ANNUAL REPORT 2007 | 2008 - Gimv
ANNUAL REPORT 2007 | 2008 - Gimv
ANNUAL REPORT 2007 | 2008 - Gimv
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<strong>ANNUAL</strong> <strong>REPORT</strong> <strong>2007</strong> | <strong>2008</strong>
TABLE OF<br />
CONTENTS<br />
Table of contents Cover<br />
Key fi gures Cover<br />
Portfolio and equity Cover<br />
<strong>Gimv</strong> at a glance 1<br />
Interview with the Chairman and CEO 2<br />
Highlights of <strong>2007</strong>-<strong>2008</strong> 4<br />
Operating and fi nancial report 6<br />
Structure 8<br />
Strategy 9<br />
Market analysis 10<br />
Results 14<br />
Valuation at <strong>Gimv</strong> 18<br />
Buy-outs and growth capital 20<br />
Corporate Investment Belgium 21<br />
Corporate Investment Netherlands 28<br />
Corporate Investment Germany 33<br />
Corporate Investment France 36<br />
Venture capital 40<br />
Information & Communication Technology 40<br />
Life Sciences 48<br />
Cleantech 55<br />
Infrastructure 56<br />
Human resources and responsible corporate behaviour 58<br />
Management, corporate governance and shareholders 64<br />
Management 66<br />
Corporate governance 72<br />
Capital 72<br />
Board of Directors 74<br />
Committees 76<br />
Composition and remuneration of day-to-day management 77<br />
Exit bonus plan 79<br />
Co-investment companies 79<br />
Auditing of <strong>Gimv</strong> 80<br />
The Code of Conduct 80<br />
Corporate governance score 80<br />
Departures from the Lippens Code 81<br />
Shareholders 84<br />
General share information 84<br />
Share price – evolution over the past fi ve years 84<br />
Share price – evolution over <strong>2007</strong>-<strong>2008</strong> 85<br />
<strong>Gimv</strong> share performance vs. indexes 86<br />
Distribution of available profi t 86<br />
Dividend policy 87<br />
Shareholder structure 88<br />
Shareholder and investor relations 88<br />
Financial calendar 89<br />
Contact data Investor Relations 89<br />
Consolidated fi nancial statements 90<br />
Introduction 93<br />
Limited consolidation 94<br />
Statutory consolidation 105<br />
Unconsolidated fi nancial statements 152<br />
Glossary 155<br />
Contact information and fi nancial calendar 156
KEY FIGURES<br />
LIMITED CONSOLIDATION<br />
31/03/08 31/03/07 31/12/05<br />
CONSOLIDATED FINANCIAL STATEMENTS (LIMITED CONSOLIDATION) (IN EUR 000)<br />
Equity (attributable to equity holders of the parent company) 1 327 554 1 278 526 1 111 094<br />
Portfolio (fi nancial assets valued at fair value through P&L + loans to companies in<br />
the investment portfolio)<br />
848 144 820 751 664 269<br />
Cash and cash equivalents 512 524 445 608 472 009<br />
Net cash and cash equivalents1 512 524 445 608 472 009<br />
Balance sheet total 1 393 986 1 327 425 1 164 018<br />
Net profi t (attributable to equity holders of the parent company) 161 432 249 319 171 863<br />
Total gross dividend 101 047 96 952 81 888<br />
Investments on portfolio level (own balance sheet) 234 936 192 122 103 922<br />
Investments on portfolio (including funds under management) 304 636 226 331 121 011<br />
Divestments on portfolio level (own balance sheet) 380 665 272 385 328 893<br />
Divestments on portfolio level (including funds under management) 476 315 315 167 334 251<br />
Number of employees 83 74 75<br />
KEY FIGURES PER SHARE (IN EUR)<br />
Equity (attributable to equity holders of the parent company) 57.28 55.17 47.94<br />
Net profi t (attributable to equity holders of the parent company) 6.97 10.76 7.42<br />
Diluted net profi t (attributable to equity holders of the parent company) 2 6.97 10.76 7.42<br />
Gross dividend 4.36 4.1833 3.5333<br />
Share price (on the closing date of the fi nancial year) 47.75 48.10 44.80<br />
Total number of shares (on the closing date of the fi nancial year)<br />
RATIO’S<br />
23 176 005 23 176 005 23 176 005<br />
Pay-out ratio3 62.6% 38.9% 47.6%<br />
Return on equity 4 12.6% 18.0% 17.0%<br />
Return on portfolio5 22.3% 33.5% 26.2%<br />
Premium (+) / discount (-) on equity6 -16.6% -12.8% -6.5%<br />
1 Cash and cash equivalents less long and short-term fi nancial liabilities<br />
2 On the assumption that all options / warrants that are in the money at the end of the period will be exercised<br />
3 Total gross dividend / net profi t (attributable to equity holders of the parent company)<br />
4 Net profi t (attributable to equity holders of the parent company) / equity (attributable to equity holders of the parent company – at start of year).<br />
5 (Realised capital gains + unrealised capital gains on fi nancial fi xed assets + dividends + management fees + turnover) / portfolio at start of year<br />
6 (Equity per share - share price) / Equity per share<br />
Comment for the reader - the decimal character in numbers is a full stop; thousands are separated by a space.
PORTFOLIO<br />
AND EQUITY<br />
EQUITY (LIMITED CONSOLIDATION)<br />
Financial assets valued at fair value through P&L (I) 737 935<br />
of which listed shareholdings<br />
Company Bloombergsymbol<br />
Shareholding<br />
in %<br />
Shareholding in<br />
no. of shares<br />
Bid price in local<br />
currency<br />
Value<br />
(in EUR 000)<br />
Ablynx 1 ABLX BB 10.2% 3 703 483 5.70 20 751<br />
Alfacam ALFA BB 3.2% 255 282 12.30 3 140<br />
Avalon Pharmaceuticals AVRX US 5.3% 891 607 2.26 1 274<br />
Barco BAR BB 9.9% 1 249 921 45.35 56 684<br />
Evotec EVT GR 0.5% 360 238 1.70 612<br />
Galapagos GLPG BB 0.4% 87 940 5.91 520<br />
Innate Pharma IPH FP 7.6% 1 925 020 2.03 3 908<br />
LivePerson LPSN US 1.3% 644 323 3.05 1 243<br />
Memory Pharmaceuticals MEMY US 1.4% 1 051 628 0.48 319<br />
Metris MTRS BB 4.5% 563 261 8.95 5 041<br />
Metris warrants - - 425 890 1.64 698<br />
Santhera Pharmaceuticals SANN SW 5.0% 156 192 69.10 6 858<br />
Telenet TNET BB 1.3% 1 415 344 14.00 19 815<br />
Thrombogenics THR BB 0.2% 40 000 7.30 292<br />
Torreypines Therapeutics TPTX US 11.0% 1 738 179 1.36 1 495<br />
Total listed shareholdings 122 650<br />
Loans to companies in the investment portfolio (II) 110 209<br />
Total portfolio (I + II) 848 144<br />
Other assets net of commitments (III) 501 120<br />
Minority interests (IV) 21 710<br />
Equity (attributable to equity holders of the parent company) (I + II + III - IV) 1 327 554<br />
1 Value of Ablynx shares adjusted before lock-up period
GIMV AT A GLANCE<br />
AN ACTIVE INVESTOR (2000-<strong>2008</strong> * )<br />
INVESTMENTS<br />
EUR 1.4 billion invested<br />
in 179 new shareholdings<br />
* until 31 March <strong>2008</strong><br />
DIVESTMENTS<br />
EUR 1.85 billion divested<br />
with 138 exits, 19 IPOs
INTERVIEW WITH<br />
THE CHAIRMAN<br />
AND CEO<br />
2 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Interview<br />
Chairman Herman Daems (left)<br />
and CEO Dirk Boogmans
Strong performance and expansion<br />
in an uncertain economic climate<br />
How did <strong>Gimv</strong> perform in a year for which the US<br />
credit crisis marked the pivot point? Chairman<br />
Herman Daems and CEO Dirk Boogmans point<br />
out that <strong>Gimv</strong> has experienced hardly any negative<br />
infl uence from this new economic situation. <strong>Gimv</strong><br />
remains a solid top player with a well distributed<br />
portfolio, experienced investment teams and a<br />
highly profi table long-term strategy. On top of this<br />
the successful internationalization of its activities is<br />
offering attractive prospects.<br />
The consequences of the credit crisis are still working<br />
through the markets. What infl uence has <strong>Gimv</strong><br />
experienced?<br />
Herman Daems - In the fi rst half of the <strong>2007</strong> there was still strong<br />
upward movement in the economy. The pivot point came in summer<br />
<strong>2007</strong> when the credit crisis hit and dragged markets down. It was<br />
primarily the megabuy-outs from EUR 1 billion upwards which ran<br />
into a headwind. The <strong>2007</strong> credit crisis scarecely impacted <strong>Gimv</strong>.<br />
Dirk Boogmans - If we look at the investments we made, we see<br />
that the investment volume has even risen slightly. The markets in<br />
which <strong>Gimv</strong> operates are continuing to perform well. In divestments<br />
too we can present outstanding results.<br />
Has <strong>Gimv</strong> been able to hold its position in terms of<br />
performance?<br />
Herman Daems - Recent fi gures from the European Private Equity<br />
and Venture Capital Association (EVCA) show incontrovertibly that<br />
<strong>Gimv</strong> is among the 25 percent of strongest players on the market,<br />
and that for 25 years now. These methodologically well-founded<br />
data are based on a comparison of 1 215 European funds. The most<br />
recent fi gures also confi rm that <strong>Gimv</strong> is continuing this long-term<br />
trend. The past fi nancial year was another good year.<br />
Dirk Boogmans - We should point out here that <strong>Gimv</strong>’s portfolio is<br />
structurally sound. The falls in market values are offset by higher<br />
EBITDAs at our companies. Around two thirds of the value creation<br />
comes from the increase in EBITDA. This result was achieved<br />
despite the strong cash position, which will become even stronger<br />
in the long term. <strong>Gimv</strong> is also allowing its shareholders to share in<br />
its results with an attractive dividend.<br />
<strong>Gimv</strong> has expanded its fi eld of action. How do these new<br />
activities relate to the core ones?<br />
Herman Daems - The extension is in three areas: infrastructure,<br />
cleantech and growth capital. For infrastructure investments <strong>Gimv</strong><br />
has recruited experienced experts. Together with Dexia, <strong>Gimv</strong> has<br />
set up DG Infra+, a new unlisted fund that focuses on infrastructure<br />
and real estate projects. Together we are aiming at a fund size of<br />
around EUR 150 million.<br />
Dirk Boogmans - In an extension of its core activities, <strong>Gimv</strong> is also<br />
concentrating on the large potential that exists in cleantech. The<br />
Corporate Investment Belgium team has also been strengthened to<br />
enable <strong>Gimv</strong> to play a more active role on the growth capital market.<br />
This extension is taking place in a carefully controlled fashion, starting<br />
each time from our existing skills and maintaining our focus in<br />
each of our activities.<br />
In 2006, <strong>Gimv</strong> was gearing up for further international<br />
expansion. How far was this achieved in <strong>2007</strong>?<br />
Herman Daems - <strong>Gimv</strong> has been working on its international expansion<br />
for some time now. A good example is the continued internationalization<br />
of our ICT activities in various European countries.<br />
<strong>Gimv</strong> has signifi cantly strengthened its presence in France. We have<br />
opened an offi ce in Paris with a local investment team for the local<br />
buy-out market. A cooperation agreement with Pragma Capital also<br />
ensures us of additional support.<br />
For our ICT activities we have also recruited a local investment manager.<br />
We already had considerable expertise in the French market,<br />
with shareholdings in French ICT and life science companies and<br />
various buy-outs. In Germany we can announce the successful<br />
closing of the Halder-<strong>Gimv</strong> Germany II fund. As with the fi rst fund,<br />
the emphasis will be on management buy-outs of medium-sized<br />
German companies.<br />
Dirk Boogmans - We have also been pretty active in Central and<br />
Eastern Europe. With KBC Private Equity we have concluded a<br />
partnership in order to further develop the Russian market. The<br />
partners will concentrate on investments in fast-growing economic<br />
sectors. The cooperation runs via a new company, Eagle Capital<br />
Partners, which is acting as investment consultant.<br />
<strong>Gimv</strong>’s employee count has grown sharply over the past<br />
fi nancial year. What comments would you like to make<br />
here?<br />
Herman Daems - <strong>Gimv</strong>’s employee count has risen by around<br />
10 percent, which is a pretty strong rise. The integration of the<br />
newcomers has been excellent. Let me take this opportunity to<br />
express my great appreciation for all our employees. They have<br />
made possible <strong>Gimv</strong>’s strong results.<br />
I would like also to mention the hard work of Professor Christine Van<br />
Broeckhoven, who has retired as an independent director. I would<br />
also like to thank our departing CEO Dirk Boogmans for his many<br />
years of commitment to our company. Dirk has been one of the driving<br />
forces behind <strong>Gimv</strong>’s success. On behalf of all <strong>Gimv</strong> employees<br />
and the Board of Directors I wish him all the very best.<br />
In April <strong>2007</strong> our former chairman Raynier van Outryve d’Ydewalle<br />
passed away. Not only was he one of <strong>Gimv</strong>’s founders, but throughout<br />
his long career he was a great source of inspiration for the<br />
expansion of the company.<br />
| 3
HIGHLIGHTS OF<br />
<strong>2007</strong>-<strong>2008</strong><br />
RECORD NUMBER OF DIVESTMENTS,<br />
INVESTMENT RHYTHM REMAINS STRONG<br />
Sale of HOLONITE, a Dutch<br />
producer of prefabricated<br />
building elements<br />
<strong>Gimv</strong> commits EUR 30 million<br />
to the CLEANTECH FUND<br />
of Swiss-based Emerald<br />
Technology Ventures and<br />
concludes a partnership for<br />
building its own cleantech<br />
business unit<br />
Israeli early stage technology<br />
company OREE is <strong>Gimv</strong>’s fi rst<br />
co-investment with Genesis<br />
Partners<br />
Exit from Germany interior<br />
door manufacturer PRÜM-<br />
GARANT (Halder-<strong>Gimv</strong><br />
Germany Fund)<br />
ALFACAM, Europe’s largest<br />
supplier of outdoor HDTV<br />
services, is introduced on<br />
Euronext Brussels<br />
German company GEKA<br />
BRUSH is acquired in a<br />
management buy-out (Halder-<br />
<strong>Gimv</strong> Germany Fund)<br />
4 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Highlights<br />
ACTECH is <strong>Gimv</strong>’s second<br />
German MBO in <strong>2007</strong><br />
(Halder-<strong>Gimv</strong> Germany Fund)<br />
KRONOS acquires <strong>Gimv</strong>’s ICT<br />
shareholding in Captor<br />
Voith Turbo becomes the<br />
new owner of turbo<br />
gears specialist BHS<br />
GETRIEBE (Halder-<strong>Gimv</strong><br />
Germany Fund)<br />
Liberty Global strengthens<br />
its position in TELENET by<br />
exercising a call option on,<br />
among others, a package of<br />
shares held by <strong>Gimv</strong><br />
APRIL JUNE AUGUST<br />
<strong>Gimv</strong> increases its holding in<br />
Dutch press agency ANP<br />
MAY JULY SEPTEMBER<br />
<strong>Gimv</strong> sells DTS, France’s<br />
market leader in safety lighting.<br />
Wallpaper manufacturer<br />
GRANDECO comes into <strong>Gimv</strong>’s<br />
hands via a management<br />
buy-out<br />
<strong>Gimv</strong> takes a majority<br />
shareholding in ACERTYS<br />
GROUP, which sells and<br />
distributes medical apparatus<br />
and consumer goods<br />
<strong>Gimv</strong> sells its shareholding<br />
in deep-frozen vegetable<br />
producer DUJARDIN FOODS<br />
The listed ICT group<br />
Sopra extends its product<br />
range by acquiring<br />
BUSINESS ARCHITECTS<br />
INTERNATIONAL<br />
Dutch company BEVER<br />
ZWERFSPORT is acquired by<br />
its Belgian opposite number<br />
AS Adventure
In <strong>2007</strong>-<strong>2008</strong> <strong>Gimv</strong> realised 10 new investments and 11 complete divestments<br />
2 <strong>Gimv</strong> portfolio companies went public<br />
ALUKON, a supplier of<br />
aluminium roller blinds and<br />
doors, is added to the German<br />
portfolio (Halder-<strong>Gimv</strong><br />
Germany Fund)<br />
<strong>Gimv</strong> acquires a majority<br />
interest in LE COBOURG, a<br />
fast-growing Belgian producer<br />
of salad pastes<br />
<strong>Gimv</strong> opens an offi ce in<br />
FRANCE and concludes a<br />
partnership with Pragma<br />
Capital.<br />
<strong>Gimv</strong> sells its holding in<br />
GEVEKE to ABN Amro<br />
Participaties<br />
<strong>Gimv</strong> and KBC Private Equity<br />
sign partnership to invest in<br />
RUSSIA<br />
Road-builder VERHAEREN<br />
brings in <strong>Gimv</strong> to help it grow<br />
further<br />
<strong>Gimv</strong> expands it technology<br />
territory with participation in<br />
a JAPANESE venture capital<br />
fund<br />
OCTOBER DECEMBER FEBRUARI<br />
NOVEMBER JANUARY MARCH<br />
<strong>Gimv</strong> becomes the principal<br />
shareholder of Dutch industrial<br />
service company NUMAC<br />
GROUP<br />
<strong>Gimv</strong> takes a majority holding<br />
in chicken processor LINTOR-<br />
VERBINNEN<br />
Dexia and <strong>Gimv</strong> launch the DG<br />
INFRA+ infrastructure fund<br />
Dutch fashion chain TERSTAL<br />
joins the <strong>Gimv</strong> portfolio<br />
ABLYNX becomes the biggest<br />
biotech IPO ever on Euronext<br />
Brussels<br />
Start-up MOVEA strengthens<br />
the French ICT portfolio<br />
VAG ARMATUREN decides to<br />
grow with <strong>Gimv</strong> (Halder-<strong>Gimv</strong><br />
Germany Fund).<br />
HEBU hydraulic components<br />
retailer sold to supplier Manuli<br />
Successful closing of<br />
HALDER-GIMV GERMANY II<br />
fund at EUR 325 million.<br />
Belgian renewable energy<br />
company ELECTRAWINDS is<br />
DG Infra+’s fi rst investment<br />
| 5
OPERATING<br />
AND FINANCIAL<br />
<strong>REPORT</strong>
Structure | 08<br />
Strategy | 09<br />
Market analysis | 10<br />
Results | 14<br />
Valuation at <strong>Gimv</strong> | 18<br />
Buy-outs and growth capital | 20<br />
Venture capital | 40<br />
Infrastructure | 56<br />
• FUNDS • SHAREHOLDINGS<br />
OVER 27 YEARS GIMV<br />
HAS CONCLUDED MANY<br />
PARTNERSHIPS WITH TOP<br />
COMPANIES AND HELPED<br />
THEM SUCCESSFULLY<br />
REALIZE THEIR STRATEGIC<br />
PLANS.
STRUCTURE<br />
<strong>Gimv</strong>’s structure has three cornerstones: Balanced and diversifi ed portfolio<br />
1 <strong>Gimv</strong> invests in management buy-outs and growth capital of<br />
companies in traditional sectors. Four local teams – Corporate<br />
Investment Belgium, Corporate Investment Netherlands,<br />
Corporate Investment Germany and Corporate Investment<br />
France – concentrate on these activities.<br />
2. In sectors of the future <strong>Gimv</strong> invests in information and communication<br />
technology (ICT), life sciences and environmentally-friendly<br />
technology (Cleantech). Each of these sectors<br />
has its own specialist team.<br />
3. For growth capital investments in Central and Eastern Europe<br />
<strong>Gimv</strong> has set up a joint venture with KBC Private Equity. For<br />
infrastructure products <strong>Gimv</strong> invests together with Dexia via<br />
DG Infra+. <strong>Gimv</strong> is also backed by a strong international<br />
network thanks to investments in specialist partnerships like<br />
CapMan (Scandinavia), Lyceum Capital (United Kingdom)<br />
and FinTech <strong>Gimv</strong> Fund (Japan).<br />
Belgium<br />
Management<br />
buy-outs and<br />
growth capital<br />
Germany<br />
(Halder)<br />
8 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
1<br />
Netherlands<br />
(Halder)<br />
France<br />
ICT<br />
As an active partner and coach, <strong>Gimv</strong> contributes know-how<br />
and experience to the approximately 100 companies in its<br />
portfolio, reinforcing and supporting their growth. Respecting<br />
local cultures and businesses, <strong>Gimv</strong> has local experts in its four<br />
offi ces in Antwerp, The Hague, Frankfurt and Paris.<br />
A diversifi ed and balanced portfolio<br />
Financial assets of EUR 848.1 million<br />
Buy-outs<br />
and growth capital<br />
62.7%<br />
<strong>Gimv</strong><br />
2<br />
Venture capital<br />
Life<br />
Sciences<br />
Infrastructure<br />
0.3%<br />
Cleantech<br />
Central &<br />
Eastern Europe<br />
3<br />
Other activities<br />
Infrastructure<br />
(DG Infra+)<br />
ICT 19.6%<br />
Life sciences 16.5% 16<br />
Cleantech 0.9%<br />
Other fund<br />
investments
STRATEGY<br />
<strong>Gimv</strong> is an independent, listed investment company which<br />
operates in private equity and venture capital, mainly on the<br />
European market.<br />
<strong>Gimv</strong>’s ambition is to create added value by investing in promising<br />
small to medium-sized companies and to actively accompany<br />
and support these companies as a professional and<br />
experienced partner in their growth, expansion, operational<br />
improvement and fi nancial optimization. <strong>Gimv</strong> can take shareholdings<br />
in companies with enterprise values of up to around<br />
EUR 125 million.<br />
<strong>Gimv</strong> wants to fulfi l this ambition in two core activities:<br />
<strong>Gimv</strong>’s local buy-out teams are concentrating on companies in<br />
more traditional sectors in Belgium, the Netherlands, France<br />
and Germany. In Belgium <strong>Gimv</strong> also provides growth capital to<br />
companies wanting to speed up their growth.<br />
In the venture capital fi eld, <strong>Gimv</strong> provides venture capital to<br />
starters from a focus on sector specialization, investing in companies<br />
in ICT, life sciences and cleantech, at every phase of<br />
development.<br />
Whilst retaining its strong position in its key markets, <strong>Gimv</strong> wants<br />
to grow and expand in a private equity market characterized by<br />
ever increasing internationalization, competition and specialization.<br />
This was one reason for <strong>Gimv</strong>’s opening its own offi ce<br />
in France. For investments in the Russian market, <strong>Gimv</strong> has<br />
entered into a joint venture with KBC Private Equity. In terms<br />
of sectors, <strong>Gimv</strong> has extended its venture capital activities to<br />
include cleantech and launched the DG Infra+ infrastructure<br />
fund in partnership with Dexia.<br />
<strong>Gimv</strong> invests to a large extent with its own balance sheet assets.<br />
<strong>Gimv</strong>’s strong cash position permits strong growth in the coming<br />
years, in both its original and in new activities. The extensive<br />
experience and high degree of specialization and professionalism<br />
of <strong>Gimv</strong> employees, combined with a continuing thrust<br />
towards innovation and exploring new opportunities, form a<br />
strong basis for further ambitious growth.<br />
<strong>Gimv</strong> manages as an active partner an extensive portfolio of<br />
geographically and sectorally diversifi ed private equity investments.<br />
The capital gains that <strong>Gimv</strong> is able to realize benefi t all<br />
its investors through the company’s consistent dividend policy<br />
and its equity growth.<br />
In its 27 years of existence, <strong>Gimv</strong> has achieved an average annual<br />
return of over 13 percent. This impressive performance<br />
makes <strong>Gimv</strong> one of the 25 percent best players in its market.<br />
<strong>Gimv</strong>’s target for the future remains a minimum return of<br />
13 percent.<br />
The presence of the Vlaamse Participatiemaatschappij as a reference<br />
shareholder (27 percent) guarantees <strong>Gimv</strong>’s continued<br />
independence and its long-term strategy.<br />
| 9
MARKET<br />
ANALYSIS<br />
The European private equity market before and<br />
after the start of the credit crisis<br />
Mergers and acquisitions (M&A)<br />
The trend data clearly divide the past year into two very contrasting<br />
periods: that before and that after the credit crisis. Whilst in<br />
the fi rst half of the year the European M&A market exhibited a<br />
previously unseen dynamism (+ 28 percent year on year), this<br />
market changed totally at the start of August. Even so, <strong>2007</strong> was<br />
a record year, with EUR 1 022 billion of transactions, giving a<br />
modest 2.3 percent growth on an annual basis.<br />
All in all the average transaction volume also remained stable at<br />
EUR 161 million. Obviously here again there were large differences<br />
between the two halves of the year, with a small number<br />
500000<br />
450000<br />
400 000<br />
350 000<br />
300 000<br />
250 000<br />
200000<br />
150000<br />
100 000<br />
50 000<br />
0<br />
Q1<br />
2003<br />
Q2<br />
2003<br />
Q3<br />
2003<br />
Q4<br />
2003<br />
Q1<br />
2004<br />
Q2<br />
2004<br />
Q3<br />
2004<br />
M&A-activity in Europe<br />
(in EUR million)<br />
Q4<br />
2004<br />
Q1<br />
2005<br />
Q2<br />
2005<br />
Q3<br />
2005<br />
10 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
Q4<br />
2005<br />
Q1<br />
2006<br />
Q2<br />
2006<br />
Q3<br />
2006<br />
of already announced megatransactions just before the outbreak<br />
of the credit crisis. More surprising is the strong growth recorded<br />
again in the fi rst quarter of <strong>2008</strong>, driven this time by renewed<br />
activity by industrial players. In this same quarter, private equity<br />
players represent the lowest portion of M&A activity for the past<br />
three years. Research bureau Dealogic estimates their share in<br />
the fi rst quarter of <strong>2008</strong> at around 7 percent of total transaction<br />
volume, compared with approximately one fi fth of all transactions<br />
during the past two years.<br />
Private equity<br />
Compared with earlier years, the past year was a very good one<br />
for the European private equity industry. However, provisional<br />
fi gures suggest that the records of 2006 will not be beaten.<br />
Q4<br />
2006<br />
Q1<br />
<strong>2007</strong><br />
Q2<br />
<strong>2007</strong><br />
Q3<br />
<strong>2007</strong><br />
Q4<br />
<strong>2007</strong><br />
Q1<br />
<strong>2008</strong><br />
300<br />
270<br />
240<br />
210<br />
180<br />
150<br />
120<br />
90<br />
60<br />
30<br />
All European M&A<br />
European Mid Market M&A<br />
Average transaction value all<br />
European M&A (right scale)<br />
Average transaction size<br />
European Mid Market M&A<br />
(right scale)<br />
0 Source | Mergermarket
Fundraising<br />
Provisional fi gures from the European Private Equity and Venture<br />
Capital Association (EVCA) show that total fundraising in <strong>2007</strong><br />
amounted to EUR 74.3 billion, which is one third less than the<br />
record fi gure reached in 2006 (EUR 112.3 billion), but still higher<br />
than the 2005 fi gure of EUR 71.4 billion. Striking here is the lack<br />
of any major difference in amounts raised in the fi rst and second<br />
halves. This clearly indicates that the fundraising cycle was independent<br />
from the credit crisis and that private equity has grown<br />
into a fully-fl edged asset class with its own dynamism.<br />
As in earlier years a handful of players dominated the market. No<br />
less than 13 funds each raised over EUR 1 billion in capital, representing<br />
53 percent of total fundraising. The bulk of this money<br />
went to buy-out funds (87 percent compared with 82.8 percent in<br />
2006). Just over 8 percent went to venture capital funds, almost<br />
halving last year’s amount (15.5 percent).<br />
Sector specialist Private Equity Intelligence estimates that right<br />
now 340 European private equity funds are trying to raise no<br />
less than USD 70 billion of fresh money. Given the growing share<br />
of private equity in institutional investor portfolios, it is probable<br />
that in <strong>2008</strong> substantial amounts of money will again be raised.<br />
Only in the immediate future, depending on how the credit market<br />
evolves, more attention may well be paid from the investor side to<br />
mezzanine funds and funds specializing in ‘special situations’.<br />
Investments<br />
Provisional investment fi gures for <strong>2007</strong> come out at EUR 68.3 billion,<br />
putting an end to a run of record years. Based on the fi nal<br />
fi gures EVCA nonetheless expects that the record level of 2006<br />
will still be beaten. Based on the quarterly fi gures published by<br />
Unquote/Private Equity Insight it appears that since the third<br />
quarter the credit crisis has had a clear negative impact on total<br />
transaction volume and that this negative trend has continued<br />
unabated in the fi rst quarter of <strong>2008</strong>. Given the continuing problems<br />
faced by fi nancial institutions and the deteriorating economic<br />
prospects, it is unlikely that this situation will improve in the short<br />
term. In addition, after the bursting of a bubble it is always sellers<br />
that are the last to adapt to the new reality that their enterprises<br />
are worth a good deal less than nine to twelve months before. It<br />
comes therefore as no surprise that there are fewer transactions<br />
in the market in the wake of a crisis.<br />
120 000<br />
100 000<br />
80 000<br />
60 000<br />
40 000<br />
20 000<br />
0<br />
Funds raised and private equity investments in<br />
Europe (in EUR million – preliminary fi gures for <strong>2007</strong>)<br />
Buy-outs<br />
1990 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 <strong>2007</strong><br />
With EUR 56.8 billion or 83 percent of the total invested amount,<br />
compared with EUR 53.9 billion in 2006, the share of buy-outs<br />
again reached an absolute record, despite the credit crisis. Here<br />
again the annual fi gures give a somewhat distorted image. The<br />
quarterly fi gures show that total transaction value has considerably<br />
reduced since the third quarter of <strong>2007</strong>. This decline has<br />
continued into the fi rst three months of the present fi nancial year.<br />
Indeed the value of all European buy-outs during the fi rst quarter<br />
of <strong>2008</strong> was just one third of the average value for the three<br />
quarters preceding the outbreak of the credit crisis. On top of<br />
this the UK fi gures for the fi rst quarter of <strong>2008</strong> are fl attered by a<br />
single large transaction (Biffa Waste Services) and a marked rise<br />
in the number of transactions in expectation of a change in the tax<br />
regime that came into effect in April <strong>2008</strong>. Another striking evolution<br />
in the fi rst quarter of <strong>2008</strong> is that the total value of small-cap<br />
buy-outs (enterprise value of less than EUR 160 million), was a<br />
full third less than the average for the four previous quarters.<br />
Thanks to a handful of spectacular megatransactions, including<br />
Alliance Boots and EMI, the UK again succeeded in <strong>2007</strong> in<br />
slightly increasing its share of transaction volume. In this way average<br />
transaction volume also increased for the European market<br />
as a whole. Leaving aside Great Britain the average transaction<br />
amount fell by 20 percent to EUR 131 million, back to the 2005<br />
level. This also shows that the fall was most marked in the very<br />
large buy-out segment, which is a direct consequence of the<br />
scarce fi nancing opportunities. In past years, the large funds<br />
collected enormous amounts which had to be used. In the coming<br />
period it is possible that they will increasingly take refuge in<br />
minority shareholdings, transactions involving almost exclusively<br />
capital, or they will head downmarket to the mid-cap sector.<br />
According to Standard & Poors Leverage Commentary and<br />
Data (S&P LCD), the average acquisition multiple in Europe for<br />
<strong>2007</strong> amounted to 9.7x EBITDA, compared with 8.8x in 2006.<br />
In the fi rst quarter of <strong>2008</strong> this ratio ratcheted up even further<br />
to no less than 10.7x EBITDA. By way of comparison, over the<br />
past ten years, the average multiple was 7.9x EBITDA. In the<br />
medium-sized buy-outs segment with enterprise values of up to<br />
EUR 250 million the same trend was visible, but with somewhat<br />
lower acquisition multiples (8.8x EBITDA in <strong>2007</strong> compared with<br />
7.6x in 2006).<br />
Source | EVCA<br />
Funds raised<br />
Private equity investments<br />
| 11
Venture capital<br />
Venture Capital was good for EUR 11.6 billion or 17 percent<br />
of total European investments, a fall of one third compared<br />
with the previous year (EUR 17.3 billion in 2006). In terms of<br />
number of transactions the fall was even more marked, to the<br />
lowest level since 2001. This clearly illustrates the shift towards<br />
later stage transactions, and away from higher risk early-stage<br />
investments.<br />
Credit market<br />
Buy-outs / buy-ins in Europe<br />
(in EUR million)<br />
Amount Number<br />
200 000<br />
150 000<br />
100 000<br />
50 000<br />
0<br />
1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 <strong>2007</strong><br />
Until summer <strong>2007</strong> the private equity sector was also underpinned<br />
by the ample availability of cheap debt fi nancing, also<br />
from non-bank lenders like hedge funds and CLO funds. Figures<br />
from Standard & Poors LCD show that the average debt level in<br />
<strong>2007</strong> ran up to 6.1x EBITDA, compared with 4.2x EBITDA in<br />
2001-2002. In the summer months this ratio went as high as 7.0x<br />
EBITDA. Over the entire year a little more than 50 percent of the<br />
fi nanced LBOs had debt levels of over 6.0x EBITDA.<br />
At the same time credit quality continued to fall. Whereas in<br />
the fi rst half of 2004, 40 percent of buy-out debt had a B rating,<br />
this had risen by the fi rst half of <strong>2007</strong> to over 90 percent.<br />
When in August the fi rst problems surfaced on the US subprime<br />
mortgage market, demand for such debt paper collapsed like a<br />
house of cards. According to S&P LCD, European banks still had<br />
EUR 70 billion of such credit on their balance sheets at the start<br />
of <strong>2008</strong>. This is around half of the total volume of debt made<br />
available during the past year. In the past year a record amount<br />
of buy-out fi nancing was also provided. Until such time as this<br />
overhand has disappeared from the market, the credit climate<br />
will remain diffi cult and the availability of debt fi nancing will be<br />
limited. In such a climate we can expect to see fewer refi nancings<br />
and secondary buy-outs.<br />
The equity portion of the total acquisition price remained stable<br />
during the past year at a comfortable 34 percent of the acquisition<br />
price. With the fi nancing problems, this fi gure has increased to<br />
50 percent or more in a quarter of all transactions in the fi rst<br />
quarter of <strong>2008</strong>.<br />
At the end of <strong>2007</strong> the default rate stood at 0.6 percent, compared<br />
with 1.9 percent at the end of 2006. Although this may<br />
well increase in the course of the year, it remains well under the<br />
historical average of 3.8 percent.<br />
12 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
Divestments<br />
Divestments (at cost price) fell by 30 percent to EUR 23.3 billion.<br />
By way of preference, venture capital investments were divested<br />
via sales to industrial players, whilst in the case of buy-outs, sales<br />
to other private equity players dominated. Given the diffi cult credit<br />
climate it is very likely that the number of secondary transactions<br />
and refi nancings will decrease this year, which will weigh on the<br />
total divestment volume.<br />
Write-downs in Europe fell further to 2.0 percent of total divestments,<br />
the lowest fi gure ever. This level will probably rise again.<br />
IPOs<br />
As in recent years the IPO market in the USA remained historically<br />
weak with 235 IPOs, which together raised EUR 40.2 billion<br />
(2006: EUR 36.1 billion from 217 IPOs). In Europe too the<br />
number of IPOs remained stable at 694 (672 in 2006). The total<br />
amount raised in these IPOs fell slightly from EUR 65.7 billion to<br />
EUR 64.3 billion.<br />
Returns<br />
1 500<br />
1 200<br />
900<br />
600<br />
300<br />
Continental Europe: amount<br />
Europe (incl. UK): amount<br />
Continental Europe: number<br />
(right scale)<br />
Europe (incl. UK): number<br />
(right scale)<br />
Source | CMBOR - Barclays - Deloitte<br />
In the past year the sector was able to present excellent returns. In<br />
recent years the buy-out returns are signifi cantly above the longterm<br />
average. This short-term buy-out performance was driven in<br />
particular by transactions between 2002 and 2004, when prices<br />
were very attractive and fi nancing easy to come by. The long-term<br />
returns (over 10 and 20 years) exhibit on the other hand a greater<br />
stability, albeit at a very high level (around 16 percent).<br />
These buy-out returns are not yet infl uenced by the credit crisis,<br />
but certainly will be in future. As well as the negative impact on<br />
company results of an economic downturn, falling stock markets<br />
will also, thanks to the IFRS rules, also negatively impact portfolio<br />
valuations. This means that in the future returns will not only be<br />
lower, but will have to come more from operational improvements<br />
than from fi nancial engineering.<br />
For venture capital there was a slight reduction in short-term<br />
returns.<br />
Long-term yields for the total private equity sector remain quite<br />
stable and very high, which means that private equity remains<br />
attractive as a class of assets.
