part of the venture capital package,”
Mr. Mikołajczyk added.

Enterprise Investors’ venture capital fund invest in Bio-Profil

“Bio-Profil is in an excellent position to grow further very dynamically. The company is run by a team of experienced and visionary managers who have the competencies and drive to select the world’s top dermatological products, win new exclusive contracts with their producers and successfully promote these products to increase Bio-Profil’s market share in Poland. In addition, the two-digit growth of the dermo-cosmetic market is expected to continue boosting the company’s fast expansion,” said Rafał Bator, Enterprise Investors partner who heads EI’s venture capital fund.

“Ever since Bio-Profil was established 10 years ago, the firm has gone from strength to strength, thanks in no small part to our experienced team. Our supreme market position demonstrates the validity of our strategy, for which we succeeded in gaining the full support of our international partners and our demanding customers. Inviting a financial investor to the company will enable us to further accelerate our market expansion,” said Joanna Jeziorska, co-founder and president of Bio-Profil.

Enterprise Investors has been active since 1990 and is one of the largest private equity and venture capital investors in Central and Eastern Europe. The firm manages seven private equity and venture capital funds totaling €1.7 billion. To date, these funds have invested €1.2 billion in 111 companies across a range of sectors and have exited 91 investments with total proceeds
of close to €1.4 billion.

Enterprise Venture Fund I is EI’s first venture capital fund, with a total size of €100 million. It is the largest fund of its type in Poland and in the CEE region. EVF’s investments range from €1 million to €5 million per project. The fund finances the expansion of small and medium-sized enterprises operating in the technology sector as well as in traditional sectors in Poland and other Central and Eastern European countries. The fund’s first investment was the acquisition of a 30% stake in Dystrybucja Polska
in December 2008.

Enterprise Investors’ venture capital fund closes its first investment

Headquartered in Poznań, Poland, Dystrybucja Polska is currently the fastest growing player on the Polish non-addressed mail delivery market. The company offers a high-quality service in the delivery of non-addressed mail (such as advertising flyers and newsletters) to individual households on the basis of contracts with large retail chains (including Auchan, Real, Tesco, Leroy Merlin) and many other firms targeting individual consumers. In recent years, Dystrybucja Polska has proved successful at winning and retaining new customers, thanks to which it has grown sales by an average of almost 40% a year over the last three years. Given its competitive advantages, the company is well positioned to continue growing its market share and is expected to achieve its goal of becoming the clear leader on Poland’s non-addressed delivery market within the next few years. This year Dystrybucja Polska’s sales will amount to more than PLN 30 million (approx. €7.5 million).

“The transaction is the result of EVF winning a competitive bidding process. The founders chose us because they believe EI can help the company to grow dynamically,” said Rafał Bator, Enterprise Investors partner who heads EI’s venture capital fund. “We are happy that Dystrybucja Polska has become part of the portfolio of our newly raised venture capital fund, which we closed in September. The company meets the target profile for the fund’s investments,” he added.

“We will use the new funding to further improve our distribution services,” said Jarosław Koska, general director of Dystrybucja Polska.

Enterprise Investors has been active since 1990 and is one of the largest private equity and venture capital investors in Central and Eastern Europe. The firm manages seven private equity and venture capital funds totaling €1.7 billion. To date, these funds have invested €1.2 billion in 110 companies across a range of sectors and have exited 91 investments with total proceeds of €1.4 billion.

Enterprise Venture Fund I is EI’s first venture capital fund, with a total size of €100 million. It is the largest fund of its type in Poland and in the CEE region. EVF’s investments range from €1 million to €5 million per project. The fund finances the expansion of small and medium-sized enterprises operating in the technology sector as well as in traditional sectors in Poland and other Central and Eastern European countries.

Enterprise Investors acquires 42.5% of Kofola-Hoop in a record public tender offer on the WSE

The offer took place between October and November 2008. It proved very successful, as Polish Enterprise Fund VI (acting through its wholly controlled subsidiary CED Group S.a.r.l.) acquired almost all the shares of the company that were for sale, with only 0.5% remaining as free float. PEF VI’s acquisition of Kofola-Hoop shares was partly leveraged with bank debt.

