EP Serwis will use the capital injection to develop its pallet pooling services. The joint aim of Enterprise Investors and EP Serwis is to strengthen the company’s market position during the investment period.

EP Serwis has been operating on the wooden pallets market in Poland since 2000. At present the company provides comprehensive pallet services that include pooling, trading, exchange, logistics and repair, as well as recycling of used pallets (from which it manufactures pallet brackets). EP Serwis employs 140 people at its headquarters and plant in Kozienice, central Poland. The company collects pallets from 1,500 distribution points across the whole country and collaborates with several service points nationwide. Open pallet pooling, which EP Serwis introduced as a new service on the Polish market in 2010, has had a dynamic effect on the company’s growth and profitability. EP Serwis’s annual revenues are now approaching €10 million.

Pallet pooling is just starting to develop in Poland, with only a small percentage of the pallets in circulation being rented. In the United States, Australia and Western Europe, more than 50% of pallets are pooled. This means that the vast majority of the Polish market remains to be captured, implying huge growth prospects for this segment.

“We are happy to have joined forces with EP Serwis. All the measures taken by the company in the last few years, from the most basic activities connected with pallet production right up to the innovative service of pallet pooling, have turned EP Serwis into the market leader on Poland’s open pallet pooling market,” said Rafał Bator, a partner at Enterprise Investors. “The Polish market of EPAL-standard pallet rental services is in its infancy and our due diligence has shown that EP Serwis is best positioned to capture this emerging segment,” he added.

“EP Serwis wants to significantly accelerate its growth through upfront investment in system development and pallet pool expansion, both of which are needed to win new customers. We searched for a partner that would not only provide the necessary capital but also support us with corporate know-how. Hence we decided to collaborate with Enterprise Venture Fund I,” commented Marek Parkot, CEO of EP Serwis.

Enterprise Investors is one of the largest private equity and venture capital firms in Poland and Central and Eastern Europe. Active since 1990, the firm manages funds with capital exceeding €2 billion. These funds have invested €1.6 billion in 129 companies across a range of sectors and exited 96 companies with total gross proceeds of €1.8 billion.

Enterprise Venture Fund I is an EI-managed venture capital fund raised in 2008 with total capital of €100 million. Its investments typically range from €1 million to €5 million per project but can exceed that amount if an investment is attractive. The fund finances the expansion of small and medium-sized enterprises operating in a range of sectors. To date, EVF has realized twelve investments in companies operating in Poland and CEE.

For further information, please contact:
Enterprise Investors:
Rafał Bator
Partner
tel. +48 22 458 85 00

Iwona Drabot
Public Relations Director
tel. +48 22 458 85 00

EP Serwis:
Marek Parkot

CEO
tel. +48 48 382 05 24

Scitec Holding BV (“Scitec”) produces and sells a wide variety of sports nutrition products, primarily under the Scitec Nutrition® brand. Originally founded in the USA, the company currently has a significant market presence in Europe and has an extensive international sales reach, with its products available in more than 70 countries. Scitec’s products are well known among sports enthusiasts for their high quality and effectiveness.

Scitec is a leading player in the fast-growing sports nutrition market, where products such as protein supplements have been quickly increasing in popularity in recent years across the globe. The company has more than 20 years of experience in the sports nutrition sector.

“Scitec has built a strong reputation with the users of its sports nutrition products over the past two decades. The company delivers true quality and reliability in a market where users know what they want, and Scitec supports this with a heavily customer-focused business model. We believe Scitec has the right mix of experience and talent to continue its fast growth and we are ready to support the company’s further development,” said Robert Manz, managing partner at Enterprise Investors, who leads the investment.

Zsolt Bengyel, Scitec’s founder, who remains a minority shareholder following the transaction, said, “Scitec welcomes the involvement of Enterprise Investors and its co-investor, which we believe can provide important know-how and resources for the further expansion and growth of our company. I look forward to our cooperation and to making Scitec the global leader in sports nutrition.”

Enterprise Investors is a leading European private equity and venture capital firm. Active since 1990, the firm has raised eight funds with total capital of €2 billion. These funds have invested €1.6 billion in 128 companies across a range of sectors and exited 96 companies with total gross proceeds of €1.8 billion. The funds currently hold investments in 32 companies.