35000<br />
30000<br />
25000<br />
20000<br />
15000<br />
10000<br />
5000<br />
0<br />
Divestments and write-downs in Europe<br />
(in EUR million)<br />
1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 <strong>2007</strong><br />
IPOs: Europe versus the USA<br />
(investment companies excluded) (in EUR million)<br />
Amount Number<br />
8000<br />
7000<br />
6000<br />
5000<br />
4000<br />
3000<br />
2000<br />
1000<br />
0<br />
2001 2002 2003 2004 2005 2006 <strong>2007</strong><br />
Net IRR at 31 december <strong>2007</strong>*<br />
(in EUR million - provisional <strong>2007</strong> fi gures)<br />
Source | EVCA | Thomson Financial - provisional fi gures<br />
Net IRR at 31/12/<strong>2007</strong> 3 years 5 years 10 years 20 years<br />
Venture capital 4.4% 0.9% 1.8% 4.6%<br />
Buy-outs 21.9% 15.9% 16.6% 16.2%<br />
All private equity 17.1% 11.5% 11.5% 11.9%<br />
* Investment horizon return:<br />
IRR calculated using net asset value (NAV) as capital outfl ow at the start of the period,<br />
NAV at the end of the period and the actual intervening cash fl ows.<br />
800<br />
700<br />
600<br />
500<br />
400<br />
300<br />
200<br />
100<br />
0<br />
Source | EVCA<br />
Divestments<br />
Write-downs<br />
Europe: amount<br />
United States: amount<br />
Europe: number (right scale)<br />
Source | PwC - IPO Watch Europe<br />
United States: number (right scale)<br />
| 13
RESULTS<br />
<strong>Gimv</strong> posts net profi t of<br />
over EUR 160 million<br />
For the 12 months of the <strong>2007</strong>-<strong>2008</strong> fi nancial year, <strong>Gimv</strong> posted<br />
a net profi t (group share) of EUR 161.4 million. This compares<br />
with EUR 249.3 million for the extended 2006-<strong>2007</strong> fi nancial<br />
year (15 months). This profi t is strongly infl uenced by favourable<br />
divestments, with shareholdings sold above their most recent<br />
carrying values. On top of this comes also the favourable development<br />
in the value of the <strong>Gimv</strong> portfolio. Since the application<br />
of IFRS, <strong>Gimv</strong>’s profi t has been largely based on the evolution in<br />
the value of the portfolio, including both realised and unrealised<br />
value fl uctuations.<br />
Net realised capital gains in the <strong>2007</strong>-<strong>2008</strong> fi nancial year totalled<br />
EUR 128.1 million. Of this amount, 81 percent (EUR 103.8 million)<br />
came from the Corporate Investment activities (Belgium,<br />
Netherlands and Germany), 17 percent (EUR 21.9 million) from<br />
ICT and 2 percent (EUR 2.3 million) from Life Sciences.<br />
Net unrealised capital gains amounted to EUR 37.3 million. This<br />
breaks down into net unrealised capital gains of EUR 60.1 million<br />
on Corporate Investment activities, of EUR 0.2 million on the<br />
new activities, and negative contributions of EUR 21.6 million<br />
and EUR 1.4 million from Life Sciences and ICT respectively.<br />
Here it was primarily the listed shareholdings and the negative<br />
exchange rate effects which produced the negative value<br />
movements.<br />
14 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
Unrealised capital gains and losses together amount<br />
to EUR 37.3 million (in EUR million)<br />
Imminent sale<br />
Change in earnings<br />
First uplift<br />
Up-down rounds<br />
Change in value of third party funds<br />
Change multiples<br />
Other movements on<br />
unquoted investments<br />
Change in net fi nancial debt<br />
Currency effects<br />
Write-downs<br />
Change in listed portfolio<br />
-80 -70 -60 -50 -40 -30 -20 -10 0 1 20 30 40 50 60 70 80<br />
On top of this came an other operating result 1 of –EUR 9.4 million<br />
and a net fi nancial result of EUR 12.2 million, including<br />
EUR 4.7 million hedging results on USD-denominated assets.<br />
After deducting taxes (EUR 0.1 million) and minority interests<br />
1 Dividends, interest, management fees, turnover and other operating income, after<br />
deducting services and other goods, personnel costs, amortization of intangible<br />
assets, depreciation of property, plant and equipment and other operating costs.
(EUR 6.6 million), <strong>Gimv</strong> realised in the <strong>2007</strong>-<strong>2008</strong> fi nancial year<br />
a net profi t (group share) of EUR 161.4 million.<br />
Investments: 88 percent in direct investments<br />
and 91 percent in European companies<br />
<strong>Gimv</strong> invested in all EUR 234.9 million during the <strong>2007</strong>-<strong>2008</strong><br />
fi nancial year. Another EUR 70.6 million was invested by<br />
funds managed by <strong>Gimv</strong>. <strong>Gimv</strong> invested EUR 134.8 million in<br />
Corporate Investment (99.3 million in Belgium, 19.5 million in<br />
the Netherlands and 16.0 million in Germany), EUR 67.6 million<br />
in ICT, EUR 18.4 million in Life Sciences and EUR 14.0 million<br />
in new initiatives (Cleantech, Infrastructure and Corporate<br />
Investment France).<br />
53 percent of the total investment amount went to Belgium and<br />
39 percent to the rest of Europe. The remaining 9 percent was<br />
invested principally in the United States.<br />
The largest investments by business unit in <strong>2007</strong>-<strong>2008</strong> were<br />
Grandeco and Lintor-Verbinnen for Corporate Investment<br />
Belgium, Numac and TerStal for Corporate Investment<br />
Netherlands, and Alukon and VAG Armaturen for Corporate<br />
Investment Germany. During this same period ICT invested,<br />
6.6<br />
5.5<br />
11.4<br />
* 9 months<br />
8.2<br />
15.3<br />
20.7<br />
Recent investment history (in EUR million)<br />
6.4<br />
15.1<br />
31.0<br />
5.2<br />
15.4<br />
20.8<br />
17.9<br />
11.5<br />
9.9<br />
28<br />
12.9<br />
8.1<br />
28.9<br />
12.2<br />
24.2<br />
12.8<br />
17.8<br />
1H03 2H03 1H04 2H04 1H05 2H05 1H<br />
06/07<br />
1.7<br />
22<br />
29.1<br />
17.5<br />
89.0<br />
2H<br />
06/07*<br />
among others, in Metris and Telenet (conversion of warrants),<br />
while <strong>Gimv</strong> Life Sciences invested in Ablynx and Ambit<br />
Biosciences.<br />
Total direct investments amounted to EUR 205.7 million, of<br />
which EUR 93.4 million (40 percent) in the form of new investments<br />
and EUR 112.4 million (48 percent) of follow-up investments.<br />
12 percent of total investments (EUR 29.2 million) went<br />
to funds managed by third parties, in most cases in line with<br />
<strong>Gimv</strong>’s strategy of fi rst developing new activities and regions in<br />
conjunction with partners.<br />
31.4<br />
9.2<br />
31.9<br />
8.6<br />
48.7<br />
1H<br />
07/08<br />
39.2<br />
4.8<br />
35.7<br />
9.8<br />
86.1<br />
2H<br />
07/08<br />
Corporate Investment<br />
Life Sciences<br />
ICT<br />
New activities<br />
Funds under management<br />
| 15
RESULTS<br />
Securitized paper<br />
7%<br />
Funds 10%<br />
Bonds 4%<br />
Insurance products<br />
31%<br />
2-5 years<br />
17%<br />
3 months-2 years<br />
47%<br />
<strong>Gimv</strong>’s net treasury by product<br />
(512 EUR million)<br />
<strong>Gimv</strong>’s net treasury by maturity<br />
(512 EUR million)<br />
16 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
Bank deposits<br />
36%<br />
Dynamic cash<br />
management<br />
12%<br />
0-3 months<br />
36%<br />
EUR 380.7 million of divestments across the<br />
different business units<br />
During the <strong>2007</strong>-<strong>2008</strong> fi nancial year <strong>Gimv</strong> sold, among others, its<br />
shareholdings in Alfacam, Jensen Group, Dujardin Foods, DTS,<br />
Bever Zwerfsport, Geveke, Hebu, Holonite, Telenet, Business<br />
Architects and deVGen. In total <strong>Gimv</strong> sold shareholdings in an<br />
amount of EUR 380.7 million. 62 percent (EUR 237.4 million) of<br />
these divestments were undertaken in Corporate Investment, 35<br />
percent (EUR 133.3 million) in ICT and 3 percent (EUR 9.9 million)<br />
in Life Sciences companies, plus a further EUR 95.6 million<br />
of divestments by funds under management.<br />
These divestments were carried at 31 March <strong>2007</strong> at a total<br />
value of EUR 254.2 million. In addition the shareholdings sold<br />
by <strong>Gimv</strong> in <strong>2007</strong>-<strong>2008</strong> generated EUR 8.6 million of dividends,<br />
interest and management fees. In this way these sold shareholdings<br />
produced a total of EUR 389.3 million, or an uplift of<br />
53.1 percent (EUR 135.1 million) on their opening equity at<br />
31 March <strong>2007</strong> (valued at fair value in the limited consolidation)<br />
and 119.1 percent (EUR 211.6 million) above their original<br />
acquisition value of EUR 177.7 million, or a multiple of 2.2.<br />
Portfolio value rises to EUR 848.1 million<br />
The balance sheet total at 31 March <strong>2008</strong> amounted to<br />
EUR 1 394.0 million, of which EUR 848.1 million consisted of<br />
fi nancial assets. At the end of March <strong>2008</strong> <strong>Gimv</strong> had a net cash<br />
position of EUR 512.5 million. The graphs break down the cash<br />
position by product and by maturity.<br />
Equity rises further to EUR 1 327.6 million or<br />
EUR 57.28 per share<br />
The value of equity (group’s share) (replaces the former net<br />
asset value) at 31 March <strong>2008</strong> amounted to EUR 1 327.6 million,<br />
giving a value of EUR 57.28 per share. The growth in<br />
equity during the <strong>2007</strong>-<strong>2008</strong> fi nancial year plus the dividends of<br />
EUR 112.4 million paid out during the <strong>2007</strong>-<strong>2008</strong> fi nancial year<br />
mean that <strong>Gimv</strong> achieved a return on equity of 12.6 percent<br />
during <strong>2007</strong>-<strong>2008</strong>.
Business units<br />
Regions<br />
Corporate<br />
Investment<br />
Belgium<br />
Corporate<br />
Investment<br />
Germany<br />
Corporate<br />
Investment<br />
Netherlands<br />
<strong>Gimv</strong> pays total dividend of EUR 4.36 gross<br />
(EUR 3.27 net) per share<br />
The Board of Directors will be proposing to the Ordinary General<br />
Meeting of 25 June <strong>2008</strong> that the company declare a gross<br />
dividend of EUR 4.36 (EUR 3.27 net) per share in respect of<br />
the <strong>2007</strong>-<strong>2008</strong> fi nancial year. In December <strong>2007</strong> <strong>Gimv</strong> already<br />
paid an interim dividend of EUR 2.00 gross (EUR 1.50 net) per<br />
share, refl ecting the strong results achieved in the fi rst half of<br />
the year.<br />
Following the proposal of the Board of Directors it can be expected<br />
that on 3 July <strong>2008</strong> a closing dividend of EUR 2.36<br />
gross (EUR 1.77 net) per share will be made available for payment<br />
(coupon no. 15). This brings the gross dividend yield on<br />
the average share price for the <strong>2007</strong>-<strong>2008</strong> fi nancial year to<br />
9.0 percent.<br />
ICT Life<br />
Sciences<br />
New<br />
activities<br />
Belgium 333.3 - - 69.8 26.5 2.7 432.4<br />
France 8.3 0.9 - 34.7 29.0 4.7 77.5<br />
Germany 11.1 30.1 - 14.3 0.6 - 56.1<br />
Netherlands - - 111.2 17.9 6.1 - 135.2<br />
Rest of Europe 30.2 - - 10.1 21.1 - 61.5<br />
Europe (subtotal) 383.1 30.9 111.2 146.7 83.3 7.4 762.7<br />
United States - - - 13.2 56.3 8.0 77.5<br />
Rest of World 2.0 - - 5.9 - - 7.9<br />
Total portfolio 385.1 30.9 111.2 165.8 139.6 15.4 848.1<br />
Of which listed 59.8 - - 26.8 36.0 - 122.6<br />
Net treasury and other<br />
assets<br />
Equity group<br />
share<br />
Funds under<br />
management<br />
Breakdown of equity<br />
(at 31 March <strong>2008</strong> - in EUR million)<br />
30.0<br />
(ERF)<br />
480.0<br />
(HGG I & II)<br />
115.0<br />
(Halder IV)<br />
30.0<br />
(Arkiv ICT)<br />
25.0<br />
(BFV)<br />
135.0<br />
(DG Infra+)<br />
Total Net<br />
treasury<br />
and other<br />
assets<br />
479.4<br />
Equity<br />
group<br />
share<br />
1 327.6<br />
Signifi cant events after the balance sheet date<br />
In mid-May, <strong>Gimv</strong> sold its shareholding in Westerlund Group, a<br />
Belgian logistics company that specializes in wood products, to<br />
international investment and consulting fi rm Babcock & Brown.<br />
This sale adds EUR 9.2 million (EUR 0.40 per share) to the<br />
value of <strong>Gimv</strong>’s equity at 31 March <strong>2008</strong>.<br />
At the same time <strong>Gimv</strong> has made a follow-up investment of<br />
USD 7 million in CoreOptics, a German-US company in the<br />
optical networks sector. EUR 3 million has also been invested<br />
in Openbravo, a Spanish company that develops open-source<br />
ERP software.<br />
| 17
VALUATION<br />
AT GIMV<br />
Methods used and link with the development<br />
of fi nancial markets<br />
<strong>Gimv</strong> values its investment portfolio on a quarterly basis. This is done on the basis of the International Private<br />
Equity and Venture Capital Valuation Guidelines (IPEV). These valuation rules have been subscribed by around<br />
35 international organizations and are used worldwide in the private equity sector. These recommendations<br />
allow the general and theoretical IFRS accounting rules to be adapted to the specifi c worlds of private equity<br />
and venture capital.<br />
These accounting rules start from the principle that the portfolio<br />
value should represent the fair value. This is the value at which<br />
the investment could be sold, at the particular point in time, in<br />
a voluntary sale. Forced sale or liquidation prices cannot be<br />
used as a basis for valuation. This means that the portfolio valuation<br />
can vary from one quarter to the next in line with market<br />
circumstances.<br />
Determining the fair value of a listed company in the portfolio<br />
is in principle a simple matter. This value is the listed price of<br />
the enterprise at the reporting date, multiplied by the number of<br />
shares owned by <strong>Gimv</strong>. This stock market value has to be used<br />
for valuation purposes, even if <strong>Gimv</strong> would be unwilling to sell at<br />
that price. In the past fi nancial year, 17 percent of the portfolio<br />
consisted of listed companies. In this way fl uctuations in the<br />
stock market and in the price on reporting date immediately<br />
impact the valuation of the <strong>Gimv</strong> portfolio.<br />
The majority of the portfolio consists of unlisted shareholdings.<br />
As these enterprises lack listed prices, an alternative valuation<br />
method is called for. It is here that the IPEV guidelines are of<br />
great importance. For investments less than one year old, the<br />
original investment cost is retained as the most relevant valuation,<br />
except if clear indications exist of revaluation during this<br />
fi rst year. At the end of March <strong>2007</strong>, 7 percent of the <strong>Gimv</strong><br />
portfolio was valued at original investment cost.<br />
18 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
In the case of buy-outs and growth capital investments, <strong>Gimv</strong><br />
generally looks for a group of comparable listed companies as<br />
a reference. An average of the valuation multiples of this group<br />
is then used to estimate the value of the unlisted shareholding.<br />
In many cases this valuation is further corrected with a discount<br />
to refl ect the more limited liquidity of unlisted shareholdings.<br />
In this way a market-related valuation is obtained, and a link<br />
created between value development on capital markets and<br />
the valuation of the unlisted shareholdings. This explains why<br />
unlisted shareholdings, even if they are doing well, can be the<br />
subject of negative valuation corrections on falling markets. At<br />
the end of March <strong>2008</strong>, <strong>Gimv</strong> valued 31 percent of its portfolio<br />
in this way. Given that this valuation is totally independent of the<br />
original investment costs and fl uctuates with capital markets, it<br />
is possible that, on sale, a capital loss is obtained against the<br />
most recent carrying value, and at the same time an attractive<br />
capital gain in comparison with the original investment costs.<br />
Many companies that are fi nanced with venture capital are still<br />
at the starting phase and develop unique products. For this<br />
reason it is impossible in most cases to put together a reference<br />
group of listed companies. The most objective way of valuing<br />
such technology starters is therefore to use the value of the<br />
latest fi nancing round for the shareholding in question. At <strong>Gimv</strong>,<br />
17 percent of the portfolio is valued in this way.
When, in the case of a potential sale of a shareholding, indications<br />
exist as to the price at which this shareholding will be<br />
sold, then this indication is used for estimating the value of<br />
the shareholding. At the end of March <strong>2008</strong>, 13 percent of the<br />
<strong>Gimv</strong> portfolio was valued in this way. This extraordinary high<br />
percentage was due to the ongoing negotiations on the sale of<br />
Westerlund.<br />
Portfolio loans are valued at nominal value (in certain cases<br />
including capitalized interest), providing that the interest rate is<br />
in line with the market interest rate for similar investments.<br />
The graph below gives the various methods used by <strong>Gimv</strong> for<br />
valuing its portfolio. It shows that <strong>Gimv</strong> values its portfolio in a<br />
balanced and professional manner.<br />
Other (a.o.<br />
exit valuation)<br />
13%<br />
Loans 15%<br />
Value latest<br />
fi nancing round<br />
17%<br />
Portfolio according to valuation method<br />
(31/3/<strong>2008</strong>) - fund investments excluded<br />
Investment cost<br />
7%<br />
Multiple 31%<br />
Listed 17%<br />
| 19
BUY-OUTS<br />
AND GROWTH<br />
CAPITAL<br />
Corporate Investment encompasses two<br />
activities: buy-out fi nancing and the provision of<br />
growth capital. In a buy-out a new shareholder<br />
structure is created, with <strong>Gimv</strong> taking a majority<br />
stake in the company, on its own or with other<br />
private equity players. <strong>Gimv</strong> provids growth<br />
capital by taking minority shareholdings that<br />
do not fundamentally change a company’s<br />
shareholder structure.<br />
<strong>Gimv</strong> has four local teams within Corporate Investment:<br />
Corporate Investment Belgium, Corporate Investment<br />
Netherlands, Corporate Investment Germany and Corporate<br />
Investment France. Teams’ knowledge of their local markets<br />
enables them to optimally judge opportunities in the light of the<br />
particularities of the countries in which they operate. Through<br />
their local presence they are also close to the entrepreneurs<br />
in their portfolio companies. Finally they can also avail of the<br />
group’s international knowledge and experience.<br />
<strong>Gimv</strong> also manages funds that invest in Central and Eastern<br />
Europe. Its partnership with KBC Private Equity in new Eagle<br />
Capital Partners also confi rms <strong>Gimv</strong>’s interest in being structurally<br />
active on this market and in further extending its presence,<br />
based on its existing successful investment activities in the<br />
Russian market.<br />
20 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
Corporate investment portfolio according to<br />
geographic distribution<br />
(based on portfolio value at 31/03/<strong>2008</strong> - excl. Barco)<br />
Rest of Europe<br />
6 %<br />
Germany 9 %<br />
Netherlands s<br />
23 %<br />
France 3 %<br />
Corporate investment portfolio according<br />
to stage of development<br />
(based on portfolio value at 31/03/<strong>2008</strong> - excl. Barco)<br />
Private equity funds s<br />
15 %<br />
PIPE transactions s<br />
1 %<br />
MBO/MBI B BI<br />
47 %<br />
Rest of the world<br />
1 %<br />
Belgium<br />
58%<br />
Early Ea y stage 1 %<br />
Growth<br />
fi nancing<br />
12 122<br />
%<br />
Secondary Seecond<br />
transactions transac<br />
24 %
<strong>Gimv</strong> takes 86 percent holding<br />
WALL COVERING SPECIALIST GRANDECO READY FOR GROWTH<br />
Grandeco has clearly grasped that wallpaper is once again in. As well as traditional patterns, Grandeco also produces contemporary<br />
and hip motifs which are proving popular with consumers. Its wallpaper is also easier to fi x to the wall, which is an attractive<br />
advantage for DIYers.<br />
Grandeco, a former division of West Flemish carpet giant Balta, wants to travel an independent course in order to take better<br />
advantage of market opportunities. Grandeco has 10 percent of the European market, with leadership positions in France and<br />
in the Benelux. The intention is to maintain this position and to grow in Eastern Europe, where wallpaper imports are growing<br />
by 20 percent a year. The company is looking for further growth by a constant focus of quality products and modern creations.<br />
Nor does the company exclude growth through acquisitions. Finally, Grandeco is seeking to improve its profi tability by optimally<br />
coordinating the processes in its two production facilities.<br />
Corporate Investment Belgium<br />
For Corporate Investment Belgium, <strong>2007</strong> saw a very healthy and varied dealfl ow. The investment team<br />
completed buy-outs in Acertys, Le Cobourg, Grandeco and Lintor-Verbinnen and provided growth capital to<br />
Verhaeren. The business unit is also seeking to profi le itself as a mezzanine capital provider, as illustrated by<br />
its investment in VAG Armaturen.<br />
The Belgian private equity market remained strongly competitive<br />
in <strong>2007</strong>. Not only were local players particularly active, but<br />
<strong>Gimv</strong>’s counterparts from the Netherlands, the United Kingdom<br />
and France exhibited considerable interest in Belgian deals. This<br />
increased competition and valuations, as elsewhere in Europe.<br />
The team reacted to this situation with more creative deals and<br />
by supporting a more active buy and build strategy in different<br />
portfolio companies. With the slowing of the economy and the<br />
credit crisis, the team expects that valuations will fall in <strong>2008</strong> to<br />
more conservative levels, potentially providing new and interesting<br />
investment opportunities.<br />
The Belgian private equity market showed to be very healthy<br />
in <strong>2007</strong> with private equity investments in Belgium totalling<br />
EUR 2 billion versus EUR 1.4 billion in 2006. The investment<br />
volume in larger deals is expected to reduce in <strong>2008</strong>, now that<br />
banks have become more reticent towards fi nancing these<br />
transactions, but this development can be expected to be<br />
less strong in the small transactions and midcap deals market<br />
segment.<br />
Investment focus<br />
Corporate Investment Belgium aims to invest in small to mediumsized<br />
companies with enterprise values of up to EUR 125 million.<br />
During the past year <strong>Gimv</strong> invested on average in slightly<br />
larger deals in this market segment.<br />
As well as buy-outs and providing growth capital, the team is<br />
concentrating in extending mezzanine activities. This mezzanine<br />
fi nance can be used both as growth fi nancing and in buy-out<br />
transactions, alone or in cooperation with private equity funds<br />
with which <strong>Gimv</strong> collaborates.<br />
INVESTMENTS<br />
In <strong>2007</strong>-<strong>2008</strong> Corporate Investment Belgium invested<br />
EUR 99.3 million, of which EUR 72.7 million in new investments<br />
and EUR 18.4 million in follow-on investments. To meet earlier<br />
commitments, its also invested EUR 8.2 million in third party<br />
private equity funds.<br />
Acertys Group<br />
www.acertys.com<br />
Acertys sells, distributes and acts as an integrator of high tech<br />
medical apparatus. With its own team of technical specialists,<br />
Acertys provides specifi c user training. The group also supplies<br />
technical equipment to fi refi ghting, police, defence and civil<br />
defence services and distributes medical consumables to hospitals,<br />
homes for the elderly and fi rst aid services. Acertys came<br />
into being in <strong>2007</strong> through the merger of Meda, Vandeputte<br />
| 21
BUY-OUTS<br />
AND GROWTH<br />
CAPITAL<br />
Medical BV and Vandeputte Medical & Security NV. The merger<br />
of these Belgian and Dutch companies allows the company to<br />
guarantee outstanding service and at the same time remain<br />
a trusted proximity partner to its customers. Acertys employs<br />
185 people. With sales of almost EUR 44 million the group has<br />
a leading market position in the Benelux. Corporate Investment<br />
Belgium and the Life Sciences business units have together<br />
taken a majority interest in this new group.<br />
Grandeco<br />
www.grandecogroup.com<br />
As one of Europe’s top fi ve wall covering producers, Grandeco<br />
produces mainly high quality vinyl wallpaper, sold both under<br />
its own brands (including Ideco and Grantil) and under private<br />
label. The enterprise is well known for the quality of its products<br />
and services, its state-of-the-art machinery and its experienced<br />
management team with a strongly innovative focus. Grandeco, a<br />
spin-out of the Balta Group, has production facilities in Belgium<br />
and France and a distribution centre in the United Kingdom.<br />
Last year its almost 500 employees achieved sales of over<br />
EUR 80 million. Together with <strong>Gimv</strong>, that in <strong>2007</strong> acquired an<br />
86 percent majority holding, Grandeco is looking to expand in<br />
the high value segment of the wallpaper market. A particular<br />
target here is the further penetration of the Eastern European<br />
market.<br />
Le Cobourg<br />
www.lecobourg.be<br />
Le Cobourg, founded in 1994, is a medium-sized producer of<br />
fresh-chilled salad spreads. These salads, consisting of fi sh,<br />
meat, chicken and/or vegetables, are distributed to butchers,<br />
delicatessen counters, snackbars and catering companies. Le<br />
Cobourg started as a catering company in Brussels and expanded<br />
into a quality player in the salad spreads market. In<br />
October <strong>2007</strong>, <strong>Gimv</strong> took a 90 percent holding in the company.<br />
Le Cobourg intends to continue its organic growth, but also<br />
wants to grow through acquisitions. This it illustrated with its<br />
add-on acquisitions of DC Products and Euro-Tomat. The new<br />
combination has 95 employees and consolidated sales of nearly<br />
EUR 13 million.<br />
22 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
Lintor-Verbinnen<br />
www.lintor.be<br />
Lintor-Verbinnen is the largest chicken processor in Belgium.<br />
The group consists of a chicken slaughterhouse (Lintor) and a<br />
processor and packer of a wide range of fresh chicken products<br />
(Verbinnen). The company is unique in being vertically<br />
integrated, with slaughtering, preparation, packaging as well as<br />
processing of the slaughter waste on a single site. A workforce<br />
of almost 400 and consolidated sales of over EUR 100 million<br />
make it a medium-sized player on the European market. In recent<br />
years the group has grown by an average 10 percent a year.<br />
As well as continuing its organic growth, Lintor is also aiming to<br />
acquire complementary companies. In January <strong>2008</strong> <strong>Gimv</strong> took<br />
an 80 percent shareholding in Lintor-Verbinnen.<br />
Verhaeren<br />
www.verhaeren.be<br />
Verhaeren is one of the fastest growers on the Belgian market for<br />
roadbuilding, asphalting and drainage work. This road-builder<br />
focuses on public works (laying roads, squares, drainage, earthmoving<br />
and surfacing) in Brussels and Flemish Brabant, but<br />
also private infrastructure works (parking garages, sports tracks,<br />
preparation of building plots). The group distinguishes itself on<br />
this market through its vertical integration, covering surfacing,<br />
production of its own materials, waste processing, recycling<br />
and transport. Between 1997 and <strong>2007</strong> the Verhaeren Group<br />
grew by an average 18 percent a year. With sales of around<br />
EUR 38 million and 165 employees, the Verhaeren Group is a<br />
medium-sized player on the Belgian, market. <strong>Gimv</strong> has taken a<br />
30 percent holding and is making additional resources available<br />
for further growth.
<strong>Gimv</strong> accompanies growth through buy-and-build<br />
GASCO, ACCENT AND LE COBOURG STRENGTHEN THEMSELVES WITH ACQUISITIONS<br />
<strong>Gimv</strong> is helping the companies in which it has shareholdings to grow through buy-and-build. In this way they can increase market<br />
share and profi tability and realize operating process synergies.<br />
In <strong>2007</strong> <strong>Gimv</strong> invested in Gasco Group, a distributor of industrial gases. After <strong>Gimv</strong>’s entry, Gasco acquired in autumn <strong>2007</strong> British<br />
company SWM which distributes air conditioners in the United Kingdom. This activity dovetails perfectly with the cooling gases and<br />
cooler components that Gasco sells. Gasco’s objective is to become Europe’s largest independent distributor of cooling technology<br />
products. Gasco has facilities in the Benelux, the UK, France, Germany and Ireland, and is planning further acquisitions in the<br />
highly fragmented European market.<br />
Buy-and-build is also the motto of Accent Jobs for People, the Flemish temping agency in which <strong>Gimv</strong> invested in 2006. Accent<br />
has 80 offi ces in Belgium, eight in the Netherlands and one in France. Its acquisition of its Spanish counterpart Grupo Activa<br />
gives Accent access now to the Spanish market. With ten offi ces, Grupo Activa is the market leader in the Valencia region. With<br />
its acquisition of Intervention, Accent has also doubled its number of offi ces in the Netherlands. With today just over a hundred<br />
offi ces, Accent is shooting for a network of two hundred offi ces by 2012.<br />
Portfolio company Le Cobourg, a producer of salad spreads, also acquired two Belgian counterparts, DC Products and Euro-Tomat.<br />
DC Products makes private label salad spreads; Euro-Tomat produces sauces and salads under the Salsa brand. The acquisition of<br />
these smaller family enterprises gives Le Cobourg, under its new name of Salsa Food Group, various scale benefi ts.<br />
MEZZANINE-FINANCIERING<br />
VAG Armaturen<br />
www.vag-armaturen.com<br />
VAG Armaturen produces and distributes industrial valves and<br />
accessories for the water provision and sewage treatment industries.<br />
VAG Armaturen products are used fi rst of all in water<br />
treatment stations, hydroelectric stations, locks and dams. In<br />
the 130 years since it was founded in 1872, VAG has gathered<br />
extensive knowhow in its fi eld. Apart from its main facility in<br />
Mannheim, VAG also has plants in the Czech Republic, China<br />
and India, as well as sales offi ces in Chile and Poland and an<br />
extensive distribution network. In <strong>2007</strong> its workforce of 850<br />
achieved sales of over EUR 100 million. <strong>Gimv</strong> provided VAG<br />
with part of the mezzanine fi nancing (EUR 11 million) for the<br />
management buy-out led by the Halder-GIMV Germany Fund<br />
(see pages 34-35).<br />
MAIN FOLLOW-ON INVESTMENT<br />
Accent Jobs for People<br />
www.accent.be<br />
In 2006 <strong>Gimv</strong> became a minority shareholder (33.33 percent)<br />
in Accent Jobs for People. This fast-growing Belgian temping<br />
agency acts as the holding company for various specialist offi<br />
ces, including Accent Select Services (managers and white<br />
collars), Accent Industry Services (blue collars and technical<br />
personnel), Accent Financial Forces (fi nancial sector) and<br />
Accent Construct (building sector). Accent was founded in<br />
1995, and in just over ten years has acquired a major position<br />
on the Belgian temporary labour market.<br />
In <strong>2007</strong> its workforce of 350 achieved sales of over EUR 125 million.<br />
This makes Accents undoubtedly one of the top ten Belgian<br />
temping agencies. This year it will be continuing its active<br />
expansion policy by opening new offi ces in Belgium and the<br />
Netherlands. In January this year Accent took its fi rst steps<br />
on the Spanish market by acquiring a Spanish counterpart,<br />
Grupo Activa, followed at the end of March by the acquisition<br />
of Intervention, doubling the number of Accent offi ces in the<br />
Netherlands.<br />
FUND INVESTMENT<br />
Lyceum Capital II<br />
www.lyceumcapital.co.uk<br />
Lyceum Capital concentrates on buy-outs of medium-sized<br />
companies in the United Kingdom. As in Lyceum’s fi rst fund,<br />
<strong>Gimv</strong> is again one of the largest investors. <strong>Gimv</strong> provided<br />
GBP 21 million (EUR 28 million) to this fund, which managed<br />
to collect a total of GBP 255 million. The fi rst fund, in which<br />
<strong>Gimv</strong> invested EUR 75 million, was a big success, with an IRR<br />
of 44 percent on the realized divestments.<br />
DIVESTMENTS<br />
DTS<br />
www.dtselec.fr<br />
DTS (Drilling Technical Supplies), founded in 1983, produces<br />
and sells electrical material and lighting for explosive and corrosive<br />
environments, including lighting fi ttings, control panels<br />
and safety electricity boxes.<br />
| 23
BUY-OUTS<br />
AND GROWTH<br />
CAPITAL<br />
DTS is the market leader in France, but two-thirds of sales are<br />
for export. This makes it one of the three large independent<br />
manufacturers in the European market, with sales points in over<br />
25 countries across the world. DTS customers are mainly in the<br />
petrochemical sector. The company has annual sales of over<br />
EUR 10 million and around 50 employees. <strong>Gimv</strong> entered DTS<br />
in 2000 through a management buy-in. Together with other<br />
investors, <strong>Gimv</strong> sold its holding to Thomas & Betts Corporation,<br />
a listed US producer of electrical components for the building,<br />
industrial and utilities sectors.<br />
Dujardin Foods<br />
www.dujardin-foods.com<br />
Dujardin Foods is a leading European producer of private label<br />
deep-frozen vegetables. With two production plants in Belgium,<br />
and one each in France, Spain and the United Kingdom,<br />
Dujardin Foods products are distributed in over sixty countries<br />
across the world. With its 700 employees, Dujardin sticks to<br />
its motto of “Food you can trust”. The availability, safety and<br />
quality of the existing range are the subject of expert care, as<br />
is the development of new products. In 2000 <strong>Gimv</strong> provided<br />
growth capital in exchange for a 12 percent shareholding. In the<br />
seven years of <strong>Gimv</strong>’s presence in the company, Dujardin Foods<br />
increased its processing volume from 100 000 to 180 000 tons.<br />
Sales of more than EUR 170 million today place Dujardin among<br />
the top three in its sector. <strong>Gimv</strong> sold its stake to the Dutch<br />
company NPM Capital.<br />
24 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
Jensen Group<br />
www.jensen-group.com<br />
Jensen Group, formerly Laundry Systems Group, is one of<br />
the largest producers of professional laundry systems. This<br />
Belgian-Danish group has a very extensive product offering,<br />
from transport and processing systems, tunnel washers, laundry<br />
sorters, feeders and folders to total project management for<br />
industrial laundries. Jensen Group has facilities in 11 countries<br />
and distribution networks in more than 80. Through its local<br />
presence Jensen in different countries seeks to adapt its knowledge<br />
to local needs. Customers include textile hire companies,<br />
industrial laundries, central hospital laundries and hotel and<br />
cruise ship laundries. Worldwide the company employs more<br />
than 900 people. <strong>Gimv</strong> sold its remaining 15.75 percent holding<br />
in this listed company through a secondary transaction.<br />
PARTIAL DIVESTMENTS<br />
Alfacam<br />
www.alfacamgroup.com<br />
Since being founded in 1987, Alfacam has grown into a major<br />
supplier of TV services to numberless European TV stations<br />
and production houses. The company operates out of Belgium<br />
and is also represented in France and Germany. By winning the<br />
contract for the Beijing <strong>2008</strong> Olympics, Alfacam strengthened<br />
its position as the leading European player in outside broadcasting<br />
facilities. Alfacam wants to strengthen its position in the high<br />
end segment of its market by strong expansion outside Europe<br />
and by investing in wireless high defi nition services. In March<br />
<strong>2008</strong> Alfacam opened a subsidiary in Italy to strengthen its<br />
position in the Mediterranean area. In <strong>2007</strong> the group achieved<br />
a turnover of EUR 30 million. <strong>Gimv</strong> sold down part of its interest<br />
when Alfacam was introduced onto Euronext Brussels in May<br />
<strong>2007</strong>. At the end of the fi nancial year, <strong>Gimv</strong> still held more than<br />
3 percent of the capital.<br />
Lyceum Capital I<br />
www.lyceumcapital.co.uk<br />
Lyceum Capital concentrates on buy-outs of medium-sized<br />
companies in the United Kingdom. Lyceum Capital I is a<br />
EUR 300 million buy-out fund. Following the sale of certain<br />
portfolio companies, investors were repaid a part of their investments.<br />
The fund is proving highly successful with an IRR of<br />
44 percent on realized divestments.
GIMV OFFERS CREDIBILITY<br />
ALFACAM GROWS EXPONENTIALLY<br />
WITH GIMV SUPPORT<br />
In 1998 Alfacam CEO Gabriel Fehervari negotiated for fi nancing<br />
with various venture capital providers. The choice fi nally fell on<br />
<strong>Gimv</strong>. More than ten years later both parties are still working together.<br />
Alfacam delivers TV facilities and services to broadcasters<br />
and production houses across the world. Sales have moved<br />
up from around EUR 2 million in 1998 to almost EUR 30 million<br />
in <strong>2007</strong>, whilst gross margin has also risen by a double-digit<br />
factor. CEO explains a rarely equalled success story.<br />
How did the cooperation between Alfacam and <strong>Gimv</strong><br />
come about?<br />
“Initially we were very sceptical towards external fi nancing, but<br />
<strong>Gimv</strong> had the patience to stay with us and allow trust to grow.<br />
<strong>Gimv</strong> was also the only investor that saw the potential of our<br />
product range and business model. Despite Alfacam’s initial<br />
small size, <strong>Gimv</strong> believed in us. After a period of getting to know<br />
us and negotiating, it came in as a shareholder in 1998, with<br />
board representation.”<br />
Gabriel Fehervari - CEO Alfacam<br />
Let’s fast forward ten years and an IPO. What were<br />
the high points in this period?<br />
“The IPO in <strong>2007</strong>, in which <strong>Gimv</strong> supported us, was obviously a<br />
milestone. <strong>Gimv</strong>’s good name in the market obviously played to<br />
our advantage, leading to attractive valuations. <strong>Gimv</strong> is positively<br />
perceived in the market by banks, suppliers, government authorities<br />
and customers: its name is synonymous with credibility.<br />
For any entrepreneur this is a major asset. For <strong>Gimv</strong> too the<br />
stock market introduction provided nice capital gains. In this<br />
sense the cooperation has been a win-win relationship.”<br />
Do you attach value to the know-how that <strong>Gimv</strong> can<br />
transfer?<br />
“The <strong>Gimv</strong> representative in our board of directors plays a very<br />
valuable role in Alfacam’s growth. He has followed the company’s<br />
development from the start. When necessary we could<br />
always count on a subtle form of coaching in important business<br />
and strategic decisions. Not obtrusive, but to the point and at<br />
the right moment. This may sound exaggerated, but over the<br />
past ten years we have never made a decision we have lived to<br />
regret. <strong>Gimv</strong> also gave us valuable support with legal matters,<br />
like the decisions to purchase buildings and the like.<br />
How will cooperation evolve in the future?<br />
“We hope that <strong>Gimv</strong> will remain a shareholder in Alfacam for a<br />
long time to come. The feedback from its representative in the<br />
board of directors is of great value for the company. By bringing<br />
Hugo Vandamme onto our board, <strong>Gimv</strong> is also allowing us to<br />
share in a valuable network of relationships. This is good for<br />
our reputation.”<br />
| 25
BUY-OUTS<br />
AND GROWTH<br />
CAPITAL<br />
INVESTMENTS IN CENTRAL AND<br />
EASTERN EUROPE<br />
<strong>Gimv</strong> has been active in the Russian market since 1996, where,<br />
via the management company Eagle Venture Partners, it has invested<br />
USD 104 million in 31 shareholdings. With an investment<br />
in the BASK outdoor chain and an investment commitment for<br />
soy producer PTI, the Eagle Russia Fund launched in 2006 is<br />
now nearly fully invested, with USD 27 million in four shareholdings.<br />
At the start of <strong>2008</strong>, <strong>Gimv</strong> concluded a partnership with<br />
KBC Private Equity for private equity investments in Russia.<br />
The Russian market has seen average growth of over six percent<br />
a year since 2000. Within a few years Russia has grown into<br />
the world’s tenth largest economy. Russian consumers measure<br />
themselves against Western living standards, are very confi dent<br />
in the market and have high spending patterns. This offers interesting<br />
investment possibilities in the fast-growing consumer<br />
and services sectors.<br />
In 2006, USD 1.5 billion of new funds were collected, bringing<br />
the total capitalization of the private equity industry in Russia to<br />
USD 6 billion. Is it generally assumed that the strong growth in<br />
this sector continued last year. All investment stages, from early<br />
stage to buy-out, are represented here. Russia is becoming increasingly<br />
a fully-fl edged venture capital market. This growth<br />
will very likely continue and competition between venture capital<br />
suppliers will increase. For the time being, however, valuations<br />
remain very attractive.<br />
Investment focus<br />
<strong>Gimv</strong> and KBC Private Equity will be investing in medium-sized<br />
mature companies in Russia via their joint venture Eagle Capital<br />
Partners. Investee companies preferably operate in fast-growing<br />
sectors like food and drink, leisure, personal care, telecommunications,<br />
pharmacy and building construction. Initially the accent<br />
will be on taking minority interests.<br />
In the <strong>2007</strong>-<strong>2008</strong> fi nancial year the existing Eagle Russia Fund<br />
made a new investment in BASK. Shortly after the closing of<br />
the fi nancial year followed the investment in PTI. These two<br />
investments, together representing USD 14 million, bring the<br />
total invested amount to USD 27 million, and making the fund<br />
almost fully invested.<br />
26 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
BASK<br />
www.bask.info<br />
BASK Group is the Russian market leader in outdoor clothing<br />
and equipment. The group produces and sells clothing and accessories<br />
under two proprietary brands, BASK and LMA, as<br />
well as distributing internationally well-known brands. BASK<br />
has its own chain of fi ve stores in Moscow and one in Nizhni<br />
Novgorod and is looking to expand to other cities. The Eagle<br />
Russia fund entered BASK in October <strong>2007</strong> with a shareholding<br />
of 43 percent.<br />
PTI<br />
PTI is a leading Russian producer of soy products, herbs<br />
and spices. These products are intended for food processing<br />
companies in Russia and countries like Azerbaijan, Georgia,<br />
Ukraine and Belarus. The company has twenty distribution<br />
centres across these countries. PTI sells both its own brands<br />
and imported products. The company’s 2000 customers are<br />
mainly patisseries and companies in the meat, dairy and soft<br />
drink industries. At the start of <strong>2008</strong> Eagle Russia Fund invested<br />
in PTI along with Troika Capital Partners, the private equity fund<br />
of Troika Dialog, one of Russia’s largest merchant banks. 21 percent<br />
is now owned by the Eagle Russia Fund.
