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TIKEHAU CAPITAL INVESTOR PRESENTATION
OCTOBER 2019
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Strictly confidential
TIKEHAU CAPITAL INVESTOR PRESENTATION
OCTOBER 2019
Tikehau Capital
DISCLAIMER
2 By viewing or receiving or reading this Presentation (as such term is defined herein) or attending any meeting where this Presentation is made, you agree to be bound by the limitations, qualifications and restrictions set out below: The existence and content of the presentation that follows (the “Presentation”), regarding Tikehau Capital SCA (the “Company”) and the group to which it belongs (the “Group”), does not constitute and should not be construed as a contract or an
solicitation of an offer to buy any securities, investment products, share of funds or
to, or intended for distribution to or use by, any person or entity that is a citizen or resident or located in any locality, state, country or other jurisdiction where such distribution, transmission, publication, availability or use would be contrary to law or regulation or which would require any registration or licensing within such jurisdiction. The information contained in this Presentation is of an indicative nature and has not been verified independently. No representation or warranty, whether express or implied, is given regarding the correctness, comprehensiveness or accuracy of the information and opinions contained in this Presentation. This Presentation is not meant to serve as a basis for, and shall not be used in connection with an investment
Company, Tikehau Capital General Partner (the “General Partner”), Tikehau Capital Advisors, any of their affiliates, officers, directors, employees, any of their advisers, consultants or any other person arising from this Presentation. The information contained in this Presentation is indicative as at the date of this Presentation and may have to be updated, amended or completed significantly. This Presentation contains only summary information and does not purport to be
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underlying assumptions, statements regarding plans, objectives and expectations with respect to future operations, products and services, and statements regarding future performance. Although the Group believes that the expectations reflected in such forward-looking statements are reasonable, investors and holders of the Group’s securities are cautioned that forward-looking information and statements are subject to various risks, whether known or unknown, uncertainties and other factors, which may be beyond the control of the Group and which may result in significant differences between the actual performances and those expressly or impliedly set out in such forward looking statements. These risks and uncertainties include those discussed or identified in filings with the Autorité des Marchés Financiers (“AMF”) made or to be made by the Group. The Group undertakes no obligation to publicly update its forward-looking statements, whether as a result of new information, future events, or otherwise. Any information relating to past performance contained herein is no indication as to future performance. The market data and certain industry forecasts included in this Presentation were
well as from external market research, publicly available information and industry
employees, consultants or agents have independently verified the accuracy of any external market data and industry forecasts and do not make any undertakings representations or warranties in relation thereto. Such data and forecasts are included herein for information purposes only.
INVESTOR PRESENTATION
Tikehau Capital
DISCLAIMER
3 This Presentation includes certain IFRS pro forma financial information about the
historical financial statements of the Company but has not been audited by the Group’s auditors. The pro forma financial information is presented for illustrative purposes only and is not indicative of the results of operations or financial condition. This Presentation or any part thereof is not for publication, release or distribution in the United States. No securities of the Company have been or will be registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), or under any state securities laws, and the securities of the Company may not be offered or sold in the U.S. (or to, or for the account or benefit of U.S. Persons) except pursuant to an exemption from, or a transaction not subject to, the registration requirements of the U.S. Securities Act. The distribution of this Presentation and any information contained herein in certain jurisdictions may be restricted by law or regulation and persons into whose possession this document comes should make themselves aware of the existence
part of it may be distributed, directly or indirectly, in the United-States, Canada, Australia or Japan. Non-compliance with these restrictions may result in the violation
INVESTOR PRESENTATION
Tikehau Capital
TODAY’S SPEAKERS
4
Co-Founders
Antoine Flamarion Mathieu Chabran
Management team
Geoffroy Renard General Counsel Henri Marcoux Deputy CEO Ephraim Marquer Head of Compliance Laure Perreard Chief Financial Officer Anne Le Stanguennec Head of Internal Audit Emmanuelle Costa Head of Human Capital Bertrand Honoré Chief Technology Officer INVESTOR PRESENTATION Guillaume Belnat Head of Treasury & Financing Louis Igonet Investor Relations
TKO’s speakersBruno de Pampelonne Tikehau IM Chairman Thomas Friedberger Tikehau IM Co-CEO & Co-CIO Frédéric Giovansili Tikehau IM Deputy CEO Head of Sales and Marketing Guillaume Spinner Tikehau IM COO Head of Fund Operations and Client Service
Tikehau Capital
EXECUTIVE SUMMARY
5
Opportunity to invest in Tikehau Capital’s second bond issue
1 A fast growing asset manager and investment firm
INVESTOR PRESENTATION
Tikehau operates in a structurally growing alternative investments market with high and resilient fee margins Total Group AuM more than double in 2 years, with a €35bn target by 2022 Four business lines leading to a balanced business model Strong risk management culture thanks to the alignment of interest of all stakeholders
2 Robust financial performance (1)
Strong balance sheet (€4bn) highly capitalized (€3bn
shareholders equity, 3rd ranking among AAM worldwide peers) and reinforced in 2019 by the successful €715m capital increase Solid growth of recurring revenues from both Asset Management and Investment Activities Asset Management Net Operating Margin (“NOPAM”) of 27%, boosted by strong revenue growth and cost control
3 Bond issue objectives
General corporate purposes and/or potential repayment of existing bank facilities Maintain regular presence on Euro debt capital markets two years after TKO inaugural bond Optimize and rebalance financial flexibility by diversifying funding sources Benefit from current market conditions
4 Investment grade rating metrics
Highly selective M&A opportunities under strict financial guidelines Low balance sheet leverage Established and well-diversified business model Comfortable Gearing, LTV and liquidity levels
(1) As at 30.06.2019Tikehau Capital
AGENDA
6
1
Introduction to Tikehau Capital
p.7
2
Tikehau Capital’s business model and strategy
p.57 p.21
6
Appendices
3
Financial performance
p.33
5
Conclusion and transaction
p.53
4
Financing structure and liquidity position
p.47
INVESTOR PRESENTATION
Tikehau Capital 7
Introduction to Tikehau Capital
INVESTOR PRESENTATION
Tikehau Capital
A GROWING PAN-EUROPEAN DIVERSIFIED ASSET MANAGEMENT AND INVESTMENT FIRM
All figures as at 30.06.2019 (1) Including employees and partners of Sofidy and ACE Management (2) Credit rating assigned in January 2019 (3) Aggregate of (i) Cash and Cash Equivalents and (ii) Current Investments Portfolio, as shown in semi-annual consolidated financial statements (4) LTV = (Consolidated Financial Indebtedness – Consolidated Cash & Cash Equivalent) / (Consolidated Asset Value – Consolidated Cash & Cash Equivalent (5) Listed Investments and Consolidated Cash & Cash equivalents divided by Total Financial Debt8
Established track record in Private and Public markets Pioneer & leader in alternative financing for SMEs in Europe Global presence Paris, London, Madrid, Brussels, Milan, Luxembourg, New-York, Singapore, Seoul and Tokyo Founded in
2004 €23.4bn
€3.1bn
c.480 (1)
employees and partners Areas of expertise Private Debt, Real Estate, Liquid Strategies, Private Equity
IPO
in March 2017
INVESTOR PRESENTATION
Low Loan To Value ratio of
Low Gearing of 26% €1,024m of Cash & Cash Equivalent (3) Total Gross Debt
Strong liquid Asset Coverage 2.3x (5) BBB- / stable (2) credit rating (Fitch)