Enterprise Investors was advised on the transaction by White & Case and Ernst & Young. The seller was advised by Deloitte and Baker & McKenzie.

For further information please contact:
Enterprise Investors
Robert Manz, Managing Partner
tel. (+48 22) 458 85 00

Iwona Drabot
PR Director
tel. (+48 22) 458 85 00

The transaction is a result of the search for a new investor that Zelmer announced on 28 August 2012. The price to be paid by BSH in the tender will be PLN 40 per share.

The public tender offer announced today is expected to last 70 calendar days from 4 December 2012 and will be subject to the approval of relevant antimonopoly authorities.

With a tender offer price of PLN 40 per share, BSH offers a 30% premium over the share price as of 13 November 2012 and a 38% premium over the six-month volume weighted average share price. Based on last twelve months’ financials as of 30 September 2012, BSH offers a multiple of 9.4x EV/EBITDA and 17x P/E.

Zelmer is the leading local small appliances player in Central and Eastern Europe and the leader in Poland with a market share of approximately 22%. The company has 1,442 employees and manufactures small domestic appliances, mainly vacuum cleaners and kitchen electrics. In the twelve months to 30 September 2012 Zelmer recorded sales of c. PLN 700 million (approximately €170 million) and an EBITDA of PLN 74 million (equivalent to €18 million), corresponding to a margin of 10.6%. The company is listed on the Warsaw Stock Exchange.

PEF V has been Zelmer’s financial investor since 2005. The fund invested a total of €28.7 million in the company during its IPO organized by the Polish State Treasury and in a subsequent tender offer. Zelmer has been expanding very dynamically since then. The company has concentrated on core business and changed its entire philosophy from that of a production-centered enterprise to a market-focused one. The brand has visibly expanded both locally and abroad: Zelmer has developed into the outright leader in Poland and has become the third household appliances brand in Central and Eastern Europe. This has been achieved by widening the product offer and optimizing production (which was moved to a modern factory in 2011). Seasoned managers with international experience have been recruited and an effective organizational structure created. The company has more than doubled both its revenues and net profit during the time of our cooperation, with export sales being the key factor driving growth (primarily in Russia and Ukraine).

“From Enterprise Investors’ perspective, the investment in Zelmer has turned out to be a model one. We invested in a company with strong prospects, conducted the necessary restructuring programs and supported its growth. Today we are exiting this investment with a highly attractive return,” said Jacek Siwicki, president of Enterprise Investors, who is responsible for the investment in Zelmer.

BSH is the largest manufacturer of home appliances in Europe and one of the leading companies in the sector worldwide. BSH was founded as a joint venture in 1967 by Robert Bosch GmbH (Stuttgart) and Siemens AG (Munich) and posted annual sales of about €9.7 billion in 2011. Today, BSH operates in 49 countries through 42 factories, with a total workforce of over 45,000 people. The product range encompasses large and small domestic appliances.

Polish Enterprise Fund VII (PEF VII) will buy 100% of the Center for Cancer Diagnostics and Therapy (CDiTO) from Voxel, a Warsaw-listed operator of diagnostic medical centers and a manufacturer of radiopharmaceuticals. CDiTO is developing and building a new radiotherapy center at a clinical hospital of the Medical University of Silesia. The center will apply the latest radiotherapy techniques to treat cancer.

Following the acquisition of CDiTO, the radiotherapy project will be developed jointly by PEF VII and Voxel. PEF VII will take over responsibility for the €14.5 million investment program, which will be used to construct the center and to buy three linear accelerators for cancer treatment. Within the center Voxel will open a modern diagnostic facility equipped with diagnostic apparatus including a PET/CT scanner, and will install a €5 million Gamma Knife – a radiosurgical device for treating brain tumors.

Both parties to the agreement plan to open the center in the second half of 2013. The new center will broaden access to cancer treatment in Poland. To match world standards, Poland should have approximately 150-180 radiotherapy devices (linear accelerators), whereas there are just 113 in the country at present. Even in Upper Silesia, which is one of the best equipped regions in Poland in terms of radiotherapy accelerators, their number is still below world standards.

“If cancer treatment in Poland is to be effective, radiotherapy must become much more widely available. Because the devices used in this branch of medicine are expensive, and the public funding for investment is limited, private capital can play a significant role here. We are pleased to be able to put our capital to use in this area, which is important for all of us,” said Michał Rusiecki, a managing partner at Enterprise Investors.