Joint venture of network and experience<br />
GIMV AND KBC PE INVEST IN RUSSIA’S BLOSSOMING CONSUMER MARKET<br />
<strong>Gimv</strong> has concluded a partnership with KBC Private Equity to invest together in the Russian market. <strong>Gimv</strong> and KBC PE have<br />
attractive complementary experience in Central and Eastern Europe. <strong>Gimv</strong> can look back on more than twelve year’s experience in<br />
the eastern European market, including funds in Russia and Kazakhstan. For <strong>Gimv</strong> this partnership represents a follow-on to the<br />
Eagle Russia Fund that was introduced in 2006. KBC PE, for which Central Europe is its second home market, is also continuing to<br />
build in known territory, with offi ces in the Czech Republic, Hungary, Poland and Romania. KBC Bank also recently acquired<br />
Russia’s Absolut Bank. The cooperation runs via a new company, Eagle Capital Partners, which is acting as an investment<br />
consultant.<br />
Each partner plans to invest EUR 10 million a year, bringing the two partners’ total investment over an initial three-year period to<br />
EUR 60 million. The focus is on investments in medium-sized Russian companies in sectors offering good prospects thanks to<br />
growing consumption and rising living standards: food and drink, personal care, leisure, building construction, packaging, pharma,<br />
retailing, telecoms and engineering. The local investment team consists of eight Russian and Western European professionals which<br />
have already been cooperating successfully for several years.<br />
<strong>Gimv</strong> also manages two funds for the Czech Republic and<br />
Slovakia. Both funds were set up in 2000 and are now in the<br />
divestment phase.<br />
EUR 15 million of <strong>Gimv</strong> Czech Ventures’ capital of EUR 20.5 million<br />
has been committed by <strong>Gimv</strong>. Other investors are Fortis<br />
Private Equity and AIG Global Investment Corporation. The latter<br />
company entered the capital at the end of 2005 by buying<br />
out Dresdner Kleinwort Wasserstein (now Allianz Private Equity<br />
Partners).<br />
The second fund, GIMV Czech & Slovak SME Fund, has <strong>Gimv</strong><br />
Czech Ventures and the EBRD as its shareholders. Both have<br />
committed EUR 6 million. Two shareholdings were sold during<br />
the past fi nancial year: TNS, which produces parts for the<br />
automobile industry, and Novesta, a manufacturer of rubber<br />
boots. <strong>Gimv</strong> Czech & Slovak SME Fund is certain to produce<br />
a positive return on liquidation. For <strong>Gimv</strong> Czech Ventures this<br />
is less certain.<br />
Finally, <strong>Gimv</strong> also has a holding in Nova Polonia, a Polish fund set<br />
up in 2000. <strong>Gimv</strong> has a commitment for around EUR 10.5 million<br />
out of a total capital of EUR 58 million. The fund is fully<br />
invested and is now in the divestment stage. Thanks to a small<br />
number of successful exists, including the sale of local energy<br />
producer Praterm in early <strong>2008</strong>, this fund will provide <strong>Gimv</strong> with<br />
an attractive return.<br />
| 27
BUY-OUTS<br />
AND GROWTH<br />
CAPITAL<br />
Corporate Investment Netherlands<br />
Corporate Investment Netherlands can look back on a very active year. With eleven investments and<br />
divestments, the business unit was one of the most active venture capital providers on the Dutch market. Two<br />
new investments, Numac Groep and TerStal, were added to the Dutch <strong>Gimv</strong> portfolio. With the buy-out of<br />
the newspaper publishers, <strong>Gimv</strong>’s 15 percent shareholding in press agency ANP has grown into a substantial<br />
minority interest.<br />
The investment team took advantage of the attractive climate<br />
for exits to sell various holdings, including Holonite, Bever<br />
Zwerfsport, Geveke and HEBU, at attractive returns. Finally, two<br />
sales took place from the Halder Investments IV portfolio.<br />
The market was marked by rising prices. The importance of<br />
auctions, which increase competition and place upward pressure<br />
on prices, has increased. <strong>Gimv</strong> remains very cautious in<br />
this price spiral and focuses on attractive niche companies with<br />
growth potential and strong management teams.<br />
Whereas in <strong>2007</strong> very strong results were still available, prospects<br />
for <strong>2008</strong> are somewhat more subdued. The transaction<br />
fl ow may still be large enough, but with the somewhat more<br />
diffi cult economic circumstances investors will be very apprehensive<br />
of paying too high prices. The cost of bank fi nancing<br />
rose a bit in the course of <strong>2007</strong>, with slightly lower levels of<br />
fi nancing in certain sectors.<br />
28 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
Investment focus<br />
Corporate Investment Netherlands targets small and mediumsized<br />
niche companies. The company also pays attention to<br />
growth companies.<br />
One feature which stands out is the signifi cant number of add-on<br />
acquisitions made by companies in the portfolio. In <strong>2007</strong>-<strong>2008</strong>,<br />
for example, BMC acquired research and consultancy bureau<br />
SGBO, and Borgers Groothandel in Groenten en Fruit was acquired<br />
by De Groot International. LowLand Fashion and TerStal<br />
also went actively on the acquisition path.<br />
In <strong>2007</strong>-<strong>2008</strong>, Corporate Investment Netherlands invested<br />
EUR 19.5 million, of which 14.3 million in two new<br />
shareholdings.
<strong>Gimv</strong> majority shareholder in TerStal<br />
FASHION CHAIN TERSTAL WRITES STRATEGIC SUCCESS STORY<br />
With targeted acquisitions and a successful strategy change, fashion chain TerStal has considerably extended its store network in<br />
the Netherlands over the past ten years. Management of the fashion house, which now has just over 170 outlets, wants to extend<br />
the group further to between 250 and 300 stores.<br />
In the 70s and 80s the company operated a low price strategy. In the mid-90s the company made a strategic sea-change. The<br />
stores were made more attractive and inviting, with a profi le that set TerStal clearly apart from the discount chains. Along with this<br />
TerStal introduced its own design department. Production of its own designs in Asia is actively controlled by the fashion house.<br />
TerStal directs its collections at the entire family, responding to consumers’ need to dress distinctively and attractively at reasonable<br />
prices. The range offered in the shop is wide, but not deep. For each clothing item just a few garments in each size are hung<br />
out, and the main items are changed every four weeks. TerStal’s own collections are supplemented by offerings from high quality<br />
importers.<br />
INVESTMENTS<br />
Numac Groep<br />
www.numac.nl<br />
Dutch technical services group Numac’s main activities are<br />
machinery maintenance, process optimization, industrial automation<br />
and trading in technical equipment. The Numac Group<br />
consists of three complementary companies. As well as the<br />
original Numac company, the group has included since <strong>2007</strong><br />
both Van de Meerakker and Planatec.<br />
The Numac Group is playing to the current trend to outsource<br />
industrial maintenance. As well as pure mechanical maintenance,<br />
Numac provides also electronics and IT know-how.<br />
Numac specialists’ professional knowledge and solutions are<br />
helping companies confi rm and where possible improve the<br />
returns on their installations, machinery and product lines. In<br />
<strong>2007</strong> a workforce of nearly a thousand employees realized sales<br />
of over EUR 70 million. <strong>Gimv</strong> took a 60 percent shareholding.<br />
TerStal<br />
www.terstal.nl<br />
Dutch fashion chain TerStal offers fashionable and affordable<br />
private label clothing for the whole family. TerStal designs a large<br />
part of its collection itself and then outsources production to<br />
manufacturers in the Far East. With 170 outlets, TerStal is one<br />
of the larger fashion chains in the Netherlands. The company,<br />
present mainly in the central, eastern ad northern regions of<br />
the Netherlands, is planning to further extend its store network<br />
in the Netherlands. In December <strong>2007</strong> <strong>Gimv</strong> took a majority<br />
shareholding in the group. Following <strong>Gimv</strong>’s entry, the company<br />
purchased Philipoom Mode, a Dutch chain of 21 fashion stores<br />
in and around Utrecht. In all the company has 525 employees,<br />
who together realized sales of over EUR 50 million in <strong>2007</strong>.<br />
FOLLOW-ON INVESTMENTS<br />
ANP<br />
www.anp.nl<br />
The Algemeen Nederlands Persbureau (ANP) was set up<br />
in 1934 by the Dutch daily press in order to deliver objective<br />
news to the Dutch newspapers. ANP has since grown<br />
in the Netherlands’ leading and most complete multimedia<br />
information nexus. ANP journalists, photographers and correspondents<br />
deliver news reports, photos and videos round<br />
the clock to the domestic and foreign press and to non-media<br />
companies. Every year ANP produces over 160 000 news<br />
reports and 58 000 photos. In <strong>2007</strong>, ANP’s 215 employees<br />
produced sales of EUR 34 million. <strong>Gimv</strong> entered in 2004, and<br />
subsequently increased its interest from 15 to 44 percent. The<br />
remaining shares are held by NPM Capital (44 percent) and<br />
management.<br />
| 29
Luc van Gompel - CEO ANP<br />
GIMV INVESTS IN PRESS AGENCY’S<br />
INDEPENDENT PATH<br />
VENTURE CAPITAL ALLOWS ANP TO GROW<br />
ANP, the Algemeen Nederlands Persbureau, has recently become<br />
an autonomous enterprise, which is growing rapidly with<br />
corporate services. Luc van Gompel, ANP’s CEO since April<br />
<strong>2007</strong>, explains how ANP has become a successful marketoriented<br />
company.<br />
Why did ANP opt for <strong>Gimv</strong> as an investor?<br />
“Historically the Dutch newspapers have been ANP’s largest<br />
shareholders. In this way a large group of customers held most<br />
of the company, making external fi nancing a delicate operation<br />
calling for a respectful approach.<br />
<strong>Gimv</strong>, better known in the Netherlands under the name of its<br />
Halder subsidiary, took a fi rst shareholding in the press agency<br />
in 2004. In <strong>2007</strong> it increased its interest by taking over the<br />
shares still held by the newspapers. It had carefully examined<br />
our case with an investment team that reacted very alertly.<br />
<strong>Gimv</strong>’s partner shareholder is NPM Capital, with an equal sized<br />
shareholding. Management too holds a small amount. With the<br />
<strong>2007</strong> buy-out ANP became totally independent.”<br />
30 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
What has been the greatest added value in the<br />
cooperation with <strong>Gimv</strong>?<br />
“The fi nancing has allowed us to distance ourselves from our<br />
founder newspapers. <strong>Gimv</strong> expertly accompanied this transition<br />
period. The contact is a close one, with monthly fi nancial<br />
consultation, and we obtain good coaching.”<br />
Does <strong>Gimv</strong>’s international network offer you added<br />
value?<br />
“The press agency market is a somewhat unusual one as each<br />
country has its own press agency, which does not mean that<br />
we do not have international aspirations. We very much hope<br />
that <strong>Gimv</strong> will play a role in this. We are already cooperating<br />
well, for example, with Belgian press agency Belga. The growth<br />
strategy we are following has been made possible in part by<br />
<strong>Gimv</strong>’s capital contribution.”<br />
Where does ANP see growth opportunities in the<br />
market?<br />
“ANP continues to fulfi l its press agency role with the media<br />
as major customers, representing a good one third of sales.<br />
The other two thirds come from the business-to-business market.<br />
Delivery of photographic images plays a large part in this.<br />
Creating newsfeeds for major companies is another signifi cant<br />
area. ANP delivers newsfeeds, for example, to all Shell offi ces,<br />
which is a major advantage for each company wanting to know<br />
whenever it is mentioned in the press and to be informed of<br />
reporting on specifi c subjects. Online media are the ideal channel<br />
for this.”
HVEG – (LowLand Fashion)<br />
www.lowlandfashion.nl<br />
LowLand Fashion, which recently changed its name to HVEG,<br />
has been active in the Netherlands since 1989 as a wholesaler<br />
and importer of women’s, men’s, children’s and baby clothing.<br />
The clothing is sold under private labels to large retail chains<br />
and purchasing organizations in Europe. Having all processes,<br />
from design to sales, under its own control allows HVEG to offer<br />
its customers total service and fl exibility and very sharp value<br />
for money. In <strong>2007</strong> it acquired three fashion accessory chains:<br />
Belt Fashion, Wink Accessoires and Debo. HVEG has facilities<br />
in the Netherlands, Germany, China and Bangladesh. The group<br />
has 275 employees and achieved sales of EUR 150 million in<br />
<strong>2007</strong>.<br />
DIVESTMENTS<br />
Bever Zwerfsport<br />
www.bever.nl<br />
Bever Zwerfsport is the specialist and market leader in the<br />
Netherlands for outdoor articles and accessories. The outdoor<br />
chain sells a wide range of clothing, footwear other articles<br />
from internationally reputed brands for outdoor activities like<br />
expeditions, mountaineering and camping. In thirty years the<br />
company has, with 29 subsidiaries, acquired a leading position<br />
on the Dutch market. Bever’s cast iron concept of offering a<br />
wide range of quality articles with good value for money and<br />
a customer-directed approach, has made the outdoor market<br />
accessible to a broad Dutch public. In September <strong>2007</strong> <strong>Gimv</strong><br />
sold its shareholding to AS Adventure, another company in the<br />
sector. AS Adventure is the clear market leader in Belgium,<br />
with a strong foothold also in Great Britain through Cotswold<br />
Outdoor.<br />
Geveke<br />
www.geveke.nl<br />
Geveke is an industrial service provider with more than<br />
125 years’ experience. The Dutch company offers know-how<br />
intensive processing apparatus to the oil and gas industry<br />
and to the chemicals, petrochemicals and industrial market in<br />
the Benelux and South-East Asia. Geveke operates in various<br />
business departments – pumps, compressed air technology,<br />
climate technology, plastics technology and internal transportation<br />
– each with its own product offering and marketing. In these<br />
fi elds the company represents various internationally-known<br />
brands. Besides selling new units, Geveke also supplies spare<br />
parts and carries out maintenance for its customers. In <strong>2007</strong>,<br />
Geveke had consolidated sales of around EUR 70 million. ABN<br />
AMRO Participaties acquired <strong>Gimv</strong>’s majority shareholding in<br />
December <strong>2007</strong>.<br />
HEBU<br />
www.hebu.nl<br />
HEBU, founded in 1940, is the Dutch market leader in hoses,<br />
pipes and accessories for hydraulic systems. For its service<br />
activities HEBU maintains a network of outlets each with its<br />
own workplaces and warehouses. The company has seventeen<br />
outlets in the Netherlands and Belgium and ten mobile service<br />
buses for on-site repairs. Logistics, tailored quality, expert advice<br />
and service, speed and fl exibility are key concepts for the company.<br />
In <strong>2007</strong> HEBU posted sales in excess of EUR 25 million<br />
with 115 employees. In January <strong>Gimv</strong> sold its shareholding to<br />
Manuli, an Italian enterprise that is HEBU’s strongest supplier.<br />
| 31
BUY-OUTS<br />
AND GROWTH<br />
CAPITAL<br />
Holonite<br />
www.holonite.nl<br />
Holonite develops and produces prefabricated composite<br />
stone elements for the building industry. The product range,<br />
including doorsteps, window sills and wall coverings, is directed<br />
at all applications in housing and utility construction and the<br />
extensive renovation market. Combining quality with research<br />
and innovative technology has allowed Holonite to boast steady<br />
growth. With its extensive customer portfolio Holonite, founded<br />
in 1969, is the Netherlands’ market leader in the sills segment.<br />
Egeria acquired Holonite from <strong>Gimv</strong> and Rabo Participaties in<br />
April <strong>2007</strong>.<br />
The past fi nancial year saw two further divestments from Halder<br />
Investments IV (Euretco and Novagraaf). With EUR 115 million<br />
in capital, this investment fund built up a portfolio of 16<br />
shareholdings in Belgium and the Netherlands between 1998<br />
and 2000. Following these divestments the fund still manages<br />
three shareholdings. Investors have already fully recouped their<br />
original capital investments.<br />
32 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
Euretco<br />
(shareholding of the Halder Investments IV fund)<br />
www.euretco.net<br />
Euretco is a dynamic retail organization in the non-food retail<br />
sector, directed at independent entrepreneurs, and through its<br />
own retail activities, also at consumers. The company works<br />
together with more than 1 500 entrepreneurs and franchisees,<br />
together representing almost 2 100 outlets and consumer sales<br />
of almost EUR 2 billion in fashion, sport and interior decoration.<br />
Euretco’s strength lies in promoting independent entrepreneurship,<br />
either by strengthening franchise formulas or by providing<br />
services to independent entrepreneurs. With 270 employees,<br />
Euretco looks after grouped buying, central payment traffi c,<br />
joint promotions and logistics expertise. In December <strong>2007</strong> the<br />
group sold its shareholding to NIBC.<br />
Novagraaf<br />
(shareholding of the Halder Investments IV fund)<br />
www.novagraaf.nl<br />
Novagraaf, founded in 1888 as Van der Graaf & Co’s brand<br />
name agency, is a Dutch service agency providing consultancy<br />
in intellectual property. With over 350 employees Novagraaf offers<br />
a complete service package in the fi eld of brand protection,<br />
models, copyright and domain names. The company has offi ces<br />
in the Netherlands, England, France, Switzerland and Belgium<br />
and a worldwide agency network. The group manages nearly<br />
400 000 registered trade marks, more than half of them in the<br />
Netherlands. This makes Novagraaf the market leader in the<br />
Netherlands and one of Europe’s top ten intellectual property<br />
companies. In May <strong>2007</strong>, <strong>Gimv</strong>, along with Alpinvest, sold its<br />
share in the company to funds managed by Gilde.
Corporate Investment Germany<br />
(Halder Beteiligungsberatung GmbH)<br />
With the divestments of Prüm-Garant and BHS Getriebe, <strong>2007</strong>-<strong>2008</strong> was a record year<br />
for Corporate Investment Germany in terms of divestment income. The investment team also successfully<br />
added four new investments – GEKA Brush, ACTech, Alukon and VAG Armaturen – to the Halder-<strong>Gimv</strong><br />
Germany I fund portfolio.<br />
The current portfolio is generally performing well, with promising<br />
developments continuing at most portfolio companies. At the<br />
start of <strong>2008</strong> fundraising for the new Halder-<strong>Gimv</strong> Germany<br />
II fund was closed at EUR 325 million.<br />
In <strong>2007</strong> the strong growth seen in the German lower mid-cap<br />
market since 2001 continued. More than 70 buy-out transactions<br />
with values of between EUR 20 and 250 million were<br />
concluded. With banks now becoming less forthcoming with<br />
loans, we are seeing a slight pressure on prices, and sellers<br />
are more likely to provide a part of the fi nancing. If economic<br />
conditions worsen, company valuations may well slip, and sellers<br />
could have second thoughts about selling. For this reason it<br />
is possible that in <strong>2008</strong> the number of transactions will also fall<br />
for the fi rst time in several years.<br />
In December <strong>2007</strong> fundraising began for the Halder-<strong>Gimv</strong><br />
Germany II fund. Three months later the fund was closed at<br />
EUR 325 million. 13 institutional investors from nine countries<br />
had subscribed. As sponsor <strong>Gimv</strong> put up EUR 81.25 million<br />
or 25 percent of the total investment, as well as promising<br />
EUR 40 million for co-investments.<br />
Investment focus<br />
With the Halder-<strong>Gimv</strong> Germany II fund, <strong>Gimv</strong> Corporate<br />
Investment Germany is aiming primarily at family companies<br />
in the lower midcaps market segment with valuations of up<br />
to EUR 300 million. The fund is directed primarily at German<br />
companies, but can also invest in neighbouring countries and<br />
in Italy. The main investment criteria are a strong track record,<br />
good management and leading market position.<br />
In <strong>2007</strong>-<strong>2008</strong>, Corporate Investment Germany invested<br />
EUR 69 million in four new shareholdings. <strong>Gimv</strong>’s part in these<br />
shareholdings amounts to 16 million EUR.<br />
INVESTMENTS<br />
The Halder-<strong>Gimv</strong> Germany I fund has made nine investments,<br />
four of them during the past fi nancial year. The fund is now<br />
almost fully invested, with the balance earmarked for follow-on<br />
investments in the existing portfolio companies.<br />
ACTech<br />
www.actech.de<br />
ACTech was set up in 1995 and specializes in “rapid prototyping”,<br />
that is the rapid development and production of cast metal<br />
prototypes. ACTech covers the full process of planning, casting<br />
and fi nishing the prototypes as far as simulation tests. The company<br />
has two production units in Germany and a sales offi ce in<br />
the USA. ACTech products are intended primarily for the automobile<br />
industry and its suppliers in the toolmaking and aircraft<br />
industries. The product range includes motor castings, control<br />
panels and metal processing instruments. With 257 employees,<br />
the company achieved sales of EUR 25 million in <strong>2007</strong>.<br />
| 33
BUY-OUTS<br />
AND GROWTH<br />
CAPITAL<br />
Alukon<br />
www.alukon.com<br />
Alukon, with its head offi ce in the German town of Konradsreuth,<br />
designs, produces and distributes high quality aluminium roller<br />
blinds, roller doors and accessories. The company, which was<br />
founded in 1974, offers a wide range of products, from loose<br />
parts to tailored solutions. A large storage capacity, a dense<br />
logistics network and a proprietary order service guarantee high<br />
product availability and rapid, reliable order processing. Alukon<br />
is one of Europe’s market leaders in its segment and is planning<br />
to strengthen its market position through internationalization,<br />
mainly in eastern Europe. Last year, with 331 employees, Alukon<br />
posted sales of around EUR 71 million.<br />
34 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
GEKA BRUSH<br />
www.geka-brush.com<br />
Since 1925 GEKA BRUSH has been developing and producing<br />
cosmetics brushes and packaging. The company specializes<br />
in small brushes for mascara, lip gloss and eye make-up. The<br />
product range also includes brushes and packaging for nail<br />
varnish, eyeliner, lip gloss and eye shadow. Major customers<br />
include international cosmetics houses like Procter & Gamble,<br />
Avon and Chanel. To meet these customers’ wishes, GEKA<br />
BRUSH is constantly optimizing its products and services. The<br />
company is headquartered at Bechhofen in Germany, with<br />
two additional production facilities in England and America.<br />
With 540 employees, GEKA BRUSH achieved sales of around<br />
EUR 95 million in <strong>2007</strong>.<br />
VAG Armaturen<br />
www.vag-armaturen.com<br />
VAG Armaturen produces and distributes industrial valves<br />
and accessories for the water supply and sewage treatment<br />
industries. VAG Armaturen products are used primarily in water<br />
treatment stations, hydroelectric stations, locks and dams. In<br />
the 130 years since it was founded in 1872, VAG has gathered<br />
extensive know-how in its fi eld. Apart from its main facility in<br />
Mannheim, VAG also has plants in the Czech Republic, China<br />
and India, as well as sales offi ces in Chile and Poland and an<br />
extensive distribution network. VAG Armaturen wants to use<br />
the partnership with <strong>Gimv</strong> to internationalize further. In <strong>2007</strong> it<br />
posted sales in excess of EUR 100 million with 850 employees.<br />
Corporate Investment Belgium also provided part of the mezzanine<br />
fi nancing in this buy-out (see page 23).
<strong>Gimv</strong> invests in world leader<br />
VAG DEMONSTRATES ITS MASTERY OF WATER TREATMENT SYSTEMS AND<br />
INDUSTRIAL PROCESSES<br />
Founded in 1872, VAG Armaturen is a company with unrivalled knowledge and experience of pumps and industrial valves for<br />
collecting, transporting and storing drinking and process water. Around 1920 it was already the market leader in South America.<br />
The company has continued innovating and growing, and now has production facilities in Germany, the Czech Republic, China and<br />
India.<br />
Almost all water pumping, transporting or treatment installations anywhere in the world use VAG systems. These systems have to be<br />
able to withstand extreme pressure and variable temperatures. Experience shows that they can function problem-free for up to 50<br />
years, with certain valves operating now for over 100 years.<br />
VAG solutions are omnipresent also in sectors in which safety is essential. Nuclear energy plants, conventional energy plants,<br />
chemicals and steel companies opt for VAG’s unbeaten safety, with valves that can even withstand earthquakes.<br />
DIVESTMENTS<br />
During the past fi nancial year, the Halder-<strong>Gimv</strong> Germany I fund<br />
sold two of its shareholdings. In this way three of the nine portfolio<br />
companies have now been divested. On these divestments<br />
the fund has achieved an IRR of 106 percent, almost earning<br />
back the total resources invested in the nine shareholdings.<br />
BHS Getriebe<br />
www.bhs-getriebe.de<br />
BHS Getriebe is one of the world’s largest producers of turbo<br />
propulsion systems. BHS turbo drives are used in electricity<br />
generation, oil and gas extraction and transportation, and in the<br />
chemicals and petrochemicals industries. BHS produces also<br />
clutches and rotor propulsion systems. It has 310 employees.<br />
BHS has been acquired by Voith Turbo, another German producer<br />
of propulsion systems. With this acquisition, Voith Turbo<br />
and BHS Getriebe are combining their know-how in planetary<br />
and turbo transmissions in order to boost their growth. The two<br />
companies’ international service and sales structure also offers<br />
prospects for growth.<br />
Prüm-Garant<br />
www.tuer.de – www.garant.de<br />
PRÜM-GARANT is one of the top producers of high quality interior<br />
doors in Germany. Its specifi c focus on doors guarantees the<br />
consumer a very high degree of expertise, service and advice. A<br />
strategic focus on specialist retailing is one of the main reasons<br />
for this company’s success. Prüm-Garant Holding came into<br />
being in May 2005 with the combination of PRÜM-Türenwerk<br />
and GARANT Türen und Zargen. Since this merger, PRÜM-<br />
GARANT has been constantly expanding its market share. In<br />
<strong>2007</strong> it posted sales of EUR 114 million with 727 employees.<br />
Every year the company produces more than 1.1 million doors.<br />
In May <strong>2007</strong> <strong>Gimv</strong> sold its entire holding to Looser Holding in<br />
Switzerland.<br />
| 35
BUY-OUTS<br />
AND GROWTH<br />
CAPITAL<br />
Corporate Investment France<br />
At the end of <strong>2007</strong>, <strong>Gimv</strong> opened an offi ce in the French capital and put together a buy-out team. With buy-out<br />
teams already in place in Belgium, the Netherlands and Germany, the extension to neighbouring France was<br />
a logical choice. To support and accelerate the French investment activities, <strong>Gimv</strong> concluded a cooperation<br />
agreement with the French company Pragma Capital.<br />
The French buy-out market, which is the largest in Europe after<br />
the United Kingdom, offers many high quality investment opportunities.<br />
France is no newcomer to <strong>Gimv</strong>, which has already<br />
invested EUR 80 million in French companies, including preprepared<br />
fi sh dish producer Européenne de la Mer, industrial<br />
chains manufacturer Sédis and biotech company Diatos. <strong>Gimv</strong><br />
also cooperates with the French funds Sofi nnova, EPF and<br />
I-source.<br />
To support the new team and speed up the introduction to the<br />
French buy-out market, <strong>Gimv</strong> concluded a partnership with<br />
France’s Pragma Capital, a local player specializing in midmarket<br />
buy-outs. As part of the agreement, <strong>Gimv</strong> is investing<br />
EUR 40 million in the Pragma II fund. This cooperation also<br />
allows <strong>Gimv</strong> to co-invest in the larger Pragma deals.<br />
36 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
Investeringsfocus<br />
The French buy-out team, for the time being consisting of three<br />
investment managers, is directing its efforts at companies with<br />
enterprise values of up to EUR 125 million. For larger transactions<br />
<strong>Gimv</strong> can act as a co-investor with Pragma. <strong>Gimv</strong> has<br />
earmarked EUR 30 million for this.<br />
Pragma II<br />
www.pragmacapital.fr<br />
Pragma II is aimed at management buy-outs of French companies<br />
with enterprise values of up to EUR 250 million. The fund<br />
has collected a total of EUR 345 million. With EUR 40 million<br />
<strong>Gimv</strong> is the largest foreign investor. Other foreign parties in the<br />
fund beside <strong>Gimv</strong> are the Banco Espirito Santo and Caledonia<br />
Investment. The other investors are French institutional investors<br />
like AXA, BNP Paribas and AGF. Pragma Capital, which split<br />
off from the Crédit Agricole banking group in 2002, manages<br />
the fund. In total this French private equity company manages<br />
EUR 500 million with nine investment professionals.
Corporate Investment’s ten largest unlisted<br />
shareholdings<br />
(Belgium – Netherlands – Germany – France)<br />
The Corporate Investment portfolio has a total value of EUR 532.0 million. EUR 59.8 million of this amount<br />
relates to listed (mainly Barco) and EUR 472.2 million to unlisted companies. At the end of the <strong>2007</strong>-<strong>2008</strong><br />
fi nancial year the value of the ten largest unlisted shareholdings amounted to EUR 271.8 million, or 68 percent<br />
of all unlisted Corporate Investment shareholdings (funds excluded).<br />
BMC Groep<br />
www.bmcgroep.nl<br />
BMC Groep is the Dutch market leader in professional services<br />
for the public sector (government and non-profi t organizations).<br />
The company was set up in 1986 and acts as the<br />
holding company for four separate companies, BMC, TMOP,<br />
XOPP and PublicSpirit. BMC specializes in change management,<br />
organizational consulting, coaching and training. TMOP<br />
concentrates on interim management and project support. Top<br />
management, directors and supervisory board members are<br />
selected by PublicSpirit, whilst XOPP detaches (administrative)<br />
assistants. The group employs over 1 000 professionals out of<br />
six offi ces in the Netherlands, who generally come themselves<br />
from government organizations, teaching and care institutions<br />
and other public bodies. In <strong>2007</strong>, BMC Groep had sales of<br />
EUR 135 million.<br />
De Groot International<br />
www.degroot-int.nl<br />
De Groot International is an international importer, distributor<br />
and exporter of fruit and vegetables. Over the past 50 years<br />
it has grown from a small fruit trading company into a leading<br />
organization in its fi eld with over 100 employees and sales in<br />
excess of EUR 150 million. At the start of <strong>2008</strong>, De Groot took<br />
a majority shareholding in Borgers Groothandel in Groenten en<br />
Fruit, strengthening its position in Germany and Scandinavia.<br />
Retail organizations are major De Groot customers. As well as<br />
traditional trading and cold storage, De Groot International has<br />
computer-controlled banana ripening chambers, packaging<br />
lines and its own transportation enterprise. <strong>Gimv</strong> acquired a<br />
shareholding in De Groot in the second half of 2005.<br />
European Bulk Terminals – EBT<br />
www.sea-invest.be<br />
EBT is the overall holding company of the Sea-Invest group,<br />
which has built up over 70 years’ experience in bulk and fruit<br />
handling, with terminals in Belgium, France, South Africa and<br />
elsewhere. The group operates bulk terminals (coal, iron ore<br />
etc.) and is active in fruit handling via Universal Fruit Operators<br />
(UFO). In 2006 Sea-invest built a brand-new EUR 40 million,<br />
11 hectare fruit terminal in the Port of Antwerp (Fresh Fruit<br />
Terminal Antwerp), with a storage capacity of 9 600 fruit pallets<br />
and which processes around 500 000 tonnes of fruit every year.<br />
In <strong>2007</strong> EBT had sales of around EUR 650 million.<br />
| 37
BUY-OUTS<br />
AND GROWTH<br />
CAPITAL<br />
Grandeco<br />
www.grandecogroup.com<br />
See pages 21 and 22.<br />
Lintor - Verbinnen<br />
www.lintor.be<br />
See page 22.<br />
HVEG (LowLand Fashion)<br />
www.lowlandfashion.nl<br />
See page 31.<br />
OGD (Operator Group Delft)<br />
www.ogd.nl<br />
OGD was founded in 1988 and delivers tailored ICT services,<br />
like management, helpdesk, ICT projects and software development.<br />
OGD combines high quality service with keen pricing. It<br />
employs more than 350 well-trained young professionals with<br />
technical service backgrounds. OGD has fi ve outlets in the<br />
Netherlands. In <strong>2007</strong> OGD generated sales of EUR 24 million.<br />
Together with its management, <strong>Gimv</strong> acquired a majority interest<br />
in 2006 through a management buy-out.<br />
PDC Brush<br />
www.pdcbrush.be<br />
Founded in 1946, PDC Brush is a leading European producer of<br />
household cleaning equipment (brushes, window wipers, dusters,<br />
etc.). As well as its own Linea and Nola Bliss brands, PDC<br />
Brush produces primarily under private label. Production is at<br />
two plants in Belgium and one in Romania. PDC’s customers<br />
are mainly in Western Europe and include many well-known<br />
retail chains. The company has customers in over 50 countries<br />
and is looking to grow through further geographic expansion<br />
and extending its product offering. In <strong>2007</strong> PDC Brush posted<br />
sales of nearly EUR 33 million.<br />
38 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
Scana Noliko Holding<br />
www.scana-noliko.be<br />
Scana Noliko Holding is a major European producer of private<br />
label bottled and canned vegetables and fruits, pasta and<br />
sauces. With its 30 years’ experience in food bottling and<br />
canning, this Belgian company is a trusted name for retailers,<br />
catering companies and food producers. Some 80 percent of<br />
products are exported, mainly to EU companies, headed by<br />
Germany. The company has 475 employees and works with<br />
over 300 Belgian, Dutch and German farmers. In 1993 it was<br />
the fi rst European company in its segment to be awarded the<br />
ISO 9001 quality certifi cate. In its <strong>2007</strong>-<strong>2008</strong> fi nancial year it<br />
had sales of around EUR 135 million.<br />
Westerlund Group<br />
www.westerlundgroup.com<br />
Founded in 1903, Westerlund is a port terminal operator that<br />
specializes in handling forest products. Westerlund’s Belgian<br />
terminal in Antwerp has grown into the world’s largest specialist<br />
pulp and paper terminal, extending over 880 000 m². The<br />
group also owns maritime terminals at Rouen (France) and<br />
Changshu (China) and container freight stations in the ports<br />
of Tilbury (UK) and Marseilles (France). The group’s activities<br />
have evolved in recent years towards full logistics service provision.<br />
The group also participates in various major environmental<br />
projects around its terminals. In <strong>2007</strong>, the group had sales of<br />
around EUR 124.3 million. After the balance sheet date, <strong>Gimv</strong><br />
sold its shareholding to Babcock & Brown.