Tikehau Capital
LEGAL ORGANISATION AND SHAREHOLDER STRUCTURE
Strong shareholder base supporting institutional development First-tier institutional shareholders Tikehau Capital simplified organisation
Data as at 30.06.2019 (1) Including Tikehau Capital Advisors (36.9%), Fakarava Capital (6.8%) (2) FSP’s shareholders are CNP Assurances, SOGECAP, Groupama, Natixis Assurance, Suravenir, BNP Paribas Cardif, and Crédit Agricole Assurances9 Others Management(1)
Tikehau Capital Asset Management activities
56% 44%
Listed company
Tikehau Investment Management Asset Manager Tikehau Capital Europe CLO Manager
100%Sofidy Real Estate Asset Manager Credit.fr Crowdlending ACE Management Private Equity Manager
100% 100% 100% 96%IREIT Global Group Real Estate Asset Manager
50%INVESTOR PRESENTATION
Tikehau Capital
TIKEHAU CAPITAL DNA
10
INVESTOR PRESENTATION
Diversified investment portfolio, gradually rebalanced towards TKO funds Strong balance sheet, feeding growth and compounding value creation Strong alignment of interests, at the heart of Tikehau Capital’s DNA Structural tailwinds for alternative assets Increasing contribution from Asset Management to revenue and profit
A fast-growing alternative asset manager using its strong balance sheet as a growth and profit accelerator
A unique model of development
Tikehau Capital
TOTAL GROUP AUM MORE THAN DOUBLED IN 2 YEARS
Group AuM target is to exceed €35bn in 2022
11 0.004 1.6 3.0 4.3 6.4 10.0 13.8 22.0 23.4 >35.0
2004 2012 2013 2014 2015 2016 2017 2018 H1 2019 2022
Total Assets under Management in €bn
Inception of Tikehau Capital Acquisition of Salvepar Opening of London Office Opening of Singapore Office Opening of Brussels and Milan Offices Temasek and FFP join capital Acquisition of Lyxor UK’s Senior Debt activities Acquisition of IREIT Global Listing of Tikehau CapitalINVESTOR PRESENTATION
Tikehau Capital
CORE PILLARS OF OUR BUSINESS
12
Our activity is relying on three powerful engines of revenue generation
Investments in Tikehau Capital funds Direct investments Platform & Strategic investments Performance of Tikehau Capital funds Growing Assets under Management Balance sheet deployment MANAGEMENT
FEES
DIVIDENDS, COUPONS /
CAPITAL GAINS
PERFORMANCE
FEES / CARRIED INTERESTS (1)
Asset Management Activities Investment Activities Asset Management Activities
(1) 53.3% of carried interests are allocated to Tikehau Capital or its subsidiariesINVESTOR PRESENTATION
Tikehau Capital
WHAT WE DO
13
Tikehau Capital’s activities are organised around 4 business lines
(1) Including €2.1bn of direct investments through Tikehau Capital’s balance sheetOur offer
Alternative and flexible investment solutions
Our objective
Optimise risk / return over the long term
PRIV
ATE
DEBT €8.4BN
36% OF AUM
REAL ESTATE €8.0BN
35% OF AUM
1 2
LIQUID STRATEGIES €3.3BN
14% OF AUM
PRIV
ATE
EQUITY €3.6BN
15% OF AUM
3 4
Tikehau Capital has €23.4bn of AuM at the end of June 2019
(1)INVESTOR PRESENTATION
Tikehau Capital
0.6 0.8 0.9 0.9 1.4 2.1 3.3 3.4 2.0 1.9 2.3 2.2 0.8 1.2 1.8 1.92016 2017 2018 H1 2019
Corporate Lending Direct Lending Senior Loan CLO4.9
AuM (1): €8.4bn
PRIV ATE DEBT
14
A long-lasting experience combined with strong innovative capabilities
Investment philosophy
Comprehensive platform allowing for full coverage
market space Target superior risk adjusted returns ‘Rightsizing’ strategy to track opportunities and ensure efficient deployment of capital Thorough ‘2-look’ Investment Committee Excellent default and loss record:
‒ 0% in direct lending ‒ 0.4% in leveraged loansKey points
Long-lasting experience and established track-record:
‒ 10 years direct lending record built through over 100 transactions with more than 50 sponsors ‒ first authorized direct lender in FranceStrong partnerships with Private Equity funds & banks Innovative and flexible structuring capabilities Favourable momentum for Direct Lending
Management and research teams
Team of 30+ professionals with local presence in Paris, London, Brussels, Madrid, Milan and Singapore Network of Senior Advisors in key target geographies to supplement deal sourcing and execution capabilities
(1) As at 30.06.2019Deal samples
OCTOBER 2018Unitranche & acquisition facility
JULY 2018Unitranche
OCTOBER 2018Unitranche
FEBRUARY 2019Mezzanine
OCTOBER 2018Unitranche
AuM Growth (€bn)
+71%
APRIL 2019Senior Secured Bonds
APRIL 2019Secured and Subordinated loan
1
JULY 2019Unitranche 6.0 8.3 8.4
INVESTOR PRESENTATION
Tikehau Capital
PRIV ATE DEBT
15
Direct Lending AuM of €4.3bn Leveraged Loans AuM of €4.1bn
Core Corporate Lending funds: Novo 2 – Novo 2018 Novi 1 Groupama Tikehau Diversified Debt Fund (GTDDF) Sofiprotéol dette privée
European Direct Lending French SMEs Corporate Direct Lending
Core European Direct Lending funds: Tikehau Direct Lending III Tikehau Direct Lending IV / 4L
European Leveraged Loans CLO
Core European Leveraged Loans funds: Tikehau Corporate Leveraged Loan Tikehau Senior Loan II Tikehau Senior Loan III CLOs Five CLOs completed (2)
€8.4bn
AuM at 30 June 2019
+31%
AuM growth since 30 June 2018
+2.6bn
Fundraising since 30 June 2018
AuM (1): €8.4bn
1
A synergistic Private Debt platform
(1) As at 30.06.2019 (2) As at 31.07.2019INVESTOR PRESENTATION
Tikehau Capital
1.8 2.2 7.6 8.0 2016 2017 2018 H1 2019
AuM (1): €8.0bn
Focus on TREO 2018
TREO 2018 fund to focus on opportunities with a strong potential for value creation with ability to seize market opportunities arising from local / macro events TREO 2018 positioned as a value-add fund targeting a 12% - 15% IRR post fees with a LTV up to 65% Tikehau Capital committed €150m of equity into the fund
Investment philosophy
Interest rate decrease allows Real Estate market to offer attractive yield levels Focus on sale & lease-back deals with highly creditworthy counterparties, harbouring generous potential yield and high latent resale capital gains Comprehensive platform across Private Debt, Private Equity and Liquid Strategies provides unparalleled cross-sourcing opportunities
Management and research teams
190+ professionals (including 170+ for Sofidy) deeply connected locally to ensure high-quality sourcing and facilitate lease negotiation and disposal process Global footprint built through a network of
banks and lawyers creates accretive deal sourcing 16
(1) As at 30.06.2019Deal samples
JUNE 2017 Tikehau Italy Retail Fund II21,900 m2
OCTOBER 2017 Tikehau Real Estate II and III700,000 m2
OCTOBER 2015 Tikehau Retail Properties III157,000 m2
JUNE 2019 Tikehau Residential I44,200 m2
AuM Growth
REAL ESTATE
Strong track record combined with disciplined investment strategy
Immorente Sofidy SA1,156,695 m2
€3.1bn Efimmo 1 Sofidy SA476,030 m2
€1.4bn Sofipierre Sofidy SA41,792 m2
€127m Immorente 2 Sofidy SA14,503 m2
€105mSofidy’s flagships funds
x 4.4
2 TR1
INVESTOR PRESENTATION
Tikehau Capital
REAL ESTATE
17
An attractive risk/return profile
Risk Profile Portfolio Investments
current yield and/or high potential for repositioning Focus on Value Creation by investing in special situations, restructuring and development opportunities Active Asset Management Strategy laying on two pillars: (i) local partners with deep knowledge of the markets and tight bounds with major players and (ii) in- house know-how with dedicated team Diversification in investment size, sector and geography Secured Investment through ownership of the Real Estate
+
Gross Return Core 3-6% Core+ 7-10% Opportunistic 15-20% Value-add 11-14%
+
Core Core+ Value-add Opportunistic Risk Low Low to average Average to high High Debt Financing <40% <40% 40% - 60% >50% Real Estate type and location Existing properties, well tenanted, central and stable income returns Existing properties in good secondary location and requiring limited asset management Existing properties with need for refurbishment and/or repositioning Distressed properties / situations or development projects requiring active asset management Holding period Long Medium to long Medium ShortReal Estate Strategies Investment Universe Appealing Features
Sofidy Institutions Family Office Institutions HNW individuals Retail clients
Real Estate Asset classes addressed by Tikehau Capital TREO 2018 focusAuM (1): €8.0bn
2
(1) As at 30.06.2019INVESTOR PRESENTATION
Tikehau Capital
PRIV ATE EQUITY
A wide span of investment capabilities
18
1
Growth Equity
Targeted investment size: €25-100m Targeted NOVI investment size: €3-20m Supporting entrepreneurs and founding families Active minority shareholder positions providing capital to fund growth and
15-years track record
2
Energy Transition (T2)
Targeted investment size: €25-100m Partnership with Total SA for midcap investments in Energy Transition companies
3
ACE Management
