Paris, 14 February 2018 – The independent legal expert appointed on 16 March 2016 by the President of the Paris Commercial Court in connection with the dispute between Altamir and Moneta Asset Management has filed his report.
The legal expert, Thierry Bergeras of Bergeras Expertises, concluded that Moneta's note "was drafted quickly (…) and supported by insufficient examples". According to the legal expert, the allegation that each of the components of Altamir's management fees and performance fees is higher than that of comparable companies “was not justified” and the cost comparison “was a rough approximation”.
He emphasised in addition that "Altamir's performance, measured using comparable investment periods, is in line with that of the industry (…) and generally higher”, thereby pointing out a significant error in Moneta's note.
The legal expert thus refuted Moneta's denigrating statements, through which it claimed that Altamir's performance was below that of comparable companies and that its expenses were higher than those of the same companies.
He did not believe, however, that the publication of the note had a direct impact on Altamir's share price, and therefore said that it “did not do quantifiable harm to Altamir's shareholders”. The management of Altamir and Altamir Gérance believe that the denigrating statements cited above were indeed prejudicial to the interests of the Company and that they increased the discount of the Company's share price compared with its NAV.
According to the legal expert, the discount on Altamir's shares “derives partially from the low level of earnings distribution" and from "a complex remuneration system (...) that has no performance threshold”. He also mentioned "a company structure that could be favourable to conflicts of interest" while indicating that this is mitigated by the quality of the Supervisory Board's monitoring of the Company.
Altamir believes that, on the contrary, its distribution policy is right in line with the industry's best practices. Since 2013, Altamir has distributed 3% of its NAV as of 31 December of each year, representing more than €20 million per year and a yield of 4-5% for shareholders.
Altamir reiterates that under the new investment policy implemented in 2011, performance must indeed clear a minimum performance threshold or “hurdle rate” before the management TEAM is authorised to receive a bonus. The hurdle rate is 8% on all investments MADE via the Apax funds as well as on co-investments. Concerning historical investments (before 2011) which were not subject to a hurdle rate, Altamir points out that the gross IRR on all investments sold since Altamir was founded is well in excess of the minimum 8% hurdle rate and that the bonuses paid would have been the same even had there been a minimum hurdle rate.
Altamir reiterates that all of its costs, both direct and indirect, are fully disclosed each year in its registration document. The Company specifies that the legacy management fee structure from different phases of the Company's history, particularly from the pre-2011 period, will be simplified as soon as all of the historical investments are sold.
Lastly, Altamir reiterates that the founder of Altamir and chairman of Altamir Gérance is the Company's largest shareholder, with 29% of the shares, and that as a result his interests are closely aligned with those of the other shareholders.
* * * *
In conclusion, the legal expert's report confirms that Moneta's allegations in its 17 April 2015 note were unfounded.
The Board of Directors of Altamir Gérance and the Supervisory Board of Altamir are pleased with this conclusion.
This note is one of Moneta's many attempts in recent years to destabilise Altamir, its management and its Supervisory Board.
Moneta's repeated denigration has abnormally widened Altamir's discount (which, besides, has narrowed since Moneta ceased its public attacks). Nevertheless, Moneta has not hesitated to claim that it is defending the interests of shareholders and to take credit for all changes in Altamir's earnings distribution, remuneration policy and corporate governance.
The Board of Directors of Altamir Gérance and the Supervisory Board invite shareholders to form their own opinion on the possible effects that systematic denigration and the publication of false information could have on a company's reputation and the attractiveness of its shares, even when the company's performance is among the best in the sector.
The conclusion of the expert report is available in the appendix of this press release (pdf version) which is online at www.altamir.fr
Altamir is a listed private equity company (Euronext Paris-B, ticker: LTA) founded in 1995 and with almost €800m in assets under management. Its objective is to provide shareholders with long term capital appreciation and regular dividends by investing in a diversified portfolio of private equity investments.
Altamir's investment policy is to invest via and with the funds managed by Apax Partners SAS and Apax Partners LLP, two leading private equity firms that take majority or lead positions in buyouts and growth capital transactions and seek ambitious value creation objectives.
In this way, Altamir provides access to a diversified portfolio of fast-growing companies across Apax's sectors of specialisation (TMT, Consumer, Healthcare, Services) and in complementary market segments (mid-sized companies in French-speaking European countries and larger companies across Europe, North America and key emerging markets).
Altamir derives certain tax benefits from its status as an SCR ("Société de Capital Risque"). As such, Altamir is exempt from corporate tax and the company's investors may benefit from tax exemptions, subject to specific holding-period and dividend-reinvestment conditions.
For more information: www.altamir.fr
Tel: +33 1 53 65 01 74
The gross IRR on all LBO/growth capital divestments from Altamir's founding until 31 December 2016 was 18.8% (figure audited by EY).