Overview of major shareholdings in the <strong>Gimv</strong><br />
Corporate Investment portfolio<br />
Name Website Country Activity Entry<br />
Accent Jobs for People www.accent.be Belgium Temporary employment agencies 2006<br />
Acertys Group www.acertys.com Belgium Sale and distribution of medical equipment <strong>2007</strong><br />
ACTech* www.actech.de Germany Metal casting moulds <strong>2008</strong><br />
ADA* www.ada-online.de Germany Hotel cosmetics 2006<br />
Alfacam www.alfacam.com Belgium Outdoor TV facilities and HDTV 1998<br />
Alukon* www.alukon.de Germany Aluminium roller blinds and doors <strong>2007</strong><br />
Anaf Products www.anaf.be Belgium Door panels 1998<br />
ANP www.anp.nl Netherlands Press agency 2004<br />
Arcomet www.arcomet.com Belgium Crane building and rental 2001<br />
Barco www.barco.com Belgium Professional visualization systems 1981<br />
BEM www.bem-fcic.com Belgium Cofi nancing building projects in Central and Eastern<br />
Europe<br />
Biodiesel Holding www.bioro.be Belgium Biodiesel production 2006<br />
BMC Groep www.bmcgroep.nl Netherlands Professional services for the public sector <strong>2007</strong><br />
Boortmalt www.boortmalt.be China Malt-house 1998<br />
Cappelle www.cappelle.be Belgium Colour pigments 1989<br />
De Groot International www.degroot-int.nl Netherlands Fruit and vegetable wholesaling 2005<br />
Domus Flandria Belgium Lending company for social housing 1992<br />
EBT www.sea-invest.be Belgium Port and port-related activities 1992<br />
Européenne de la Mer www.tassos.fr<br />
www.charles-amand.fr<br />
1997<br />
France Pre-prepared food and traditional Greek products 2005<br />
Gealan www.gealan.de Netherlands Wholesaling and importing of private label clothing 2002<br />
GEKA Brush* www.geka-brush.com Germany PVC door and window profi les <strong>2007</strong><br />
Grandeco www.grandecogroup.com Germany Cosmetics brushes and packaging <strong>2007</strong><br />
HVEG (LowLand Fashion) www.lowlandfashion.nl Belgium Wallpaper 2006<br />
Impression www.impression-global.com Belgium Posters and point of sales campaigns 2000<br />
INVE www.inve.be Netherlands Fish farming / feed components 1999<br />
Karl Eugen Fischer* www.kefi scher.de Germany Cord-cutting machinery for the tyre industry 2006<br />
Le Cobourg www.lecobourg.be Belgium Home-made salad spreads <strong>2007</strong><br />
Lintor-Verbinnen www.lintor.be Belgium Chicken slaughtering and processing <strong>2007</strong><br />
Mebrom www.mebrom–group.com Belgium Distributor of specialty gases <strong>2007</strong><br />
Microtherm www.microtherm.uk.com Belgium Thermal insulation material 2004<br />
Mondi Foods Belgium www.mondifoods.be Belgium Red fruit ingredients 2001<br />
Numac Groep www.numac.nl Netherlands Industrial services <strong>2007</strong><br />
OGD www.ogd.nl Netherlands ICT services 2006<br />
PDC Brush www.pdcbrush.be Belgium Household cleaning material 2005<br />
Prolyte www.prolyte.com Netherlands Modular aluminium load-bearing constructions <strong>2007</strong><br />
Scana Noliko www.scana-noliko.be Belgium Bottled and canned fruit and vegetables 2004<br />
Sédis www.sedis.com France Industrial chains 2000<br />
Sfi nc www.pellicula.be Belgium Spices and ingredients for the meat industry 2004<br />
Sovitec www.sovitec.com Belgium Glass beads for industrial applications 2004<br />
TerStal www.terstal.nl Netherlands Fashion chain for private label clothing <strong>2008</strong><br />
Tops Foods www.topsfoods.com Belgium Pre-prepared meals 1993<br />
VAG Armaturen* www.vag-armaturen.com Germany Industrial valves and fi ttings <strong>2008</strong><br />
Verhaeren www.verhaeren.be Belgium Road building <strong>2008</strong><br />
Westerlund www.westerlundgroup.com Belgium Port and logistics company 2005<br />
Wichard www.wichard.fr France Sailing ship accessories 2002<br />
* Shareholdings of the Halder-<strong>Gimv</strong> Germany I fund<br />
| 39
VENTURE<br />
CAPITAL<br />
Information & Communication Technology<br />
In <strong>2007</strong> the ICT business unit continued its<br />
European expansion by acquiring an experienced<br />
ICT venture capitalist in France. This has already<br />
produced an investment in the French company<br />
Movea. The cooperation with Israeli venture<br />
capital fund Genesis Partners resulted during the<br />
fi nancial year in a joint investment in the Israeli<br />
company Oree.<br />
The continuing internationalization of its ICT activities refl ects<br />
<strong>Gimv</strong>’s ambition of attracting the best deals as a top tier<br />
European venture capital provider.<br />
With around thirty years of development behind it, the venture<br />
capital market has become more mature and international.<br />
Entrepreneurs looking for fi nancing no longer give preference<br />
to local players, but to venture capitalists who look beyond their<br />
own national boundaries. With international experience and local<br />
presence in various countries, <strong>Gimv</strong> ICT can look back on<br />
good performances and focus on attractive opportunities.<br />
In <strong>2007</strong> interest remained strong for internet companies with<br />
Web 2.0 applications, leading to extensive M&A activity at<br />
high valuations. Another striking feature was the sharp grown<br />
in consumer-directed technology like HDTV, advanced mobile<br />
phones, games and home server networks, all young markets<br />
which still offer lots of potential.<br />
The past fi nancial year saw acceptable valuations for early stage<br />
companies and rather high valuations for later stage ones. This<br />
phenomenon was more marked in France and in the United<br />
Kingdom, where the high numbers of venture capitalists spurred<br />
on the market, resulting in high prices. European market fi gures<br />
rose slightly in <strong>2007</strong>. In total EUR 4.60 billion of venture<br />
capital was invested, compared with EUR 4.46 billion in 2006.<br />
Up 2 percent on the previous year, this is the highest amount<br />
since 2002.<br />
40 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
ICT portfolio according to geographic distribution<br />
(based on portfolio value at 31/03/<strong>2008</strong> - excl. Telenet)<br />
United States<br />
9 %<br />
Rest of Europe pe<br />
7 %<br />
Germany 10 %<br />
Netherlands 12 %<br />
Rest of the world<br />
4 %<br />
Belgium 34%<br />
France 24 %<br />
ICT portfolio according to stage of development<br />
(based on portfolio value at 31/03/<strong>2008</strong> - excl. Telenet)<br />
Private equity funds ds<br />
11 %<br />
Secondary ary<br />
transactions 3 %<br />
Growth fi nancing ng<br />
35 5 %<br />
Seed fi nancing<br />
2 %<br />
Early stage 49 %
Oree develops revolutionary lighting technology<br />
ELASTIC POLYMERS PROVIDE ULTRA-FLAT, LONG-LASTING LIGHTING SOURCE<br />
Ultra-thin screens with environmentally friendly components: this is one of the applications that Oree is targeting with its energy-saving,<br />
patented lighting technology.<br />
Oree develops elastic, fl at fi bres that radiate light equally from their core. The technology is not aimed at replacing LED lighting, but at<br />
making it a lot more effi cient. The LEDs will no longer be behind a protective layer, but integrated into it.<br />
Oree is focusing in the fi rst place on the strong growth market of fl at screens for TVs, computers, telephones and the like. Potential<br />
customers are manufacturers of backlight units (BLUs) and fl at display screens like LG, Samsung and Sharp. In addition an enormous<br />
market lies open for general lighting, in which this shapeable lighting offers a wide range of possibilities.<br />
Investeringsfocus<br />
<strong>Gimv</strong> ICT has the necessary fi nancial strength to grasp chances<br />
directly in the present market circumstances, and can fl exibly<br />
put up both smaller and very large investment amounts.<br />
The ICT team invests at every point in a company’s development<br />
from early stage to late stage. As in previous years the<br />
emphasis is on communications, semi-conductors and software.<br />
This is a sector in which the team has built up extensive<br />
experience and where attractive investment possibilities still<br />
exist. Geographically the focus is on Europe, with an emphasis<br />
on Belgium, the Netherlands, France, Germany and the United<br />
Kingdom.<br />
In <strong>2007</strong>-<strong>2008</strong>, ICT invested EUR 67.6 million, of which<br />
EUR 5.3 million in three new shareholdings and EUR 59 million<br />
in follow-on investments. EUR 3.3 million was also invested in<br />
third party funds.<br />
INVESTMENTS<br />
Applied Development<br />
www.appdev.be<br />
Belgian-Indian company Applied Development develops software<br />
for Belgian SMEs from India. It was set up in 2006 by<br />
the founders of ValueSource, another company specializing<br />
in offshore projects that was sold to KBC in 2004. Applied<br />
Development offers SMEs a fi xed price formula, with the price<br />
and time frame agreed in advance. Customers can also opt<br />
for either a team working exclusively for them in India, or for<br />
consultants on site. Applied Development has around twenty<br />
software developers working for it. In September <strong>2007</strong> <strong>Gimv</strong><br />
took a 10 percent shareholding in the company. This investment<br />
will allow Applied Development to speed up the growth and<br />
diversifi cation of its activities.<br />
Movea<br />
www.movea-tech.com<br />
Movea, which is headquartered in Grenoble (France), was set<br />
up in March <strong>2007</strong> as a spin-out from French research institute<br />
CEA-Léti. It develops and sells solutions for recording human<br />
movement. Movea’s products are mobile, wireless, and cost<br />
and energy saving. Movea’s motion-sensing modules are aimed<br />
both at the consumer market, with pointing devices and mobile<br />
telephony, and at the health care market, including revalidation<br />
and recording of physical activities. In December <strong>2007</strong>, Movea<br />
acquired the US company Gyration, which specializes in pointing<br />
devices for digital media. <strong>Gimv</strong> invested EUR 3 million in an<br />
initial capital round totalling EUR 7.3 million.<br />
Oree<br />
www.oree-inc.com<br />
Oree, founded in 2004, is an Israeli early stage technology company<br />
that develops parts for LED-based display modules. Oree’s<br />
advanced light technology makes it possible to produce more<br />
effi cient and more fl exible LED-based light systems for LCD<br />
screens. Oree’s technology also signifi cantly reduces the production<br />
costs of LED-based LCD screens. The company’s technology<br />
can also be used for general lighting for cars, household<br />
equipment and interior decoration. In May <strong>2007</strong> <strong>Gimv</strong> invested<br />
USD 3 million in a USD 7 million series A fi nancing round. Oree<br />
is <strong>Gimv</strong>’s fi rst co-investment with the Israeli company Genesis<br />
Partners, with which it has been cooperating since 2005.<br />
| 41
VENTURE<br />
CAPITAL<br />
MAIN FOLLOW-ON INVESTMENTS<br />
CoWare<br />
www.coware.com<br />
American microelectronics company CoWare, which originated<br />
in the Imec research centre at Leuven, is an authority in developing<br />
electronic design automation (EDA) software and services.<br />
Founded in 1996, it is today the world’s largest independent<br />
EDA company. CoWare delivers products and services for<br />
systems-on-chips (SoC) designers. These chips are becoming<br />
ever smaller and the applications ever more complex. CoWare<br />
seeks to offer its customers a complete package of products and<br />
services, to enable them to continue to meet the demands of a<br />
highly complex and integrated SoC market. The main customers<br />
are leading systems, semi-conductor and IP companies.<br />
<strong>Gimv</strong> invested USD 2.8 million in a sixth capital round totalling<br />
USD 10 million.<br />
Digital Imaging Systems<br />
www.disimage.com<br />
Digital Imaging Systems (DIS), a spin-off of listed company<br />
Dialog Semiconductor, develops advanced camera modules<br />
for mobile phones with the same quality level as autonomous<br />
digital cameras. DIS’s high quality modules offer resolutions of<br />
up to eight megapixels, very low battery consumption and a<br />
wide range of functionalities, including autofocus and optical<br />
zoom. The company is located in Stuttgart (Germany) and New<br />
Jersey (USA) and has around 60 employees. <strong>Gimv</strong> added DIS<br />
to its portfolio in 2006. <strong>Gimv</strong> invested EUR 2.4 million in a<br />
EUR 10 million capital round.<br />
Gemidis<br />
www.gemidis.com<br />
Gemidis was set up in 2004 as a spin-off from the Imec research<br />
centre and the University of Ghent. The company<br />
develops LCOS (liquid crystal on chip) imagers. These liquid<br />
crystal microdisplays are used to module a miniature image on<br />
a minuscule chip, which is then enlarged with lenses to produce<br />
very high resolution broad image displays. Gemidis applications<br />
are intended both for the consumer market (home cinema<br />
projects) and the professional market (monitors and simulators).<br />
The company is seeking to offer superior image quality at<br />
affordable prices. Gemidis has its head offi ce in Belgium, and<br />
other facilities in Taiwan and Japan. 45 people work for Gemidis.<br />
In June <strong>2007</strong> Gemidis collected EUR 6 million from a group of<br />
investors including <strong>Gimv</strong>, Quest for Growth and Fortis.<br />
42 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
Inside Contactless<br />
www.insidecontactless.com<br />
French company Inside Contactless develops and sells chips<br />
and other hardware for contactless smartcards and electronic<br />
card readers. Inside’s contactless payment chips are used,<br />
among other things, to permit wireless payments from mobile<br />
telephones. The telephone is just placed next to a scanner and<br />
the purchase is activated in wireless mode. Inside is taking full<br />
advantage of the crucial importance of rapid, effi cient product<br />
development in this fast growing market. With offi ces in France,<br />
China, Poland, the USA and Singapore, Inside is a global player.<br />
<strong>Gimv</strong>’s EUR 3 million investment was part of a total EUR 25 million<br />
capital round, in which Nokia and Motorola also invested.<br />
<strong>Gimv</strong> has been supporting Inside Contactless since 1998.<br />
L&C<br />
www.landcglobal.com<br />
Language & Computing (L&C), which was set up in 1998, develops<br />
software based on its own patented NLP (Natural Language<br />
Processing) technology. L&C’s medical language technologies<br />
enable a computer to understand the content of written medical<br />
language and to reorganize and structure information from<br />
databases of medical reports. The L&C technology signifi cantly<br />
improves the level of detail and precision. Applications include<br />
coding systems, electronic medical fi les and text analysis systems.<br />
In <strong>2007</strong> the company relocated its headquarters from<br />
Belgium to the USA. <strong>Gimv</strong> fi rst invested in L&C in 2000. The<br />
follow-up investment amounts to EUR 1.3 million.
Liquavista<br />
www.liquavista.com<br />
Dutch company Liquavista, a spin-off of Philips Research Labs,<br />
has developed a revolutionary display screen technology known<br />
as electrowetting. This refl ective screen technology, whereby the<br />
screen is formed of microscopically small oil droplets in water, offers<br />
two major advantages over existing screen technologies. An<br />
electrowetting-based display consumes 90 percent less power.<br />
Screens are also very brightly coloured, making them perfectly<br />
legible also in strong sunlight. Liquavista screens are used for<br />
a wide range of mobile products, including videos, telephones,<br />
digital cameras and navigation equipment. Liquavista’s fi rst<br />
energy-saving screens will be reaching the market in mid-<strong>2008</strong>.<br />
The company has offi ces in Eindhoven, Cambridge and Hong<br />
Kong. In March <strong>2008</strong> <strong>Gimv</strong> joined Amadeus Capital Partners<br />
and New Venture Partners in a second fi nancing round totalling<br />
EUR 8 million.<br />
Mentum (ex-CTS International)<br />
www.mentum.com<br />
French company Mentum develops network planning, network<br />
implementation and optimization software for mobile network<br />
operators. The company came into being in June <strong>2007</strong> when<br />
CTS International took over Ericsson’s network planning product<br />
line. Mentum software allows mobile operators to use their existing<br />
networks more effectively and to optimally extend their networks.<br />
Mentum has offi ces in Tokyo, Hong Kong, Paris, Ottawa<br />
and Dallas and customers in more than 40 countries worldwide.<br />
The <strong>Gimv</strong> follow-on investment is part of a EUR 6.7 million third<br />
capital round.<br />
Metris<br />
www.metris.com<br />
Since being set up in 1995 as a spin-off of the Catholic University<br />
of Leuven, Metris has grown into a world player providing total<br />
3D quality control solutions for development and production<br />
departments in the automotive and aircraft industries. Metris<br />
delivers both traditional coordinates measuring equipment and<br />
innovative optical measuring systems. Metris solutions provide<br />
high-accuracy 3D measurement of complete vehicles (cars,<br />
aircraft, trains, ships) and of individual components, with which<br />
to guarantee perfect assembly. At the end of 2006 Metris was<br />
introduced onto the stock market. In <strong>2007</strong> it acquired Garda,<br />
Coord3, M-Cubed, X-Tek and the iLS (Intelligent Laser Systems)<br />
department of Virtek. <strong>Gimv</strong> granted Metris a EUR 20 million<br />
mezzanine loan with warrants to fi nance the acquisitions.<br />
Telenet<br />
www.telenet.be<br />
See page 45.<br />
VirtenSys<br />
www.virtensys.com<br />
Virtensys is a British start-up in the young and fast-growing<br />
market of input / output virtualization. Its products are fi nding<br />
their way into data centres and into storage and network<br />
infrastructure markets. Virtensys was set up in 2005 and has<br />
put together an exceptional team of experts in the fi eld of<br />
semiconductor and systems development. The head offi ce is<br />
in Manchester (UK) and the sales and marketing offi ces in the<br />
USA. <strong>Gimv</strong> invested GBP 2 million in a series B fi nancing round<br />
together with Scottish Equity Partners and Celtic House Venture<br />
Partners. The additional resources will enable the company to<br />
expand and shortly bring its fi rst products to market.<br />
| 43
Rémy de Tonnac - CEO Inside Contactless<br />
GIMV NETWORK OPENS DOORS<br />
INSIDE’S NO-CONTACT TECHNOLOGY IS<br />
CONVINCING BUYERS WORLDWIDE<br />
Since 2006 Rémy de Tonnac has headed up Inside Contactless,<br />
a company that develops chipsets that can communicate wireless<br />
and contactless and without any energy source with cell<br />
phones, computers, terminals and the like. The electromagnetic<br />
fi eld generated by the apparatus provides the requisite energy<br />
for data exchange via radio waves. Application areas are bank<br />
cards, ID cards and passports fi tted with chips, but the possibilities<br />
are much wider. The CEO speaks of his experiences with<br />
<strong>Gimv</strong> as a venture capital provider.<br />
How did the cooperation between Inside Contactless<br />
and <strong>Gimv</strong> come about?<br />
“I myself have been in the private equity world, but the relationship<br />
with <strong>Gimv</strong> was for me something new and refreshing. When<br />
<strong>Gimv</strong> invested in Inside Contactless in 1998, our company had<br />
only a limited choice of capital providers. Even though the company<br />
was still in a very tender early stage, <strong>Gimv</strong> recognised what<br />
was unique in Inside’s technology. I remember that when setting<br />
up Inside I was originally not in favour of spinning off Inside<br />
from its parent company Gemplus. Inside would initially have to<br />
devote itself almost entirely to research & development. In this<br />
sense <strong>Gimv</strong> had a sharp eye for Inside’s distinctive technology<br />
and patents, and saw the items that needed to be addressed.”<br />
44 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
What distinguishes <strong>Gimv</strong> from other investment<br />
companies?<br />
“<strong>Gimv</strong> spotted the uniqueness that the others missed. It also<br />
looks very carefully at the quality of the management and the<br />
implementation of key processes. Whereas other venture capital<br />
providers are focused primarily on the fi nancial side, with<br />
a somewhat short-term horizon, <strong>Gimv</strong> is in for the long haul.<br />
They detached competent people to our board of directors, who<br />
made all the difference.”<br />
What does ‘make all the difference’ really mean?<br />
“<strong>Gimv</strong> is a partner we can count on when the going gets rough.<br />
It is then that it becomes clear who is really committed. <strong>Gimv</strong><br />
has a no-nonsense, “in your face” style which you have to be<br />
ready to accept. But the result was always positive. The fact that<br />
<strong>Gimv</strong> asked us the right questions at the right time meant that<br />
we knew where the real challenges lay. We realized when we<br />
had to deal with dysfunctional situations in the organization. At<br />
times this was tough, but always very relevant. With well-argued,<br />
well-founded reasons, <strong>Gimv</strong> exercised the right pressure to<br />
make Inside successful.”<br />
What for you is <strong>Gimv</strong>’s best card?<br />
“<strong>Gimv</strong> is not driven just by the fi nancial side of things, but also<br />
by a concern for the company. It is a respectful partner. In<br />
particular <strong>Gimv</strong> has an eye for the key questions. Is the positioning<br />
good? Can the gross margin hold? Who will be the strong<br />
player in the market two years out? How and with whom must<br />
the operations be streamlined? And do we have the right people?<br />
These are basic questions, but timing is everything. <strong>Gimv</strong><br />
asks the questions at the right time and delivers the results it<br />
promises.”<br />
How do you see the cooperation looking forward?<br />
“<strong>Gimv</strong> is a partner that says what its does and does what it says.<br />
The high quality introductions that <strong>Gimv</strong> provides to important,<br />
infl uential parties and decision-makers such as top semiconductor<br />
producers are of enormous value to us. We hope that we<br />
will continue to make a lot of use of these in the future.”
DIVESTMENTS<br />
Business Architects<br />
www.baiworld.com<br />
Business Architects International (BAI) is a leading European<br />
software company offering a wide range of software solutions to<br />
banks and asset managers. With offi ces in fi ve countries, BAI<br />
has grown into an established European player with a product<br />
range tailored to the various countries it serves. In February<br />
<strong>2007</strong> BAI sold Eximius, its Wealth Management department, to<br />
Thomson Financial. In September of the same year <strong>Gimv</strong> and<br />
the other shareholders sold their interests in BAI to the listed<br />
French consultancy and IT services company Sopra Group.<br />
<strong>Gimv</strong>, that entered the company in 1998, played an active role<br />
in the internationalization of BAI.<br />
Captor<br />
www.captorgroup.com<br />
Captor offers solutions that allow companies and organizations to<br />
manage their employees effi ciently and effectively, with software<br />
and hardware for time recording, access control and personnel<br />
planning, and software applications for training and competence<br />
management. The company was set up in 1987. With offi ces<br />
in Belgium, the Netherlands, France, Germany and the United<br />
Kingdom, Captor is one of the only pan-European groups in this<br />
sector. Its products are used in over 2 000 organizations across<br />
Europe. In June <strong>2007</strong> <strong>Gimv</strong> sold its shareholding to Kronos,<br />
the US company which is the market leader in workforce management.<br />
This acquisition strengthens Kronos’ position in the<br />
European market.<br />
Interwise<br />
www.interwise.com<br />
Interwise develops and sells software for real time video, audio<br />
and data communication via the internet. The US-Israeli<br />
company focuses on web conferencing and the live e-learning<br />
market. The company originated in Israel, but is headquartered<br />
in the USA. Interwise is active in countries like the United<br />
Kingdom, France, Japan, China and Australia, and has offi ces<br />
in six countries. <strong>Gimv</strong> entered the company in 2001. In <strong>2007</strong><br />
the US telecoms group AT&T acquired Interwise and integrated<br />
it into its Global Business Services division.<br />
Mediornet<br />
A bankruptcy forced <strong>Gimv</strong> to write off its entire investment in<br />
Austrian company Mediornet. This bankruptcy followed an unsuccessful<br />
search for additional capital and a strategic partner.<br />
The Mediornet assets from the bankruptcy were sold to the<br />
German group Riedel Communications.<br />
PARTIAL DIVESTMENTS<br />
Telenet<br />
www.telenet.be<br />
Belgian cable operator Telenet offers TV distribution (both<br />
analogue and digital), internet and telephony. It is the largest<br />
supplier of broadband cable services for private individuals in<br />
Belgium. Telenet Solutions is aimed at the professional market,<br />
delivering appropriate voice and data traffi c, internet and digital<br />
TV solutions to major enterprises, government bodies, health<br />
institutions and SMEs. Since 2005 Telenet has been listed on<br />
Euronext Brussels. The company has around 1 500 employees.<br />
Belgian Cable Investor, controlled by Liberty Global, exercised<br />
its call options on the Telenet shares held by <strong>Gimv</strong>, at EUR 25<br />
a share, representing a cash income of EUR 95.1 million for<br />
3 804 450 shares. At the beginning of August, <strong>Gimv</strong> exercised<br />
its Telenet warrants at EUR 13.33, bringing its holding in<br />
Telenet back up to 1 615 344 shares or 1 percent of the share<br />
capital. Finally, in November, Telenet carried out a capital<br />
reduction of EUR 6 per share, giving <strong>Gimv</strong> a cash income of<br />
EUR 9.7 million.<br />
GIMV ICT’S TEN LARGEST UNLISTED<br />
SHAREHOLDINGS<br />
The ICT portfolio has a total value of EUR 165.8 million.<br />
EUR 26.8 million of this amount relates to listed and<br />
EUR 139.0 million to unlisted companies. At the end of the<br />
<strong>2007</strong>-<strong>2008</strong> fi nancial year the combined value of the ten largest<br />
unlisted shareholdings amounted to EUR 76.3 million, or 62 percent<br />
of all unlisted <strong>Gimv</strong> ICT shareholdings (funds excluded).<br />
| 45
VENTURE<br />
CAPITAL<br />
Clear2Pay<br />
www.clear2pay.com<br />
Clear2Pay develops innovative payment systems for fi nancial<br />
institutions, aimed at the safe, timely and smooth processing<br />
of internal payment traffi c. Clear2Pay invests around<br />
EUR 5 million a year in researching and developing innovative<br />
payment technologies for use on a global scale. The company<br />
is headquartered in Belgium and operates in the Netherlands,<br />
Germany, Poland, Spain, the UK, the USA, China, Australia<br />
and Singapore. It has more than 400 employees. In <strong>2007</strong><br />
Clear2Pay acquired Belgian company Integri which specializes<br />
in test services and software. This was followed a few weeks<br />
later by its French counterpart Diagram EDI. At the start of<br />
this year Clear2Pay collected EUR 10 million from its existing<br />
shareholders, including <strong>Gimv</strong>.<br />
CoreOptics<br />
www.coreoptics.com<br />
Fast-growing and innovative CoreOptics develops advanced<br />
optical network subsystems which signifi cantly increase the<br />
capacity of existing networks (higher speed) and the reach of<br />
optical links (improved signal). CoreOptics solutions can be<br />
applied universally both on local and on ultra-long distance<br />
networks. Direct customers are primarily major suppliers of optical<br />
transmission systems like Siemens, Fujitsu and Ericsson<br />
that integrate CopeOptics’ modular building blocks into various<br />
applications and network systems for telecom and data networks.<br />
The company was set up in 2001 and employs around<br />
100 people. The head offi ce is in Nürnberg, with sales and<br />
support divisions in the USA. <strong>Gimv</strong> has invested in CoreOptics<br />
since 2006.<br />
CoWare<br />
www.coware.com<br />
See page 42.<br />
Digital Imaging Systems<br />
www.disimage.com<br />
See page 42.<br />
Gemidis<br />
www.gemidis.com<br />
See page 42.<br />
46 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
Human Inference<br />
www.humaninference.com<br />
Human Inference, which was founded in 1986, is a leading<br />
European player on the market for solutions to improve the<br />
quality of business data. Data quality management has proved<br />
a strongly growing area in recent years, mainly because it determines<br />
the effi ciency of business applications like CRM and<br />
ERP. Human Inference’s software allows customers to work with<br />
reliable data, thanks to a technological platform that couples<br />
existing business processes to external references to ensure<br />
that data are complete, correct, up-to-date and unique (and in<br />
this way improve their quality). The company today has 75 employees<br />
and delivers to 180 blue chip companies in various<br />
sectors. <strong>Gimv</strong> entered Human Inference in <strong>2007</strong>.<br />
Inside Contactless<br />
www.insidecontactless.com<br />
See pages 42 and 44.<br />
Liquavista<br />
www.liquavista.com<br />
See page 43.<br />
Mentum (ex-CTS International)<br />
www.mentum.com<br />
See page 43.<br />
Tinubu Square<br />
www.tinubusquare.com<br />
French company Tinubu Square is the European leader in automated<br />
solutions and consultancy for the B2B credit insurance<br />
market. Tinubu Square helps manage customer risk and payment<br />
guarantees for inter-company transactions, regardless of<br />
the buyer’s or seller’s country. The service is fl exible, rapid and<br />
complete, and functions as a real interface between credit insurers<br />
and their customers. The Tinubu Square solutions reduce the<br />
cost risk, automate the administrative management processes<br />
and improve the company’s service quality. Tinubu Square has<br />
offi ces in France and Belgium and has forty employees.
Overview of the <strong>Gimv</strong> ICT portfolio<br />
Name Website Country Activity Entry<br />
3mensio www.3mensio.com Netherlands 3D software for medical applications / radiology 2004<br />
Applied Development www.appdev.be Belgium / India Software development <strong>2007</strong><br />
Aventiv www.aventiv.com Belgium Online document management <strong>2007</strong><br />
Clear2Pay www.clear2pay.com Belgium Innovative payments applications 2006<br />
CoreOptics www.coreoptics.com Germany Optical network subsystems 2006<br />
CoWare www.coware.com USA Chip design software (EDA) 1997<br />
CR2 www.cr2.com Ireland Financial channel management software 2000<br />
Digital Imaging Systems www.disimage.com Germany Mobile phone camera modules 2006<br />
Ecophos www.ecophos.com Belgium R&D company in the phosphate industry 1996<br />
Gemidis www.gemidis.com Belgium Micro-displays for high resolution broadband monitors 2004<br />
Greenpeak www.greenpeak.com Netherlands Low consumption ZigBee solutions 2006<br />
Human Inference www.humaninference. com Netherlands Data quality management software <strong>2007</strong><br />
Inside Contactless www.insidefr.com France Smartcard design 1998<br />
L&C www.landcglobal.com USA NLP-based software solutions 2000<br />
Liberty Channels www.libertytv.com Luxembourg B&C, B&B travel website 2000<br />
Liquavista www.liquavista.com Netherlands Screen technology for mobile applications 2006<br />
LivePerson www.liveperson.com USA Online conversation solutions 2002<br />
Mentum www.mentum.com France Network planning software 2002<br />
Metris www.metris.be Belgium Quality control software and hardware 2000<br />
Movea www.movea-tech.com France Human movement recording apparatus <strong>2008</strong><br />
Oree www.oree-inc.com Israel LED display parts <strong>2007</strong><br />
Psytechnics www.psytechnics.com United Kingdom Speech quality measurement software 2004<br />
Telenet www.telenet.be Belgium Broadband cable operator 1996<br />
Tinubu Square www.tinubusquare.com France Automated credit management solutions 2002<br />
VirtenSys www.virtensys.com United Kingdom Input / output-virtualization 2006<br />
| 47
VENTURE<br />
CAPITAL<br />
Life Sciences<br />
The big events for Life Sciences in <strong>2007</strong>-<strong>2008</strong><br />
were the stock market introduction of Ablynx<br />
and the further divestment from deVGen. The<br />
business unit also optimised its more mature<br />
portfolio with various follow-on investments. The<br />
range of activities for new investments is also<br />
widening.<br />
Bioworld Finance Watch, in its annual overview for <strong>2007</strong>, reports<br />
USD 24 billion of venture capital investment in the life<br />
sciences sector, up slightly on 2006, with more money being<br />
invested in later stage companies. For venture capital investors<br />
in early stage companies, the time-to-divestment is becoming<br />
ever longer.<br />
Major differences remain between countries and regions, as<br />
in previous years. In the USA, the market is volatile, in the UK<br />
market performance is weak. In Scandinavia we are seeing a<br />
perceptible cooling off with stock market introductions being<br />
put off until later. In Germany results were not brilliant either,<br />
with certain listed life science companies experiencing severe<br />
setbacks.<br />
In Belgium and the Netherlands, the investment climate was<br />
reasonable, including the stock market introductions of Ablynx<br />
and Tigenix and the private placements of Innogenetics,<br />
OncoMethylome Sciences and Thrombogenics. Switzerland<br />
too remains a highly attractive market for life sciences, with<br />
attractive results.<br />
Investment focus<br />
Life Sciences focuses on long-term investments, with a careful<br />
eye to the specifi cities of different geographic markets. It is aiming<br />
at a diversifi ed portfolio with investments in drug research<br />
and diverse technologies. Diagnostics activities and technologies<br />
with applications in the agro and energy sectors also fi t into<br />
the investment policy. <strong>Gimv</strong> remains interested in every phase of<br />
a company’s development, from early stage to listed. Its primary<br />
focus is on European companies, but it also looks at promising<br />
enterprises in other parts of the world.<br />
In <strong>2007</strong>-<strong>2008</strong>, Life Sciences invested EUR 18.4 million.<br />
48 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
Life Sciences portfolio according to geographic<br />
distribution (based on portfolio value at 31/03/<strong>2008</strong>)<br />
United States<br />
40 %<br />
Rest of Europe<br />
15 %<br />
Life Sciences portfolio according to stage of<br />
development (based on portfolio value at 31/03/<strong>2008</strong>)<br />
Private equity ty<br />
funds ds<br />
26 %<br />
Growth fi nancing ng<br />
28 %<br />
BBelgium<br />
19%<br />
France F 21 %<br />
Netherlands N<br />
4 %<br />
Germany 1 %<br />
Seed fi nancing<br />
2 %<br />
Early stage 44 %
<strong>Gimv</strong> continues to support shareholding<br />
ABLYNX CARRIES OFF LARGEST EVER BIOTECH IPO ON EURONEXT BRUSSELS<br />
With its IPO in the last quarter of <strong>2007</strong>, Ablynx collected EUR 85 million, which is a record for a biotech company on Euronext<br />
Brussels. Ablynx now has ample resources with which to continue developing its therapies. The pipeline is promising and continues to<br />
grow. An initial product has recently been tested on humans. Ablynx has cooperation agreements with top companies like Boehringer<br />
Ingelheim, Novartis, Procter & Gamble and Wyeth to further validate its technology.<br />
This IPO demonstrates how Flemish start-ups can grow wings with venture capital from <strong>Gimv</strong>. <strong>Gimv</strong> did not sell any shares at the IPO,<br />
but used the attractive introduction price to buy more.<br />
Ablynx specialises in a new category of medicines derived from llama antibodies. From these antibodies it has developed nanobodies,<br />
that is tiny antibody fragments which should also be able to heal human beings. The antibodies developed in this way can be used<br />
against cardiovascular disorders, Alzheimer’s and cancer, but the potential is much wider.<br />
NEW INVESTMENT<br />
Acertys<br />
www.acertys.com<br />
Acertys sells, distributes and acts as an integrator of high tech<br />
medical apparatus. With its own team of technical specialists,<br />
Acertys provides specifi c user training. The group also supplies<br />
technical equipment to fi refi ghting, police, defence and civil<br />
defence services and distributes medical consumables to hospitals,<br />
homes for the elderly and fi rst aid services. Acertys came<br />
into being in <strong>2007</strong> through the merger of Meda, Vandeputte<br />
Medical BV and Vandeputte Medical & Security NV. The merger<br />
of these Belgian and Dutch companies allows the company to<br />
guarantee outstanding service and at the same time remain<br />
a trusted proximity partner to its customers. Acertys employs<br />
185 people. With sales of almost EUR 44 million the group has<br />
a leading market position in the Benelux. Corporate Investment<br />
Belgium and the Life Sciences business units have together<br />
taken a majority interest in this new group.<br />
MAIN FOLLOW-ON INVESTMENTS<br />
Ablynx<br />
www.ablynx.com<br />
This biopharmaceuticals company, a spin-off of the VIB, is<br />
investigating and developing a new type of antibodies. Derived<br />
from camels, these will be used for treating thrombosis, immunity<br />
system problems and neurodegenerative illnesses. In <strong>2007</strong><br />
Ablynx concluded a major cooperation contract, potentially<br />
worth EUR 1.3 billion, with Boehringer Ingelheim to co-develop<br />
and co-market 10 nanobody drugs. In November <strong>2007</strong>, Ablynx<br />
pulled off the largest ever biotech IPO on Euronext Brussels.<br />
<strong>Gimv</strong> used the attractive introductory price to increase its holding<br />
in Ablynx.<br />
Ambit<br />
www.ambitbio.com<br />
US biotech company Ambit, set up in 2000, develops little molecular<br />
kinase blockers for treating cancer. Using its proprietary<br />
KinomeScan technology, Ambit produces uniform, detailed kinase<br />
(enzymes) profi les which serve to develop more targeted<br />
drugs with minimum side effects. Many of Ambit’s drugs are<br />
at the preclinical and clinical research stages. These include<br />
AC220, a kinase blocker for treating an acute form of leukaemia.<br />
The company maintains partnerships with prominent companies<br />
like Roche, Pfi zer and GlaxoSmithKline. <strong>Gimv</strong>, which has been a<br />
shareholder of Ambit since 2002, took part in a USD 49.3 million<br />
series D capital increase.<br />
Ceres<br />
www.ceres-inc.com<br />
With a technology which uses plant genomes, Ceres is developing<br />
new commercial applications and sustainable solutions for<br />
energy production, agriculture, health and human food. Among<br />
other things it uses innovative crops for producing biofuels.<br />
Ceres works with Monsanto to develop new and better plant<br />
varieties. Since being founded in 1997, Ceres has mapped the<br />
genetic codes of 70 000 plants. The company has 130 employees.<br />
In September <strong>2007</strong>, <strong>Gimv</strong> took part in a USD 75 million<br />
investment round.<br />
| 49
VENTURE<br />
CAPITAL<br />
Diatos<br />
www.diatos.com<br />
Franco-Belgian company Diatos, a spin-off of the Institut<br />
Pasteur, is developing anti-cancer therapies using its proprietary<br />
peptide technology. Diatos is seeking to improve the features of<br />
existing therapies and to create new ones with greater effi ciency,<br />
optimised dosage and reduced toxicity and side effects. Diatos<br />
has 40 employees working out of facilities in France, Belgium<br />
and the USA. <strong>Gimv</strong> co-invested in a series D capital round for<br />
EUR 9.4 million. This new capital will serve to fi nance patient<br />
testing of Diatos’s therapies. The company will shortly be testing<br />
DTS-301, a new breast cancer treatment with reduced side<br />
effects.<br />
Fovea Pharmaceuticals<br />
www.fovea-pharma.com<br />
Fovea Pharmaceuticals was set up in 2005 to research and<br />
develop drugs for treating ophthalmologic disorders, such as<br />
age-related macular degeneration, retinitis pigmentosa and diabetic<br />
retinopathy. Fovea has developed a range of products in<br />
different stages of testing, from pre-clinical products to products<br />
about to undergo clinical testing. Fovea collected EUR 30 million<br />
in a series B fi nancing round from various investors, including<br />
<strong>Gimv</strong>, Sofi nnova Partners, Forbion and Abingworth. Fovea will<br />
be using the new resources for further developing its pre-clinical<br />
and clinical stage drugs and its technology platform.<br />
Nereus Pharmaceuticals<br />
www.nereuspharm.com<br />
Nereus Pharmaceuticals is a US pharmaceuticals R&D company<br />
that was set up in 1999 to explore new candidate substances.<br />
These Nereus obtains from the sea, which is the planet’s largest<br />
source of microbial diversity. Based on this marine microbiology<br />
Nereus is developing medicines for cancer, infectious diseases<br />
and infl ammations. Two Nereus drugs are at the clinical test<br />
phase. A number of other highly promising candidates are expected<br />
to reach this stage in 2009. 38 people work for Nereus<br />
Pharmaceuticals. <strong>Gimv</strong>, which has been a shareholder since<br />
2000, took part in a USD 45 million series D fi nancing round.<br />
50 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
DIVESTMENT<br />
deVGen<br />
www.devgen.com<br />
Ghent-based biotech company deVGen, a spin-off of the VIB,<br />
researches, develops and markets biotech products to protect<br />
a wide range of agrocrops against pest organisms. It is also<br />
developing new drugs to treat disorders like diabetes, obesity,<br />
cardiovascular irregularities and infl ammations. In June<br />
2005, deVGen was successfully introduced onto Euronext. In<br />
November <strong>2007</strong> it acquired Monsanto’s seed activities in India.<br />
In so doing deVGen has grown into an integrated player on the<br />
seed market, from lab to farmer. Its headcount has now risen<br />
to over 170. During two private placements in <strong>2007</strong>, <strong>Gimv</strong> sold<br />
a sizeable package of deVGen shares. The remaining participation<br />
was fully realized in <strong>2008</strong>. <strong>Gimv</strong> had been a shareholder in<br />
deVGen since 1997.