“Working with an experienced investor will enable quick and efficient launch of the center, which operates in the area representing one of the biggest technological challenges in medicine. Our venture is a perfect example of a modern model of cooperation between the public healthcare system and major private partners,” said Jacek Liszka, CEO of Voxel.

“An integral part of the mission of the Medical University of Silesia is to educate students and conduct medical research. The Center for Cancer Diagnostics and Therapy (CDiTO) together with our Cancer Center will provide patients with comprehensive professional diagnosis and treatment, and enable the development of research activities,” said Przemysław Jałowiecki, professor of medicine and rector of the Medical University of Silesia in Katowice.

Enterprise Investors is one of the largest private equity and venture capital firms in Poland and Central and Eastern Europe. Active since 1990, the firm has raised eight funds with total capital of €2 billion. These funds have invested €1.5 billion in close to 130 companies across a range of sectors and exited more than 90 companies with total gross proceeds of €1.7 billion. The company has broad experience in investing in different segments of the Polish medical market. The EI-managed funds have invested a total of €90 million in nine companies from this sector thus far.

BLStream develops, produces and maintains software for mobile devices (e.g. smartphones and tablets) and develops gaming content for mobile devices and gaming consoles. The company is also a recognized system integrator, connecting modern mobile technologies with online services and legacy IT systems. BLStream’s customers can use mobile devices for remote work, connecting to systems, services and data on the internet or at the company’s own servers.

Founded in 1999, BLStream is based in Finland but almost all of the development work has been done by Polish IT specialists. BLStream’s innovative system solutions, applications and games are currently running in several hundred million portable devices globally. The company has been a long-term software development partner for leading global communication, consumer and entertainment brands such as Good Technology, Intel, Nokia, Play, and BBC as well as almost all of the leading global participants of the gaming software market.

As a result of a record increase in mobile business software, BLStream has grown exponentially. Its consolidated revenues reached €10.5 million in 2011, which represents 50% growth over the previous year. The company employs 250 IT specialists.

“We are more than happy to have started our partnership with BLStream. The company’s extensive experience in the field of mobile technologies and hundreds of projects completed for leading global technology players provide the perfect base for BLStream’s rapid development in the near future. The launch of smartphones, and especially tablets, has resulted in a very dynamic increase in the demand for mobile software. People want to use mobile devices not only for fun and socializing, but also for work and other purposes. This trend looks set to continue, which I think will help the company triple the scale of its operations over the next four years,” said Tomasz Piętka, vice president at Enterprise Investors, who leads this investment.

“Securing such an experienced and credible investor as Enterprise Investors is a great achievement for us. Due to the rapid growth in mobile device usage worldwide, BLStream wants to accelerate growth through rapid acquisition of new customers. To achieve this goal faster we needed a partner that could provide additional capital and support our further growth, as well as help us attract top talent and find acquisition targets. Hence the owners of the company decided to partner with a venture capital investor,” commented Samuli Koski-Lammi, BLStream’s founder.

United Oilfield Services is a newly established Polish oil-services company, which is to provide seismic, drilling and completion services to companies involved in oil and gas exploration and production. UOS brings the most modern equipment and technology to the Polish market, which will be of particular interest to companies exploring for both conventional (e.g. tight gas) and unconventional hydrocarbon resources (e.g. shale gas). UOS will offer the technologies and skills needed to extract gas from shale reserves, such as drilling horizontal wells and unconventional well completion solutions. The company’s founders have many years of experience in the oil & gas service industry in the United States and a proven track record of building successful oilfield service companies. United Oilfield Services signed its first contract for geophysical services in March 2012 and expects to offer drilling and completion services by next year.

Poland is believed to have substantial shale gas reserves. A number of companies are investing in exploring for these reserves and need well-equipped services providers offering the best available technologies for non-conventional gas exploration, extraction and production. Shale formations started to be commercially exploited to great success beginning in the late 1990s in the United States and subsequently in other markets. The production of natural gas from shale formations has rejuvenated the natural gas industry where such technologies have been introduced, and the use of such technologies could have an equally significant and beneficial impact on Poland’s gas market.

