ACP Mezzanine Limited to raise Euro 100mn on AIM
21 July 2006
ACP Capital Ltd, AIM: APL, ("ACP Capital" or "ACP"), a Jersey based niche investment and fund manager, announces today that ACP Mezzanine Limited ("ACP Mezzanine") expects to raise Euro 100 million before costs via a placing of shares at Euro1.00 per share on AIM.
ACP Mezzanine, a closed-ended limited liability investment company, which intends to focus primarily on mezzanine lending in Continental Europe in the small cap sector, has entered into a placing agreement with Collins Stewart conditional on its Admission to AIM, which is expected on 26 July 2006. ACP Capital, through one of its subsidiaries, will be ACP Mezzanine's investment manager.
ACP Mezzanine has recently put in place a leveraged debt facility of Euro 125 million with the Royal Bank of Scotland through one of its subsidiaries, which together with the equity raised, is expected to provide ACP Mezzanine with significant funding capabilities to meet its 3 year business plan objectives.
Furthermore, ACP Mezzanine is in advanced discussions with other banks to provide a parallel debt facility alongside RBS to further support this growth. ACP Mezzanine expects to conclude these negotiations by September 2006.
ACP Mezzanine has committed to acquire and has acquired circa Euro 45 million of mezzanine assets both from ACP Capital and directly from third parties. ACP Capital's subscription in ACP Mezzanine equates approximately to the value of these assets acquired by ACP Mezzanine and interest accrued up to the point of sale. ACP Mezzanine plans to achieve a Euro 550 million portfolio of assets by the end of its third year.
ACP Mezzanine intends to work closely with its investment manager in focusing on providing a total funding solution to clients when required, with the investment manager, providing/arranging senior debt and equity funding to complement ACP Mezzanine's mezzanine lending capabilities. An example is the mezzanine financing already provided to Kamps Food Retail Investments ("KFRI"), in which ACP Capital in parallel acquired a 12% strategic stake in May 2006. Further mezzanine funding is intended to be provided by ACP Mezzanine to KFRI as it pursues its strategy of consolidating the German food retail industry. ACP Mezzanine believes that this integrated financing approach, together with the diversified markets in which it will focus, should provide it with a competitive advantage and lead to attractive risk adjusted returns.
Commenting on the announcement, Derek Vago, a director of ACP Mezzanine and CEO of ACP Capital, said: "This flotation, at a time of difficult market conditions, demonstrates the confidence our investors have in ACP Mezzanine achieving attractive financial returns and also their faith in our compelling strategy of providing integrated financing for the small cap European sector."
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ACP Mezzanine
ACP Mezzanine intends to pursue a primary strategy as a mezzanine lender, originating, structuring and underwriting the majority of its mezzanine investments. ACP Mezzanine's investment strategy will be implemented and managed by ACP Capital Limited. ACP Mezzanine's strategy is different from that followed by a number of participants in the Mezzanine financing market, which focus on acquiring assets directly from third parties though a syndication process.
ACP Mezzanine intends to invest in assets located primarily across Europe originated through a direct integrated finance approach alongside ACP Capital's Strategic Platforms and Vehicles, and, to a lesser extent, to purchase assets in the secondary market if expected risk adjusted returns are attractive. It is expected that the integrated finance approach will account for at least two thirds of ACP Mezzanine's investments.
ACP Mezzanine intends to pursue an integrated finance approach in partnership with ACP Capital with the objective of delivering a complete financing solution for prospective borrowers. Pursuant to this strategy, ACP Capital Limited would provide senior debt and, in some cases, equity funding, while ACPM would provide the mezzanine financing. ACPM intends to pursue this strategy with ACP Capital Limited in niche markets where ACP Capital considers there to be an integrated finance opportunity, such as the German " Mittelstand" (small and middle-sized privately-owned companies).
ACP Mezzanine has a highly experienced international management team and board:
- Derek Vago, (Non Executive Director and CEO of the investment
manager, ACP Capital) was previously managing director and co-head
of the Asset Finance Group ("AFG") at Nomura International plc
where he was responsible for all balance sheet activities
including equity, mezzanine, and senior debt financing across both
asset backed and non asset-backed sectors. Among transactions he
led for AFG were the acquisition of seven Center Parcs European
assets and the acquisition of Earls Court and Olympia.