“Kofola-Hoop has been growing dynamically over the last few years and we expect it to continue its growth after the merger which took place last spring. We believe in the company’s capability to become the key player on the CEE non-alcoholic beverages market over the next few years. This is why we decided to pay a fair premium over the market price for our shares in the firm,” said Enterprise Investors Partner Jacek Woźniak who is in charge of this investment.

Kofola-Hoop SA is one of the most significant producers of non-alcoholic beverages in Central and Eastern Europe. With an annual turnover (excluding the Russian market) of nearly PLN 1.2 billion (approx. €350 million), Kofola-Hoop is the third largest company in its sector on the Polish and Czech markets, and second in Slovakia. In Slovakia, where consumers prefer Kofola to Coke and Pepsi, the company leads on the carbonated soft drinks market. Kofola-Hoop’s production is carried out in eight factories located in Poland, the Czech Republic, Slovakia and Russia. The company employs more than 2,600 people. Kofola-Hoop is controlled by Kofola’s managers and founders, who directly and indirectly (through KSM Investment) own 57% of the company’s shares.

Enterprise Investors has been active since 1990 and is one of the largest private equity and venture capital investors in Central and Eastern Europe. The firm manages seven funds totaling €1.7 billion. These funds have invested €1.2 billion in 109 companies from a range of sectors and have exited 91 investments with total proceeds of €1.4 billion.

Enterprise Investors announces a €143 million public tender offer for Kofola-Hoop

The parties announcing the public tender offer are KSM Investment, which currently owns more than 51% of Kofola-Hoop shares, Mr. Tomas Jendrejek and Mr. Rene Musila, who own 2.9% each, and Polish Enterprise Fund VI acting through its wholly controlled subsidiary (CED Group S.a.r.l.), which does not already own shares in Kofola-Hoop. Between them the acquirers own almost 57% of the company’s capital. The parties that currently hold shares in Kofola-Hoop (KSM Investment, Mr. Jendrejek and Mr. Musila) will not acquire shares in the tender offer, and PEF VI will be the sole acquirer. Assuming the tender offer is successful, PEF VI will become a 43% shareholder of Kofola-Hoop. The minimum threshold at which PEF VI is obliged to finalize the acquisition of shares in the tender offer is 29.43%. A stake of this size is currently owned by Marek Dutkiewicz and Dariusz Wojdyga, the founders of Hoop SA, with whom PEF VI has signed an agreement regarding the sale of their shares. The expected closure of the offer is on 6 November 2008.

“Enterprise Investors believes in Kofola-Hoop’s development over the next few years. We are convinced that the company has very competent and experienced management, an interesting product portfolio and the capacity to grow both organically and through acquisitions. This is why we are ready to pay such a substantial premium over the current market price for shares in Kofola-Hoop,” said Enterprise Investors Partner Jacek Woźniak who is in charge of this investment. “We do not intend to delist the company,” he added.

“The tender offer for Kofola-Hoop shares proves that the current market presents opportunities for private equity to acquire large stakes in public companies which have a strong market position and highly experienced management. This is an entirely new market segment in the CEE region, and one that will generate big deals in the near future. We intend to have a very active part in this trend,” said Dariusz Prończuk, managing partner of Enterprise Investors.

Kofola-Hoop SA was formed through a merger of Kofola and Hoop in May 2008, becoming one of the most significant producers of non-alcoholic beverages in Central and Eastern Europe. The company is listed on the Warsaw Stock Exchange and its biggest shareholder is KSM Investment. Jannis Samaras, the ex-managing director of Kofola Holding, is the company’s CEO. Kofola-Hoop’s best-known brands are Hoop Cola, Kofola – Slovakia’s favorite cola-type drink, Paola syrups, Artic and Rajec mineral waters, the Jupi line of fruit drinks, and Jupik, a children’s drink. Kofola-Hoop also supplies products under private labels for big retail chains. Production is carried out in eight factories located in Poland, the Czech Republic, Slovakia and Russia. The company employs more than 2,600 people. With an annual turnover (the Russian market excluded) of nearly PLN 1.2 billion (approx. €360 million), Kofola-Hoop is the third largest company in its sector on the Polish and Czech markets, and second in Slovakia. In Slovakia, where Kofola is preferred to Coke and Pepsi, the company is the leader on the carbonated soft drinks market.