GIMV IS A REFERENCE IN THE BIOTECH<br />
MARKET<br />
VALUE CREATION AT DEVGEN PROVES<br />
SECTOR’S POTENTIAL<br />
Flemish agro-biotech company deVGen is generating income<br />
by licensing technologies and products. Increasingly it is also<br />
developing solutions based on its own proprietary technology.<br />
DeVGen has concluded partnerships with top companies<br />
like Sumitomo and Monsanto. CEO Thierry Bogaert tells how<br />
<strong>Gimv</strong> helped stimulate deVGen’s success and that of Flemish<br />
biotech.<br />
Why did deVGen chose <strong>Gimv</strong><br />
as a fi nancing partner?<br />
“When we set out to sea in 1997 with <strong>Gimv</strong>, this was a logical<br />
choice for deVGen. <strong>Gimv</strong> had experience in biotechnology –<br />
something rare at the time – and was also a strong local player.<br />
This is important: a start-up company needs to win the trust<br />
of a major local investor. This is essential. The local investor<br />
knows the market situation and can correctly assess the potential<br />
existing in the company. <strong>Gimv</strong> has played its venture<br />
capital investor role immaculately. Indeed, the biotech sector<br />
as a whole has received many fresh impulses from the Flemish<br />
government’s “Innovation through Knowledge and Technology”<br />
(IWT) programme.”<br />
Was the transfer of knowhow from <strong>Gimv</strong><br />
important for deVGen?<br />
“<strong>Gimv</strong>’s input, also from outside the fi nancial fi eld, was vital<br />
for deVGen. The <strong>Gimv</strong> representative played a crucial role in<br />
developing the business plan, devising the strategy and defi ning<br />
the choices we have made as a company. <strong>Gimv</strong>’s track record<br />
in biotech is of the highest level. <strong>Gimv</strong> is one of the better and<br />
more committed biotech investors in Europe and has a strong<br />
investment team.”<br />
Thierry Bogaert - CEO deVGen<br />
What for you are <strong>Gimv</strong>’s strongest points?<br />
“<strong>Gimv</strong> does not work like closed funds, which after a predefi ned<br />
number of years start looking to divest. Its time horizon is longer<br />
than the customary three to fi ve years. This is necessary in life<br />
sciences and enables exits to be planned more strategically. A<br />
biotech company needs more time to prove itself on the market.<br />
We have seen this with colleagues like Ceres, Innogenetics and<br />
Ablynx.”<br />
Does the <strong>Gimv</strong> network offer an added value for<br />
deVGen?<br />
“<strong>Gimv</strong> is a well reputed player in the agro-biotech world with an<br />
interesting network of quality companies. This is a major added<br />
value. Doors open to people in this network. Companies are<br />
happy to be part of the <strong>Gimv</strong> portfolio, it is a reference of their<br />
credibility. If tomorrow I were to again start a biotech company,<br />
I would again set sail with <strong>Gimv</strong>.”<br />
| 51
VENTURE<br />
CAPITAL<br />
BIOTECH FONDS VLAANDEREN<br />
The Biotech Fonds Vlaanderen was set up in 1994 to provide<br />
venture capital to existing and starting medium and large sized<br />
companies in the Flemish biotechnology sector. The fund’s remit<br />
includes attracting new biotech companies to start or develop<br />
activities in Flanders. In this way the fund is placing Flanders on<br />
the world map of scientifi c research and industrial development.<br />
<strong>Gimv</strong> manages this fund at the request of the Flemish Region.<br />
In <strong>2007</strong>-<strong>2008</strong>, Biotech Fonds Vlaanderen made follow-on investments<br />
in Ablynx, Actogenix, Diatos, Movetis and Thrombogenics<br />
in an amount of EUR 12.1 million. The fund took no new shareholdings<br />
during the past fi nancial year.<br />
GIMV LIFE SCIENCES’ TEN LARGEST<br />
UNLISTED SHAREHOLDINGS<br />
The Life Sciences portfolio has a total value of EUR 139.6 million.<br />
EUR 36 million of this amount is in listed and EUR 103.6 million<br />
in unlisted companies. At the end of the <strong>2007</strong>-<strong>2008</strong> fi nancial<br />
year the value of the ten largest unlisted shareholdings<br />
amounted to EUR 59.8 million, or 90 percent of all unlisted<br />
<strong>Gimv</strong> Life Sciences shareholdings (funds excluded).<br />
Ambit<br />
www.ambitbio.com<br />
See page 49.<br />
Astex Therapeutics<br />
www.astex-therapeutics.com<br />
British biotech company Astex researches and develops new<br />
drugs against cancer and other human diseases for which as<br />
yet no effective cures have been found. The company’s primary<br />
thrust is in oncology, with an emphasis on putting together drugs<br />
that are more effective and less toxic. Since it was founded<br />
in 1999, Astex Therapeutics has developed a whole series of<br />
products with the patented Pyramid platform. These products<br />
are now at the clinical and pre-clinical phase. Astex has<br />
concluded various cooperation agreements with major pharmaceuticals<br />
companies like Novartis, AstraZeneca and Boehringer<br />
Ingelheim. <strong>Gimv</strong> entered the capital of Astex in 2001.<br />
52 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
Ceres<br />
www.ceres-inc.com<br />
See page 49.<br />
ChemoCentryx<br />
www.chemocentryx.com<br />
ChemoCentryx is a leading late stage biotech company producing<br />
oral drugs for treating auto-immune diseases, infl ammatory<br />
disorders and cancer. It is a pioneer in research into the chemokine<br />
network (network of signal substances) that plays a crucial<br />
role in regulating the immune system. Crohn’s disease, rheumatoid<br />
arthritis and multiple sclerosis are some of the diseases<br />
which ChemoCentryx has programmes to combat. In 2006 it<br />
concluded a cooperation agreement with GlaxoSmithKline for its<br />
Trafi cet-EN treatment of irritable bowel syndrome. The cooperation<br />
with <strong>Gimv</strong> began in 2002.<br />
Diatos<br />
www.diatos.com<br />
See page 50.<br />
Fovea Pharmaceuticals<br />
www.fovea-pharma.com<br />
See page 50.<br />
Nereus Pharmaceuticals<br />
www.nereuspharm.com<br />
See page 50.
PamGene<br />
www.pamgene.com<br />
PamGene, a Ditch biotech spin-off of Organon Technika, is<br />
developing test chips based on microarray technology, which<br />
is one of the most important analysis technologies in molecular<br />
biology research. The PamChip has a much faster analysis time<br />
than the better known DNA chips: a few minutes in place of<br />
hours. As well as DNA analysis PamGene is also using the same<br />
technology to examine how cells react to the administration of<br />
certain medicines. This would enable medicines with less sideeffects<br />
to be brought more effi ciently onto the market. Japanese<br />
company Olympus and Belgian company Innogenetics have<br />
licensed in PamGene’s platform technology for diagnostic applications.<br />
PamGene has been in the <strong>Gimv</strong> portfolio since 2000.<br />
Plexxikon<br />
www.plexxikon.com<br />
American company Plexxikon is a leading player in researching<br />
and developing new drugs for handling cardiovascular and<br />
metabolic disorders, infl ammations and cancers. The research<br />
is based on its proprietary technology platform that uses structural<br />
screening and analysis in as early a stage as possible<br />
in developing drugs. Plexxikon has signed partnerships with<br />
Servier, Wyeth Pharmaceuticals and Genentech Inc. In 2006<br />
Plexxikon concluded a cooperation agreement with Roche to<br />
develop a cancer drug. <strong>Gimv</strong> has been supporting Plexxikon<br />
since 2002.<br />
Xanthus Pharmaceuticals<br />
www.xanthus.com<br />
Xanthus Pharmaceuticals was set up in Massachusetts, USA,<br />
in 2001. It researches, develops and markets new therapies<br />
to combat cancer and auto-immune disorders. The broad<br />
portfolio of licensed-in products, including Xanafi de and Oral<br />
Fludarabine, is spread over various stages of research. <strong>Gimv</strong><br />
entered Xanthus in 2003.<br />
| 53
VENTURE<br />
CAPITAL<br />
Overview of the <strong>Gimv</strong><br />
Life Sciences portfolio<br />
Name Website Country Activity Entry<br />
7tm Pharma www.7tm.com France Therapeutics for treating metabolic disorders 2002<br />
AbLynx www.ablynx.com Belgium Antibody technology 2001<br />
ActoGenix www.actogenix.com Belgium Proteins for treating gastrointestinal diseases, etc. 2006<br />
Ambit www.ambitbio.com United States Kinase drug discovery 2002<br />
Acertys Group www.acertys.com Belgium Sale and distribution of medical equipment <strong>2007</strong><br />
Astex Therapeutics www.astex-therapeutics.com United Kingdom Molecule-directed drugs 2001<br />
Avalon Pharmaceuticals www.avalonrx.com United States Cancer / genomics 2000<br />
Ceres www.ceres-inc.com United States Agrobiotechnology / genomics 1998<br />
ChemoCentryx www.chemocentryx.com United States Chemokine receptor drug discovery 2004<br />
Diatos www.diatos.com France Drug delivery 2000<br />
Evotec www.evotec.com Germany Drugs for central nervous system disorders 2004<br />
Fovea www.fovea-pharma.com France Drugs for eye disorders 2005<br />
Galapagos www.glpg.com Belgium Bone and articulatory diseases 1999<br />
Innate Pharma www.innate-pharma.fr France Immuno-modulation therapeutics 2000<br />
Memory Pharmaceuticals www.memorypharma.com United States Memory dysfunction drugs 1998<br />
Movetis www.movetis.com Belgium Drugs for gastrointestinal problems 2006<br />
Nereus Pharmaceuticals www.nereuspharm.com United States Marine microbiology-derived therapies 2000<br />
Pamgene www.pamgene.com Netherlands Microarray-systemen 2000<br />
Plexxikon www.plexxikon.com United States Drugs for cancer, infl ammation and metabolic disorders 2002<br />
Pronota www.pronota.com Belgium Protein biomarkers 2006<br />
Santhera Pharmaceuticals www.santhera.com Switzerland Drugs for neuromuscular and metabolic disorders 2001<br />
Thrombogenics www.thrombogenics.com Belgium Drugs for vascular diseases 2006<br />
TorreyPines Therapeutics www.torreypinestherapeutics.com United States Biotests for Alzheimer’s 2000<br />
Xanthus Pharmaceuticals www.xanthus.com United States Cancer treatment drugs 2003<br />
54 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report
Cleantech<br />
Last year <strong>Gimv</strong> took its fi rst steps towards setting<br />
up a cleantech business unit with its investment<br />
in Emerald Technology Ventures’ cleantech fund.<br />
In April <strong>2007</strong>, <strong>Gimv</strong> upped its commitment from<br />
EUR 12 million to EUR 30 million. Since then<br />
the Emerald Fund, in which <strong>Gimv</strong> is the largest<br />
investor, has undertaken nine investments. <strong>Gimv</strong><br />
has also begun building up its own cleantech<br />
team.<br />
With climate change looming large and energy reserves growing<br />
scarce, cleantech has received worldwide attention from the<br />
general public, politicians and the investment community. The<br />
growing importance of the cleantech sector is demonstrated by<br />
the rapidly growing interest and large number of investments in<br />
cleantech. In just a few years the cleantech market has become<br />
both larger and broader. Alongside ‘green classics’ like renewable<br />
energy and water treatment, cleantech can also be found<br />
in other areas like transport, agriculture, biotechnology and new<br />
materials.<br />
Europe has built up a major lead in the development of green<br />
technology. Half of the licences for fuel-saving motor vehicles<br />
come from the European Union. This technological lead is not,<br />
however, refl ected in the total amount invested in environmentally<br />
friendly technology. Of the USD 3.5 billion of venture capital<br />
currently going annually into cleantech, 75 percent is going to<br />
US companies, followed by 18 percent for Europe. It is now up<br />
to Europe to start to catch up here with the United States.<br />
<strong>Gimv</strong> is aiming for a prominent position in Europe’s fast-growing<br />
cleantech market, with an initial focus on the Benelux. For this<br />
it can rely on its own track record and experience in venture<br />
capital and on the cleantech expertise of Emerald Technology<br />
Ventures. As well as investing in Emerald’s cleantech business,<br />
<strong>Gimv</strong> is busy starting up its own cleantech business unit. Two<br />
investment professionals have already been recruited for it. The<br />
recruitment and supervision of these sector specialists is being<br />
actively supported by Emerald Technology Ventures.<br />
Emerald Technology Ventures<br />
www.emerald-ventures.com<br />
Emerald Technology Ventures, with offi ces in Zurich and<br />
Montreal, is the world leader in cleantech venture capital. It<br />
invests primarily in early stage and expansion stage European<br />
and North American companies. Emerald focuses on innovative<br />
technologies in energy, materials and water. Emerald’s 16 specialists<br />
have EUR 285 million under management in 34 portfolio<br />
companies. <strong>Gimv</strong> invested EUR 30 million in Emerald’s recent<br />
cleantech fund (EUR 150 million), making it the largest investor.<br />
The fund has nine companies in its portfolio: Fluxxion (NL),<br />
Emergya Wind Technologies (NL), O-fl exx Technologies (D),<br />
Identic Solutions (A), Vaperma (CAN), ARXX Green Building<br />
Systems (USA), SDC Materials (USA), SynapSense (USA) and<br />
Xunlight Corporation (USA).<br />
| 55
INFRA-<br />
STRUCTURE<br />
DG Infra+<br />
Together with Dexia, <strong>Gimv</strong> has set up DG Infra+,<br />
an unlisted fund that is focused on infrastructure<br />
investments. In an initial closing in December<br />
<strong>2007</strong>, DG Infra+ gathered EUR 135 million from<br />
institutional investors Arcofi n, Dexia BIL, Ethias,<br />
Gemeentelijke Holding and the Société Régionale<br />
d’Investissement de Wallonie.<br />
56 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Operating and fi nancial report<br />
The fund’s management team is concentrating on three types<br />
of transaction:<br />
- The fund wants to participate in infrastructure construction<br />
and management companies. These companies can be active<br />
in a broad range of infrastructure activities. Renewable energy,<br />
transport and logistics are some of the areas DG Infra+ is<br />
interested in. The fund can distinguish itself in the market<br />
with a project-oriented approach and a readiness to invest in<br />
not-yet-developed projects or greenfi elds.<br />
- In PPP projects DG Infra+ is the fi nancial partner in consortia<br />
with various building parties. These consortia enter into longterm<br />
DBFM (Design-Build-Finance-Maintain) agreements with<br />
the government in various sectors like transport and housing.<br />
- Finally, the fund can also invest in selective real estate projects<br />
which are still at an early stage and therefore involve a development<br />
risk.<br />
The geographic emphasis is on the Benelux, where <strong>Gimv</strong>’s local<br />
anchoring offers added value through its familiarity with market<br />
conditions. DG Infra+ is also interested in investment opportunities<br />
in other European Union countries, where cooperations with<br />
co-investors permit further portfolio diversifi cation and larger<br />
transactions.
INVESTMENTS<br />
Electrawinds<br />
www.electrawinds.be<br />
Electrawinds, which was set up in 1998, is the largest private<br />
player on Belgium’s renewable energy market, producing, selling<br />
and distributing green electricity generated from inexhaustible,<br />
clean energy sources like wind, sun and organic material. As<br />
well as producing and operating wind farms, sun panel parks<br />
and biomass plants, Electrawinds is developing new possibilities<br />
and applications of renewable energy. Since August 2005,<br />
for example, Electrawinds has been operating a biomass plant<br />
in Ostend, where energy is obtained from chip oil, plant oils<br />
and cultivated oils. The company is also internationally present<br />
with projects in France, Italy, Romania and Bulgaria. In <strong>2007</strong><br />
Electrawinds achieved sales of EUR 38 million with 110 employees.<br />
Together with Gemeentelijke Holding, DF Infra+ invested<br />
EUR 20 million in a subordinated warrant loan.<br />
| 57
HUMAN RESOURCES AND<br />
RESPONSIBLE CORPORATE<br />
BEHAVIOUR
Human resources | 60<br />
Responsible corporate<br />
behaviour | 63<br />
WITH LOCAL OFFICES<br />
IN BELGIUM, GERMANY,<br />
FRANCE AND THE<br />
NETHERLANDS AND A<br />
JOINT VENTURE IN RUSSIA,<br />
GIMV TRIES TO BE AS<br />
CLOSE AS POSSIBLE TO<br />
THE COMPANIES IN ITS<br />
PORTFOLIO.
GIMV USES ITS<br />
BEST CARDS<br />
“ Variation and involvement are<br />
what characterise my work at<br />
<strong>Gimv</strong> in the Netherlands. I meet<br />
lots of successful companies and<br />
inspiring entrepreneurs every<br />
year. Industries and people we<br />
want to get to know in depth.<br />
Together with the management<br />
teams our goal is to build even<br />
more attractive companies.”<br />
Netherlands - Dennis Plomp<br />
Senior Investment Advisor,<br />
Corporate Investment<br />
60 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Human resources and responsible corporate behaviour<br />
Well-motivated employees are crucial for <strong>Gimv</strong>.<br />
Recruiting and retaining the right people, with<br />
solid competencies and the potential for personal<br />
growth, is vital to its future.<br />
“ It is exciting to develop <strong>Gimv</strong>’s<br />
international operations.<br />
Especially for me in France,<br />
where I have been provided<br />
with the right balance between<br />
autonomy and support. In open<br />
and constructive discussions<br />
we integrate the specifi cities<br />
of local culture and increase<br />
the value we’re building with<br />
entrepreneurs.”<br />
France - Geoffroy Dubus<br />
Directeur, ICT
Policy-wise, <strong>Gimv</strong> is paying ever greater attention to human<br />
resources management. A lot of care is devoted to an optimal<br />
recruitment process and to supervising both new and more experienced<br />
employees. Coaching helps employees attain results<br />
and makes sure they can evolve, grow and remain motivated.<br />
“ Making things happen together,<br />
that’s what job satisfaction<br />
means to me. As a member<br />
of the communication team<br />
I often correspond with<br />
the international offi ces.<br />
<strong>Gimv</strong> organises regular<br />
events to bring employees<br />
of all countries together.<br />
Working with people you know<br />
makes the job so much more<br />
fascinating.”<br />
Belgium - Isabelle van Tilburg<br />
Management Assistant,<br />
Finance and Communications<br />
“ My job at Halder Germany is<br />
universal and exciting, each<br />
day. Having access to an<br />
international network through<br />
<strong>Gimv</strong> is very helpful when<br />
advising and accompanying<br />
our investments. Being<br />
a member of one of the<br />
best private equity teams<br />
in the German market, it<br />
is imperative to know what<br />
happens around you.”<br />
Germany - Fabian Walesch<br />
Investment Advisor,<br />
Corporate Investment<br />
| 61
THE GIMV STRATEGY TRANSLATED TO<br />
INDIVIDUAL EMPLOYEES<br />
Last year <strong>Gimv</strong> worked hard on optimizing its evaluation and objectives<br />
process, a central element in <strong>Gimv</strong>’s human resources<br />
policy, through which it translates its strategy to each employee’s<br />
concrete function. In the process, <strong>Gimv</strong> has also placed a more<br />
express accent on making, discussing, following up and evaluating<br />
objectives formulated according to the SMART (Specifi c,<br />
Measurable, Acceptable, Realistic and Time-limited) system.<br />
Managers receive specifi c supervision here and all employees<br />
are informed of what this process sets out to achieve and of<br />
their role in it.<br />
A HIGHLY PROFESSIONAL HUMAN<br />
RESOURCES POLICY<br />
<strong>Gimv</strong>’s international and global growth ambitions bring specifi c<br />
challenges with them, in terms of organisational structure and<br />
corporate culture, and more operationally in terms of recruitment,<br />
supervision and retention of employees. In the coming<br />
period <strong>Gimv</strong> will therefore be taking further steps to make its<br />
human resources policy more professional.<br />
RESULT-ORIENTED REMUNERATION OF<br />
INVESTMENT MANAGERS AND STAFF<br />
EMPLOYEES<br />
<strong>Gimv</strong> offers investment managers and staff employees a remuneration<br />
package consisting essentially of three elements:<br />
• the base salary and the benefi ts in kind<br />
• discretionary bonus<br />
• exit bonus.<br />
This remuneration structure is in line with international market<br />
practices and is aimed at attracting and retaining highly qualifi<br />
ed employees.<br />
Supplementing the base salary is the discretionary bonus system,<br />
depending on <strong>Gimv</strong>’s fi nancial result. In consultation with<br />
the remuneration committee the CEO proposes a distribution of<br />
the discretionary bonus.<br />
62 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Human resources and responsible corporate behaviour<br />
Distribution by gender<br />
at 31/03/<strong>2008</strong><br />
Malee<br />
60.2% %<br />
Distribution by activity<br />
at 31/03/<strong>2008</strong><br />
Other<br />
8.4%<br />
Cleantech<br />
1.2%<br />
ICT<br />
10.8%<br />
Life Sciences<br />
7.2%<br />
Distribution by country<br />
at 31/03/<strong>2008</strong><br />
Belgium<br />
69.9%<br />
Female F<br />
39.8%<br />
Financial F<br />
28.9% 2<br />
Legal L<br />
6.0% 6<br />
Corporate C<br />
Investment I<br />
37.3% 3<br />
France F<br />
3.6% 3<br />
Germany G<br />
12.0% 1<br />
Netherlands N<br />
14.5%
RESPONSIBLE<br />
CORPORATE<br />
BEHAVIOUR<br />
Young entrepreneurs<br />
<strong>Gimv</strong> supports various initiatives aimed at<br />
encouraging entrepreneurship amongst young<br />
people.<br />
Vlaamse Jonge Ondernemingen (Flemish Young Companies –<br />
Vlajo) wants to acquaint young students with entrepreneurship<br />
and encourage companies and schools to join in. <strong>Gimv</strong> sponsors<br />
Vlajo’s mini-companies. This project gives students an opportunity<br />
to wear an entrepreneur’s coat for the duration of a school<br />
year. Together with their classmates they set up a miniature<br />
company and bring their own product onto the market.<br />
<strong>Gimv</strong> also sponsors NFTE, the Network for Training<br />
Entrepreneurship, an initiative that supports young people looking<br />
for opportunities to become successful entrepreneurs. Via<br />
the NFTE the young people obtain a solid basis of knowledge<br />
of how business works and the necessary support in setting<br />
up their own business. They can also count on continuing accompaniment<br />
and support from NFTE.<br />
It is the support of NFTE that enabled Miguel Garcia (Kortrijk<br />
°1981) to realise his business dream. The young boss of<br />
M-Interieur now manages a fl ourishing enterprise with fi ve employees<br />
and a network of supporting freelancers with which he<br />
cooperates structurally.<br />
“NFTE has the know-how and the teachers to bring young talent<br />
into bloom”; Miguel Garcia explains. “I dreamed of my own<br />
business, but did not know how to go about it. At technical<br />
school little attention was paid to entrepreneurship. Thanks to<br />
the NFTE course and their support I was able to set up a business<br />
plan and get the business up and running.”<br />
What is M-Interieur’s core activity? “We are a painting and total<br />
interior decoration company which provides high quality painting<br />
and original interior design. We use exclusive and nearly<br />
forgotten technologies in order to give interiors a unique cachet.<br />
The VIP rooms and the business area of the Bruges football<br />
stadium are, for example, an attractive reference for us”, Miguel<br />
tells us.<br />
In <strong>2007</strong>, Miguel Garcia’s efforts were crowned with the NFTE<br />
Young Entrepreneur of the Year Award.<br />
ENTERPRISING ARTISTS<br />
The Dutch Foundation Art Initiatives was set up in 2005 to develop<br />
projects in which art and society can interact. The foundation<br />
is directed at young artists seeking their way in an artistic<br />
career. Art Partner is one initiative of Foundation Art Initiatives<br />
that seeks to help young artists fi nd a balance between artistic<br />
development and entrepreneurship. Through this project companies<br />
can commit to supporting a young artist for two years<br />
fi nancially and with advice.<br />
<strong>Gimv</strong> and Jasper Hagenaar (www.jasperhagenaar.nl) have found<br />
each other in Art Partner. <strong>Gimv</strong> is providing Jasper with a small<br />
fi xed income to enable him to further develop his artistic career.<br />
He can also obtain business advice from <strong>Gimv</strong>. <strong>Gimv</strong> helped<br />
Jasper publish a small book on his work, not unimportant for a<br />
starting artist. In turn Jasper produced a series of lithographs<br />
for <strong>Gimv</strong> to distribute as business gifts. Jasper’s creative ideas<br />
are also proving highly inspirational for <strong>Gimv</strong>.<br />
Every year since 1981, <strong>Gimv</strong> has commissioned one or two<br />
unique graphic works from a Flemish creative artist. These<br />
pieces of Flemish graphic art have served as gifts to mark new<br />
business relationships and now decorate offi ces across the<br />
world. In 2006 the works were compiled into a book depicting<br />
the evolution of Flemish graphic art from 1980 to 2005, from<br />
Roger Raveel to Fred Bervoets to Sam Dillemans. Last year the<br />
choice went to graphic artist Franky Cane, seen as one of the<br />
greatest innovators in woodcuts in Flanders, and who in <strong>2007</strong><br />
received the Louis Paul Boon prize.<br />
<strong>Gimv</strong> also supports other cultural activities, including the<br />
Festival of Flanders in Ghent and Leuven, the Filharmonie and<br />
the Middelheim Museum.<br />
| 63
MANAGEMENT,<br />
CORPORATE GOVERNANCE<br />
AND SHAREHOLDERS
Management | 66<br />
Corporate Governance | 72<br />
Shareholders | 84<br />
THE OWNERSHIP OF GIMV<br />
SHARES HAS BECOME MUCH<br />
MORE INTERNATIONAL.<br />
AT THE START OF <strong>2008</strong>,<br />
MOST SHAREHOLDERS<br />
WERE IN BELGIUM, THE UK,<br />
FRANCE, SWITZERLAND,<br />
THE NETHERLANDS AND<br />
IRELAND.
MANAGEMENT<br />
66 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Management, Corporate Governance and Shareholders<br />
THE BOARD OF DIRECTORS<br />
Herman Daems is the Chairman of<br />
the Board of Directors of <strong>Gimv</strong> and<br />
of Barco, and associate professor<br />
in Strategic Management at the<br />
K.U. Leuven. Previously he was<br />
also a visiting professor at Harvard<br />
Business School and Chairman<br />
of the European Private Equity<br />
& Venture Capital Association<br />
(EVCA). He is a director of CoWare,<br />
Domo Chemicals, Vanbreda Risk<br />
& Benefi ts and Efi co, chairman of<br />
IPEV, an international consultation<br />
body that defi nes valuation<br />
standards for Private Equity and<br />
Venture Capital, and a member<br />
of the Executive Committee of<br />
the Federation of Enterprises in<br />
Belgium (VBO-FEB).<br />
Dirk Boogmans was appointed<br />
Managing Director and Chairman<br />
of the Executive Committee in<br />
September 2003, following his<br />
appointment as CEO in July 2001.<br />
From 1998 till 2001 he was the<br />
managing director of CFE, an<br />
international building and dredging<br />
group. Prior to that he worked<br />
for 17 years at <strong>Gimv</strong>, heading the<br />
venture capital activities. He is a<br />
board member of BVA (Belgian<br />
Venturing Association), CFE, P&V,<br />
De Lijn and VEV-VOKA.
Zeger Collier has had a varied<br />
career since graduating, mainly in<br />
the banking sector. He currently<br />
works for the Organization division<br />
of Delta Lloyd Bank Belgium. He<br />
has been a <strong>Gimv</strong> board member<br />
since April 2004.<br />
Greet De Leenheer has over 25<br />
years’ experience as a strategic<br />
Media Consultant, working for<br />
various foreign groups. She is a<br />
co-founder of Vitaya TV. She is a<br />
board member of Plan Belgium<br />
and has been a <strong>Gimv</strong> board<br />
member since 2004.<br />
Eddy Geysen was until 2004<br />
Vice-President of General Motors<br />
Europe. He is also a member of<br />
the Adam Opel GmbH supervisory<br />
board and of the boards of<br />
directors of Agoria (a multisectoral<br />
federation for the technology<br />
industry), Punch International,<br />
Flanders Drive and Conteyor NV.<br />
He has been an independent<br />
board member of <strong>Gimv</strong> since<br />
2005.<br />
Jan Kerremans is chef de cabinet<br />
to the Vice Prime Minister and the<br />
Minister of Internal Affairs. He has<br />
been a <strong>Gimv</strong> board member since<br />
2005. He is also a member of the<br />
board of directors of Infrabel NV.<br />
| 67
MANAGEMENT<br />
68 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Management, Corporate Governance and Shareholders<br />
THE BOARD OF DIRECTORS<br />
Frank Meysman is CEO of the<br />
Belgian Advertising Standards<br />
Board, former chairman of the<br />
board of Sara Lee-Douwe Egberts<br />
and Executive Vice-President of<br />
the Sara Lee Corporation. He is a<br />
board member of Picanol, Spadel,<br />
WDP, Corporate Express, Festival<br />
van Vlaanderen and Grontmij. He<br />
has been an independent director<br />
of <strong>Gimv</strong> since 1998. He is the<br />
chairman of the remuneration<br />
committee.<br />
Martine Reynaers is General<br />
Manager and Managing Director<br />
of Reynaers Aluminium NV, a<br />
leading European company in<br />
quality aluminium systems for the<br />
building industry. She has been<br />
a board member of <strong>Gimv</strong> since<br />
1999. She is also a board member<br />
of the Federation of Enterprises in<br />
Belgium (VBO-FEB) and a director<br />
of Flanders Investment and Trade.
Eric Spiessens is a member of<br />
the executive committee of the<br />
Arco Group, a holding company<br />
of the cooperative movement that<br />
operates mainly in banking and<br />
insurance, utilities and medicines<br />
distribution. He has been a <strong>Gimv</strong><br />
board member since 1999. He is<br />
also a board member of the various<br />
Arco companies and of different<br />
companies in which the Arco<br />
Group has shareholdings.<br />
Marc Stordiau is managing<br />
director of the port engineering<br />
and investment fi rm Rent-A-Port.<br />
Until July 2006 he was CEO at<br />
DEME, a world class player in<br />
dredging and marine engineering,<br />
and where he remains a director.<br />
Prior to that he managed major<br />
construction projects for CFE in<br />
black Africa. He is a director of the<br />
Middle East Dredging Company<br />
(MEDCO) in Doha (Qatar) and of<br />
International Seaport Dredging<br />
(I.S.D.) in Chennai (India). He has<br />
been a board member of <strong>Gimv</strong><br />
since 1993.<br />
Emile van der Burg was Managing<br />
Partner of NIB Capital Private<br />
Equity and Chairman of the<br />
European Private Equity and<br />
Venture Capital Association<br />
(EVCA). He is a member of the<br />
investment committee of a number<br />
of internationally operating private<br />
equity funds and an associate<br />
partner of CAM Private Equity.<br />
He has been an independent<br />
board member of <strong>Gimv</strong> since<br />
2005.<br />
Leo Victor has been Managing<br />
Director of the Liaison Committee<br />
Flanders-Europe since 2006. Prior<br />
to that he was General Secretary,<br />
and as such the top offi cial, of the<br />
General Affairs Department of the<br />
Ministry of the Flemish Community.<br />
He has been Vice-Chairman of the<br />
Board of <strong>Gimv</strong> since it was founded<br />
in 1980, giving him very long<br />
experience of decision-making in<br />
private equity.<br />
| 69
MANAGEMENT<br />
Dirk Beeusaert has worked for<br />
<strong>Gimv</strong> since 1996. He has a law<br />
degree from the University of<br />
Ghent and also a special degree in<br />
tax law and accounting (Vlerick).<br />
He joined the executive committee<br />
in 2001. He is responsible for<br />
business development and<br />
providing support with the legal<br />
aspects of deals. He is also<br />
company secretary and as such<br />
co-responsible for the proper<br />
functioning of the <strong>Gimv</strong> group.<br />
70 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Management, Corporate Governance and Shareholders<br />
THE EXECUTIVE COMMITTEE<br />
Dirk Boogmans was appointed<br />
Managing Director and Chairman<br />
of the executive committee in<br />
September 2003, following his<br />
appointment as CEO in July 2001.<br />
From 1998 till 2001 he was the<br />
managing director of CFE, an<br />
international building and dredging<br />
group. Prior to that he worked<br />
for 17 years at <strong>Gimv</strong>, heading the<br />
venture capital activities. He is a<br />
board member of BVA (Belgian<br />
Venturing Association), CFE, P&V,<br />
De Lijn and VEV-VOKA.<br />
Alex Brabers joined <strong>Gimv</strong> in<br />
1990 and is responsible for the<br />
ICT business unit. He joined the<br />
executive committee in 2001.<br />
He is a board member of various<br />
listed and non-listed companies,<br />
including Telenet. He holds a<br />
degree in Economics from the K.U.<br />
Leuven.
Paul De Ridder has been<br />
a member of the executive<br />
committee since 2001 and is<br />
responsible for the Corporate<br />
Investment Germany business unit.<br />
From 1978 to 1991 he worked<br />
at Continental Bank, primarily<br />
in Italy and Germany. He is a<br />
board member of various investee<br />
companies. Paul De Ridder holds a<br />
degree in Applied Economics from<br />
the University of Antwerp and an<br />
MBA from Antwerp Commercial<br />
College.<br />
Patrick Van Beneden has worked<br />
at <strong>Gimv</strong> since 1985 and joined<br />
the executive committee in 2001.<br />
He heads up the Life Sciences<br />
business unit. He is a board<br />
member of various listed and<br />
non-listed investments, including<br />
deVGen, Avalon Pharmaceuticals<br />
and the Biotech Fonds Vlaanderen.<br />
Patrick Van Beneden has a<br />
degree in Financial Sciences from<br />
VLEKHO in Brussels.<br />
Geert-Jan van Logtestijn heads<br />
up the Corporate Investment<br />
Netherlands and Corporate<br />
Investment Belgium business<br />
units. Prior to that he was in charge<br />
of the corporate fi nance team of<br />
Ernst & Young Transaction Advisory<br />
Services in the Netherlands. Geert-<br />
Jan van Logtestijn holds an MA in<br />
General Economics and Marketing<br />
from the Erasmus University in<br />
Rotterdam and an MBA from<br />
INSEAD-Fontainebleau (F). He<br />
joined the executive committee in<br />
<strong>2007</strong>.<br />
Marc Vercruysse is Chief Financial<br />
Offi cer and has been a member<br />
of the executive committee of<br />
the company since 1998. He is a<br />
board member of various listed and<br />
non-listed investee companies. He<br />
joined the company in 1982 and<br />
was successively Internal Auditor,<br />
Senior Investment Manager and<br />
Head of the Structured Finance<br />
department. Marc Vercruysse has<br />
a degree in Applied Economics<br />
from the State University of Ghent.<br />
| 71
CORPORATE<br />
GOVERNANCE<br />
Good corporate governance is very important for<br />
<strong>Gimv</strong> in achieving its strategic objectives. <strong>Gimv</strong> is<br />
keen to be an exemplary company in this fi eld.<br />
Institutional Shareholder Service Europe (ISS Europe), an independent<br />
organization that specializes in corporate governance,<br />
fi rst inspected <strong>Gimv</strong> in 2003, giving it a score of 7.5 out of 10. In<br />
the following year this score was raised to 8 and in 2005 to 8.5<br />
out of 10. For the 2006-<strong>2007</strong> fi nancial year ISS Europe again<br />
gave it a score of 8.5 out of 10 (see 9 – page 80). Nothing has<br />
changed during the <strong>2007</strong>-<strong>2008</strong> fi nancial year.<br />
Since 2005 companies have been required to formally justify<br />
in their annual reports the degree to which their corporate governance<br />
policies comply with the principles and best practice<br />
provisions of the Lippens Code (see 10 - page 81). ISS Europe<br />
has established that since 2005 <strong>Gimv</strong> has complied with over<br />
94 percent of the Lippens Code.<br />
Since December 2005, <strong>Gimv</strong> has had a Corporate Governance<br />
Charter that sets out and explains the key aspects of its corporate<br />
governance policy. The text is available on the <strong>Gimv</strong><br />
website (www.gimv.be/06 06 04.asp). <strong>Gimv</strong> will also send<br />
a hard copy by post on request. The company updates this<br />
Corporate Governance Charter whenever relevant developments<br />
take place. The latest version was approved by the <strong>Gimv</strong> Board<br />
of Directors on 17 July <strong>2007</strong>.<br />
The present chapter of the annual report provides factual<br />
information on corporate governance and also discusses any<br />
changes in corporate governance policy and relevant events<br />
during the past fi nancial year. For a complete picture, this chapter<br />
is best read in conjunction with the Corporate Governance<br />
Charter.<br />
72 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Management, Corporate Governance and Shareholders<br />
1. CAPITAL<br />
1.1 - Reference shareholder<br />
Since the private placement that took place on 12 October<br />
2006, the Vlaamse Participatiemaatschappij (VPM) has held a<br />
27.06 percent interest in <strong>Gimv</strong> (6 270 403 shares).<br />
Decisions lying within the powers of the board of directors of<br />
listed companies that involve relationships between the listed<br />
company and affi liated companies (other than subsidiaries)<br />
must fi rst be assessed by a committee of three independent<br />
directors, assisted by one or more independent experts.<br />
Article 524 of the Company Code sets out the procedure to be<br />
followed in such cases.<br />
During the <strong>2007</strong>-<strong>2008</strong> fi nancial year there were no situations<br />
that could have occasioned the application of said article.