Sector focus: Aerospace / Defense / Maritime / Cyber Security Target universe: companies with EV from €50m to €500m
GP: Tikehau Investment Management GP: ACE Management
JULY 2012Implementation of composite materials
SEPTEMBER 2016Additive manufacturing
OCTOBER 2018Energy supply service
JULY 2019Buildings technical activities
JULY 2019Italian platform of shared apartments
JULY 2018Aerospace supplier, specialised in hard metal
AuM (1): €3.6bn
3
(1) As at 30.06.2019€1.5bn in Asset Management €2.1bn in Direct Investments
INVESTOR PRESENTATION
Tikehau Capital
PRIV ATE EQUITY
Transition from an on-balance sheet to an asset management approach
19
A historical business for Tikehau Capital. Until 2018, a practice carried out on-balance sheet Long term and flexible investment maturity Global investment capabilities combining direct investing in Europe and co-investments worldwide Key focus on minority growth equity Strong track-record in performance generation Seasoned investment team of 35+ professionals (including ACE’s team) with complementary skills and expertise Launch of Private Equity strategies within Tikehau Capital’s Asset Management practice
through Tikehau Growth Equity II (“TGE II”), T2 Energy Partners and Tikehau Special Opportunity
Tikehau Capital’s balance sheet is invested in these funds
2.3x
average multiple of divestments since 2012 (2)
(1) As at 30.06.2019 (2) Weighted average on amount invested, for all minority investments higher than €1m made by Tikehau Capital (and Salvepar), classified in non-current portfolio in Tikehau Capital’s balance sheet Amount invested taking into account Salvepar acquisition discount for investment made by Salvepar prior to 2012. Please refer page 65 for additional information.€1.5bn
AuM at end-June 2019
Track-record and experience 2018: the tipping year AuM (1): €3.6bn
3
INVESTOR PRESENTATION
Launch of a Tikehau Growth Equity Secondary fund
Main features
€210m target size for TGE Secondary fund Fund will comprise 6 minority and unlisted investments in high growth companies previously held by Tikehau Capital’s balance sheet A lead investor will acquire 31% of TGES Tikehau Capital will keep at least 15% in TGE Secondary
Benefits for Tikehau Capital
A new positive step forward for Tikehau Capital’s expansion in Private equity:
–Launch a new fund open to third party investors, with management fees and carried interests attached
–Keep an active management of its balance sheet, aimed in particular at increasing the contribution of TKO funds within the investment portfolio
Tikehau Capital
1.9 3.1 3.3 3.3 2016 2017 2018 H1 2019
AuM (1): €3.3bn
Investment Strategy
Flexible and dynamic asset allocation and benchmark free approach Fundamental investment approach combining macro and bottom-up inputs Disciplined investment process: strong proprietary capabilities covering fundamental, relative value and liquidity factors Tikehau Capital funds globally over-performing peers
Investment philosophy
Long term total return approach ‒ No benchmark ‒ Flexibility of the market exposure ‒ Rigorous investment process ‒ Long term value creation Track record in terms of default in portfolios:
default rate of 0.03% Integration of the ESG criteria within the investment process
Management and research teams
20+ professionals in credit and equity strategies (Investment and Research) UCITS IV funds (France and Luxembourg domiciled funds) and managed accounts
(1) As at 30.06.201920
AuM Growth
LIQUID STRATEGIES
Investment philosophy and key figures
Tikehau Income Cross Assets
Flagship Funds (1)
Tikehau Taux Variables
Tikehau Credit Plus
Tikehau SubFin
+74%
4
INVESTOR PRESENTATION
Tikehau Capital 21
Tikehau Capital’s business model and strategy
INVESTOR PRESENTATION
Tikehau Capital
WELL POSITIONED TO DELIVER GROWTH WITH ATTRACTIVE FINANCIAL PROFILE
22
TKO’s brand and scale are competitive advantages as LPs look to consolidate GP relationships Allocations to alternatives are increasing Illiquid strategies are outperforming Ongoing search for higher returns
Brand, scale and market growth
2
Long duration assets
Simple, business model built on a foundation of sticky, long duration capital High proportion of recurring management fees; further upside potential from performance fees
4
TKO is growing faster, highly diversified, and benefits from a blue chip client base
Balanced business across private credit, private equity, real estate and liquid strategies AuMs increasingly from blue-chip international client base Proven disciplined and accretive approach to M&A
3
Balance sheet will accelerate growth
Compelling organic growth target: more than €35bn AuM and €100m of Net Operating Profit of AM (“NOPAM”) by 2022 Increasing investment in TKO funds Accretive use of capital
5
DNA of aligned interests
Management and employees are #1 shareholder group in Tikehau Capital Shareholders also investors in strategies Strong balance sheet to support the group development and strategies
1
INVESTOR PRESENTATION
Tikehau Capital
TIKEHAU CAPITAL HAS BEEN TRANSFORMING ITS MODEL
A strategic transformation towards alternative asset management
23
Asset Management Direct investments
Management fees
Carried Interest Recurring revenues Non-recurring revenues TKO funds M&A Recurring revenues Recurring Assets under Management Funds performance Distributions Operating leverage
Other Portfolio investments
Recurring & Non-recurring Dividends / Capital gains Accelerate Asset Management expansion
An asset manager using its strong balance sheet as a growth and profit accelerator
Our balance sheet is a competitive advantage To grow our AUM, Management Fees and Fee Related Earnings faster To capture our investment performance To allow us to invest for strategic growth To create direct alignment of interest with our LPs
INVESTOR PRESENTATION
1
Tikehau Capital
A STRONG BALANCE SHEET IS KEY TO ALIGN INTERESTS
Alignment of interests at the very core of Tikehau Capital’s DNA
24
Management Shareholders Investor-clients
Management wants to remain #1 shareholder
Capital allocation’s priority is to invest in TKO funds 53% of carried interests are available for shareholders
Interests fully aligned allowing strong risk management
Key differentiator for fundraising « Share the gain, share the pain » Strong confidence generation Long-term perspective Strategy aimed at creating value for shareholders
Since Tikehau Capital’s inception
INVESTOR PRESENTATION
1
Tikehau Capital
6% 6% 20% 17% 10% 11% 20% 19% 45% 48% 2018 2023ESTRONG MARKET DYNAMICS FA VOURING ALTERNATIVE ASSET MANAGERS
Expected evolution of AM segments between 2018 and 2023
25
Rising allocations to alternative assets supported by sustained low rates, aging demographics and higher resilience to fee pressure Private Debt, Real Estate and Private Equity amongst the key asset classes benefiting from these trends
23% 23% 27% 27% 16% 16% 17% 17% 16% 17% 2018 2023E Source : BCG Global AM 2019 report Segments included in Tikehau Capital’s current scope Segments not included in Tikehau Capital’s current scope Funds of private equity funds Money market Fixed income core Structured Fixed income specialties Commodities Real Estate Private debt Infrastructure Liquid alternatives Equity specialties Equity core Balanced Passive equity Passive fixed income LDIs Fixed-income ETFs Solutions Equity ETFs Private equity Hedge funds Funds of hedge funds Net revenue margin (bps) 50 100 200 Estimated size in 2018 (scale = $1tn) 25 75 % growth$279bn $330bn
Global AuM Global Revenues
$74Tn $101Tn
(1) Including absolute return, “target date”, asset allocation, flexible, income, volatility, LDI products, as well as conventional diversified and balanced products (2) Including alternative funds, Private Equity, Real Estate, infrastructure and commodity funds (3) Including specialty equity products (non-domestic, global equities, emerging markets, small and mid-cap and sectors) and specialty fixed income products (credit, emerging markets, global fixed income, high yield and convertible bonds)Alternative AM: 44% of global AM revenues in 2023 for 16% of AuM
INVESTOR PRESENTATION
2
Tikehau Capital
PARTNERSHIPS CAPABILITIES
26
Strategic partnerships with major players in their sector
PURPOSE PARTNERS Equity partnerships forged with strategic investors who wish to support Tikehau Capital’s balance sheet growth and its long-term strategy Ability to attract leading and long- term investors Offer the possibility of management delegation, creation
players (energy, agri-food, life science, Asset Management) Share opportunities for co- investment and deal flow Rely on the deep expertise and knowledge of major players in their sector (infrastructure, real estate, technology, digital, etc.)