“Enterprise Investors is an investor with long-term investment experience in the FMCG, food and manufacturing sectors.
I believe that as a partner EI can contribute considerably to the company’s further development. EI also has an excellent reputation as a financial investor that develops and implements the best standards of corporate governance,” said Kofola-Hoop CEO Jannis Samaras.

Enterprise Investors announces the closing of its first venture capital fund

The largest investor in Enterprise Venture Fund I is the George Kaiser Family Foundation, which along with its Argonaut Ventures unit has invested more than $1 billion in privately-held companies and venture capital funds globally. The other investors in EVF are international financial institutions that have been working with EI for several years.

The first venture capital fund in the Enterprise Investors group has been formed in response to the market’s demand for capital to finance the dynamic development of SMEs in Central and Eastern Europe. It is the largest fund of its type in Poland and the CEE region.

“We raised the new fund to meet the huge demand among smaller companies for private equity/venture capital financing.
EI grew together with the Central European business leaders by investing ever greater sums in individual projects. However,
we are also aware of the needs of the new generation of companies, which are well placed to join the group of largest
and most successful enterprises in the future. These are the companies we intend to finance from the capital of Enterprise Venture Fund I,” said Jacek Siwicki, president of Enterprise Investors.

“We have allocated the capital from EVF for companies that are active on the market, have a proven and successful business model and generate revenues and profits, at least at the operating profit level. We have already been contacted by companies seeking expansion capital, and are in advanced talks with some of them,” added Rafał Bator, a partner at Enterprise Investors, who leads the venture capital team.

Enterprise Venture Fund I will target companies in the technology sector (IT, telecoms and media) as well as attractive projects from such sectors as retail, manufacturing, business and financial services, and consumer goods. EVF’s investments will range from €1 million to €5 million per project. The fund will focus on providing expansion capital.

Given EI’s fundamental rule of investing in companies whose management teams have a realistic and well thought out development concept, the fund will most often take minority positions in its portfolio companies and will support the owners and the management teams from the supervisory board level.

During its first year of activity EVF will predominantly invest in Poland, but thereafter it will expand to those countries of Central and Eastern Europe where Enterprise Investors is already present. The venture capital team was created in April 2008
and presently numbers four investment professionals. The team is being supported by EI’s senior partners who have been making equity investments in the region for the last 20 years.

Enterprise Investors pioneered private equity in Poland and CEE following its inception in 1990, and has developed many innovative transactions and initiatives over the last 18 years. EI has a reputation for being one of the most active, creative
and flexible institutional investors. At the same time the firm has achieved outstanding investment results.

Since inception Enterprise Investors has been an active venture capital/private equity investor in the technology sector. Its funds have invested almost €50 million in 11 firms from this industry. They have been involved in building the market value of major Polish and CEE IT and telecommunications firms. This is the sector in which EI funds have achieved their best investment results, in some cases achieving returns exceeding seven times the original cost. EI funds are now shareholders in AVG Technologies, the Czech anti-virus software provider that has become a global giant with 70 million users worldwide, as well as in Siveco, Romania’s largest IT company.

With the closing of EVF, total funds raised by EI amount to €1.7 billion. To date, the six private equity funds managed by Enterprise Investors have invested €1.1 billion in 108 companies across many sectors in Poland, Romania, Slovakia, Bulgaria,
the Czech Republic and the Baltic States. EI funds have exited 91 investments, achieving total proceeds of €1.3 billion.
Twenty-five of these exits have been IPOs on the Warsaw Stock Exchange.

Enterprise Investors acquires controlling stake in Wema

Following the transaction, the main shareholders of the company are the fund managed by EI and the founders. The founders will keep their current positions as members of the supervisory board.

Founded almost 20 years ago in Rumia, a small city on the Polish coast, Wema was originally a family business. Today the company sells ceramic tiles, bathroom sanitary ware, bathtubs, showers, and bathroom accessories through a network of 15 owned and 3 franchised stores located in northern and central Poland and is Poland’s largest specialist bathroom retailer. The founders have built one of the largest wholesale firms of its kind in the country.