1.2 - Evolution of capital<br />
The capital of <strong>Gimv</strong> amounts to EUR 220 000 000, represented<br />
by 23 176 005 shares. The following capital increases have<br />
taken place since 1995 (converted into EUR)<br />
Date Capital Issue premium Total number<br />
of shares<br />
Increase Total<br />
31/01/1995 672 262 102 756 848 1 021 820 4 145 201<br />
31/07/1995 12 146 782 114 903 631 37 436 384 4 635 201<br />
27/05/1997 1 103 240 216 218 146 301 - 23 176 005<br />
05/12/2000 2 1 853 698 220 000 000 - 23 176 005<br />
1 Incorporation of the issue premium and 1:5 share split - 2 Capital increase and conversion into EUR<br />
1.3 - Warrant plan<br />
A total of 277 900 warrants have been issued and allotted<br />
to company employees (including executive committee<br />
members).<br />
The warrant plan is summarised below:<br />
Year of issue Available<br />
for<br />
allocation<br />
Allotted Outstanding<br />
at<br />
31.03.08<br />
Exercise<br />
price<br />
Exercise<br />
from<br />
Exercise<br />
until<br />
1998 43 800 42 200 16 000 76.92 2000 <strong>2008</strong><br />
1999 67 000 55 350 15 850 62.31 2003 2009<br />
2000 182 450 174 650 27 950 69.00 2004 2010<br />
2000 5 700 5 700 74.01 2004 2010<br />
Totaal 293 250 277 900 65 500<br />
65 500 of these 277 900 warrants were still outstanding at 31<br />
March <strong>2008</strong>. All are exercisable at the exercise prices given<br />
above. No warrants have yet been exercised.<br />
Were all warrants to be exercised, the total number of shares<br />
would increase from 23 176 005 to 23 241 505, representing a<br />
dilution of 0.30 percent of the existing shares.<br />
1.4 - Authorized capital and purchase of own shares<br />
The Board of Directors did not make any use of this authorization<br />
with regard to authorized capital in <strong>2007</strong>-<strong>2008</strong>.<br />
| 73
CORPORATE<br />
GOVERNANCE<br />
Nor in <strong>2007</strong>-<strong>2008</strong> did <strong>Gimv</strong> make any use of the possibility of<br />
purchasing its own shares.<br />
2. BOARD OF DIRECTORS<br />
2.1 - Number of directors and composition<br />
In accordance with article 12 of the Articles of Association, the<br />
Board of Directors is composed of:<br />
- fi ve directors appointed from candidates presented by the<br />
Flemish Region or by a company controlled by the Flemish<br />
Region, provided that it holds more than 25 percent of the<br />
shares. The Chairman of the Board of Directors is to be chosen<br />
from among these directors;<br />
- at least three independent members of the Board of Directors,<br />
chosen in accordance with the criteria set out in article 524<br />
of the Companies Code;<br />
- other directors appointed from among candidates not presented<br />
by the Flemish Region or a company controlled by<br />
the Flemish Region.<br />
See the table on page 75 for the composition of the Board of<br />
Directors.<br />
Until 5 October <strong>2007</strong>, Professor Christine Van Broeckhoven was<br />
a member of the Board of Directors. She resigned following<br />
her appointment as a member of the federal parliament. The<br />
Board of Directors wishes to express its esteem and gratitude<br />
for Christine Van Broeckhoven’s fruitful cooperation.<br />
Dirk Boogmans is the only director to have an executive function<br />
in <strong>Gimv</strong>. All other board members are non-executive directors.<br />
2.2 - Independent directors<br />
Independent directors within the meaning of Article 524 of<br />
the Companies Code<br />
Up to 5 October <strong>2007</strong> the Board of Directors of <strong>Gimv</strong> had four<br />
directors who at the time of their appointment were found by<br />
the General Meeting to meet the criteria of article 524 of the<br />
Companies’ Code: Eddy Geysen, Frank Meysman, Emile van<br />
der Burg and Christine Van Broeckhoven. Since Christine Van<br />
Broeckhoven’s resignation from the board, the board of directors<br />
continues to have three independent directors.<br />
Frank Meysman’s term of offi ce runs in principle to 30 June<br />
2010. Those of Eddy Geysen and Emile van der Burg expire in<br />
principle on 24 June 2009.<br />
74 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Management, Corporate Governance and Shareholders<br />
Independent directors within the meaning of the Lippens<br />
Code<br />
The fact that Eric Spiessens, Marc Stordiau and Zeger Collier<br />
were board members of VPM until 26 May 2005 and until such<br />
time were not independent, this does not under the terms of the<br />
Lippens Code mar their independence at the time of this annual<br />
report, and they can therefore be considered as independent<br />
directors within the meaning of the Lippens Code.<br />
2.3 - Activities report<br />
During <strong>2007</strong>-<strong>2008</strong> the Board of Directors exercised its powers<br />
as set out in the Corporate Governance Charter<br />
2.4 - Number of meetings and attendance levels<br />
During <strong>2007</strong>-<strong>2008</strong> the Board met 13 times, 6 times during<br />
the fi rst and second quarters, and 7 times during the third and<br />
fourth quarters. Average attendance was 83.5 percent.<br />
One director attended all meetings, 6 directors were absent from<br />
one meeting, one director was absent from 2 meetings, 3 were<br />
absent from 3 meetings, one was absent from 4 meetings, and<br />
one director was absent from 6 meetings.<br />
2.5 - Confl icts of interest – article 523<br />
of the Company Code<br />
During the <strong>2007</strong>-<strong>2008</strong> fi nancial year, two situations arose<br />
requiring the application of the rules concerning confl icts of<br />
interest.<br />
On 17 July <strong>2007</strong> the Board of Directors met to set the discretionary<br />
bonus of the CEO. This decision gave rise to the application<br />
of article 523 of the Company Code. The minutes note the<br />
following:<br />
“Based on a proposal by the remuneration committee, the<br />
Board of Directors gives its approval to a discretionary bonus<br />
for the CEO in an amount of 30 percent of his remuneration for<br />
the extended 2006-<strong>2007</strong> fi nancial year.<br />
The CEO did not take part in the deliberations and the decision<br />
on this item, given his confl ict of interests of a personal asset<br />
nature within the meaning of article 523 of the Companies’<br />
Code.”<br />
On 18 September <strong>2007</strong> the Board of Directors met to decide<br />
whether to grant share options in Adviesbeheer <strong>Gimv</strong> Deal<br />
Services <strong>2007</strong> NV to the CEO. This decision gave rise to the<br />
application of article 523 of the Company Code. The minutes<br />
note the following:
“Prior to the Board of Directors discussing the granting of share<br />
options in Adviesbeheer <strong>Gimv</strong> Deal Services <strong>2007</strong> NV to Mr<br />
Dirk Boogmans, the person in question left the meeting and<br />
did not take part in the discussion and in the decision-making.<br />
As an interested party to this decision, he has an interest of a<br />
personal asset nature within the meaning of article 523 of the<br />
Companies’ Code.”<br />
Resolution<br />
The board of directors resolves unanimously to grant the CEO<br />
call options on 21.33 percent of the shares of Adviesbeheer<br />
<strong>Gimv</strong> Deal Services <strong>2007</strong>, with the exercise price being equal<br />
to the fractional value.<br />
The chairman is authorized to formalize this offer and to sign the<br />
related participation agreement on behalf of the company.”<br />
Year of<br />
birth<br />
Director<br />
since<br />
2.6 - Directors’ remuneration<br />
On 26 May 2005 the Annual General Meeting decided to<br />
- set the attendance fee at EUR 620 for each meeting of the<br />
board or a board committee;<br />
- set the total fi xed remuneration of all board members together,<br />
including that of the Chairman and the Managing Director, at<br />
EUR 1 450 000 per year.<br />
The total remuneration in respect of the <strong>2007</strong>-<strong>2008</strong> fi nancial<br />
year amounted to EUR 954 540 (not including group insurance<br />
premiums, see below). This amount was divided up as<br />
follows:<br />
Appointed<br />
until AGM<br />
of<br />
Fixed<br />
remuneration<br />
Attendance<br />
fees<br />
Herman Daems (chairman) 1946 1999 2009 264 000 - 264 000<br />
Leo Victor (vice-chairman) 1946 1980 2009 27 083 8 680 35 763<br />
Dirk Boogmans (managing director) 1, 2 1955 2003 2010 375 000 - 375 000<br />
Zeger Collier 1969 2004 2009 21 667 8 060 29 727<br />
Greet De Leenheer 1947 2004 2009 21 667 7 440 29 107<br />
Eddy Geysen 1947 2005 2009 21 667 10 540 32 207<br />
Jan Kerremans 1946 2005 2009 21 667 7 440 29 107<br />
Frank Meysman 1952 1998 2010 27 083 10 540 37 623<br />
Martine Reynaers 1956 1999 2009 21 667 10 540 32 207<br />
Eric Spiessens 1960 1999 2009 21 667 9 300 30 967<br />
Marc Stordiau 1946 1993 2009 21 667 5 580 27 247<br />
Christine Van Broeckhoven 3 1953 2005 2009 18 334 1 240 19 574<br />
Emile van der Burg 1949 2005 2009 21 667 9 920 31 587<br />
1 The Managing Director’s variable remuneration is discussed in 4.1 - page 77.<br />
2 Dirk Boogmans offered the Board of Directors his resignation and will leave <strong>Gimv</strong> as of 1 July <strong>2008</strong><br />
3 Director until 5 October <strong>2007</strong><br />
Total<br />
| 75
CORPORATE<br />
GOVERNANCE<br />
Apart from the fi xed remuneration and attendance fees, none<br />
of the non-executive directors, except for the Chairman, receive<br />
any other remuneration from <strong>Gimv</strong> (or any affi liated company).<br />
The Chairman and the Managing Director are the only board<br />
members among the benefi ciaries of the group insurance<br />
scheme that covers <strong>Gimv</strong> employees. In <strong>2007</strong>-<strong>2008</strong>, <strong>Gimv</strong><br />
paid EUR 81 600 of premiums into the scheme in respect of<br />
the Chairman. The group insurance premiums in respect of the<br />
Managing Director are mentioned further under 4.1, page 77.<br />
In addition the Chairman is entitled to an amount of EUR 585 705<br />
under an individual pension commitment. This amount, which<br />
is provided in full, will be paid out at the end of the Chairman’s<br />
term of offi ce, plus interest calculated at a market rate from<br />
1 August 2006 onwards.<br />
With the exception of the Managing Director, the Chairman and<br />
other directors do not participate in any incentive plan for <strong>Gimv</strong><br />
employees. In this way no board member, with the exception<br />
of the Managing Director, holds options on <strong>Gimv</strong> shares or participates<br />
in the co-investment structure (see 6 – page 79). The<br />
directors’ remuneration covers all assignments and mandates<br />
undertaken on behalf of the company.<br />
One of the company’s directors has declared that he or his<br />
family members held <strong>Gimv</strong> shares at 31 March <strong>2008</strong> as part<br />
of the management of their private assets.<br />
2.7 - Assessment of the Board of Directors<br />
Every two years the Chairman organises individual interviews<br />
with all directors based on a questionnaire which is made available<br />
in advance. The latest round of interviews, in summer<br />
2006, focused among others on the following questions:<br />
- The degree to which timely and complete information is made<br />
available to directors, and the way any questions and comments<br />
are answered by management;<br />
- The discussion and decision-making processes in the Board<br />
of Directors, and in particular whether all viewpoints can be<br />
formulated and taken into consideration;<br />
- The participation of individual directors in the discussions and<br />
the suffi cient contribution by the director of his/her specifi c<br />
expertise during discussions;<br />
- The way meetings are led by the Chairman of the Board of<br />
Directors, with particular attention to the complete exercise<br />
of everyone’s right to speak, the conformity of the board<br />
resolutions with the discussions and the consensus of the<br />
directors.<br />
76 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Management, Corporate Governance and Shareholders<br />
Following these individual consultations, the Chairman reported<br />
in writing on his fi ndings. This report was discussed in autumn<br />
2006 by the complete Board of Directors and also the Executive<br />
Committee. During the discussion of this report, individual directors<br />
were able to comment on the fi ndings and directors could<br />
draw conclusions with respect to the operation and chairing<br />
of the Board of Directors. Concretely, this assessment has led<br />
this year to a certain number of changes in the structure of<br />
the agenda of the Board of Directors in order to increase the<br />
effectiveness of meetings. The next assessment will take place<br />
in <strong>2008</strong>.<br />
3. COMMITTEES<br />
3.1 - Audit Committee<br />
Members<br />
Since 21 June 2005 the Audit Committee has consisted of Leo<br />
Victor (Chairman), Herman Daems, Eric Spiessens and Eddy<br />
Geysen. This means that the Audit Committee consists entirely<br />
of non-executive directors, two of whom are independent (see<br />
10 – page 81).<br />
Activities report<br />
Apart from its primary activity, that consists of controlling the<br />
fi nancial reporting and the accounting and administration,<br />
the audit committee paid special attention in <strong>2007</strong>-<strong>2008</strong> to a<br />
number of items.<br />
The valuation method was discussed in detail, with specifi c attention<br />
to the impact of stock market developments on the valuation<br />
of the shareholdings in the <strong>Gimv</strong> portfolio. Attention was<br />
also paid to fi nancial reporting on the funds under management.<br />
The committee also looked specifi cally at the bonus budget and<br />
at a review of recent years’ due diligence costs.<br />
The audit committee proposed to the Board of Directors that<br />
it have a new risk analysis executed, given the major changes<br />
within <strong>Gimv</strong> in terms both of activities and organisation. In<br />
November <strong>2007</strong>, <strong>Gimv</strong>’s investment processes were compared<br />
with the most prevalent practices in comparable European companies.<br />
Where necessary, adaptations will be implemented by<br />
the management.<br />
Based on this revised risk analysis, a new multi-annual internal<br />
audit programme will be launched in the course of <strong>2008</strong>-2009.<br />
For this a new selection procedure will be set up. The Board of<br />
Directors followed this recommendation.
Finally the audit committee analyses on an ongoing basis the<br />
current legal and tax disputes and the off-balance sheet obligations<br />
on the basis of detailed internal and external reports. No<br />
items have been found to exist that are not incorporated into the<br />
annual accounts and the annual report.<br />
The Statutory Auditor’s management letter did not contain any<br />
changes leading to signifi cant adaptations of the accounts.<br />
The audit committee has not made any fi ndings that could signifi<br />
cantly impact the annual report as presented here.<br />
Number of meetings and attendance levels<br />
The audit committee met fi ve times in <strong>2007</strong>-<strong>2008</strong>.<br />
One audit committee member attended every meeting. The<br />
other members were each absent just once. Average attendance<br />
was 85 percent.<br />
The audit committee also meets once a year with no executive<br />
committee member present.<br />
3.2 - Remuneration Committee<br />
Members<br />
Since 26 May 2006 the Remuneration Committee has consisted<br />
of Frank Meysman (Chairman), Herman Daems, Martine<br />
Reynaers and Emile van der Burg.<br />
In this way the remuneration committee consists entirely of nonexecutive<br />
directors, three of whom are independent directors.<br />
Activities report<br />
In <strong>2007</strong>-<strong>2008</strong> the remuneration committee again paid attention<br />
to keeping its employee remuneration policy in line with market<br />
conditions, and providing appropriate remuneration packages<br />
for directors and executive committee members.<br />
Number of meetings and attendance levels<br />
In <strong>2007</strong>-<strong>2008</strong>, the remuneration committee met fi ve times.<br />
Three members of the remuneration committee attended every<br />
meeting and one member was absent one time. Average attendance<br />
was 95 percent.<br />
3.3 - Nomination committee<br />
Members<br />
From 21 June 2005 to 5 October <strong>2007</strong> the nomination committee<br />
consisted of Herman Daems (Chairman), Christine Van<br />
Broeckhoven, Frank Meysman, Emile van der Burg and Marc<br />
Stordiau. Since Christine Van Broeckhoven’s resignation from<br />
the board on 5 October <strong>2007</strong>, the nomination committee has<br />
consisted of Herman Daems (chairman), Frank Meysman, Emile<br />
van der Burg and Marc Stordiau.<br />
In this way the nomination committee consists entirely of nonexecutive<br />
directors, three of whom are independent directors.<br />
Number of meetings and attendance levels<br />
The nomination committee met twice during <strong>2007</strong>-<strong>2008</strong>.<br />
Only one director was absent, bringing the attendance level to<br />
90 percent.<br />
4. COMPOSITION AND REMUNERATION<br />
OF DAY-TO-DAY MANAGEMENT<br />
The Lippens Code (best practice provision 7.15) recommends<br />
reporting in the annual report the remuneration paid in respect<br />
of the fi nancial year in question to the CEO (on an individual<br />
basis) and to executive management members (on a global basis).<br />
The disclosure applies to all forms of remuneration, fi xed,<br />
variable and other.<br />
4.1 - Managing Director’s remunerationuurder<br />
In <strong>2007</strong>-<strong>2008</strong>, <strong>Gimv</strong> paid EUR 702 300 of premiums into the<br />
group insurance scheme in respect of the Managing Director.<br />
This amount includes:<br />
- a fi xed remuneration of EUR 375 000 and a fi xed annual<br />
group insurance premium of EUR 117 328,<br />
- a variable component of EUR 205 102,<br />
- an occupational accident insurance premium of EUR 1 350.<br />
| 77
CORPORATE<br />
GOVERNANCE<br />
The total value of benefi ts in kind in the Managing Director’s<br />
remuneration package amounts to EUR 3 520.<br />
The Managing Director participates in the co-investment structure<br />
(see 6 - page 79), equal to a carried interest arrangement<br />
of 10 percent. Around 1/25 of this carried interest accrues to<br />
the Managing Director. He also takes an 8.87 percent stake of<br />
the exit bonus. The value of both the carried interest and the<br />
exit bonus depends entirely on the evolution of the underlying<br />
investments.<br />
The Managing Director does not own any <strong>Gimv</strong> shares of options<br />
thereon.<br />
4.2 - Executive committee<br />
Members<br />
The Managing Director is assisted in the execution of his task<br />
by an executive committee. In addition to the Managing Director<br />
the executive committee consists of:<br />
Name Function Year of birth<br />
Marc Vercruysse Chief Financial Offi cer 1959<br />
Dirk Beeusaert Executive Vice-President Business Development and Secretary of the Board of Directors 1964<br />
Paul De Ridder Executive Vice-President Corporate Investment Germany 1956<br />
Alex Brabers Executive Vice-President ICT 1965<br />
Patrick Van Beneden Executive Vice-President Life Sciences 1962<br />
Geert-Jan van Logtestijn 1 Executive Vice-President Corporate Investment Belgium and Netherlands 1960<br />
Guy Mampaey 2 Executive Vice-President Corporate Investment Belgium 1954<br />
1 from 1 September <strong>2007</strong> - 2 to 31 August <strong>2007</strong><br />
Remuneration of the Executive Committee<br />
In <strong>2007</strong>-<strong>2008</strong>, <strong>Gimv</strong> paid EUR 3 050 016 of gross salaries and<br />
group insurance premiums in respect of the members of the<br />
Executive Committee, excluding the Managing Director.<br />
78 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Management, Corporate Governance and Shareholders<br />
Upon his appointment as Managing Director the following severance<br />
settlement was agreed:<br />
- if his appointment is terminated before age 60 because<br />
of a decision taken by the Board of Directors, <strong>Gimv</strong> owes<br />
him remuneration equal to twice his present fi xed annual<br />
remuneration;<br />
- if his appointment is terminated after age 60, no severance<br />
settlement will be owed by <strong>Gimv</strong>.
This includes:<br />
- joint fi xed remuneration of EUR 1 525 509 and an annual<br />
fi xed group insurance premium of EUR 164 508.<br />
- joint variable remuneration in respect of the <strong>2007</strong>-<strong>2008</strong> fi -<br />
nancial year of EUR 606 894 and life insurance premiums<br />
dependent on the variable remuneration of EUR 753 105.<br />
The total value of benefi ts in kind in the remuneration package<br />
of executive committee members (not including the Managing<br />
Director) amounts to EUR 7 124.<br />
No special agreements have been concluded in relation to the<br />
recruitment or dismissal of executive committee members, who<br />
are covered by the usual legal provisions, with the exception,<br />
however, of the Managing Director (see 4.1 - page 77).<br />
5. EXIT BONUS PLAN<br />
Through the exit bonus plan, staff employees share in the capital<br />
gains realized from 2006 onwards on investments made prior to<br />
2001 (with the exception of Barco), based on the net asset value<br />
at 31 December 2005. An exit bonus is paid only where the<br />
realized capital gains represent a minimum return (4 percent).<br />
The rights to the exit bonus are subject to a vesting plan.<br />
A similar capital gains system is also provided for a number<br />
of fund investments where <strong>Gimv</strong> is involved in management<br />
(IT Partners, Buy Out Fund, Lyceum Capital, Biotech Fonds<br />
Vlaanderen and <strong>Gimv</strong> ARKIV ICT Fund) and for investments<br />
undertaken by the <strong>Gimv</strong> group via its Dutch and German business<br />
units.<br />
The fi nancial impact on <strong>Gimv</strong> of the exit bonus plan is totally<br />
dependent on the evolution of the value of the underlying shareholdings.<br />
For this <strong>Gimv</strong> has already set up total provisions of<br />
EUR 8 040 000 in recent years. This provision has been calculated<br />
on the basis of the employees concerned remaining with<br />
the company to the end of the vesting scheme.<br />
6. CO-INVESTMENT COMPANIES<br />
6.1 - The co-investment structure<br />
In line with market practice and in order to involve employees<br />
more closely in the respective investment portfolios, <strong>Gimv</strong> has<br />
set up co-investment companies for the various business units.<br />
Executive committee members have been able to participate<br />
(via share options) in the share capital of these co-investment<br />
companies in their capacity as members of the boards or investment<br />
advisory committees of these companies.<br />
Co-investment plan benefi ciaries are entitled to 10 percent of<br />
the capital gains realized on shareholdings in the respective<br />
investment portfolios after an exit and after deduction of fi nancing<br />
and administrative costs. This structure represents a carried<br />
interest of 10 percent within the <strong>Gimv</strong> group.<br />
Given the specifi c structure of the German activities, a separate<br />
arrangement has been worked out for Halder Germany<br />
employees.<br />
6.2 - Composition of the CICs’ management bodies<br />
The boards of directors of the different co-investment companies<br />
(CICs) are each composed of <strong>Gimv</strong> NV (permanently represented<br />
by Dirk Boogmans), Dirk Boogmans, Marc Vercruysse and<br />
the Executive Vice-President of the business unit concerned.<br />
The directorships in the CICs are unremunerated.<br />
The investment advisory committees are composed mainly of<br />
the investment managers of the respective business units.<br />
6.3 - Granting of options on shares in CICs<br />
In their capacity of board members and/or investment advisory<br />
committee members of the co-investment companies, executive<br />
committee members (with the exception of the Managing<br />
Director) were allotted 23.3 percent, 23.3 percent and 23 percent<br />
respectively of the total number of options on the shares<br />
of the various co-investment companies set up in 2001, 2004<br />
and <strong>2007</strong>.<br />
In his capacity of board member of the co-investment companies,<br />
the Managing Director was allotted 4 percent, 4.4 percent<br />
and 3.9 percent respectively of the total number of options on<br />
the shares of the various co-investment companies set up in<br />
2001, 2004 and <strong>2007</strong>.<br />
6.4 - Financial impact of the CICs on <strong>Gimv</strong><br />
The fi nancial impact on <strong>Gimv</strong> of these CICs is totally dependent<br />
on the evolution of the value of the shareholdings held by<br />
these companies. On 31 March <strong>2008</strong>, the total provision set<br />
aside by <strong>Gimv</strong> for the as yet unexercised options amounts to<br />
EUR 9 079 906. This provision is calculated on the assumption<br />
that the employees concerned remain with the company until<br />
the end of the vesting scheme and is based on the valuation of<br />
the fi xed assets in question at the end of the fi nancial year.<br />
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CORPORATE<br />
GOVERNANCE<br />
7. EXTERNAL AUDIT BY THE STATUTORY AUDITOR<br />
The auditing of the company and the majority of its subsidiaries<br />
was entrusted by the Annual General Meeting of 27 June <strong>2007</strong><br />
to B.C.V. Ernst & Young Bedrijfsrevisoren, represented by Rudi<br />
Braes.<br />
In respect of <strong>2007</strong>-<strong>2008</strong>, <strong>Gimv</strong> has paid EUR 587 342 (ex-VAT)<br />
to Ernst & Young Bedrijfsrevisoren. This amount is composed<br />
of:<br />
- EUR 87 000 for the statutory audit of <strong>Gimv</strong>’s fi nancial<br />
statements;<br />
- EUR 302 728 for the statutory audits of the fi nancial statements<br />
of the (direct and indirect) subsidiaries of <strong>Gimv</strong> of<br />
which Ernst & Young Bedrijfsrevisoren is statutory auditor;<br />
- EUR 12 600 for other audit assignments. These services relate<br />
to reporting in connection with the interim dividend and to additional<br />
auditing controls in the context of the consolidation;<br />
- EUR 62 560 for advice regarding IFRS;<br />
- EUR 7 500 for tax advice assignments;<br />
- EUR 110 064 for assignments outside the auditing mandate,<br />
including external verifi cation of the calculation of variable<br />
remuneration and benchmarking the investment process at<br />
<strong>Gimv</strong> against general practice in the European private equity<br />
sector.<br />
The remuneration of the statutory audit of <strong>Gimv</strong>’s fi nancial accounts<br />
and of <strong>Gimv</strong>’s (direct and indirect) subsidiaries is adjusted<br />
annually in line with the consumer price index. Article 134 §4 of<br />
the Company Code requires that the notes to the annual report<br />
include “the object of and the remuneration attached to tasks,<br />
mandates or assignments undertaken by a person with whom<br />
the statutory auditor has concluded a working agreement or with<br />
whom he has a professional cooperation arrangement or by a<br />
company or person associated with the statutory auditor” within<br />
<strong>Gimv</strong>, Belgian companies or persons associated with <strong>Gimv</strong>, and<br />
its foreign subsidiaries.<br />
To fulfi l this provision, <strong>Gimv</strong> applies the following procedures:<br />
- the audit committee subjects the additional legal assignments<br />
and also other services undertaken by <strong>Gimv</strong>’s statutory<br />
auditor (and companies associated with or having cooperation<br />
arrangements with Ernst & Young) to a strict approval<br />
procedure;<br />
- <strong>Gimv</strong> has also enquired of those companies of which it owns<br />
more than 50 percent of the shares and of their statutory<br />
auditors whether Ernst & Young (or associated (legal) persons)<br />
have undertaken assignments for Belgian companies<br />
or foreign subsidiaries associated with <strong>Gimv</strong>.<br />
80 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Management, Corporate Governance and Shareholders<br />
<strong>Gimv</strong> management is generally not involved in the choice of<br />
service provider for its participations. This enquiry has shown<br />
that due diligences in the context of takeovers are the only<br />
material assignments carried out by Ernst & Young. These<br />
assignments, amounting to EUR 116 807, do not fall under<br />
the “1-for-1” rule;<br />
- Ernst & Young also has its own internal systems for the early<br />
detection of confl icts of interest. Although <strong>Gimv</strong> has no reason<br />
whatsoever to doubt the completeness and accuracy of<br />
the information obtained in this way, it is unable to give any<br />
guarantees in this respect.<br />
The above shows that the remuneration for assignments other<br />
than the external audit which is used in calculating compliance<br />
with the “1-for-1” rule” for the <strong>2007</strong>-<strong>2008</strong> fi nancial year, is signifi<br />
cantly lower than that received by Ernst & Young as statutory<br />
auditor for its external audit assignment.<br />
8. THE CODE OF CONDUCT<br />
In order to maintain a high standard of business ethics, <strong>Gimv</strong><br />
has produced guidelines for its Board of Directors and all employees.<br />
The text of this Code of Conduct is included as Annexe<br />
A in the Corporate Governance Charter (see Section 6 “Rules of<br />
Behaviour” of the Corporate Governance Charter).<br />
9. CORPORATE GOVERNANCE SCORE<br />
Report by Institutional Shareholder Service Europe<br />
To the Board of Directors and Shareholders of <strong>Gimv</strong>:<br />
“At the request of the Board of Directors we have assessed the<br />
current Corporate Governance structures and workings of <strong>Gimv</strong>.<br />
The outcome of this analysis is the assignment of a Corporate<br />
Governance Rating. The Rating refl ects ISS Europe’s opinion of<br />
the extent to which <strong>Gimv</strong> complies with internationally recognised<br />
corporate governance principles and practices that serve<br />
the long-term interests of its shareholders.<br />
The Rating is measured on a scale of 10 (best practice) to 1<br />
(most questionable practice).<br />
In its report ISS Europe accords <strong>Gimv</strong> a rating of 8.5.<br />
In addition to the company ratings, specifi c corporate governance<br />
ratings are allocated to each of the following categories<br />
that contribute to the overall rating. <strong>Gimv</strong> received the following<br />
corporate governance scores measured on a scale of 10 (best<br />
practice) to 1 (most questionable practice):
- Rights and duties of shareholders 7.5<br />
- Commitments to shareholder value 8.0<br />
- Disclosure on corporate governance 8.5<br />
- Structure and functioning of the Board of Directors 8.5<br />
Our corporate governance ratings are compiled according to<br />
a methodology based on internationally recognised corporate<br />
governance standards, regularly updated to refl ect the latest<br />
market expectations in the fi eld of corporate governance.<br />
We conducted this analysis from a position of independence<br />
and objectivity. The rating is based on public and non-public<br />
data provided by <strong>Gimv</strong>, as well as on “one-to-one” interviews<br />
with members of the Board of Directors and executive committee.<br />
ISS Europe does not audit the information it receives.<br />
This rating and accompanying analysis are based on current<br />
information provided to ISS Europe as of 16 April <strong>2007</strong>. The<br />
rating as well as the accompanying analysis may be changed,<br />
suspended or withdrawn as a result of changes in or unavailability<br />
of such information.<br />
The Rating & Investor Report may be obtained from <strong>Gimv</strong>.<br />
While due care has been taken by ISS Europe in compiling the<br />
information, analysis and interviews, it does not assume any<br />
liability, express or implied, with respect to the consequences or<br />
use of its ratings or analysis. In particular the Rating & Investor<br />
Report on <strong>Gimv</strong> is not intended to constitute an offer, solicitation<br />
or advice to buy, sell or hold any interest in the company.<br />
Following the assessment of the Corporate Governance structure<br />
and workings of <strong>Gimv</strong>, ISS Europe also compared the practices<br />
of <strong>Gimv</strong> with the best practice provisions set out by the Belgian<br />
Corporate Governance Code (Lippens Code). ISS Europe can<br />
confi rm that on a total of 87 best practice provisions <strong>Gimv</strong> complies<br />
with 82 provisions.”<br />
10. DEPARTURES FROM THE LIPPENS CODE<br />
ISS Europe has established that during 2006-<strong>2007</strong> <strong>Gimv</strong> fulfi lled<br />
all nine principles of the Lippens Code and that all applicable<br />
best practice provisions are complied with, with the exception of<br />
the fi ve best practice provisions mentioned below. Nothing has<br />
changed during <strong>2007</strong>-<strong>2008</strong>, which means that these fi ndings<br />
are still relevant. At the time of the present annual report, <strong>Gimv</strong><br />
complies with 94.25 percent of the best practice provisions.<br />
10.1 - Directors’ appointments<br />
Best practice provision 4.1<br />
“There should be a rigorous and transparent procedure for an<br />
effi cient appointment and re-election of directors. The board<br />
should draw up nomination procedures and selection criteria<br />
for board members, allowing for specifi c rules for executive and<br />
non-executive directors where appropriate.”<br />
Departure from the best practice provision<br />
Five members of the <strong>Gimv</strong> Board of Directors are presented<br />
by the Vlaamse Participatiemaatschappij (VPM) and are also<br />
directors of VPM. The presentation procedure for these directors<br />
therefore deviates from the procedure applied for the other<br />
directorships.<br />
Explanation<br />
The specifi c nature of the ownership structure (and the management<br />
agreement between VPM and the Flemish Region) largely<br />
defi nes the framework for the candidacy of directors other than<br />
the independent directors. This is a reality that <strong>Gimv</strong> has to take<br />
account of. Notwithstanding this the directors presented by the<br />
reference shareholder provide a good balance and complementarity<br />
of profi les within the board.<br />
10.2 - Composition of the audit committee<br />
Best practice provision 5.2.1<br />
“The board should set up an audit committee composed exclusively<br />
of non-executive directors. At least a majority of its<br />
members should be independent. The chairman of the board<br />
should not chair the audit committee. The board should satisfy<br />
itself that the committee has suffi cient relevant expertise to fulfi l<br />
its role effectively, notably in fi nancial matters.<br />
Departure from the best practice provision<br />
The audit committee has four members, all of them non-executive<br />
directors. Two of them cannot, however, be viewed as<br />
independent within the meaning of the Lippens Code. The audit<br />
committee therefore does not consist primarily of independent<br />
directors.<br />
Explanation<br />
The Board of Directors is aware of the role and value of independent<br />
directors. At the same time it is convinced that membership<br />
of non-independent directors is necessary in order to<br />
achieve a balanced composition of the audit committee. The<br />
Board of Directors fi nds that there are good reasons for including<br />
in this committee directors that have been presented by a<br />
| 81
CORPORATE<br />
GOVERNANCE<br />
reference shareholder, as only in this way is it possible to achieve<br />
a balanced composition.<br />
When it comes to the core duties of the audit committee, the interests<br />
of the reference shareholders and the other shareholders<br />
are totally identical. The special role of the independent directors<br />
as protectors of the minority shareholders is only relevant<br />
in very exceptional circumstances in which there would be a<br />
confl ict of interest between the reference shareholder and the<br />
minority shareholders.<br />
The Board of Directors considers that, with the present number<br />
of independent directors, the audit committee is composed in<br />
a balanced way of parties who have an interest in a well and<br />
independently functioning audit committee.<br />
10.3 - Powers of the nomination committee<br />
Best practice provision 5.3.4<br />
“The nomination committee should make recommendations to<br />
the board with regard to the appointment of directors.<br />
Guideline: The role of the nomination committee should be to<br />
ensure that the appointment and re-election process is organised<br />
objectively and professionally.<br />
82 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Management, Corporate Governance and Shareholders<br />
Guideline: more specifi cally the nomination committee should:<br />
- draft appointment procedures for board members;<br />
- periodically assess the size and composition of the board<br />
and make recommendations to the board with regard to any<br />
changes;<br />
- identify and nominate, for the approval of the board, candidates<br />
to fi ll any vacancies as they arise;<br />
- advise on proposals for appointment originating from<br />
shareholders;<br />
- properly consider issues relating to succession planning.”<br />
Departure from the best practice provision<br />
The nomination committee has no say in the selection of candidates<br />
proposed by VPM.<br />
Explanation<br />
This situation derives from the specifi c nature of the company’s<br />
ownership structure, as explained in 10.1.<br />
Best practice provision 5.3.5<br />
“The nomination committee should consider proposals made<br />
by relevant parties, including management and shareholders.<br />
In particular the CEO should be entitled to submit proposals<br />
to, and be adequately consulted by the nomination committee,<br />
especially when dealing with issues related to executive<br />
directors or executive management.”<br />
Departure from the best practice provision<br />
Except with respect to the Managing Director, the nomination<br />
committee is not empowered to put forward nominations for<br />
management posts.<br />
Explanation<br />
The Lippens Code is directed primarily at enterprises with a<br />
one tier structure. <strong>Gimv</strong> has a de facto two-tier management<br />
structure, with the Managing Director responsible for day-to-day<br />
management and the composition of management, whilst the<br />
Board of Directors concentrates on setting general policy lines<br />
and on its supervisory function.
10.4 - Threshold for calling<br />
a shareholders’ meeting<br />
Best practice provision 8.9<br />
“The level of shareholding for the submission of proposals by<br />
a shareholder to the general shareholders’ meeting should not<br />
exceed 5 percent of the share capital.”<br />
Departure from the best practice provision<br />
<strong>Gimv</strong> has no special provision in its articles of association for<br />
lowering the 20 percent legal threshold for calling a general<br />
meeting. Nor is there any separate stipulation with regard to<br />
placing an item on the agenda of a general meeting.<br />
Explanation<br />
The Board of Directors will consider any reasonable proposal<br />
made by a shareholder, regardless of how many shares he or<br />
she holds. If the proposal is in <strong>Gimv</strong>’s and its shareholders’<br />
interest the Board of Directors will place it on the agenda of the<br />
general meeting.<br />
The introduction of a lower threshold would moreover not make<br />
any de facto difference, given that no single shareholder (with<br />
the exception of VPM) holds more than 5 percent.<br />
| 83
SHAREHOLDERS<br />
1 - General share information<br />
The <strong>Gimv</strong> share has been listed on Euronext Brussels since<br />
26 June 1997. The share is a component of various Euronext indexes<br />
(Next 150, Bel Mid, Bel Financials, Belgian All Shares,…)<br />
and of specialized private-equity indexes (DJ Stoxx Private<br />
Equity 20, Private Equity NXT, LPX 50, LPX Europe,…).<br />
Share code GIMB<br />
ISIN-code BE0003699130<br />
Reuters-code GIMV.BR<br />
Bloomberg-code GIMB BB<br />
Liquidity-providers Bank Degroof and KBC Securities<br />
Financial servicing KBC Bank<br />
Number of shares (31/03/08) 23 176 005<br />
Market capitalisation (31/03/08) EUR 1 106.7 million<br />
2 - Share price over the past fi ve years<br />
Financial<br />
year<br />
Share price Average daily<br />
trading volume<br />
84 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Management, Corporate Governance and Shareholders<br />
Gross<br />
dividend<br />
Net<br />
dividend<br />
Gross<br />
dividend<br />
yield 1<br />
End of<br />
fi nancial year Average High Low Number In EUR In EUR In EUR In %<br />
2003 26.48 20.94 26.48 15.65 8 330 177 001 0.74 0.56 3.5<br />
2004 37.52 31.84 37.94 26.80 8 235 265 263 2.393 1.79 7.5<br />
2005 44.80 40.23 46.18 34.10 82 651 3 165 005 3.534 2.65 7.9<br />
2006-<strong>2007</strong> 5 48.10 46.75 49.76 40.20 50 173 2 319 895 4.186 3.13 8.9<br />
<strong>2007</strong>-<strong>2008</strong> 47.75 48.68 54.99 41.25 35 232 1 722 768 4.367 3.27 9.0<br />
1 Gross dividend as a percentage of the average share price<br />
2 31 March for 2006-<strong>2007</strong> and <strong>2007</strong>-<strong>2008</strong><br />
3 Being a one-off interim of EUR 0.74 gross per share and a fi nal dividend of EUR 1.65 gross per share<br />
4 Being a one-off interim dividend of EUR 1.3333 gross per share and a fi nal dividend of EUR 1.65 gross per share<br />
5 The 2006-<strong>2007</strong> fi nancial year ran for 15 months from 1 January 2006 to 31 March <strong>2007</strong><br />
6 Being a one-off interim of EUR 1.3333 gross per share (payable from 6 December 2006) and a fi nal dividend of EUR 2.85<br />
gross per share (payable from 2 July <strong>2007</strong>)<br />
7 Being a one-off interim of EUR 2.00 gross per share (payable from 6 December <strong>2007</strong>) and a fi nal dividend of<br />
EUR 2.36 gross per share (ex-date from 30 June <strong>2008</strong>).