Fonds Stratégique de Participations
EQUITY CO-INVESTMENTS JOINT BRAND PRODUCTS BANKS Tikehau Capital has built strong relationship with leading international banks and investors enabling it to: i. support its growth ii. develop its international network and
INVESTOR PRESENTATION
2
Tikehau Capital
TIKEHAU CAPITAL DEPLOYMENT
27
Screenings and execution in 2018 show maintained high selectivity Private Debt team (1)
344 screened deals
30 firm offers 24 closed deals
375 screened deals
129 deals with staffing 10 closed deals
Private Equity team (2) Real Estate team
100 screened deals
16 firm offers 1 closed deals
An increasing strong domestic and international deal-flow A strict investment discipline maintained in 2018 across all business lines, leading to carefully selected deals
(1) Only relates to Direct Lending activities (2) Excluding 22 direct investments deals in 2018 (25 in 2017) 2018 Private Equity figures include TKS which accounted for 93 screened deals, 9 deals with staffing and 6 deals closed+8 closed deals vs 2017
vs 2017 +8 closed deals vs 2017 Stable vs 2017 +52 screened deals vs 2017
deals vs 2017 +8 firm offers vs 2017 +116 deals with staffing vs 2017 +260 screened deals vs 2017
Past performance is not indicative of future resultsINVESTOR PRESENTATION
3
Tikehau Capital
AN INCREASINGLY INTERNATIONAL AND DIVERSIFIED INVESTOR BASE
28
A constant expansion of Tikehau Capital’s Asset Management investor base at end-June 2019
(1) Including corporate groups, funds of funds and foundations (2) Including commitments by Tikehau Capital and its subsidiariesINVESTOR PRESENTATION
3 Further progress in internationalisation
16% 30%
31 Dec. 2015 30 June 2019€21.2bn AuM
Asia 5% Europe (excl. France) 22% France 70% RoW 3%
€21.2bn AuM
(1) (2)A well-diversified investor base
Tikehau Capital group 8% Family offices & Private clients 24% Banks and other distributors 17% Asset Managers 14% Institutional 33% Other 4%
+2bps
vs 30 June 2018
x2
Tikehau Capital
10.7 15.6 16.2 17.4
1.9 2.1 3.0 2.7
0.6 0.8 1.2 1.1
FEE-PAYING AUM EVOLUTION IN H1 2019
Fee-paying AuM growth exceeds Total AuM growth within Asset Management activities
29
INVESTOR PRESENTATION
31 Dec 2018
(in €bn)
2018 acquisitions have reinforced the fee-paying profile of Tikehau Capital’s AuM Favourable momentum in Fee-paying AuM growth
and Private Equity fundraising, coupled with Private Debt deployments Future fee-paying AuM evolution in H1 2019 mainly linked to Private Debt AuM becoming fee- paying, in line with deployments during H1-2019, with continued high selectivity 21.2 20.4
Total AM AuM30 June 2019
Future fee-paying AuM Non fee-paying AuM Fee-paying AuM30 June 2018 (published)
13.2
+7%
+4%
30 June 2018 (pro forma)
18.5 +15%
+12%
4% 24% 23% 1% 28% 19%
Permanent 7 years or more 3 to 6 years Less than 3 years
Funds managed by Sofidy Liquid StrategiesFee-paying 82%
Future fee-paying 13% Non-fee paying 5%
Fee-paying AuM by duration AuM breakdown (AM activities)
€21.2bn AuM
€17.4bn fee-paying AuM
Closed-ended funds, with duration above 3 years at 98%
+3bps
vs 31 Dec 2018
4
Tikehau Capital
HISTORICAL LEVELS OF INVESTMENT IN TKO FUNDS
30
TKO’s balance sheet has been increasing its commitments in TKO funds
INVESTOR PRESENTATION
Even if Tikehau Capital is increasing its commitment in its funds, its Asset Management funds vintage are also increasing in size Tikehau Capital remains an investor representing between 5 to 10% of the overall commitment
5
8.1 10.7 18.8 19.4 0.5 0.7 1.6 1.8
Third Party AuM TKO Commitments
0.4 0.5 0.9 1.2 0.1 0.2 0.7 0.6
31 Dec 16 31 Dec 17 31 Dec 18 30 Jun 19 8.6 11.4 20.4 0.5
+0.1 +0.2
Asset Management AuM breakdown Detail of TKO commitments
(in €bn)
21.2
+0.9 +0.1
31 Dec 16 31 Dec 17 31 Dec 18 30 Jun 19
+0.4 +0.2
0.7 1.6 1.8
Amount drawn
Tikehau Capital
Shareholders’ equity
1 2
H1 2017 H1 2019x2
€1,574m €3,065m
SINCE 2017 INAUGURAL BOND, THE GROUP HAS MOVED FAST FORW ARD
31
(1) Including direct investments through Tikehau Capital’s balance sheet (2) Pro forma FY 2018 estimated combined data including Sofidy and ACE Management, for illustrative purposes onlyOffices
H1 2017 H1 2019+3
7 10
Employees
H1 2017 H1 2019x2.8
170 480
AuM from International clients
H1 2017 H1 2019x3.0
€2.1bn €6.4bn
Net Op. Profit for Asset Management
2016 FY 2018 Pro forma 2022E organic guidance>€100m
x11.4 >x2.5
€3.5m €40m (2)
AuM
x2.1 >+50%
€11.1bn €23.4bn (1) >€35bn
H1 2017 H1 2019 2022E organic guidance (1)Key items
BBB- stable outlook assigned by Fitch Acquisition of Sofidy and ACE Management Partnerships with Morgan Stanley, T&D Insurance Group, DWS and Groupama Strong balance sheet supporting the group development Launch of Private Equity funds for 3rd party €715m rights issue in June 2019 REBALANCE OUR BUSINESS MODEL OBTAIN AN INVESTMENT GRADE RATING DIVERSIFIED OUR FINANCING SOURCES
Strategic objectives set at the 2017 inaugural bond
INVESTOR PRESENTATION
Tikehau Capital
MID-TERM OBJECTIVES
Achieve €35bn of AuM by 2022 while strengthening operating performance and continuing to enlarge the geographical footprint
32
INVESTOR PRESENTATION
Tikehau Capital today (1)
Strong organic AuM and profit growth pipeline Sufficient financial means to achieve its 2022 organic targets High level of alignment of interests Long-term and committed shareholder base
Tikehau Capital by 2022
Confirmed strong organic AuM and profit growth pipeline Intensified financial means to complement organic growth with targeted M&A Reinforced level of alignment of interests Heightened predictability for
investment activities Increased TKO stock liquidity Strengthening of operating performance
across all strategies and sectors
activities
and geographical footprint
Ensure greater capital efficiency Increase firepower to enhance exposure to TKO funds, with 10-15% run rate IRR Increase earnings predictability from AM activities
Mid-term objective
€23.4bn €40m
AuM NOPAM
(2)> €35bn > €100m
AuM NOPAM
(1) As at 30.06.2019 (2) Including direct investments through Tikehau Capital’s balance sheet (3) As at 31.12.2018, pro forma FY 2018 estimated combined data including Sofidy and ACE Management, for illustrative purposes only (3)Tikehau Capital 33
Financial performance
INVESTOR PRESENTATION
Tikehau Capital
H1 2019 KEY PERFORMANCE INDICATORS
Solid first half for Tikehau Capital
34
INVESTOR PRESENTATION
€23.4bn
+16% over the last 12m(1) +6% over H1(1)
€17.4bn
+11% over the last 12m(1) +7% over H1(1)
Total Assets under Management At end-June 2019 Fee-paying Assets under Management at end-June 2019
€21m
x 2.2 vs H1 2018 (reported) +15% pro forma(1)
Asset Management Net Operating Profit
€119m
+€191m vs H1 2018
Operating profit from Investment activities
(1) Pro forma evolution, i.e. including Sofidy and ACE Management in H1 2018€97m
+€179m vs H1 2018
Net Profit, Group share
€1.5bn