Over the last three years Wema substantially improved its revenues and profits. Last year the company’s sales amounted to almost PLN 200 million (approx. €60 million) and net profit was PLN 16 million (€5 million). The growth of revenue per store was around 30% in 2007, while wholesale revenues and sales to other retailers improved by almost 40%. The results were significantly above the market average.

“Our investment in Wema is a typical EI transaction in that we will become shareholders of the company alongside private entrepreneurs. The founders gave up control and kept a minority stake in the company as they feel confident that we have the experience and expertise to substantially support Wema’s countrywide expansion,” said Agnieszka Kowalska, a partner at Enterprise Investors leading the investment. She added: “The founders accepted EI’s plan of changing the Wema store concept to make the stores more functional and customer-friendly. At the same time we are planning to continue the wholesale activity at the current level.”

Enterprise Investors has been active since 1990 and is one of the largest private equity and venture capital investors in Central and Eastern Europe. The firm manages seven private equity funds totaling €1.7 billion. To date, these funds have invested €1.1 billion in 108 companies from a range of sectors and have exited 91 investments with total proceeds of over €1.3 billion.

Enterprise Investors has built up significant experience as the leading private equity player in Poland’s consumer goods and retail sectors, having invested €395 million in consumer goods since 1993.

In the past EI developed several retail chains, including the Polish supermarket chain Emperia (formerly Eldorado, with Stokrotka and Groszek supermarkets) and Apteki Polskie (a chain of pharmacies). EI has financed several expansion projects: the Sfinks chain of restaurants, the W.Kruk and Deni Cler upscale jewelry and fashion salons, and Artima, the Romanian food retailer (sold to Carrefour in 2007). As an investor in the Polish fashion retailer LPP, Enterprise Investors helped launch its brands (Reserved, Cropp) in Poland and other CEE countries. EI also owned 100% of Nomi (a Polish chain of DIY stores).

Last year Enterprise Investors’ funds acquired 100% of the floor-covering retailer Sklepy Komfort (which has over 100 stores in Poland) and are successfully expanding it now.

EI’s portfolio also includes a 48% stake in Nay, the largest chain of stores in Slovakia selling white and brown goods.

EI’s advisors to the Wema transaction were Gide Loyrette Nouel, Acreo (tax advisor) and Internal (financial advisor).

Enterprise Investors provides equity financing for the acquisition of Simcor by Macon Deva

Simcor was created in 1972 and privatized in 1996. Today the group comprises seven companies, which Macon acquired
as follows: Simcor Oradea (78.5%), Simbeton (50.14%), Simterac (93.06%), Simcor Var (100%), Simcor Management (100%), Simpromat (100%) and Simsped (100%). Later this year Macon will organize a mandatory public tender offer to buy the rest of the shares in the two listed companies of the group, Simcor Oradea and Simbeton.

Macon Deva was acquired by PEF V in 2006 in a €35 million buyout transaction. Thanks to effective cooperation with Enterprise Investors, Macon’s performance has increased significantly, reaching €40 million in turnover last year (28% up on 2006), while
its net profit grew by 68%. The company, which is now in its 45th year, intends to further expand its production capacity in order to meet the ever-growing market demand.

Following this acquisition Macon will become the leader on the Romanian building materials market. Its combined AAC (autoclaved aerated concrete) capacity is estimated to reach 800,000 m3, and consolidated net sales will exceed €70 million by the end of this year. The new entity will continue to produce and sell its products under the two well-established brand names.
It will be managed by a team of Macon and Simcor managers under the leadership of Mr. Marius Marin, the CEO of Macon, who proved very successful in restructuring Macon. The total number of employees of the new entity exceeds 1,300.

Simcor Group is one of the largest building materials producers in Romania. The seven firms comprising the group specialize
in production, sales` and transportation of building materials such as AAC, lime, mortars, concrete pre-cast elements and terracotta tiles. The two main groups of products, AAC (the most widely used construction material in Romania), and lime
(an important component in AAC production), represent approx. 85% of Simcor’s consolidated revenues. Simcor’s turnover
in 2007 was €25 million, and it will reach €30 million by the end of this year.