Volume<br />
16 000 000<br />
14 000 000<br />
12 000 000<br />
10 000 000<br />
8 000 000<br />
6 000 000<br />
4 000 000<br />
2 000 000<br />
0<br />
Share price and trading volumes over the past<br />
fi ve years (in EUR)<br />
3 - Share price in <strong>2007</strong>-<strong>2008</strong><br />
2003 2004 2005 2006 <strong>2007</strong><br />
The credit crisis, and the shadow it threw over fi nancial markets,<br />
brought to an end the continuous rise in the <strong>Gimv</strong> share price<br />
since the start of 2003.<br />
Despite this, <strong>Gimv</strong> posted excellent results during the past fi nancial<br />
year. It also took important steps for expanding its activities,<br />
both sector-wise and geographically.<br />
The share price reached its highest point at EUR 54.99 on<br />
18 June <strong>2007</strong>, and its lowest point of EUR 41.25 on 15 January<br />
<strong>2008</strong>. The average price was EUR 48.68.<br />
The average daily trading volume decreased signifi cantly from<br />
50 173 shares in 2006-<strong>2007</strong> to 35 232 during the past year.<br />
This is mainly due to the private placement in October 2006.<br />
The stock market price remained quite stable over the fi nancial<br />
year (- 0.7 percent), despite the payment of major dividends.<br />
The evolution of the market price, together with the dividends<br />
paid, represents a gross yield for shareholders of 9.4 percent.<br />
<strong>2008</strong><br />
Price<br />
60<br />
55<br />
50<br />
45<br />
40<br />
35<br />
30<br />
25<br />
20<br />
15<br />
10<br />
Volume (monthly averages)<br />
Price (right scale)<br />
| 85
SHAREHOLDERS<br />
4 - The <strong>Gimv</strong> share compared with the Belgian All Shares<br />
index, the BEL20 index and the DJ Eurostoxx50 index<br />
300<br />
250<br />
200<br />
150<br />
100<br />
50<br />
2004 2005 2006 <strong>2007</strong> <strong>2008</strong><br />
5 - Distribution of available profi t<br />
In <strong>2007</strong>-<strong>2008</strong>, <strong>Gimv</strong> realised a net profi t (unconsolidated)<br />
of EUR 45.9 million, compared with EUR 135.6 million in<br />
2006-<strong>2007</strong> (15 months). Adding to this the profi t carried forward<br />
from the previous fi nancial year (EUR 508.3 million), the<br />
<strong>2007</strong>-<strong>2008</strong><br />
in EUR million<br />
2006-<strong>2007</strong><br />
in EUR million<br />
86 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Management, Corporate Governance and Shareholders<br />
profi t available for appropriation amounts to EUR 554.2 million<br />
(2006-<strong>2007</strong>: EUR 605.2 million).<br />
2005<br />
in EUR million<br />
2004<br />
in EUR million<br />
2003<br />
in EUR million<br />
Profi t for the fi nancial year available<br />
for appropriation 45.9 135.6 200.7 164.8 258.6<br />
Profi t carried forward 508.3 469.6 350.8 241.4 -<br />
Total profi t available for appropriation 554.2 605.2 551.5 406.2 258.6<br />
Dividends<br />
Dividends on shares exempt from<br />
101.0 96.9 81.9 55.4 17.2<br />
withholding tax<br />
Dividends on shares subject to<br />
27.3 30.9 32.8 38.8 12.0<br />
withholding tax 73.7 66.0 49.1 16.6 5.1<br />
Withholding tax to be retained 18.4 16.5 12.3 -4.2 -1.3<br />
Net dividends 82.6 49.5 36.8 12.5 3.9<br />
Profi t to be carried forward 453.1 508.3 469.6 350.8 241.4<br />
Withdrawal from reserves - - - - -<br />
Transfer to reserves<br />
To be carried forward to the following<br />
- - - - -<br />
fi nancial year 453.1 508.3 469.6 350.8 241.4<br />
BAS<br />
BEL20<br />
<strong>Gimv</strong><br />
DJ Eurostoxx 50
6 - Dividend policy<br />
The Board of Directors proposes to the General Shareholders’<br />
Meeting an appropriation of the result such that dividends grow<br />
at least in line with infl ation, insofar as there is enough profi t<br />
available for appropriation.<br />
As an investment company, however, <strong>Gimv</strong>’s earnings are determined<br />
by both realized and unrealized capital gains and losses.<br />
No guarantee can therefore be given that this dividend policy<br />
will be continued unchanged in the future.<br />
Thanks to the strong results of the fi rst half of <strong>2007</strong>-<strong>2008</strong>, the<br />
<strong>Gimv</strong> Board of Directors decided to pay in December <strong>2007</strong> a<br />
one-off interim dividend (EUR 2.00 gross per share - coupon<br />
no. 14). In arriving at this amount the Board took into account<br />
the customary assessment of the cash position with a view to<br />
maximum value creation for shareholders, the long-term IRR<br />
and the growth strategy.<br />
5<br />
4<br />
3<br />
2<br />
1<br />
0<br />
Gross dividend per share<br />
(in EUR)<br />
1997 1998 1999 2000 2001 2002 2003 2004 1 2005 2 2006/<strong>2007</strong> 3 <strong>2007</strong>/<strong>2008</strong> 4<br />
1 Extraordinary interim dividend of EUR 0.74 per share (payable from 29 October 2004) + fi nal dividend of<br />
EUR 1.65 per share (payable from 31 May 2005)<br />
2 Extraordinary interim dividend of EUR 1.3333 per share (payable from 15 November 2005) + fi nal dividend of<br />
EUR 2.20 per share (payable from 6 June 2006)<br />
3 Extraordinary interim dividend of EUR 1.3333 per share (payable from 6 December 2006) + fi nal dividend of<br />
EUR 2.85 per share (payable from 2 July <strong>2007</strong>)<br />
4 Extraordinary interim dividend of EUR 2.00 per share (payable from 6 December <strong>2007</strong>) + fi nal dividend of<br />
2.36 EUR per share (payable from 3 July <strong>2008</strong>)<br />
<strong>Gimv</strong> will in future be constantly assessing its cash position<br />
to guarantee maximum value creation. With this in mind the<br />
Board of Directors will be proposing to the General Meeting of<br />
25 June <strong>2008</strong> that it approve the payment of a gross dividend<br />
of EUR 4.36 per share before deduction of withholding tax.<br />
After deduction of 25 percent investment withholding tax, the<br />
net dividend amounts to EUR 3.27 per share.<br />
The balance of this dividend amounts to EUR 2.36 gross per<br />
share. Compared with the annualized dividend for 2006-<strong>2007</strong>,<br />
this represents a rise of 3.51 percent. The fi nal dividend will be<br />
payable on 3 July <strong>2008</strong> against presentation of coupon no. 15<br />
at KBC Bank. In this way the Board of Directors confi rms the<br />
dividend policy.<br />
Final dividend<br />
Extraordinary interim dividend<br />
Final dividend of the<br />
three supplementary months of<br />
the extended fi nancial year<br />
| 87
7 - Shareholder structure<br />
The capital of <strong>Gimv</strong> amounts to EUR 220 million and is represented<br />
by 23 176 005 fully paid-up shares without nominal<br />
value. All shares are listed on Euronext Brussels. All shares have<br />
the same rights and fractional value, and are fully paid up.<br />
The largest shareholder in <strong>Gimv</strong> NV is the Vlaamse<br />
Participatiemaatschappij (VPM). At 1 April <strong>2008</strong> it controlled<br />
27.06 percent of the capital or 6 270 403 shares.<br />
In addition <strong>Gimv</strong> received notifi cation in January <strong>2008</strong> that a<br />
holding of 3 percent or more of the total outstanding shares had<br />
been acquired or had changed hands. KBC Asset Management<br />
announced that various funds managed by it together have a<br />
3.01 percent interest in <strong>Gimv</strong>. All other shares are distributed<br />
among the investing public.<br />
88 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Management, Corporate Governance and Shareholders<br />
8 - Relations with shareholders and investors<br />
<strong>Gimv</strong> would like to thank not only its shareholders, but also<br />
everyone, like analysts and journalists, who brings the company<br />
to investors’ attention.<br />
The ownership of <strong>Gimv</strong> shares has become much more diversifi<br />
ed and international over the past few years. At the start of<br />
<strong>2008</strong> most shareholders were located in Belgium, the United<br />
Kingdom, France, Switzerland, the Netherlands and Ireland.<br />
<strong>Gimv</strong> seeks to provide interested investors with timely information.<br />
Care is taken to treat all shareholders equally at all times. In<br />
<strong>Gimv</strong>’s own interest and under the terms of certain agreements,<br />
we are unable to always publish full details of transactions. <strong>Gimv</strong><br />
provides as complete information as is possible on its website,<br />
in its annual report and in press releases.<br />
During the <strong>2007</strong>-<strong>2008</strong> fi nancial year, <strong>Gimv</strong> also organized 16<br />
days of roadshows for investors and various investors visited the<br />
company. During <strong>2007</strong>-<strong>2008</strong>, nearly 90 meetings took place<br />
with institutional investors. <strong>Gimv</strong> also took part in the largest<br />
information mart for private investors in Belgium.<br />
Eight fi nancial institutions followed the share during the fi nancial<br />
year.
9 - Financial calendar<br />
22 May <strong>2008</strong><br />
Press release, press and analysts’ meeting in respect of FY<br />
<strong>2007</strong>-<strong>2008</strong><br />
25 June <strong>2008</strong><br />
Ordinary General Shareholders’ Meeting in respect of FY<br />
<strong>2007</strong>-<strong>2008</strong> and Extraordinary General Shareholders’ Meeting<br />
30 June <strong>2008</strong><br />
Ex-date for the fi nal dividend in respect of FY <strong>2007</strong>-<strong>2008</strong> (coupon<br />
no. 15)<br />
2 July <strong>2008</strong><br />
Record date for the fi nal dividend in respect of FY <strong>2007</strong>-<strong>2008</strong><br />
(coupon no. 15)<br />
3 July <strong>2008</strong><br />
Payment date of the fi nal dividend in respect of FY <strong>2007</strong>-<strong>2008</strong><br />
(coupon no. 15)<br />
End July – Beginning August <strong>2008</strong><br />
Interim statement fi rst quarter FY <strong>2008</strong>-2009<br />
20 November <strong>2008</strong><br />
Press release, press and analysts’ meeting in respect of the fi rst<br />
half of FY <strong>2008</strong>-2009<br />
10 - Contact data Investor Relations<br />
Shareholders and interested investors wishing to obtain copies<br />
of the annual report, the annual accounts of <strong>Gimv</strong> NV or other<br />
information about the <strong>Gimv</strong> group can contact:<br />
Frank De Leenheer<br />
Investor Relations Manager<br />
Tel. +32 3 290 22 18<br />
Fax +32 3 290 21 05<br />
E-mail frankdl@gimv.be<br />
On <strong>Gimv</strong> website you will fi nd, in Dutch (www.gimv.be) and in<br />
English (www.gimv.com) extracts from the annual report, press<br />
releases, the portfolio, the stock price and other information on<br />
the <strong>Gimv</strong> group.<br />
| 89
<strong>ANNUAL</strong> ACCOUNTS
DURING THE <strong>2007</strong>-<strong>2008</strong><br />
FINANCIAL YEAR GIMV<br />
INVESTED AGAIN A LOT IN<br />
ITS CORE COUNTRIES<br />
BELGIUM, GERMANY, THE<br />
NETHERLANDS AND<br />
FRANCE BUT IT ALSO<br />
EXTENDED ITS PORTFOLIO<br />
WITH COMPANIES AND<br />
FUNDS IN THE REST OF<br />
EUROPE AND BEYOND.
<strong>ANNUAL</strong><br />
ACCOUNTS<br />
Introduction<br />
1 General Information<br />
2 Limited consolidation versus statutory consolidation<br />
Limited consolidation<br />
1 Consolidated income statement<br />
2 Consolidated balance sheet<br />
3 Consolidated statement of changes in equity<br />
4 Simplifi ed cash fl ow statement<br />
5 Summary of the main valuation rules used for the limited consolidation<br />
6 Discussion of the main income statement headings<br />
7 Discussion of the main balance sheet headings<br />
8 Statutory auditor’s statement<br />
Statutory consolidation<br />
1 Consolidated income statement<br />
2 Consolidated balance sheet<br />
3 Consolidated statement of changes in equity<br />
4 Consolidated cash fl ow statement<br />
5 Summary of signifi cant accounting policies<br />
6 Impact of new or amended standards applicable after 31 March <strong>2008</strong><br />
7 Signifi cant judgements and estimates<br />
8 Subsidiaries<br />
9 Acquisitions of subsidiaries<br />
10 Sales of subsidiaries<br />
11 Segment information<br />
12 Operating result<br />
13 Financial result<br />
14 Taxes<br />
15 Earnings per share<br />
16 Paid and proposed dividends<br />
17 Goodwill and other intangible assets<br />
18 Property, plant and equipment<br />
19 Goodwill impairment<br />
20 Financial assets at fair value through the income statement<br />
21 Loans to investee companies<br />
22 Inventories<br />
23 Trade and other receivables<br />
24 Cash and cash equivalents<br />
25 Issued capital and reserves<br />
26 Pension liabilities<br />
27 Provisions<br />
28 Financial liabilities and trade and other receivables<br />
29 Related parties<br />
30 Financial risk management<br />
31 Share-based transactions<br />
32 Fair value<br />
33 Key events after the balance sheet closing date<br />
34 Off-balance sheet obligations and major pending litigation<br />
35 Director’ report on the statutory consolidation fi gures<br />
36 Auditor’s report<br />
37 Reconciliation of the limited and statutory consolidations<br />
Unconsolidated fi nancial statements<br />
1 Balance sheet<br />
2 Income statement<br />
Glossary<br />
Contact information<br />
Financial calendar<br />
92 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Table of contents annual accounts<br />
93<br />
93<br />
93<br />
94<br />
94<br />
95<br />
96<br />
98<br />
98<br />
99<br />
102<br />
104<br />
105<br />
105<br />
106<br />
108<br />
110<br />
112<br />
117<br />
117<br />
118<br />
119<br />
120<br />
121<br />
126<br />
128<br />
129<br />
130<br />
131<br />
132<br />
134<br />
135<br />
135<br />
135<br />
137<br />
137<br />
138<br />
138<br />
138<br />
140<br />
140<br />
142<br />
145<br />
145<br />
145<br />
145<br />
145<br />
148<br />
150<br />
151<br />
152<br />
152<br />
154<br />
155<br />
156<br />
156
INTRODUCTION<br />
1. GENERAL INFORMATION<br />
<strong>Gimv</strong> NV<br />
Public Limited Company<br />
Registered offi ce:<br />
Karel Oomsstraat 37<br />
2018 Antwerp<br />
Phone: +32 3 290 21 00<br />
Fax: +32 3 290 21 05<br />
Website<br />
www.gimv.com<br />
Commercial register<br />
Antwerp nr. 222.348<br />
Enterprise number<br />
0220.324.117<br />
Date of formation<br />
25/02/1980<br />
Financial year<br />
1 April <strong>2007</strong> - 31 March <strong>2008</strong><br />
Financial servicing<br />
KBC Bank<br />
Number of shares (31/03/<strong>2008</strong>)<br />
23 176 005<br />
2. LIMITED CONSOLIDATION VERSUS STATUTORY<br />
CONSOLIDATION<br />
From the 2005 fi nancial year onwards <strong>Gimv</strong> is required to prepare<br />
its consolidated annual accounts in accordance with the<br />
‘International Financial Reporting Standards’ (IFRS) as approved<br />
for application in the European Union. The Group has opted,<br />
after the transition to IFRS, to continue presenting two kinds of<br />
consolidated accounts, that is the ‘statutory’ consolidation and<br />
a ‘limited’ consolidation.<br />
A signifi cant impact of the transition to IFRS is that a number<br />
of companies in the investment portfolio which the <strong>Gimv</strong> group<br />
is deemed to control in accordance with IAS 27 (scope of<br />
consolidation) have to be fully consolidated. Given that these<br />
investments have been made expressly with a view to creating<br />
capital gains and generating income, we believe that the consolidation<br />
of enterprises included in the investment portfolio is not a<br />
relevant yardstick for measuring the <strong>Gimv</strong> group’s performance<br />
and can even be potentially misleading.<br />
<strong>Gimv</strong> regrets that the IASB, in its improvements project, has<br />
failed to include an exception for the consolidation of investment<br />
companies on the lines of those included for associates and<br />
joint ventures. Such an exemption from consolidation exists, for<br />
example, under US GAAP and Australian GAAP.<br />
To meet the information needs of annual report readers, we<br />
consider it necessary to produce a second set of fi nancial<br />
statements in addition to the consolidated annual statements<br />
prepared in accordance with IFRS as approved by the European<br />
Union. This “limited” consolidation fully consolidates only the<br />
investment company subsidiaries; the other companies which<br />
under IAS 27 <strong>Gimv</strong> is deemed to control, but which belong to<br />
the investment portfolio, are valued at fair value in accordance<br />
with the international valuation guidelines for private equity<br />
companies.<br />
The consolidated fi nancial statements are expressed in thousands<br />
of euros unless otherwise mentioned.<br />
The consolidated fi nancial statements of <strong>Gimv</strong> NV at 31 March<br />
<strong>2008</strong> were approved for publication by the Board of Directors<br />
on 20 May <strong>2008</strong>.<br />
| 93
LIMITED<br />
CONSOLIDATION<br />
1. CONSOLIDATED INCOME STATEMENT (IN EUR 000)<br />
Limited consolidation<br />
94 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Limited consolidation<br />
31/03/08 31/03/07<br />
1. Operating income 318 979 369 171<br />
1.1. Dividend income 5 885 25 122<br />
1.2. Interest income 7 630 8 098<br />
1.3. Gain on disposal of investments 129 710 105 835<br />
1.4. Unrealised gains on fi nancial assets at fair value through profi t & loss 155 952 214 794<br />
1.5. Management fees 4 150 5 794<br />
1.6. Turnover 10 260 7 635<br />
1.7. Other operating income 5 393 1 892<br />
2. Operating expenses (-) -163 027 -134 604<br />
2.1. Realised losses on disposal of investments -1 615 -3 942<br />
2.2. Unrealised losses on fi nancial assets at fair value through profi t & loss -106 633 -67 321<br />
2.3. Impairment losses -12 026 -12 734<br />
2.4. Purchase of goods and services -12 006 -14 244<br />
2.5. Personnel expenses -15 339 -27 773<br />
2.6. Depreciation of intangible assets -62 -569<br />
2.7. Depreciation of property, plant and equipment -494 -786<br />
2.8. Other operating expenses -14 851 -7 234<br />
3. Operating result, profi t (loss (-)) 155 952 234 567<br />
4. Financial income 21 270 20 298<br />
5. Financial costs (-) -9 080 -353<br />
6. Share of profi t (loss (-)) of associates - -<br />
7. Result before tax, profi t (loss (-)) 168 143 254 512<br />
8. Tax expenses (-) -141 -157<br />
9. Net profi t (loss (-)) of the period 168 002 254 355<br />
9.1. Minority interests 6 570 5 036<br />
9.2. Attributable to shareholders of the parent 161 432 249 319<br />
EARNINGS PER SHARE (IN EUR)<br />
31/03/08 31/03/07<br />
1. Basic earnings per share 6.97 10.76<br />
2. Diluted earnings per share * 6.97 10.76<br />
* On the assumption that all options / warrants that are ‘in the money’ at the end of the period will be exercised
2. CONSOLIDATED BALANCE SHEET (IN EUR 000)<br />
Limited consolidation<br />
ASSETS<br />
31/03/08 31/03/07<br />
I. NON -CURRENT ASSETS 853 142 825 816<br />
1. Goodwill and other intangible assets 115 167<br />
2. Property, plant and equipment 4 779 4 687<br />
3. Participation in non-consolidated subsidiaries - -<br />
4. Investments in associates - -<br />
5. Participations in joint ventures - -<br />
6. Financial assets at fair value through profi t & loss 737 935 764 280<br />
7. Loans to investee companies 110 209 56 471<br />
8. Other fi nancial assets 104 210<br />
9. Deferred taxes - -<br />
10. Pension assets - -<br />
11. Other non-current assets - -<br />
II. CURRENT ASSETS 540 844 501 610<br />
12. Inventories - -<br />
13. Current income tax receivables - -<br />
14. Trade and other receivables 17 162 6 481<br />
15. Loans to investee companies 4 380 46 518<br />
16. Cash and cash equivalents 512 524 445 608<br />
17. Other current assets 6 779 3 002<br />
Total assets 1 393 986 1 327 425<br />
Limited consolidation<br />
LIABILITIES<br />
31/03/08 31/03/07<br />
I. EQUITY 1 349 264 1 288 924<br />
A. Equity attributable to shareholders of the parent company 1 327 554 1 278 526<br />
1. Issued capital 220 000 220 000<br />
2. Share premium account 1 1<br />
3. Retained earnings (losses (-)) 1 107 553 1 058 525<br />
4. Translation differences - -<br />
B. Minority interest 21 710 10 399<br />
II. LIABILITIES 44 722 38 501<br />
A. Non-current liabilities 27 287 20 772<br />
5. Pension liabilities 2 875 3 299<br />
6. Provisions 24 412 17 473<br />
7. Deferred tax liabilities - -<br />
8. Financial liabilities - -<br />
9. Other liabilities - -<br />
B. Current liabilities 17 435 17 729<br />
10. Financial liabilities - -<br />
11. Trade and other payables 14 254 16 365<br />
12. Income tax payables 217 369<br />
13. Other liabilities 2 964 995<br />
Total equity and liabilities 1 393 986 1 327 425<br />
| 95
3. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (IN EUR 000)<br />
Year <strong>2007</strong>-<strong>2008</strong><br />
TOTAL 01/04/07<br />
1. Total profi t (loss (-)) for the year recognised directly in equity<br />
1.1. Translation differences on translating foreign operations<br />
1.2. Tax on items taken directly to or transferred from equity<br />
2. Net profi t (loss (-)) of the period<br />
3. Capital increase<br />
4. Repayment of capital (-)<br />
5. Changes in consolidation scope<br />
6. Dividends to shareholders<br />
7. Other changes<br />
TOTAL 31/03/08<br />
Year 2006-<strong>2007</strong><br />
TOTAL 01/01/06<br />
1. Total profi t (loss (-)) for the year recognised directly in equity<br />
1.1. Translation differences on translating foreign operations<br />
1.2. Tax on items taken directly to or transferred from equity<br />
2. Net profi t (loss (-)) of the period<br />
3. Capital increase<br />
4. Repayment of capital (-)<br />
5. Changes in consolidation scope<br />
6. Dividends to shareholders<br />
7. Other changes<br />
TOTAL 31/03/07<br />
96 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Limited consolidation
Issued<br />
capital<br />
Sharepremium<br />
account<br />
Attributable to shareholders of the parent<br />
Uncalled<br />
capital<br />
Retained<br />
earnings<br />
Translationdifferences<br />
Treasuryshares<br />
Total Minorityinterest<br />
Limited<br />
consolidation<br />
220 000 1 - 1 058 522 2 - 1 278 525 10 399 1 288 924<br />
- - - - - - - - -<br />
- - - - - - - - -<br />
- - - - - - - - -<br />
- - - 161 432 - - 161 432 6 570 168 002<br />
- - - - - - - - -<br />
- - - - - - - - -<br />
- - - - - - - - -<br />
- - - -112 404 - - -112 404 - -112 404<br />
- - - - - - - 4 741 4 741<br />
220 000 1 - 1 107 551 2 - 1 327 554 21 710 1 349 264<br />
Issued<br />
capital<br />
Sharepremium<br />
account<br />
Attributable to shareholders of the parent<br />
Uncalled<br />
capital<br />
Retained<br />
earnings<br />
Translationdifferences<br />
Treasuryshares<br />
Total Minorityinterest<br />
Limited<br />
consolidation<br />
220 000 1 - 891 091 2 - 1 111 094 3 691 1 114 785<br />
- - - - - - - - -<br />
- - - - - - - - -<br />
- - - - - - - - -<br />
- - - 249 319 - - 249 319 - 249 319<br />
- - - - - - - - -<br />
- - - - - - - - -<br />
- - - - - - - - -<br />
- - - -81 888 - - -81 888 - -81 888<br />
- - - - - - - 6 708 6 708<br />
220 000 1 - 1 058 522 2 - 1 278 525 10 399 1 288 924<br />
| 97
4. SIMPLIFIED CASH FLOW STATEMENT (IN EUR 000)<br />
98 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Limited consolidation<br />
31/03/08 31/03/07<br />
Cash and cash equivalents at beginning of period 445 608 472 009<br />
Investments -234 936 -192 122<br />
Divestments 378 135 237 417<br />
Interim dividend of the fi nancial year -46 352 -30 901<br />
Closing dividend previous fi nancial year -66 052 -50 987<br />
Other 36 120 10 191<br />
Cash and cash equivalents at end of period 512 524 445 608<br />
5. SUMMARY OF THE MAIN VALUATION RULES<br />
USED FOR THE LIMITED CONSOLIDATION<br />
The limited consolidation is prepared using the valuation<br />
rules as laid down by the Board of Directors. These valuation<br />
rules are in principle the same as those used for the statutory<br />
consolidation, the only difference being that in the limited<br />
consolidation the entire investment portfolio is valued at fair<br />
value as determined in accordance with IAS 39. Here <strong>Gimv</strong><br />
follows also the international valuation guidelines for the private<br />
equity and venture capital sector. In the statutory consolidation<br />
a number of companies in the investment portfolio which<br />
under IAS 27 <strong>Gimv</strong> is deemed to control are fully consolidated.<br />
In the 2006-<strong>2007</strong> fi nancial year these were Bever Zwerfsport<br />
Investments, De Groot International Investments, Geveke<br />
Investments, Hebu Investments, Interbrush, LowLand Fashion<br />
and Operator Groep Delft. For the <strong>2007</strong>-<strong>2008</strong> fi nancial year<br />
these are again HVEG Investments (former LowLand Fashion),<br />
Operator Groep Delft, De Groot International Investments and<br />
Interbrush, plus Grandeco Wallfashion Group, Verlihold, Numac<br />
Investments and Terstal. The shareholdings in Bever Zwerfsport<br />
Investments, Geveke Investments and Hebu Investments were<br />
sold in the course of the past fi nancial year.<br />
The other valuation rules are the same as those used for the<br />
statutory consolidation (see heading 5 of the statutory consolidation<br />
- page 112).
6. DIVIDENDS, INTEREST, MANAGEMENT FEES AND TURNOVER (IN EUR 000)<br />
Operating result<br />
Dividends, interest, management fees and turnover<br />
The fall of EUR 18 725 is explained primarily by the EUR 19 237<br />
fall in dividends, caused by the payment of an exceptional dividend<br />
of EUR 18 017 by Accessories International in 2006.<br />
Interest income received by the <strong>Gimv</strong> group from investee<br />
companies fell by EUR 468. The fact that the previous fi nancial<br />
year lasted 15 months is largely offset by interest income from<br />
new loans like that of EUR 1 071 from Grandeco Wallfashion<br />
Group.<br />
The management fees include the fee that the <strong>Gimv</strong> group<br />
receives from the Halder <strong>Gimv</strong> Germany Fund and the Halder<br />
IV Fund.<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Dividends 5 885 25 122 -19 237<br />
Interest 7 630 8 098 -468<br />
Management fees 4 150 5 794 -1 645<br />
Turnover 10 260 7 635 2 625<br />
Total 27 925 46 650 -18 725<br />
Gains and losses on the disposal of investments<br />
Turnover consists of management and directors’ fees received<br />
by the <strong>Gimv</strong> group from investee companies and fees for the<br />
management of portfolios like Biotech Fonds Vlaanderen and<br />
Nif Ventures. The increase in turnover is due to a recategorizing<br />
of the carried interest for the HGGF. Previously this was reported<br />
as unrealized income from fi nancial fi xed assets at fair value.<br />
To improve transparency it was decided to report the carried<br />
interest as a performance fee under turnover (EUR 5 151).<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Capital gains on disposal of investments 129 710 105 836 23 875<br />
Losses on disposal of investments -1 615 -3 942 2 327<br />
Total 128 095 101 894 26 202<br />
Gains and losses in <strong>2007</strong>-<strong>2008</strong> on the disposal of investments by activity<br />
Corporate<br />
Investment<br />
ICT Life Sciences Total<br />
Capital gains on disposal of investments 104 069 22 163 3 478 129 710<br />
Losses on disposal of investments -199 -234 -1 181 -1 615<br />
Total 103 870 21 929 2 297 128 095<br />
| 99
Realised gains and losses in <strong>2007</strong>-<strong>2008</strong> on the disposal of investments by activity - continued<br />
Corporate<br />
Investment<br />
ICT Life Sciences Total<br />
Listed companies 11 519 12 135 -835 22 818<br />
Funds 19 035 2 119 2 731 23 885<br />
Shareholdings 73 316 7 675 401 81 392<br />
Total 103 870 21 929 2 297 128 095<br />
Unrealised gains and losses on fi nancial assets at fair value, and on loans in investee companies<br />
Purchase of goods and other services, personnel expenses and depreciation<br />
100 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Limited consolidation<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Unrealised gains from fi nancial assets at fair<br />
value 155 952 214 794 -58 842<br />
Unrealised losses on fi nancial assets at fair value -106 633 -67 321 -39 312<br />
Impairment losses -12 026 -12 734 707<br />
Total 37 292 134 739 -97 447<br />
This heading refl ects the periodic revaluations of shareholdings.<br />
These take the form of investments in shares from the investment<br />
portfolio.<br />
These are classed as fi nancial assets and valued at fair value via<br />
the income statement. These investments are initially recorded<br />
at cost. Subsequently the unrealized gains and losses resulting<br />
from the periodical revaluations are recognised in the income<br />
statement.<br />
These are revalued quarterly based on decisions of the valuation<br />
committee. This committee establishes the fair value in<br />
accordance with IAS 39. Listed investments are valued on the<br />
basis of the bid rate on the reporting date, taking into account<br />
any trading restrictions. Where no stock market price is available,<br />
the fair value is determined using the valuation methods<br />
most appropriate to the particular type of investment. <strong>Gimv</strong><br />
follows here the International Private Equity and Venture Capital<br />
Valuation Guidelines.<br />
Unrealized valuation movements amounted to EUR 37 292.<br />
EUR 18 544 of the unrealized losses are due to exchange rate<br />
losses, mainly because of the effect of the fall of the US dollar<br />
against the euro.<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Goods and services -12 006 -14 244 2 238<br />
Personnel expenses -15 339 -27 773 12 434<br />
Depreciation -556 -1 355 799<br />
Total -27 901 -43 372 15 471<br />
The fall in this expense item is due mainly to the fact that<br />
the <strong>2007</strong>-<strong>2008</strong> fi nancial year lasted 12 months, whereas the<br />
2006-<strong>2007</strong> fi nancial year lasted 15 months. Also, in 2006-<strong>2007</strong><br />
remuneration was somewhat higher due to higher variable remuneration<br />
for employees, caused by provisions linked to the<br />
positive evolution in the value of the portfolio.
Other operating income and expenses<br />
OPERATING INCOME:<br />
Financial result<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Foreign exchange income 273 195 78<br />
Result from derivatives 4 741 1 406 3 334<br />
Other operating income 378 290 88<br />
Total operating income<br />
OPERATING EXPENSES:<br />
5 393 1 892 3 500<br />
Other fi nancial expenses -931 -1 107 176<br />
Provisions for liabilities and charges -7 919 -4 155 -3 764<br />
Provision for pensions 425 -1 568 1 993<br />
Taxes and operating costs -890 -1 103 213<br />
Foreign exchange expenses -52 -43 -9<br />
Other operating expenses -5 484 742 -6 226<br />
Total operating expenses -14 851 7 234 -7 617<br />
Operating result -9 459 -5 342 -4 117<br />
The other operating result fell by EUR 4 117. This fall is due<br />
to positive hedging results and a lower provision for pensions.<br />
Provisions for liabilities and charges and other operating expenses<br />
rose.<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Financial income 21 270 20 298 972<br />
Financial costs -9 080 -353 -8 727<br />
Total 12 191 19 945 -7 754<br />
The fi nancial result fell by EUR 7 754. This is due mainly to<br />
the EUR 8 946 increase in the reduction in value on fi nancial<br />
derivatives, in particular on CDOs in the treasury portfolio.<br />
Income taxes<br />
<strong>Gimv</strong> traditionally pays little tax. The Group’s main activity consists<br />
of taking shareholdings with the intention of reselling them<br />
later with a capital gain. Capital gains are tax-exempt in Belgium.<br />
<strong>Gimv</strong> NV has extensive tax loss carryforwards and fi nally taxed<br />
income from the past. With the introduction of notional interest<br />
deduction, an additional buffer of notional interest deduction<br />
is created every year, which can be carried forward for seven<br />
years.<br />
<strong>Gimv</strong> does not record deferred taxation on the deductible<br />
temporary differences and on tax loss carryforwards. This is<br />
because, in the group’s specifi c tax situation, the likelihood that<br />
these can be applied in the near future is considered low.<br />
Minority interests<br />
The minority interests relate mainly to the portion of the net<br />
profi t due to employees who participate in the co-investment<br />
companies, and results from the positive evolution in the value<br />
of the underlying portfolio. Another important minority interest is<br />
the shareholding in the <strong>Gimv</strong> ARKIV ICT Fund of Arkimedes.<br />
| 101
7. DISCUSSION OF THE MAIN BALANCE SHEET HEADINGS (IN EUR 000)<br />
Assets<br />
Fixed assets<br />
102 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Limited consolidation<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Financial assets at fair value through the income<br />
statement 737 935 764 280 -26 345<br />
Loans to investee companies 110 209 56 471 53 738<br />
Total 848 144 820 751 27 393<br />
The value of the fi nancial assets and outstanding loans to investee<br />
companies (the shareholdings of and loans by <strong>Gimv</strong> NV and<br />
its subsidiaries) has increased by EUR 27 393. <strong>Gimv</strong> invested<br />
through its various activities an amount of EUR 234 936. The<br />
main investments in the past fi nancial year were Verlihold,<br />
Grandeco Wallfashion Group and VAG Armaturen (Corporate<br />
Investment Belgium), Halder-<strong>Gimv</strong> Germany Fund (Corporate<br />
Investment Germany), Pragma Capital (Corporate Investment<br />
France), Numac Investments (Corporate Investment<br />
Netherlands), Metris and Telenet (exercise of warrants) (ICT)<br />
and Ablynx and Ambit (Life Sciences).<br />
Divestments of EUR 254 176 were also undertaken. This fi gure<br />
is based on the fair value of the sold shareholdings at 31 March<br />
Current assets<br />
Cash and cash equivalents<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Trade and other receivables 17 162 6 481 10 681<br />
Loans to investee companies 4 380 46 518 -42 138<br />
Trade receivables rose by EUR 10 681 with the reclassifi cation<br />
of the performance fee from the Halder-<strong>Gimv</strong> Germany Fund. To<br />
improve transparency this is no longer shown as a value movement<br />
but as a trade receivable. Receivables from the sale of<br />
shareholdings have also been reclassifi ed to trade receivables.<br />
<strong>2007</strong> (at carrying value). The main divestments by <strong>Gimv</strong> during<br />
this period were Lyceum Capital I, Alfacam Group, Jensen<br />
Group and DTS (Corporate Investment Belgium), the Halder-<br />
<strong>Gimv</strong> Germany Fund (Corporate Investment Germany), Geveke<br />
Investments, Bever Zwerfsport Investments, Holowell and Hebu<br />
Investments BV (Corporate Investment Netherlands), Telenet<br />
and Business Architects (ICT) and deVGen (Life Sciences).<br />
Added to this is the effect of the unrealized value movements<br />
on the portfolio resulting from the quarterly revaluation of the<br />
still unsold assets. This effect amounted during the <strong>2007</strong>-<strong>2008</strong><br />
fi nancial year to EUR 36 882. There were also a number of<br />
transfers in a value of EUR 9 751.<br />
The EUR 42 138 fall in loans to investee companies is due<br />
mainly to the collection of open receivables from the sale of the<br />
shareholdings in Hypnion and Arrow Therapeutics at the end of<br />
the previous fi nancial year.<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Cash and cash equivalents 512 524 445 608 66 915<br />
The EUR 66 915 rise in the cash position is the outcome of<br />
investments of EUR 234 936 and divestments of EUR 378 135<br />
(at sales price). <strong>Gimv</strong> also twice paid out a dividend during<br />
the fi nancial year: in July <strong>2007</strong> a fi nal dividend of EUR 2.85<br />
gross per share or EUR 66 052 in respect of the 2006-<strong>2007</strong><br />
fi nancial year, and in December <strong>2007</strong> an interim dividend in<br />
respect of the <strong>2007</strong>-<strong>2007</strong> fi nancial year of EUR 2.00 gross per<br />
share or EUR 46 352. There was also a positive cash infl ow of<br />
EUR 36 120, mainly from the settlement of shareholdings sold<br />
in the 2006-<strong>2007</strong> fi nancial year.