+50% vs H1 2018 (reported) +25% pro forma(1)
Investments by closed-ended funds over H1 2019
Tikehau Capital
CONDENSED P&L
35
INVESTOR PRESENTATION
Strong profit generation at end-June 2019
(1) nvestment activities operating costs include the remuneration of managing partner for €(27)m vs €(30)m in H1 2018 (2) Non-current share-based payments refer mainly to free shares plan charges (IFRS 2) including social charges of 1st December, 2017, which followed the IPO process (3) Including negative fair-value adjustments for €(109.6)m, mainly linked to Eurazeo and DWSin €m H1 2019 H1 2018 Δ 19/18 H1 2018 Δ 19/18 FY 2018
published pro forma publishedAsset Management activities AM revenues 75.9 35.8 +40.1 61.1 +14.8 75.2 Operating costs (55.4) (26.6)
(43.3)
(55.2) AM net operating profit 20.5 9.2 +11.3 17.8 +2.7 20.0 Investment activities Investments revenues 157.7 (36.0) +193.7 (39.8) Operating costs (1) (37.5) (36.4)
(74.5) Net results with associates (0.8) 0.5
1.3 Investments net operating profit 119.4 (71.9) +191.3 (113.1) Group Financial interest (22.0) (12.6)
(23.8) Non-current share-based payments (3.1) (3.2) +0.1 (5.7) Tax (17.6) (2.2)
15.2 Minority interests (0.1) (0.6) +0.5
97.2 (81.4) +178.6 (107.4)
(3) (2)Tikehau Capital
Asset Management activities
36
INVESTOR PRESENTATION
Tikehau Capital
FOCUS ON ASSET MANAGEMENT AUM
Strong level of fundraising in H1 2019, driven by Real Estate (€0.5bn) and Private Debt (€0.4bn)
37
INVESTOR PRESENTATION
20.4 21.2
+€1.2bn €(0.5)bn +€0.2bn
31-Dec-18 Fundraising Distributions Market effects 30-Jun-19
Strong €1.2bn fundraising in H1 2019 for Asset Management activity 62% of fundraising generated in Private Equity and Real Estate Distributions mainly linked to Private Debt and Private Equity funds
+€0.8bn +3.9%
Evolution of Asset Management AuM (€bn) Asset Management fundraising by business line
Private Debt 38% Real Estate 39% Private Equity 23%
€1.2bn
AM fundraising
Tikehau Capital
71.7 32.9 58.2 75.0 3.5 2.9 2.9 0.9
ASSET MANAGEMENT REVENUES
38
Asset Management revenues grew much faster than AuM over H1 2019
(€m)
(1)Management fees growth of 29% in H1 2019, on a comparable basis €0.9m of performance fees and carried interests generated in H1 2019 H1 2019 AM fees by business line
(1) AM fees include management fees, arrangement fees and other revenuesAsset Management revenues
+24% Private Equity 15% Private Debt 27% Real Estate 47% Liquid Strategies 12%
€75.0m
35.8 61.1 75.9
30 June 2018
(pro forma, incl. Sofidy & ACE)30 June 2019 30 June 2018
(published)x2.1
INVESTOR PRESENTATION
31 Dec 2018
(published)75.2
+29%
Performance fees & carried interests Management fees & others
Tikehau Capital
31 Dec 2018 (3) % AuM Bps 55% 70 bps 17% 69 bps 22% 58 bps 6% >150 bps
69 bps 4 bps 73 bps
NET IMPROVEMENT OF A VERAGE FEE RATE OVER 12M
39
INVESTOR PRESENTATION
Tikehau Capital’s strategy aims at improving its fee-generation profile
30 June 2018 (3)
% AuM Bps
Private Debt 48% 74 bps Real Estate 20% 82 bps Liquid Strategies 27% 51 bps Private Equity 5% n.m Management fees (1)
69 bps
Performance-related fees
5 bps
Total weighted average fee-rate (2)
74 bps
30 June 2019 % AuM Bps 40% 69 bps 38% 99 bps 16% 53 bps 7% >150 bps
84 bps 1 bp 85 bps
+12 bps +15 bps
(1) AM fees include management fees, arrangement fees and other revenues, net of distribution fees. Half-year management fee rates are calculated on a last twelve month basis (2) Implied fee rates are calculated based on average fee-paying AuM (3) Excluding Sofidy and ACE ManagementAn accretive mix profile evolution, combining strong organic growth and accretive acquisitions, as per the Group’s strategy
Private Debt Real Estate Liquid Strategies Private Equity
Tikehau Capital
ASSET MANAGEMENT PROFITABILITY
40
INVESTOR PRESENTATION
Strong increase in profit contribution from the Group’s Asset Management perimeter
(26.6) (43.3) (55.4) 35.8 61.1 75.9
H1 2018 published H1 2018 proforma H1 2019 AM costs AM revenue
(€m)
Net Operating profit (Net operating margin)
€20.5m
(27.0%)
€17.8m
(29.1%)
+15%
Thanks to the combination of organic growth and accretive acquisitions, Asset Management contribution to Group P&L at end June 2019 equals the amounts published for the entire fiscal year 2018
€9.2m (25.7%)55.2 75.2
FY 2018 published
€20.0m
(26.6%)
H1 2019
=
FY 2018 published
x2.2
Tikehau Capital
Investment activities
41
INVESTOR PRESENTATION
Tikehau Capital
43.9 64.1 69.8 46.6 323.2 (109.6)
Non-cash impact, of which €(134)m linked to listed assets
35.8 49.0
108.7
INVESTMENT REVENUES
42
INVESTOR PRESENTATION
Positive impact from both fair value changes and cash contribution
(1) As at 30 June 2019+37%
157.7 (36.0)
Dividends, coupons, distributions Change in fair value
Revenues from the investment portfolio strongly positive vs 30 June 2018 Positive fair value changes across the portfolio, coming from listed and unlisted assets, as well as TKO funds Dividends, coupons and distributions up strongly by +37% (vs 30 June 2018), to €49.0m at end June 2019
DWS TKO Funds Eurazeo HDL - Assystem Others H1 2018 H1 2019 387.3 99.2 (39.8) 2016 2017 2018
Y early basis
(€m) (€m)
Half-year basis
H1 2019 main contribution
25 20 27 34 52
Tikehau Capital
Key balance sheet items
43
INVESTOR PRESENTATION
Tikehau Capital
CONSOLIDATED BALANCE SHEET
INVESTOR PRESENTATION
44
(1) Cash, cash equivalents and financial treasury assets (2) Gearing = Total financial debt / Group share shareholders’ equityVery solid financial structure, supporting the Group’s strategy
in €m 30 June 2019 31 Dec 2018
∆
Investment portfolio 2,447 2,083 +363 Cash & cash equivalents (1) 909 463 +445 Other current & non-current assets 640 600 +40 Total assets 3,995 3,147 +849 Shareholders' equity - Group share 3,065 2,274 +791 Minority interests 1 1 = Financial debt 802 796 +6 Other current & non-current liabilities 127 76 +51 Total liabilities 3,995 3,147 +849 Gearing (2) 26% 35% Undrawn committed facilities 650 580
BBB- / stable outlook
credit rating assigned by Fitch Ratings to Tikehau Capital in January 2019
Robust equity structure supporting the business model, strengthened further with the capital increase closed in June 2019
— €3.1bn of shareholders’ equity — €909m of cash — €650m of undrawn facility
The cash & cash equivalents evolution is mainly linked to:
— €708m capital increase (net of fees) — Portfolio investments for €(252)m
(acquisitions net from disposals)
— Dividend payments for €(26)m
Level of financial debt virtually stable
Tikehau Capital
906 1,187 1,177 1,260 31 Dec 2018 30 June 2019 2022 outlook
TIKEHAU CAPITAL’S INVESTMENT PORTFOLIO
45
INVESTOR PRESENTATION
Share of TKO funds within the Group’s investment portfolio increases further during H1 2019
(€m) 2,447 2,083 207 # of investments 205
Tikehau Capital Funds Direct Investments
(43%) (48%)
65-75% €323m investments vs. €71m of exits