“Simcor will follow in Macon’s footsteps and undertake rigorous reforms. We are confident that we will successfully integrate both brands and create the strongest player on the Romanian building materials market – one that will continue to grow
and be appreciated by Romanian consumers. We intend to implement, together with Mr. Marius Marin, the same management strategy that allowed Macon to improve significantly the quality of its products, increase its production capacity and gain market share,” said Cristian Nacu, a partner at Enterprise Investors.

“Macon took lead of the Romanian building materials market as a result of a complex restructuring process. Our company’s development strategy demanded the acquisition of a competitor, and Simcor was the best choice. In order to consolidate Macon’s leading position on the masonry materials, pre-cast elements and lime markets, we intend to integrate the two firms into a holding company, in a process that will take approximately 18 months,” declared Marius Marin, CEO of Macon Deva.

Enterprise Investors is the oldest and one of the largest private equity firms in Central and Eastern Europe. Active since 1990, the company manages seven private equity and venture capital funds with capital exceeding €1.7 billion. To date, Enterprise Investors has invested €1.1 billion in 107 companies across CEE. This figure includes €100 million invested in five businesses
in Romania: Orange Romania (exited in 2005), Artima (exited in 2007), Siveco, Macon Deva and Simcor Group. EI’s cumulative investments in the construction sector amount to €65 million.

Enterprise Investors was advised in the Simcor transaction by RTPR Allen&Overy, PricewaterhouseCoopers and Raiffeisen Capital Investment.

Enterprise Investors invests in PharmaSwiss SA

PEF VI will become an owner of PharmaSwiss alongside its two founders and the specialized healthcare investor HBM BioVentures, which invested in the company in 2007. The transaction is subject to customary closing conditions.

Established in 2000 and based in Zug, Switzerland, PharmaSwiss offers full third party representation of specified drugs
or portfolios from research-based pharma and biotech companies, including drug registration, promotion, sales, compliance and pharma-covigilance. It represents several blue chip clients such as Bristol-Myers Squibb, Wyeth Pharmaceuticals,
Beaufour Ipsen, Astellas Pharma, Eli Lilly and Ferring.

PharmaSwiss currently operates in numerous countries in Southeast and Central Europe as well as Israel. In 2008 PharmaSwiss will launch operations in three new countries: Hungary, Romania and Poland.

Development plans for the following years include also entering Russia and Turkey. The company has nearly 500 employees. PharmaSwiss experienced significant growth in recent years and recorded revenues of more than €100 million in 2007.

“PharmaSwiss has proven that our business model is successful and can be rapidly developed across multiple markets. We have ambitious plans to enter new markets and new therapeutic areas in the coming years. The partnership with Enterprise Investors will be of substantial benefit to our company, providing additional capital and regional know-how,” said Petr Nemec, PharmaSwiss CEO and founder.

“PharmaSwiss is a very attractive partner for major pharma and biotech players that seek a sales footprint in this part of Europe. Our capital injection plus our regional experience, particularly in the larger CEE markets of Poland and Romania, will be utilized to further enhance the PharmaSwiss presence in these markets,” said Robert Manz, a managing partner of Enterprise Investors who is leading the investment.

Enterprise Investors is the oldest and one of the largest private equity firms in Central and Eastern Europe. Active since 1990, the company manages funds with capital exceeding €1.6 billion. These funds have invested €1 billion in 107 companies
in Poland and other Central and Eastern European countries, and exited 91 investments with total proceeds of over €1.3 billion.

Enterprise Investors has broad experience in investing in the pharmaceutical and healthcare market in the CEE region, having been a major investor in such Polish companies as Polfa Kutno (a pharmaceuticals producer), Polska Grupa Farmaceutyczna
(a pharma distributor), Pharmag, Apteka 21 (a chain of pharmacies), and Medycyna Rodzinna (a chain of primary care clinics).

EI was advised on the transaction by law firm Baer & Karrer and financial and tax advisors Ernst & Young.

PharmaSwiss was advised on the transaction by the law firm Walder Wyss & Partners.