“We appreciate the opportunity to become involved in United Oilfield Services. We believe a strong local company with access to the best equipment and technology is what the market needs to turn the promise of shale gas into reality,” said Michał Rusiecki, a managing partner at Enterprise Investors.

“We have been impressed with the experience and in-depth industry knowledge of the whole management team led by Dennis McKee, a veteran of the US shale gas revolution and an entrepreneur with an excellent track record in building companies. We like their business plan and are convinced they can be very successful,” added Jacek Woźniak, a partner at Enterprise Investors.

“We are more than happy to have gained Enterprise Investors as a co-sponsor for UOS. The new capital injection will partly finance our new, state-of-the-art completion equipment. We also hope to benefit from EI’s business experience and their knowledge of the Central and Eastern European markets,” said Dennis McKee, CEO of UOS.

“We are pleased to have established a partnership with Enterprise Investors. Together, with newly hired and trained Polish citizens, UOS aims to launch a broader effort to create a strong, local oilfield service industry in Poland”, said Charles Leykum, co-founder of UOS and founding partner of CSL Capital Management, an investment advisory firm based in the US.

Wento has recruited a group of experienced managers from the wind energy industry. Their task is to select projects, coordinate due diligence, purchase shares in these projects, arrange bank financing and then supervise construction of the wind farms. PEF VI will provide Wento with the equity needed to build the farms. These will subsequently be sold to strategic or financial investors looking for stable, long-term profits. Wento is currently examining more than a dozen wind farm projects. On three of these, which have a total output of 200 MW, it is already in advanced negotiations and is performing due diligence.

“We have been analyzing the wind energy market in some depth for almost a year. As a result, we strongly believe that Wento has excellent prospects for robust development. In addition to its activities in Poland, Wento may consider entering other CEE markets in the future, especially the Romanian wind energy market, which also appears to be very attractive for investors,” said Michał Rusiecki, a managing partner at Enterprise Investors.

Wind energy is a young but rapidly growing industry in Poland that will enable renewable energy to increase as a proportion of total energy production, in line with EU regulations.

“Our analysis shows that the number of investors willing to engage equity to construct wind farms is currently insufficient and we want to fill this gap, at least in part. We believe that we can work with the developers to build wind farms with a total capacity of several hundred megawatts, thereby increasing the production of green energy in Poland,” said Michał Rusiecki. “In implementing the current challenges we will use the experience we gained when we financed Polish Energy Partners, a start-up that pioneered renewable energy in Poland. We also greatly value the experience of those industry experts who have agreed to work with us on Wento,” he added.

Ballroom operates on the internet advertising market, which is the most dynamically growing segment of the whole media industry, and the only one that grew steadily throughout the recent economic slowdown. The company has a strong presence in all key markets of the region. The combined CEE/SEE markets where Ballroom is present are forecast to grow dynamically at an average annual rate of 16% over the next few years (with growth in Romania and Turkey forecast to exceed even 30% annually). These markets exceeded €1 billion worth of total internet ad spending in 2010. They are inhabited by over 150 million people, of which only 50% have used internet so far (compared to over 70% in Western Europe), and the average spend per capita is just €6 annually (compared to €47 in Western Europe and €60 in Germany).

Ballroom International started operating in 2009. It is a holding company based in Munich with the ultimate strategy to build a unique position at the CEE/SEE level by consolidating all the important markets of internet ad sales house in the region under a unified umbrella. This will build the only player like this in the market, creating the first-choice option for large internationals wanting to enter this fast-growing region and the one-stop shopping partner for international advertisers and internet publishers aiming to build their presence here. Currently, through its subsidiaries in the Czech Republic, Romania, Poland, Hungary and Turkey it is the largest independent internet ad sales house in CEE and SEE. The Group has been growing dynamically over the last two years and forecasts to reach consolidated revenues of more than €25 million in 2011.

“We like Ballroom’s strategy to consolidate the relatively small, local markets of internet advertising in CEE and SEE under one unified brand. The founders managing Ballroom are very well established in the industry and are motivated to succeed as the strongest regional player here. EVF wants to support them in achieving this goal and I strongly believe that together we can do a lot more,” said Rafał Bator, a partner at Enterprise Investors, who heads the EVF team.

