Altamir - Registration Document 2016

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1 FINANCIAL AND LEGAL INFORMATION
Presentation and history of the Company
1) Business description
Itefin Participations, a holding company controlled by the
Apax Funds, holds 18.5% of the capital of Gfi Informatique. Gfi
Informatique is listed on Euronext Paris, Compartment B.
Gfi Informatique is a major player in value-added IT services
and software in France and Southern Europe. The group
provides its customers with expertise in consulting, system
integration, outsourcing and software solutions. It covers all
stages of the information system life cycle and caters mainly
for large companies, public entities and local authorities. It has
about 14,000 employees, over 40 branches in France and eight
international agencies in Europe and Morocco.
2) Why did we invest?
Gfi is one of the four leading France-centered IT firms. It also
has operations in Spain andBenelux, with a strongly established
customer base and a unique presence in the highly attractive
packaged software business. The company combines several
competitive advantages, including its large size to be able to
manage large IT projects (e.g. ERP implementation); strong
local presence in Southern Europe; sector-focused expertise
and organisation in Banking, Telecom, Public Administration
and Industry; and industrialised processes allowing it to deliver
cost-effective services.
3) How do we intend to create value?
Gfi has significant growth potential, based on an annual growth
rate of about 2% in the underlying European IT services market,
complemented by an acquisition strategy focusing on value-
added targets. Thanks to its size, Gfi can act as a consolidator
in a fragmented but consolidating IT services industry.
The group is managed by a team of successful IT service
entrepreneurs, whohave sparkeda transformationof thegroup’s
business model around service centers (in France and near
shore) that will result in enhanced productivity and profitability.
4) What has been achieved?
Since investment, the company has refocused on more value-
added activities (launch of a newstrategy organisedby business
sector, enabling the company to address bigger projects with
highermargins) andon its coremarkets (divestment of the Italian
subsidiary and the Canadian operations in 2010 and 2012).
The company has been very active in terms of build-up with
20 acquisitions completed.
Management and governance were strengthened with the
appointment of anewChairmanandCEO in2009 (formerlyCOO
France), as were the executive management team (including a
new CFO in 2009) and the Board of Directors.
TheCompany significantlydecreased indebtedness in 2015 after
conversionof itsOCEANEbonds intonewshares, whichprovides
Gfi with significant firepower for future acquisitions.
5) How is it performing?
In 2016, Gfi continued to expand and to transition its business
mix towards greater value-added services.
The year was marked by strong organic growth and the group’s
successful international expansion. Following the acquisitions
of Impaq in Eastern Europe, Efron in Spain and South America,
and Roff in Portugal, South America and Angola, international
business nowaccounts for 25%of Group sales (with acquisitions
pro forma over 12 months).
In France, Gfi signed a major outsourcing contract with 3SI
(Otto Group) and acquired Metaware, a company specialised
in modernisation of large systems.
Group revenuebroke through theonebillionmark in2016, ending
the year at €1,015.4 million, up by 13.6% compared with 2015
on a reported basis and by 8.1% on a like-for-like basis. EBITDA
totalled€80.1million, up 15.1%. Thegroup’s operatingprofit came
to €61.7 million, i.e. 6.1% of revenue, corresponding to a 5.1%
increase in value.
6) How will we crystallise value?
In November 2015, Apax France VII, Altamir and Boussard &
Gavaudan, Gfi’s main shareholders, entered into exclusive
negotiations with the Qatari group Mannai Corporation, with
a view to selling 51% of the group’s share capital at a price of
€8.50per share, representing a 34%premiumover Gfi’s volume-
weighted average share price during the 20 trading days prior
to 20 November 2015.
Following this transaction, which closed on 22 June 2016, Apax
France VII andAltamir nowown 18.5%of the share capital of the
company (through its holding company Itefin). Apax France VII,
Altamir, Mannai and Boussard & Gavaudan, acting in concert,
jointly control 95.2% of Gfi’s share capital.
The terms of the transaction providemechanisms to ensure that
the historical shareholders can dispose of their shares by the
end of 2018.
Sector Country Date
of investment
Residual cost
in €m
Fair value
in €m
% of the portfolio
at fair value
France 2007 24.6 30.4 3.5
34 REGISTRATION DOCUMENT 1 ALTAMIR 2016