€75m and a further investment of €25m in Total Eren
Batignolles
€1,187m invested by Tikehau Capital in its asset management strategies, at June 2019, i.e.:
Balance-sheet allocation objective
25-35%
Tikehau Capital
1,187 1,260 30 June 2019
462 183 38
576DETAILS OF THE INVESTMENT PORTFOLIO
46
INVESTOR PRESENTATION
A well diversified investment portfolio
2,447
Other listed investments
€576m
Non-listed investments€683m
Listed investments389 382 302 114 Liquid Strategies Private Equity Real Estate Private Debt
Direct investments are split almost equally between listed and non-listed investments Strong granularity within the non-listed investment portfolio Group exposure in TKO funds is weighted in line with expected return targets TKO funds are comprised of many underlying assets, further diversifying the Group’s portfolio
Tikehau Capital funds Direct investments
DWS Eurazeo
(€m)
Tikehau Capital 47
Financing structure and liquidity position
INVESTOR PRESENTATION
Tikehau Capital
Maturity profile as at 30 June 2019
500 500 100 100 100 200 500 500 150 150 300 300 300
Drawn debt as at 30 June 2019 Total facilities as at 30 June 2019 2019 2020 2021 2022 2023 Bond - €300m - unsecured Lombard Loan - €150m Revolving Credit Facility - €500m - unsecured Term Loan - €500m - unsecured
FINANCING STRUCTURE OVERVIEW OF TIKEHAU CAPITAL
Solid financial profile
(€m) 800 1,450
Gross debt split as at 30 June 2019
Strong liquidity position to cover maturities in the next five years, with €1,450m total financing lines (o/w 55% drawn) 100% unsecured drawn debt Diversified sources of funding (40% of international banks) Limited exposure to interest rate risk and currency risk (100%
INVESTOR PRESENTATION
Banks borrowings with floating rate 79% Bonds with fixed rate 21%
€1.450m
48
Tikehau Capital 150bp 200bp 250bp 300bp 350bp I-Spread (MID) Tikehau 3 11/27/23
30 January 2019: Fitch rates Tikehau Capital ‘BBB-’ outlook stable 11 March 2019: Fitch rates Tikehau Capital's Outstanding Senior Unsecured Bonds 'BBB-’ 27 June 2019: Tikehau Capital undertakes a €715m Capital Increase
TIKEHAU’S CAPITAL TRACK RECORD IN BOND MARKETS
49
INVESTOR PRESENTATION
Strong performance of Tikehau Capital’s inaugural bond Investor base
(at issuance on 27.11.2017)
Fitch BBB- Outlook Stable
(last report on 11.03.2019) “strong balance sheet leverage position, credible and fast-growing franchise (supported by a strong fundraising performance) And established and relatively well-diversified business model.”
Tikehau’s €300m 2023 bond spread performance (as at 09.2019)
France 55% Italy 16% BeNeLux 15% Spain 6% Switzerland 5% Others 3% Fund Managers 54% Banks & Private Banks 28% Insurers 17% Others 1%Tikehau Capital
LTV ANALYSIS
50
LTV is under control despite the rapid growth (1)
LTV Covenant: <47.5% (2)
(1) Please refer to “Key Credit Metrics” in appendix p.69 (2) LTV = (Consolidated Financial Indebtedness – Consolidated Cash & Cash Equivalent) / (Consolidated Asset Value – Consolidated Cash & Cash Equivalent) Covenant on Syndicated RCF and Term Loan2016 2017 2018 H1 2019
INVESTOR PRESENTATION
12.5%
%
Tikehau Capital
GEARING EVOLUTION
51
Sound level maintained over time (1)
(1) Please refer to “Key Credit Metrics” in appendix p.69 (2) Tikehau Capital’s Minimum Liquidity ratio, must be at any time greater than or equal to €150 million of Cash and Cash Equivalent (3) Aggregate of (i) Cash and Cash Equivalents and (ii) Current Investments Portfolio, as shown in semi-annual consolidated financial statements (4) Gearing shall mean Gross financial debt divided by Shareholders’ Equity – Group Share(€m)
(4)INVESTOR PRESENTATION
Minimum liquidity ratio : > €150m (2)
1,130 2,499 2,274 3,065 119 548 796 802 130 1,085 574 1,024 11% 22% 35% 26% 0% 20% 40% 60% 80% 500 1,000 1,500 2,000 2,500 3,000 3,500 2016 2017 2018 H1 2019 Shareholders' Equity - Group Share Total financial debt Cash and Cash Equivalents Gearing (%)
(3)Tikehau Capital (€m) 170 1,085 574 1,024 278 540 674 841 3.8x 3.0x 1.6x 2.3x
0.5x 1.5x 2.5x 3.5x 500 1,000 1,500 2,000 2,500 3,000
2016 2017 2018 H1 2019 Consolidated Cash and Cash equivalents Non current Portfolio (Listed) Cover ratio (x) 119 548 796 802 Gross Financial Debt
(4) (2) (3)1,625 448 1,248
ASSET / FINANCIAL DEBT COVERAGE
Available liquid assets comfortably covering total financial debt (1)
(1) Please refer to “Key Credit Metrics” in appendix p.69 (2) Aggregate of (i) Cash and Cash Equivalents and (ii) Current Investments Portfolio, as shown in the annual or semi-annual consolidated financial statements (3) Non current Portfolio (Listed) shall mean assets classified in level 1 (4) Listed Investments and Consolidated Cash & Cash equivalents divided by Total Financial DebtINVESTOR PRESENTATION
1,865 52
Tikehau Capital 53
INVESTOR PRESENTATION
Conclusion and transaction
Tikehau Capital
OUTLOOK AND GUIDANCE
Tikehau Capital is on track to deliver its targets
54
2019 is a year dedicated to fundraising in PE and RE funds, as well as deployment of Direct Lending funds raised throughout 2018 For the full-year 2019, the Group is targeting a total AuM of between €24.5bn and €25bn, the final amount depending on the closing dates of the fundraising initiatives under way NOPAM margin in H2 2019 is expected to exceed level reached in H1 2019 The launch of the PE Secondary fund is a new initiative in line with the Group’s strategy The Group is maintaining an active management of its balance sheet, both on the asset side and liability side Tikehau Capital is on track to deliver its 2022 organic guidance to reach more than €35bn in total AuM, generate more than €100m in NOPAM and to deliver between 10% to 15% return on the investments made in its own funds
INVESTOR PRESENTATION
Tikehau Capital
TIKEHAU CAPITAL’S CREDIT STRENGTHS
55
Strong market dynamics favouring Alternative Asset Managers
1
Four business lines leading to a balanced business model
3
A diversified investor base with increasing international presence
4
A resilient and profitable business model
5
A disciplined investment strategy
6
A robust balance sheet built through a cautious financial policy governed by strict guidelines and a high asset coverage ratio
7
An experienced management team with a strong alignment of interests
9
A fast growing player in the European market
2
Strong partnerships with international banks, investors and major players in their sector
8
INVESTOR PRESENTATION
Tikehau Capital
TRANSACTION OVERVIEW
56
INVESTOR PRESENTATION
Indicative Term & Conditions
Issuer
Tikehau Capital SCA
Issuer Rating
BBB- with stable outlook (Fitch)
Expected Rating of the Notes
BBB- (Fitch)
Nominal Amount
€300-500m
Maturity
7 years
Issue Type
Fixed
Status of the Notes
Senior Unsecured
Documentation
Standalone / Change of Control Put / Negative Pledge / Cross Default / Make-Whole call / 3- month par call / Clean-up call (80%)