- Jeff Bennett, (Non Executive Director and CIO of the
investment manager ACP Capital), has over 18 years of
non-investment grade financing experience, most recently at Morgan
Stanley where he was a Managing Director in the Leveraged Finance
Group. During his time at Morgan Stanley, Jeff structured some of
the largest European financings including: the Euro10bn financing
package for Ineos Group Holdings' acquisition of Innovene, the
£1.4bn financing to support the public to private leveraged buyout
of Debenhams, and a Euro 30bn senior bank facility for France
Telecom.
- Cristophe Tanghe (Non executive director) has 17 years of real
estate investment and advisory work in Europe and the United
States, and has originated and/or executed over several billion
Euros of real estate transactions, encompassing various property
types. Christophe was Managing Director of Hines, a privately
owned international real estate firm and prior to this was one of
the founding partners of Lehman Brothers Real Estate Partners. He
has also held positions at Security Capital European Realty and
J.P. Morgan.
- George Baird (Non Executive director) is a Jersey resident and
a chartered accountant, he retired in 2002 and now holds non
executive directorships with several Channel Island based
companies including being Chairman of Invesco Leveraged High Yield
Fund Limited
- Graeme Ross (Non Executive Director) is a Jersey resident, and a chartered accountant, Graeme is a partner of the Jersey partnership of Rawlinson and Hunter. He is also the Managing Director of R&H Fund Services (Jersey) Ltd. He has worked in the offshore fund management industry for over 20 years.
ACP Capital Ltd ("ACP")
ACP Capital is the investment manager for ACP Mezzanine and is a Jersey based company, which listed on AIM in January 2006 and has a current market capitalization of approximately £66.4m. ACP is focused on providing an integrated finance approach (through the use of equity, mezzanine and/or senior debt) to businesses with strong asset backing and with recognised leadership positions in the sectors in which they operate. ACP is primarily seeking opportunities in Continental Europe, where opportunities for consolidation and growth are considerable.
ACP also intends to launch a series of alternative investment vehicles in primarily niche sectors focused on both asset-backed and non asset-backed investments by being a provider of funding across the entire capital structure.
It will also act as fund manager for these vehicles, effectively establishing itself as an alternative investment and fund manager. The first such fund is ACP Mezzanine Limited. ACP intends to subscribing for not less than Euro22 million of the equity in ACP Mezzanine at its launch. It is ACP's stated aim to launch one new managed fund targeting a niche product sector each year.
Such vehicles will enable ACP to be a strategic investor and/or partner with companies who operate in sectors where ACP can provide both strategic advice and the funding described above.
ACP Capital has a highly experienced international management team:
- Derek Vago, CEO, was previously managing director and co-head
of the Asset Finance Group ("AFG") at Nomura International plc
where he was responsible for all balance sheet activities
including equity, mezzanine, and senior debt financing across both
asset backed and non asset-backed sectors. Among transactions he
led for AFG were the acquisition of seven Center Parcs European
assets and the acquisition of Earls Court and Olympia.
- Eric Youngblood, CFO, has 18 years experience in Global
Structured Finance, primarily in Securitisation. He was most
recently at Nomura International plc where he was the Head of
Asset-Backed Securitisation for AFG. Eric led the negotiation of
the RBS facility for ACP.
- Jeff Bennett, CIO, has over 18 years of non-investment grade
financing experience, most recently at Morgan Stanley where he was
a Managing Director in the Leveraged Finance Group. During his
time at Morgan Stanley, Jeff structured some of the largest
European financings including: the Euro10bn financing package for
Ineos Group Holdings' acquisition of Innovene, the #1.4bn
financing to support the public to private leveraged buyout of
Debenhams, and a Euro 30bn senior bank facility for France
Telecom.
- Nikolaj Larsen, Managing Director, Head of Strategic Investments has 6 years experience in Investment Banking. Prior positions include Head of Core Underwriting in the AFG team at Nomura International plc where he focused on asset backed deals such as the Earls Court and Olympia acquisition and non-asset backed deals such as the acquisition and financing of Nordsee GmbH for the German food retailer Kamps Food Retail Investment SA ("KFRI").
Non executive directors include Heiner Kamps, founder of Kamps AG and a leading retail operator in Germany, and Francois Georges, former CEO of Pierres & Vacances. Mr. Kamps and Mr. Georges provide direct access to opportunities arising in Germany and France. In addition, Alan Braxton is a non executive director. Mr. Braxton is currently managing director of Presidio Partners, a leading international private placement advisor whose experience and expertise will help with establishment of the various listed investment funds.