“Securing such an experienced and credible investor as Enterprise Investors’ venture fund is a good strategic move for Ballroom. The new capital from EVF will enable us to quickly expand further in the region as well as to offer advanced products to our clients. We have a mutual agreement with our new investor to list Ballroom on the main market of the Warsaw Stock Exchange in the future and we will work hard to accomplish this goal,” commented Alexander Sigl, Ballroom’s CEO.

Profi’s development plans include the opening of 6 new stores by the end of 2011 and at least 25 new stores in 2012. In addition to the development of new stores in the existing format and restructuring the existing ones, the company plans to implement a new 300-500 sqm store concept in towns with below 20,000 inhabitants. The total investment of PEF VI may rise to €100 million in the coming years.

Profi Rom Food is one of the largest food retail chains in Romania, currently operating 101 stores in 67 cities. Since March 2010, when EI took over a controlling stake, Profi has opened 37 new stores, including 19 this year. Post-acquisition, the new management restructured the existing stores, improved the assortment, raised the quality of fresh produce (including fruit, vegetables and meat), provided assisted counters in all stores and created small grilled meat and in-store bakery counters. To date the company has invested about €20 million of its own capital in new and existing stores.

Profi has enjoyed steady growth since the buyout. In 2010 sales reached RON 725 million (over €180 million) and were 21% up on 2009. Despite the current difficult conditions on Romania’s retail market, which contracted by 6% in the first 6 months of 2011 year-on-year, Profi’s sales expanded by 35% in the same period. Since the acquisition Profi has hired more than 1,000 workers throughout the country, bringing its number of employees up to 2,800.

“In little over one year since Enterprise Investors took over Profi, we have tested and improved our store format and strengthened the management team. The performance achieved so far proves the company is in good shape to step up its development. We would like Profi to open more stores each year, by accelerating the rollout and acquiring smaller independent food retailers,” commented Cristian Nacu, Enterprise Investors partner and member of Profi’s board of directors.

“We continue our plans to expand the network at a dynamic rate to deliver Profi’s ‘Cheaper, better and closer’ offer to more and more of Romania’s residents,” said Paweł Musial, general manager of Profi Rom Food. “By the end of this year we will have about 107 stores, and our target is to open at least another 25 next year and even more in 2013.”

Guala Closures Group is a private equity backed leader in the production of non-refillable closures for spirits, and one of the main producers of aluminum closures in Europe, Latin America and Asia, also active in the PET and the pharmaceutical packaging markets.

“This acquisition is a further step in our strategy to develop our core business, and confirms the confidence we have in the Central European market. We are sure that with the help of the founder, Mr. Krzysztof Grządziel, and of all the management, we will be able to deliver to the market the best service and the best available product portfolio,” said Paolo.

Paolo Ferrari, M&A Director of Guala Closures Group.

Located in Włocławek, Poland, DGS is a manufacturer of aluminum closures for the spirits and wine industry. The company was established in 1991 by a group of private entrepreneurs led by Mr. Krzysztof Grządziel, currently a 20% shareholder and the company’s chairman. Polish Enterprise Fund V managed by Enterprise Investors acquired an 80% stake in DGS in 2005. Since then the company has developed from a domestic player into a truly international company exporting to Europe, North America and Africa. DGS’s business in steel closures for preserved food (so-called twist off closures) was sold to Silgan International in February 2011. In 2010 DGS achieved revenues of €60 million.

“DGS has evolved from being a local player with a strong position on the Polish market into a major European player supplying market leaders in the alcoholic beverages industry in Poland, Europe and North America. Credit for these achievements goes first of all to the company’s management team led by Mr. Marek Kłopocki and to DGS’s founder and chairman, Mr. Krzysztof Grządziel. We believe that Enterprise Investors also contributed, e.g. by helping DGS build a sales organization capable of tackling international markets immediately after we made our investment,” commented Michał.

Michał Rusiecki, managing partner at Enterprise Investors, who is responsible for this investment.

“Our fund invested in DGS in a leveraged transaction six years ago. The company has successfully paid back the debt incurred at that time, while investing in a major expansion of capacity and product range,” said Agnieszka.

Agnieszka Kowalska, partner at Enterprise Investors, who co-led the investment in DGS.

Enterprise Investors was advised on this transaction by Poland Corporate Finance, Gide Loyrette Nouel, Ernst & Young and Accreo.