Governing Law
French
Listing
Euronext Paris
Denomination
€100.000 + €100.000
Use of Proceeds
The net proceeds of the issue of the Notes will be used for general corporate purposes and/or potential repayment of existing bank facilities to which some or all the Joint Lead Managers may be part
Global Coordinators
BNP Paribas and Société Générale
Active Bookrunners
Banca IMI, BNP Paribas, CA-CIB, Société Générale, and UniCredit
Tikehau Capital 57
Appendices
INVESTOR PRESENTATION
Tikehau Capital
TIKEHAU CAPITAL OVERVIEW
58
Tikehau Capital Advisors (“TCA”) Tikehau Capital SCA
(“TC SCA“)
Tikehau Capital General Partner (“TCGP”)
Fakarava Capital
Other shareholders including FSP66% 34% 100%
49%
37% 56% General Partner 7%
Tikehau Capital SCA consolidated perimeterFounders & Management Listed company Asset Management activities
Structure chart – June 2019
Ireit Global Group Tikehau IM Tikehau Capital Europe Sofidy ACE Credit.fr 50% 100% 100% 100% 100% 96%
INVESTOR PRESENTATION
Tikehau Capital
ESG by design
including climate issues
considering TCFD1 recommendations
RESPONSIBLE INVESTOR APPROACH
Environmental, social and governance criteria ("ESG") integration
59
(1) Task Force on Climate Related Financial Disclosures (TCFD) (2) For issuers deriving more than 30% of their revenues from thermal coal (mining, traditing and power production) and tobacco (farming and manufacturing). Moreover, Group exclusions on controversial weapons and adult entertainment are also applicable. (3) United Nations Sustainable Development Goals (UN SDGs) (4) United Nations Principles for Responsible Investment (UN PRI), 2018 report “Spotlight on responsible investment in private debt”ESG Clauses
documentation where possible
clause within the UN PRI4 private debt report
ESG Convictions
Transition impact framework with a focus on contribution to the UN SDGs3
Increasing ESG communication
ESG Committee
to 2 unpursued opportunities, exclusions of thermal coal and tobacco2
INVESTOR PRESENTATION
Tikehau Capital
SMART INTEGRATION OF ACQUISITIONS
60
Tikehau Capital is an attractive partner for potential M&A targets
Strong balance sheet
Capacity to invest in funds deployed by acquired companies
Asset Management Platform
Swift connection of acquired companies to TKO’s asset management platform and international footprint Cost synergies
Prime network
Benefit from TKO’s network of partners and international advisors Recognised brand in the alternative asset management space
Tikehau Capital’s assets
Upside for acquired companies
Significant means and reactivity to enhance fundraising and efficiently source investment opportunities
Strong corporate culture
Entrepreneurial mindset in TKO’s DNA Strong culture of independence
INVESTOR PRESENTATION
Tikehau Capital
WHAT TO LOOK FOR IN AN ACQUISITION?
61
Strong track record in terms of opportunistic accretive and value-creating M&A operations
Asset category AuM at acquisition International Expansion Business mix rebalancing Expand product
Client base diversification
IREIT (2016) Real Estate €0.5bn
Lyxor (2016) Private Debt €0.7bn
Credit.fr (2017) Private Debt n.a
Sofidy (2018) Real Estate €5.1bn
ACE Management (2018) Private Equity €0.4bn
Homunity (2019) Real Estate n.a
Culture
INVESTOR PRESENTATION
Tikehau Capital Real Estate 27% Private Debt 68% Private Equity 5%
0.7 1.0 1.2 1.5
H1 2017 H1 2018 (published) H1 2018 (pro forma) H1 2019
INVESTOR PRESENTATION
62
Total deployments by Tikehau Capital’s closed-ended funds
€1.5bn invested during H1 2019 on the Group’s closed-ended funds 145 companies / assets financed (1) in H1 2019 (vs. 86 in H1 2018) ESG criteria fully integrated in selection process A variety of financing solutions provided (private debt, equity, structured products, crowdfunding, etc.)
(€bn)
Investments on closed-ended funds by business line
+25%
(1) Excluding CLOs€1.5bn
TIKEHAU CAPITAL’S FUNDS DEPLOYMENT
Deployment on closed-ended funds up to 25% year-over-year
Tikehau Capital
STRONG FUNDRAISING IN H1 2019
63
INVESTOR PRESENTATION
1.3 1.5 1.7 1.7 (0.2) (0.6) (0.5) (0.6) 0.1 0.1 0.3
H1 2017 H1 2018 (published) H1 2018 (pro forma) H1 2019
Fundraising Distributions Market effects
Net H1 growth +1.1 +1.0 +1.4 +1.2 +1.2 +1.7 +0.5
Asset Management Fundraising Direct investments Fundraising Total FundraisingAsset Management fundraising driven by Private Equity and Real Estate strategies (over 60% of total) Direct investments fundraising comprising capital increase effect (+€0.7bn) partially compensated by new commitments in TKO funds (-€0.1bn) and
Half-year Group AuM evolution
(in €bn) Group AuM (EoP)
11.1 14.8 20.1 23.4
Tikehau Capital
1.7 3.1 3.4 2.2 2.5 2.7 1.1 1.3
31 Dec 2017 31 Dec 2018 30 June 2019 Private Debt Real Estate Private Equity
+10% GROWTH IN AUM ELIGIBLE TO CARRIED INTERESTS
64
INVESTOR PRESENTATION
AuM growth in strategies eligible to carried interest exceeds overall AuM growth
(€bn)
4.0 6.8 7.5
AuM eligible to carried interests
+17% +10% +9% +8% +14% +82%
Carried interests are due at funds maturity, range usually between 10% and 20% of the funds’ total performance (i.e. with “full catch-up”), should a hurdle IRR be exceeded Contribution from this revenue stream will increase as a growing number of funds, with larger individual size, will start maturing 53% of carried interests remain within the listed company, i.e. benefitting Tikehau Capital’s shareholders
Tikehau Capital
5.0 3.7 3.3 2.7 2.4 2.4 2.3 2.2 2.1 1.8 1.8 1.7 1.6 1.6 1.5 1.4 1.4 1.3 1.3 1.3 1.2 1.1 1.0 0.9 0.3 0.0 40.3 14.6 8.5 20.5 10.8 18.2 12.5 5.7 4.5 8.4 7.0 9.9 10.8 28.7 4.8 4.9 13.2 5.6 11.1 6.4 1.7 7.4 10.6 10.0 6.0 2.1
65
For all minority investments higher than €1m made by Tikehau Capital (and Salvepar) Classified in non-current portfolio in Tikehau Capital’s balance sheet Amount invested taking into account Salvepar acquisition discount for investment made by Salvepar prior to 2012
PRIV ATE EQUITY
Track record of divestments: average multiple of 2.3x since 2012 (1)(2)
Tikehau multiple# Initial amount invested in €m (Tikehau view)
Jun-12 / Apr-17 Dec-13 / Dec-17 Mar-14 / Jun-16 Jun-08 / Jul-14 Oct-14 / May-16 Nov-07 / Feb-15 Mar-11 / Jul-13 Apr-14 / Jun-17 Dec-09 / Dec-13 Jun-08 / Jan-13 Mar-11 / Jun-13 May-08 / Feb-13 Dec-15/ May-18 Juil-13 / Aug-18 Sept-14 / Aug-17 Mar-09 / Feb-13 Nov-05 / 2015 Sept-09 / Dec-17 Sept-06 / Feb-13 Apr-14 / Oct-17 May-00 / May-13 Jun-05 / Apr-13 Dec-10 / Jan-17 (4) (3) 2.3x Average (1) (2) (1) As at 30.06.2019 (2) Weighted average on amount invested (3) Based on exchange rate $/€ on 06.05.2016 (4) Expected returns after final proceeds distribution in 2018, subject to standard guarantee expiry May-08 / Feb-15 Oct-12/ Jun-17 Jun-10 / May-19INVESTOR PRESENTATION
Tikehau Capital
EVOLUTION OF DIRECT INVESTMENTS AUM
First half 2019 marked by capital increase and positive fair value adjustments
66
INVESTOR PRESENTATION
<€(0.1)bn €(26)m €0.1bn €(0.2)bn
31 Dec 18 Commitments in TKO funds Capital increase Dividends Market effects Others 30 June 19
Capital Increase of €0.7bn took place in June 2019 Dividend payments occurred in H1 2019 for a total amounting to €26m Fair value adjustments have a positive impact of €0.1bn
(€bn)
€1.6bn €2.1bn
€0.7bn
Tikehau Capital
CASE STUDY – 2019 CAPITAL INCREASE
67
Key characteristics
€22 / share +4% premium vs. its closing price as of June 17th and equivalent to 1x book value at end-March 2019 €715m capital increase 32.8% of market cap.,105.6% of free float Increase the Group’s exposure to Tikehau funds Play a part in the industry consolidation Enlarge the shareholder base, free float and improve trading liquidity Strong investor education: extensive roadshow with more than 200 investors meetings held in Europe, US and Canada An increased free float of ~€583m Diversification and internationalization of the shareholder base Offer priced at a 7% premium to the 3-day VWAP pre-launch Issue Price Deal size
A successful transaction New investor base
€528m secured at launch from Tikehau Capital Advisors, Fakarava Capital, CARAC, Morgan Stanley IM, La Luxembourgeoise Subscription commitments Fully-marketed offering – Share capital increase without shareholders’ preferential subscription rights but with a priority subscription period granted to existing shareholders Structure Tikehau Capital SCA Listed on the Euronext Paris Issuer
€715m capital increase announced on 25 June 2019
Key takeways Objectives
INVESTOR PRESENTATION
Third largest financial services equity offering in Europe and second largest equity transaction in France in 2019 Market cap post capital increase of c.€2.9bn
Tikehau Capital
CASE STUDY – 2017 €1BN FINANCING
68
€500m Term Loan and €500m Syndicated RCF until 2022
Coordinators, Bookrunners & Global MLA
Lenders
Main Lead Arrangers
TAKING ADVANTAGE OF LOW INTEREST RATE ENVIRONMENT RATIONALISATION AND FLEXIBILITY OF DEBT STRUCTURE 3 2 FINANCING GROUP’S GROWTH & STRATEGIES 1Key objectives
Give the complementary resources to support Tikehau Capital‘s growth and strategies Tikehau Capital has mandated Natixis, UniCredit and BNP Paribas as Coordinators, Bookrunners and Global Main Lead Arrangers to arrange a new €1.0bn loan facility Syndication process goal reached: at least €1,230m of commitments in order to get more liquidity and to reduce Coordinators, then Main Lead ArrangersLead Arrangers Total committed: €1,230m
INTERNATIONALISATION OF BANKS POOL (40% OF INTERNATIONAL BANKS) 4Unsecured Facility - Main terms
Amount Signing date Mandate Letter: 31 October Facility Agreement: 23 November Maturity 5 years Amortisation Drawing Terms €250m before 31.12.2017
31.12.2018 Term Loan €500m Syndicated RCF €500m 24 months – 20% 36 months – 20% 48 months – 20% In Fine – 40% In Fine Legal Counsel Eric Cartier-Millon for Lenders Can be drawn one day after fully drawn Term Loan Diane Sénéchal for Borrower INVESTOR PRESENTATION
Tikehau Capital
KEY CREDIT METRICS
69
INVESTOR PRESENTATION
2016 2019
Jun.19 A1 Total non current assets 1,102 1,808 2,479 2,865 A1.1 Level 1 (Listed Investments) 278 540 674 841 A2 Deferred tax assets 28 11 28 A3 Other non-current assets 2 3 A Total non current asset - DTA and Other NCA 1,074 1,796 2,448 2,862 B Current Investment portfolio 40 109 110 116 C Cash & Cash Equivalent 130 975 463 909 E = B+C Consolidated Cash & Cash Equivalent 170 1,085 574 1,024 Shall mean the aggregate of (i) cash and cash equivalent and (ii) current investments portfolio F = A+E Consolidated Asset Value 1,244 2,881 3,022 3,886 Sum of (i) total non-current assets (excluding deferred tax assets and other non-currents assets), as shown in the annual or semi- annual consolidated financial statements of the Borrower and (ii) Consolidated Cash and Cash Equivalents G Consolidated Financial Indebtedness 119 558 880 825 Shall mean Financial Indebtedness on a consolidated basis as shown in the semi-annual or annual consolidated financial statements of the Borrower H = G-E Consolidated Financial Indebtedness
306
I = F-E Consolidated Asset Value
1,074 1,796 2,448 2,862 J = H/I LTV Ratio
12.5%
[Consolidated Financial Indebtedness – Consolidated Cash & cash equivalent] / [Consolidated Asset Value – Consolidated Cash & cash equivalent] K = (A1.1+E)/M Cover ratio 3.8x 3.0x 1.6x 2.3x L Shareholders' Equity - Group share 1130 2,530 2,274 3,066 M Gross debt 119 548 796 802 N = M/L Gearing 11% 22% 35% 26% LOAN TO VALUE Calculation 2016 - 2018 Of which 2017 2018 In €m Definitions
Tikehau Capital
LTV DEFINITION
70
Key items
Means Financial Indebtedness on a consolidated basis as shown in the semi-annual
Consolidated Financial Indebtedness Consolidated Cash & Cash Equivalent Consolidated Asset Value
Loan To Value ("LTV") Consolidated Financial Indebtedness Consolidated Cash & Cash Equivalent Consolidated Asset Value Consolidated Cash & Cash Equivalent
1 2 3 2
Means the aggregate of (i) Cash and Cash Equivalent and (ii) Current Investments Portfolio, as shown in the annual or semi-annual consolidated financial statements of the Borrower prepared in accordance with IFRS Means the sum of (i) Total Non-Current Assets (excluding deferred tax assets and
financial statements of the Borrower and (ii) Consolidated Cash and Cash Equivalent
1 2 3
INVESTOR PRESENTATION
Tikehau Capital 71
CONTACTS
Singapore
8, Marina View #15-07A Asia Square Tower 1 Singapore 018960 SINGAPORE Phone: +65 6718 2111
Seoul
43FI, Three IFC 10 Gukjegeumyung-ro, Youngdeungpo-gu Seoul, 07326 KOREA Phone: +82 2 6138 4331
Brussels
IT Tower, Avenue Louise 480 1050 Brussels BELGIUM Phone: +32 2894 0080
Paris
32, rue de Monceau 75008 Paris FRANCE Phone: +33 1 40 06 26 26
London
30, St. Mary Axe London EC3A 8BF UK Phone: +44 203 821 1030
Milan
Piazza del Carmine 4 20121 Milan ITALY Phone: +39 02 0063 1500
Madrid
Calle de Velazquez 98 28 006 Madrid SPAIN Phone: +34 91 048 1666
New Y
412 West 15th St. 18th Floor New York, NY 10011 UNITED STATES Phone: +1 (917) 434-9234 INVESTOR PRESENTATION
Tokyo
#19, JETRO IBSC 7F, ARK Mori Bldg. 1-12-32 Akasaka, Minato-ku Tokyo 707-6006 JAPAN Phone: +81 3 3582 5634
IR Contact
Louis Igonet ligonet@tikehaucapital.com Phone: +33 1 40 26 11 11
Luxembourg
4ème étage 37A avenue J-F Kennedy L-1855, Luxembourg LUXEMBOURG Phone: +352 2733 5450
TIKEHAU CAPITAL
32, rue de Monceau - 75008 Paris - France Phone: +33 1 40 06 26 26 Fax: +33 1 40 06 09 37 The information contained in this presentation is confidential and is for the exclusive use of the original listed recipient(s). The contents of this presentation are for informational purposes only, and should not be regarded as an offer to sell or a solicitation of an offer to buy any securities, futures, options, investment products, share