The distribution of cash and cash equivalents by investments products at 31 March <strong>2008</strong> was as follows:<br />
Type of product<br />
Liabilities<br />
Equity<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Equity (group’s share) 1 327 554 1 278 526 49 029<br />
The growth in equity (group’s share) is due to the adding of<br />
the net profi t for the fi nancial year (group’s share), less the<br />
dividends paid during the fi nancial year (EUR 112 404).<br />
Minority interests<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Minority interests 21 710 10 399 11 311<br />
Minority interests consist essentially of the portion of equity<br />
attributable to employees participating in the co-investment<br />
companies. The increase since 31 March <strong>2007</strong> is due to<br />
the positive evolution in the value of the underlying portfolio.<br />
31/03/08 in %<br />
Deposits 183.8 35.9%<br />
Insurance products 160.3 31.3%<br />
Dynamic cash management 59.9 11.7%<br />
Bonds 21.9 4.3%<br />
Funds 48.9 9.5%<br />
Securitized paper 37.6 7.3%<br />
Total 512.5 100.0%<br />
Cash and equivalents broke down by investment horizon as follows:<br />
Investment horizon<br />
31/03/08 in %<br />
0-3 months 183.8 36%<br />
3 months-2 years 243.8 48%<br />
2 years-5 years 84.9 17%<br />
Total 512.5 100%<br />
Another important minority interest is the shareholding in the<br />
<strong>Gimv</strong> ARKIV ICT Fund of Arkimedes.<br />
| 103
Liabilities<br />
8. AUDITOR’S STATEMENT<br />
The auditor, Ernst & Young Bedrijfsrevisoren BCVBA, represented<br />
by Mr Rudi Braes, has audited the limited consolidation.<br />
He concludes that the limited consolidation has been drawn up<br />
in accordance with the accounting principles as mentioned in<br />
note 5 (page 112) to the annual report, and this in all material<br />
aspects.<br />
104 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Limited consolidation<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Current liabilities 17 435 17 729 -293<br />
This item has fallen by EUR 293. Trade payables have fallen<br />
by EUR 2 111 and the other current liabilities have risen by<br />
EUR 1 969, owing to dividends still to be paid in respect of past<br />
fi nancial years.<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Non-current liabilities 27 287 20 772 6 514<br />
Non-current liabilities have risen by EUR 6 514, mainly in the<br />
form of provisions for liabilities and charges due to the positive<br />
development of the value of the underlying portfolios of the coinvestment<br />
companies (EUR 3 422) and provisions for possible<br />
litigation in respect of investment fi les (EUR 3 516). The pension<br />
provision has been adapted to the latest actuarial calculation,<br />
leading to a fall of EUR 424.
STATUTORY<br />
CONSOLIDATION<br />
1. CONSOLIDATED INCOME STATEMENT (IN EUR 000)<br />
IFRS Statutory consolidation<br />
Explanations 31/03/08 31/03/07<br />
1.1. Operating income 837 644 689 479<br />
1.1. Dividend income 11.I - 1.1 5 885 23 034<br />
1.2. Interest income 11.I - 1.2 5 691 8 101<br />
1.3. Realised gain on disposal of investments<br />
1.4. Unrealised gains on fi nancial assets at fair value<br />
11.I - 1.5 129 710 105 836<br />
through profi t & loss 11.I - 3 163 732 227 806<br />
1.5. Management fees 11.I - 1.3 4 150 5 794<br />
1.6. Turnover 11.I - 1.4 494 526 315 367<br />
1.7. Other operating income 11.I - 5 33 951 3 540<br />
2. Operating expenses (-) -643 981 -449 181<br />
2.1. Realised losses on disposal of investments<br />
2.2. Unrealised losses on fi nancial assets at fair value<br />
11.I - 2 -1 615 -3 972<br />
through profi t & loss 11.I - 3 -115 546 -92 365<br />
2.3. Impairment losses 11.I - 3 -13 541 -12 936<br />
2.4. Purchase of goods and services 12.4 -363 278 -243 642<br />
2.5. Personnel expenses 12.4 -88 266 -61 576<br />
2.6. Depreciation of intangible assets 12.4 -7 572 -5 010<br />
2.7. Depreciation of property, plant and equipment 12.4 -7 318 -5 422<br />
2.8. Other operating expenses 12.5 -46 845 -24 258<br />
3. Operating result, profi t (loss) 12.5 193 663 240 298<br />
4. Financial income 13 21 820 20 035<br />
5. Financial costs (-) 13 -21 910 -6 138<br />
6. Share of profi t (loss (-)) of associates - -<br />
7. Result before tax, profi t (loss (-)) 193 573 254 194<br />
8. Tax expenses (-) 14 -8 134 -4 813<br />
9. Net profi t (loss (-)) of the period 185 438 249 382<br />
9.1. Minority interests 17 421 8 091<br />
9.2. Attributable to shareholders of the parent 168 018 241 290<br />
EARNINGS PER SHARE (IN EUR)<br />
1. Basic earnings per share 15 7.25 10.41<br />
2. Diluted gains earnings per share * 15 7.25 10.41<br />
* On the assumption that all options / warrants that are ‘in the money’ at the end of the period will be exercised<br />
| 105
2. CONSOLIDATED BALANCE SHEET (IN EUR 000)<br />
ASSETS<br />
106 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
IFRS Statutory consolidation<br />
Explanations 31/03/08 31/03/07<br />
I. NON -CURRENT ASSETS 1 119 032 955 345<br />
1. Goodwill and other intangible assets 17 308 108 169 561<br />
2. Property, plant and equipment 18 90 452 37 282<br />
3. Participation in non-consolidated subsidiaries - -<br />
4. Investments in associates - 681<br />
5. Participations in joint ventures - -<br />
6. Financial assets at fair value through profi t & loss 20 648 398 690 811<br />
7. Loans to investee companies 21 70 758 56 497<br />
8. Other fi nancial assets 943 240<br />
9. Deferred taxes 14 373 274<br />
10. Pension assets - -<br />
11. Other non-current assets - -<br />
II. CURRENT ASSETS 718 135 598 976<br />
12. Inventories 50 343 37 653<br />
13. Current income tax receivables 23 - -<br />
14. Trade and other receivables 23 116 728 59 062<br />
15. Loans to investee companies 21 4 817 46 549<br />
16. Cash and cash equivalents 24 538 337 452 535<br />
17. Other current assets 7 909 3 177<br />
TOTAL ASSETS 1 837 167 1 554 321
2. CONSOLIDATED BALANCE SHEET (IN EUR 000)<br />
LIABILITIES<br />
IFRS Statutory consolidation<br />
Explanations 31/03/08 31/03/07<br />
I. EQUITY<br />
A. Equity attributable to shareholders of the parent<br />
3 1 366 290 1 285 557<br />
company 1 315 124 1 259 562<br />
1. Issued capital 220 000 220 000<br />
2. Share premium account 1 1<br />
3. Retained earnings (losses (-)) 1 095 065 1 039 451<br />
4. Translation adjustments 58 110<br />
B. Minority interest 51 165 25 995<br />
II. LIABILITIES 470 877 268 764<br />
A. Non-current liabilities 309 913 159 654<br />
5. Pension liabilities 26 4 010 3 766<br />
6. Provisions 27 26 242 18 155<br />
7. Deferred tax liabilities 14 5 571 6 383<br />
8. Financial liabilities 28 266 665 125 232<br />
9. Other liabilities 7 425 6 118<br />
B. Current liabilities 160 965 109 110<br />
10. Financial liabilities 28 54 190 37 162<br />
11. Trade and other payables 28 83 122 53 292<br />
12. Income tax payables 6 864 5 160<br />
13. Other liabilities 16 789 13 497<br />
TOTAL EQUITY AND LIABILITIES 1 837 167 1 554 321<br />
| 107
3. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (IN EUR 000)<br />
Year <strong>2007</strong>-<strong>2008</strong><br />
108 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
Explanations<br />
TOTAL 01/04/07 2<br />
1. Total profi t (loss (-)) for the year recognised directly in equity<br />
1.1. Translation differences on translating foreign operations<br />
1.2. Tax on items taken directly to or transferred from equity<br />
2. Net profi t (loss (-)) of the period 1<br />
3. Capital increase<br />
4. Repayment of capital (-)<br />
5. Changes in consolidation scope<br />
6. Dividends to shareholders 16<br />
7. Other changes<br />
Total 31/03/08 2<br />
Year 2006-<strong>2007</strong><br />
Explanations<br />
Total 01/01/06 2<br />
1. Total profi t (loss (-)) for the year recognised directly in equity<br />
1.1. Translation differences on translating foreign operations<br />
1.2. Tax on items taken directly to or transferred from equity<br />
2. Net profi t (loss (-)) of the period 1<br />
3. Capital increase<br />
4. Repayment of capital (-)<br />
5. Changes in consolidation scope<br />
6. Dividends to shareholders 16<br />
7. Other changes<br />
Total 31/03/07 2
Attributable to shareholders of the parent<br />
Issued capital Sharepremium<br />
account<br />
Uncalledcapital<br />
Retained<br />
earnings<br />
Translationdifferences<br />
Treasuryshares<br />
Total Minorityinterest<br />
Statutory<br />
consolidation<br />
220 000 1 - 1 039 451 110 - 1 259 562 25 994 1 285 557<br />
- - - - - - - - -<br />
- - - - - - - - -<br />
- - - - - - - - -<br />
- - - 168 018 - - 168 018 17 421 185 438<br />
- - - - - - - - -<br />
- - - - - - - - -<br />
- - - - - - - 8 225 8 225<br />
- - - -112 404 - - -112 404 - -112 404<br />
- - - - -52 - -52 -475 -527<br />
220 000 1 - 1 095 065 58 - 1 315 124 51 165 1 366 290<br />
Attributable to shareholders of the parent<br />
Issued capital Sharepremium<br />
account<br />
Uncalledcapital<br />
Retained<br />
earnings<br />
Translationdifferences<br />
Treasuryshares<br />
Total Minorityinterest<br />
Statutory<br />
consolidation<br />
220 000 1 - 879 937 50 - 1 099 988 14 736 1 114 724<br />
- - - - - - - - -<br />
- - - - - - - - -<br />
- - - - - - - - -<br />
- - - 241 290 - - 241 290 8 091 249 382<br />
- - - - - - - - -<br />
- - - - - - - - -<br />
- - - - - - - 3 167 3 167<br />
- - - -81 888 - - -81 888 - -81 888<br />
- - - 112 60 - 172 - 172<br />
220 000 1 - 1 039 451 110 - 1 259 562 25 994 1 285 557<br />
| 109
4. CONSOLIDATED CASH FLOW STATEMENT (IN EUR 000)<br />
110 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
IFRS Statutory consolidation<br />
Explanations 31/03/08 31/03/07<br />
I. NET CASH FLOWS FROM (USED IN) OPERATING<br />
ACTIVITIES (1. en 2.) 46 066 -29 622<br />
1. Cash generated from operations (1.1. till 1.3.) 44 362 -31 169<br />
1.1. Operating result 1 193 663 240 298<br />
1.2. Adjustment for -161 592 -249 619<br />
1.2.1. Interest income (-) -5 691 -8 101<br />
1.2.2. Dividends (-) -5 885 -23 034<br />
1.2.3. Gain on disposal of investments -129 710 -105 836<br />
1.2.4. Losses on disposal of investments 1 615 3 973<br />
1.2.5. Depreciation and amortisation 4 678 10 431<br />
1.2.6. Impairment losses 13 541 12 937<br />
1.2.7. Translation differences<br />
1.2.8. Unrealised gains (losses (-)) on fi nancial<br />
-112 -<br />
assets at fair value through profi t & loss -49 246 -135 441<br />
1.2.9. Increase (decrease (-)) in provisions<br />
1.2.10. Increase (decrease (-)) pension liabilities<br />
8 087 6 106<br />
(assets) 244 -10 465<br />
1.2.11. Other adjustments 886 -190<br />
1.3. Change in working capital 12 291 -21 848<br />
1.3.1. Increase (decrease (-)) in inventories<br />
1.3.2. Increase (decrease (-)) in trade and other<br />
-3 630 -432<br />
receivables<br />
1.3.3. Increase (decrease (-)) in trade and other<br />
11 846 -8 816<br />
payables (-) 3 320 -20 922<br />
1.3.4. Other changes in working capital 754 8 322<br />
2. Income taxes paid (received) 1 704 1 548
4. CONSOLIDATED CASH FLOW STATEMENT (IN EUR 000) - CONTINUED<br />
IFRS Statutory consolidation<br />
Explanations 31/03/08 31/03/07<br />
II. NET CASH FLOWS FROM (USED IN) INVESTING<br />
ACTIVITIES (1 till 16) 152 676 -17 317<br />
1. Purchase of property, plant and equipment (-) -3 099 -3 876<br />
2. Purchase of investment property (-) -250 -<br />
3. Purchase of intangible assets (-)<br />
4. Proceeds from disposal of property, plant and<br />
-41 243 -109<br />
equipment (+) 49 67<br />
5. Proceeds from disposal of investment property (+) 19 26<br />
6. Proceeds from disposal of intangible assets (+)<br />
7. Proceeds from disposal of fi nancial assets at fair value<br />
28 2<br />
through profi t & loss (+)<br />
8. Proceeds from repayment of loans granted to investee<br />
362 368 166 543<br />
companies (+)<br />
9. Investment in fi nancial assets at fair value through<br />
16 505 28 237<br />
profi t & loss (-) -123 319 -131 421<br />
10. Loans granted to investee companies (-) -49 811 -18 182<br />
11. Net investment in other fi nancial assets<br />
12. Acquisitions of subsidiaries, associates or joint<br />
- 2<br />
ventures, net of cash acquired (-) -20 993 -90 854<br />
13. Interest received 5 691 8 101<br />
14. Dividends received 5 885 23 035<br />
15. Government grants received - -<br />
16. Other cash fl ows from investing activities 847 1 112<br />
III. NET CASH FLOWS FROM (USED IN) FINANCING<br />
ACTIVITIES (1 till 11) -112 940 12 724<br />
1. Proceeds from capital increase - 5 243<br />
2. Proceeds from borrowings 46 291 81 342<br />
3. Proceeds from fi nance leases - -<br />
4. Proceeds from the sale of treasury shares - 681<br />
5. Capital repayment - -<br />
6. Repayment of borrowings (-) -43 082 -7 845<br />
7. Repayment of fi nance lease liabilities (-) -3 001 -<br />
8. Purchase of treasury shares (-) -475 -<br />
9. Interest paid (-) -21 910 -6 138<br />
10. Dividends paid (-) -112 584 -83 303<br />
11. Other cash fl ows from fi nancing activities 21 820 22 744<br />
IV. NET INCREASE (DECREASE) IN CASH AND CASH<br />
EQUIVALENTS (I till III) 85 803 -34 215<br />
V. CASH AND CASH EQUIVALENTS AT BEGINNING OF<br />
PERIOD 24 452 535 486 750<br />
VI. EFFECT OF EXCHANGE RATE DIFFERENCES ON<br />
CASH AND CASH EQUIVALENTS - -<br />
VII. CASH AND CASH EQUIVALENTS, END OF PERIOD<br />
(IV till VI) 24 538 337 452 535<br />
| 111
5. SUMMARY OF SIGNIFICANT ACCOUNTING<br />
POLICIES<br />
5.1 Consolidation principles<br />
Scope of consolidation<br />
For certain companies, the fi gures consolidated are those of<br />
31 December <strong>2007</strong>: HVEG Investments (formerly LowLand<br />
Fashion), Operator Groep Delft, De Groot International<br />
Investments, Interbrush, Grandeco Wallfashion Group, Verlihold,<br />
Numac Investments and Terstal. Bever Zwerfsport Investments,<br />
Geveke Investments and Hebu Investments were sold in the<br />
course of the fi nancial year and are therefore no longer included<br />
in the statutory consolidation at the end of March <strong>2008</strong>. Should<br />
any important transaction or event take place between the balance<br />
sheet closing dates of the subsidiaries and that of the<br />
parent company, the necessary adjustments are made.<br />
5.2 Subsidiaries<br />
Subsidiaries are those companies in which <strong>Gimv</strong> owns directly or<br />
indirectly more than 50 percent of the voting rights or otherwise<br />
has the power, directly or indirectly, to govern the fi nancial and<br />
operational policies so as to obtain benefi ts from its activities.<br />
The fi nancial statements of subsidiaries are included in the<br />
consolidated fi nancial statements as from the date that control<br />
commences until the date control ceases. The fi nancial statements<br />
of subsidiaries are prepared using consistent accounting<br />
policies and are drawn up for the same reporting period as the<br />
parent company, with a maximum difference of three months.<br />
Whenever divergent valuation rules are applied, adjustments are<br />
made to bring them into line with the group valuation rules.<br />
All transactions between group companies are eliminated.<br />
5.3 Associates<br />
Associates are undertakings in which <strong>Gimv</strong> has signifi cant infl<br />
uence over the fi nancial and operating policies, but which it<br />
does not control. Given that <strong>Gimv</strong> is an investment company,<br />
these investments are measured at fair value, in accordance<br />
with IAS 28, para. 1, and are presented in the balance sheet as<br />
“Investments at fair value through profi t or loss”. Changes in fair<br />
value are included in profi t or loss in the period of the change.<br />
Associates held by buy-out investments that are consolidated,<br />
are accounted for under the equity method of accounting and<br />
are carried in the balance sheet at the lower of the equityaccounted<br />
amount and the recoverable amount, and the pro<br />
rata share of income (loss) of these associates is included in<br />
income.<br />
5.4 Foreign currencies<br />
Transactions in foreign currencies<br />
Transactions in foreign currencies are recorded at the rates of<br />
exchange prevailing at the dates of the individual transactions.<br />
At the end of the accounting period the monetary assets and<br />
liabilities denominated in foreign currencies are translated at<br />
the rates of exchange prevailing at the balance sheet closing<br />
date. Foreign exchange gains and losses resulting from currency<br />
transactions and from the translation of monetary assets<br />
and liabilities are recognized in the income statement. Nonmonetary<br />
items measured at fair value in a foreign currency are<br />
translated using the exchange rates at the date when the fair<br />
value is determined.<br />
112 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
Foreign group companies<br />
In the consolidated accounts, all items of the income statements<br />
of foreign group companies are translated into euro at the average<br />
rates of the accounting period.<br />
The balance sheet items of foreign group companies are translated<br />
into euro at the rates of exchange prevailing at the balance<br />
sheet closing date with the exception of the components<br />
of shareholders’ equity which are translated to euro at historical<br />
rates. Differences resulting from the translation of the income<br />
statement items at the average rate and the balance sheet at<br />
the closing rate are taken directly to equity under the heading<br />
“Translation differences”. On disposal of a foreign entity, accumulated<br />
exchange differences are recognized in the income<br />
statement as a component of the gain or the loss on disposal.<br />
Goodwill and fair value adjustments arising on the acquisition of<br />
a foreign entity are treated as assets and liabilities of the acquiring<br />
company and are translated to euro at the rate of exchange<br />
prevailing at the balance sheet closing date.<br />
5.5 Financial derivatives<br />
Derivates are valued mark-to-market.<br />
5.6 Financing costs<br />
Financing costs are charged against the income statement as<br />
soon as incurred.<br />
5.7 Intangible assets<br />
Acquired intangible assets other than goodwill are recognized at<br />
cost and amortized on a straight line basis over a period of fi ve<br />
years. The amortization period and method are reviewed annually.<br />
The carrying values of intangible assets are tested for impairment<br />
whenever events or changes in circumstances indicate that the<br />
carrying value may not be recoverable.<br />
5.8 Goodwill<br />
Goodwill represents the excess of the cost of an acquisition over<br />
the fair value of the company’s share in the identifi able assets,<br />
liabilities and contingent liabilities of the subsidiary. Goodwill is<br />
not amortized but is tested for impairment annually, or more<br />
frequently if events or changes in circumstances indicate that it<br />
might be impaired, in accordance with IAS 36.<br />
Whenever the company’s share in the net fair value of the acquiree’s<br />
identifi able assets, liabilities and contingent liabilities<br />
exceeds the cost of the business combination, the excess is<br />
recognized immediately in profi t or loss.<br />
Goodwill is expressed in the currency of the subsidiary to which<br />
it relates.
5.9 Property, plant and equipment<br />
Property, plant and equipment are stated in the balance sheet at<br />
cost less accumulated depreciation and impairment losses.<br />
Depreciation is provided over the estimated useful lives of the<br />
assets using the straight line method.<br />
Estimated useful lives are<br />
- buildings 20-30 years<br />
- installations 10 years<br />
- production machinery 5 years<br />
- measuring equipment 4 years<br />
- tools and models 3 years<br />
- furniture 10 years<br />
- offi ce equipment 5 years<br />
- computers 3 years<br />
- vehicles 5 years<br />
- leasehold improvements the remaining term<br />
of the lease contract<br />
- demo material 1 to 3 years<br />
Depreciation is calculated from the date the asset is available<br />
for use.<br />
5.10 Impairment of fi xed assets<br />
At each closing date, the Group assesses whether there is any<br />
indication that an asset may be impaired. Where such indications<br />
of impairment exist, the Group makes a formal estimate of<br />
recoverable amount. Where the carrying amount of an asset exceeds<br />
its recoverable amount the asset is considered impaired<br />
and is written down to its recoverable amount.<br />
The recoverable value of an asset is the greater of either the fair<br />
value less costs to sell or the value in use. In determining value<br />
in use, the estimated future cash fl ows are discounted to their<br />
present value using a pre-tax discount rate that refl ects current<br />
money market yields and the risks specifi c to the asset. For an<br />
asset that does not generate largely independent cash infl ows,<br />
the recoverable amount is determined for the cash-generating<br />
unit to which the asset belongs.<br />
Impairment losses are recognized in the income statement.<br />
5.11 Financial assets at fair value through profi t or loss<br />
<strong>Gimv</strong> follows the International Private Equity and Venture Capital<br />
Valuation Guidelines as explained below.<br />
Investments at fair value through profi t or loss are equity instruments<br />
that belong to the investment portfolio of the group,<br />
including investments in associated companies. They are initially<br />
recognized at cost being the fair value of the consideration<br />
given.<br />
After initial recognition, these investments are measured at<br />
fair value, with unrealized gains and losses recognized in the<br />
income statement. Realized gains and losses on investments<br />
are calculated as the difference between the selling price and<br />
the carrying amount of the investment at the date of disposal.<br />
All regular way purchases and sales of fi nancial assets are recognised<br />
on the trade date. Regular way purchases or sales are<br />
purchases or sales of fi nancial assets that require delivery of<br />
assets within the time frame generally established by regulation<br />
or convention in the marketplace.<br />
Determination of fair value<br />
a. General<br />
- Movements in exchange rates that may impact the value of<br />
the investments are taken into account.<br />
- Where the reporting currency is different from the currency<br />
in which the investment is denominated, the translation into<br />
the reporting currency is done using the exchange rate at<br />
reporting date.<br />
- The fair value is based on the assumption that options and<br />
warrants will be exercised whenever the fair value is in excess<br />
of the exercise price. In the case of options and warrants<br />
of listed companies, the time value of money is taken into<br />
account wherever possible.<br />
- Other rights such as conversion options and ratchets, which<br />
may impact the fair value, are reviewed on a regular basis to<br />
assess whether these are likely to be exercised and the extent<br />
of any impact on the value of the investment.<br />
- Differential allocation of proceeds, such as liquidation preferences,<br />
may have an impact on the valuation. If these exist,<br />
they are reviewed to assess whether they give a benefi t to the<br />
<strong>Gimv</strong> group or to a third party.<br />
- Loans granted awaiting a coming fi nancing round are, in<br />
the case of an initial investment (bridge loans), measured at<br />
cost.<br />
- If the bridge fi nance is provided to an existing investment in<br />
anticipation of a follow-on investment, the bridge fi nance is<br />
included together with the original investment and valued as<br />
a package.<br />
- Warrants attached to mezzanine loans are considered separately<br />
from the loan. In the event that the mezzanine loan is<br />
one of a number of instruments held by the <strong>Gimv</strong> group in<br />
the underlying business, then the mezzanine loan and any<br />
attached warrants are included as a part of the overall investment<br />
package being valued.<br />
b. Listed companies<br />
For investments that are actively traded in organized fi nancial<br />
markets, fair value is determined by reference to the stock exchange<br />
quoted market bid prices at the close of business on<br />
the balance sheet closing date. The valuation takes into account<br />
any limitations on the negotiability of the share.<br />
c. Instruments for which no quoted market price exists<br />
In accordance with IAS 39, fair value is determined as the<br />
amount for which an asset could be exchanged between knowledgeable,<br />
willing parties in an arm’s length transaction. In the<br />
absence of an active market for a fi nancial instrument, the <strong>Gimv</strong><br />
group uses valuation models. <strong>Gimv</strong> follows the International<br />
Private Equity and Venture Capital Valuation Guidelines. The<br />
valuation methodologies are applied consistently from period to<br />
period, except where a change would result in a better estimate<br />
of fair value.<br />
Valuation methodologies<br />
- Price of recent investment<br />
This method is applied<br />
- where the investment being valued was itself made recently:<br />
its cost generally will provide a good indication of fair value, if<br />
the purchase price was representative of the fair value at the<br />
time;<br />
- in the event of a recent investment in the company.<br />
| 113
Where there has been any recent investment in the company<br />
in question, the price of that investment will provide a basis for<br />
the valuation. However, in the case of an internal round that<br />
involves only existing investors in the same proportion to their<br />
existing investments, the round is unlikely to be an appropriate<br />
basis for a change in valuation. Nevertheless a fi nancing with<br />
investors at a lower price than the valuation at the previous<br />
reporting date may indicate a decrease in value and is taken<br />
into consideration.<br />
The objectives of investors in making an internal down round<br />
may vary. Although a down round evidences that the company<br />
was unable to raise funds from investors at a higher valuation,<br />
the purpose of such a round may be, among others, the dilution<br />
of the founders or of investors not participating in the fi nancing<br />
round.<br />
Similarly when a fi nancing is done at a higher valuation (internal<br />
up round), in the absence of new investors or other signifi cant<br />
factors which indicate that value has been enhanced, the transaction<br />
alone is unlikely to be a reliable indicator of fair value.<br />
In applying the Price of Recent Investment methodology, <strong>Gimv</strong><br />
uses the cost of the investment itself or the price at which a<br />
signifi cant amount of new investment into the company was<br />
made to estimate the fair value of the investment, but only for a<br />
limited period of no more than one year following the date of the<br />
relevant transaction. During the limited period following the date<br />
of the relevant transaction, <strong>Gimv</strong> assesses whether changes or<br />
events subsequent to the relevant transaction would imply a<br />
change in the investment’s fair value.<br />
- Earnings Multiple<br />
The method is applied to investments in an established business<br />
with an identifi able stream of continuing earnings that can<br />
be considered to be maintainable.<br />
(i) In using the earnings multiple method in order to determine<br />
the fair value of an investment, a multiple is applied that is<br />
appropriate and reasonable (given the risk profi le and earnings<br />
growth prospects of the company) to the maintainable<br />
earnings of the company; if the company and/or the market<br />
in which the company operates is smaller than the reference<br />
company, a discount will be applied to the enterprise value;<br />
(ii) the factor defi ned in (i) is adjusted for any surplus assets<br />
or excess liabilities and other relevant factors, to derive an<br />
enterprise value for the company;<br />
(iii) from this enterprise value are deducted all amounts relating<br />
to fi nancial instruments ranking ahead of the highest<br />
ranking instrument of the Group in a liquidation and taking<br />
into account the effect of any instrument that may dilute<br />
the Group’s investment in order to derive the gross equity<br />
value;<br />
(iv) an appropriate marketability discount is applied to the gross<br />
equity value derived in (iii) to give the net equity value;<br />
and<br />
(v) the net equity value is appropriately apportioned between<br />
the relevant fi nancial instruments.<br />
The market-based multiples chosen as reference are derived<br />
from the market valuation of quoted companies that are similar,<br />
in terms of risk attributes and earnings growth prospects, to the<br />
company being valued. Recent transactions involving the sale of<br />
114 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
similar companies may also be used as a basis for determining<br />
an appropriate multiple.<br />
Depending on the circumstances the multiple will be determined<br />
by reference to one or more comparable companies<br />
or the earnings multiple of a quoted stock market sector or<br />
sub-sector.<br />
The data used are based on the most recent available information<br />
<strong>Gimv</strong> can rely on (historical, current or forecast), and are<br />
adjusted for exceptional or non-recurring items, the impact of<br />
discontinued operations and acquisitions and forecasted downturns<br />
in profi ts.<br />
The following methods are in use at <strong>Gimv</strong>:<br />
- comparable price/earnings, price/cash fl ow, enterprise value/<br />
earnings before interest (and tax and depreciation) and enterprise<br />
value/sales multiples<br />
- reference to relevant and applicable sub-sector average<br />
multiples<br />
- actual entry multiples paid for an investment.<br />
An appropriate marketability discount is determined, not from the<br />
perspective of the current holder of the investment but from the<br />
perspective of market participants in an investment. A discount<br />
in the range of 10 percent to 35 percent (in steps of 5 percent)<br />
is used depending upon the particular circumstances.<br />
- Investments in funds not managed by the <strong>Gimv</strong> group<br />
For investments in funds not managed by the <strong>Gimv</strong> group, the<br />
fair value of the investment is derived from the value of the net<br />
assets of the fund.<br />
- Discounted cash fl ows or earnings<br />
This methodology involves determining the value by calculating<br />
the present value of the expected future cash fl ows of the<br />
underlying business.<br />
Given the high degree of subjectivity of the inputs, DCF is only<br />
used as a cross-check of values determined using market-based<br />
methodologies.<br />
Specifi c considerations<br />
- Indicative offers<br />
Indicative offers are not used in isolation but need to be corroborated<br />
by one of the valuation methodologies.<br />
- Enterprises without signifi cant profi ts or signifi cant positive<br />
cash fl ows:<br />
For these starting enterprises, there are usually no current<br />
and no short-term future earnings or positive cash-fl ows. It<br />
is diffi cult to gauge the probability and fi nancial impact of the<br />
success or failure of development or research activities and<br />
to make reliable cash fl ow forecasts. Consequently the most<br />
appropriate approach to determine fair value is a methodology<br />
that is based on market data, that being the price of a recent<br />
investment. The length of time for which this methodology will<br />
remain appropriate for a particular investment will depend on<br />
the specifi c circumstances, but will in general not be longer than<br />
one year. After the appropriate limited period, the group considers<br />
whether either the circumstances of the investment have<br />
changed, such that one of the other methodologies would be
more appropriate or whether there is any evidence of deterioration<br />
in value. As part of this consideration industry benchmarks<br />
may provide appropriate support.<br />
5.12 Criteria for the writing out of fi nancial assets and<br />
liabilities<br />
Financial assets and liabilities are written out of the books<br />
whenever the <strong>Gimv</strong> group no longer manages the contractual<br />
rights attached to the fi nancial assets and liabilities. It does this<br />
whenever the fi nancial assets are sold or whenever the cash<br />
fl ows attributable to these assets and liabilities are transferred<br />
to an independent third party.<br />
5.13 Regular purchases and sales of fi nancial assets<br />
Regular purchases and sales of fi nancial assets are recorded<br />
at amortized cost.<br />
5.14 Leasing<br />
Finance leases<br />
Finance leases, which effectively transfer to the Group substantially<br />
all risks and benefi ts incidental to ownership of the<br />
leased item, are capitalized at the inception of the lease at the<br />
fair value of the leased item or, if lower, at the present value of<br />
the minimum lease payments. Lease payments are apportioned<br />
between the fi nance charges and reduction of the lease liability<br />
so as to achieve a constant rate of interest on the remaining<br />
balance of the liability throughout the life of the lease. Finance<br />
charges are charged directly against income.<br />
Operating leases<br />
Leases where the leaser retains substantially all the risks and<br />
benefi ts of ownership of the asset are classifi ed as operating<br />
leases. Rental payments under operating leases are charged<br />
to the income statement on a straight-line basis over the lease<br />
term.<br />
5.15 Inventories<br />
Inventories are valued at the lower of cost and net recoverable<br />
value. Cost is determined on a fi rst-in fi rst-out (FIFO) basis or<br />
by the ‘weighted average’ method. Net recoverable value is the<br />
estimated selling price in the ordinary course of business, less<br />
the cost of completion and the estimated costs necessary to<br />
make the sale. For inventories in process, cost means full cost<br />
including all direct and indirect production costs required to<br />
bring the inventory items to the stage of completion at the balance<br />
sheet closing date.<br />
5.16 Other non-current and current assets<br />
Other non-current and current assets are measured at amortized<br />
cost.<br />
5.17 Income tax<br />
Current taxes are based on the results of the group companies<br />
and are calculated according to the local tax rules.<br />
Deferred income tax is provided, based on the liability method,<br />
on all temporary differences between the tax basis of assets<br />
and liabilities and their carrying amounts for fi nancial reporting<br />
purposes.<br />
Deferred tax liabilities are recognized on all taxable temporary<br />
differences:<br />
- except where the deferred income tax liability arises from the<br />
initial recognition of goodwill or the initial recognition of an<br />
asset or liability in a transaction that is not a business combination<br />
and, at the time of the transaction, affects neither the<br />
accounting profi t or taxable profi t or loss; and<br />
- in respect of taxable temporary differences associated with<br />
investments in subsidiaries, associates and interests in joint<br />
ventures, except where the timing of the reversal of the temporary<br />
difference can be controlled and it is probable that<br />
the temporary difference will not reverse in the foreseeable<br />
future.<br />
Deferred income tax assets are recognized for deductible temporary<br />
differences and carry-forward of unused tax credits and<br />
tax losses, to the extent that it is probable that taxable profi t<br />
will be available in the foreseeable future against which the<br />
deductible temporary differences and carry forward of unused<br />
tax credits and unused tax losses can be utilized.<br />
The carrying amount of deferred income tax assets is reviewed<br />
at each balance sheet closing date and reduced to the extent<br />
that it is no longer probable that suffi cient taxable profi t will be<br />
available to allow all or part of the deferred income tax to be<br />
utilized. Deferred income tax assets and liabilities are measured<br />
at the tax rates that are expected to apply to the period when<br />
the asset is realized or the liability is settled, based on tax rates<br />
and tax laws that have been enacted or substantially enacted<br />
at the balance sheet closing date.<br />
5.18 Cash and cash equivalents<br />
Cash and cash equivalents include cash on hand, cash with<br />
banks and short-term deposits. They are carried at nominal<br />
value in the fi nancial statements.<br />
5.19 Treasury shares<br />
Consideration paid or received for the acquisition or sale of the<br />
company’s own equity instruments is recognised directly in equity<br />
attributable to the company’s shareholders. No gain or loss<br />
is recognized in profi t or loss on the purchase, sale, issue, or<br />
cancellation of treasury shares, but is taken directly into equity.<br />
Any directly attributable incremental costs (net of taxes) are<br />
also deducted from equity attributable to the shareholders of<br />
the parent company.<br />
Own shares are classifi ed as treasury shares and presented as<br />
a deduction from the total equity.<br />
5.20 Minority interests<br />
Minority interests is that part of the net results and of net assets<br />
of a subsidiary attributable to interests which are not owned,<br />
directly or indirectly through subsidiaries, by the <strong>Gimv</strong> group.<br />
5.21 Provisions<br />
Provisions are recognized when the Group has a present legal<br />
or constructive obligation as a result of past events, it is probable<br />
that an outfl ow of resources will be required to settle the<br />
obligations and a reliable estimate of the amounts can be made.<br />
Where the group expects an amount which has been provided<br />
for to be reimbursed, the reimbursement is recognized as an<br />
asset only when the reimbursement is virtually certain.<br />
| 115
5.22 Revenue recognition<br />
Revenue is recognized whenever it is probable that the economic<br />
benefi ts will fl ow to the <strong>Gimv</strong> group and the revenue can<br />
be reliably measured.<br />
With respect to sale of goods, revenue is recognized at the<br />
time that the signifi cant risks and rewards of ownership of the<br />
goods have passed to the buyer. Sales are recognized when<br />
persuasive evidence of an agreement can be presented, delivery<br />
has occurred, the remuneration is fi xed and determinable, and<br />
collectibility is probable.<br />
For work in progress the percentage of completion method is<br />
used, where the outcome of the contract can be assessed with<br />
reasonable certainty.<br />
For the rendering of services, revenue is recognized by reference<br />
to the stage of completion. In the case of government<br />
grants, revenue is recognized as income pari passu with the<br />
depreciation of the underlying fi xed assets.<br />
5.23 Employee benefi ts<br />
Post employment benefi ts comprise pensions, life insurance<br />
and medical care.<br />
Retirement benefi ts under defi ned contribution and defi ned<br />
benefi t plans are provided through separate funds or insurance<br />
plans.<br />
- defi ned contribution plans:<br />
Contributions to defi ned contribution pension plans are recognized<br />
as an expense in the income statement as incurred.<br />
- defi ned benefi t plans:<br />
For defi ned benefi t plans, the amount recognized in the<br />
balance sheet is determined as the present value of the defi<br />
ned benefi t obligation less any past service costs not yet<br />
recognized and the fair value of any plan assets. Where the<br />
calculation results in a net surplus the recognized asset is<br />
limited to the total of all cumulative unrecognized past service<br />
costs and the present value of any refunds from or reductions<br />
in future contributions to the plan.<br />
The recognition of actuarial gains and losses is determined<br />
separately for each defi ned benefi t plan. Actuarial gains and<br />
losses are fully recognized in the income statement in the period<br />
in which they are established.<br />
116 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
5.24 Share-based payment transactions<br />
As part of the remuneration system and in order to involve employees<br />
more closely in the respective investment portfolios,<br />
options and/or shares are offered to members of staff in the<br />
co-investment companies which have been set up on a business<br />
unit basis. The cost of the options/shares allocated in this<br />
way is calculated based on the fair value of the share options<br />
at the date of allocation. Together with an identical increase in<br />
equity, this amount is taken into the income statement over the<br />
vesting period, ending on the date on which the employees in<br />
question are fully entitled to the allocation.<br />
5.25 Financial liabilities<br />
Interest-bearing loans and borrowings are initially valued at cost<br />
less transaction-related costs. After initial recognition, interestbearing<br />
loans and borrowings are subsequently measured at<br />
amortized cost using the effective interest method. In calculating<br />
the amortized cost, account is taken of any issue costs, and<br />
any redemption discount or premium.<br />
5.26 Dividends<br />
Dividends proposed by the Board of Directors are not recorded<br />
in the fi nancial statements until they have been approved by the<br />
shareholders at the annual General Meeting.<br />
5.27 Earnings per share<br />
The Group calculates both basic and diluted earnings per share<br />
in accordance with IAS 33. Basic earnings per share is computed<br />
using the weighted average number of shares outstanding<br />
during the period. Diluted earnings per share is computed using<br />
the average number of shares outstanding during the period<br />
plus the dilutive effect of warrants and stock options outstanding<br />
during the period.
6. IMPACT OF NEW OR AMENDED STANDARDS<br />
APPLICABLE AFTER 31 MARCH <strong>2008</strong><br />
The group has chosen not to apply prematurely the standards<br />
and interpretations that are applicable after 31 March <strong>2008</strong>.<br />
These new or revised standards include:<br />
IFRS 8 Operating Segments<br />
IAS 1 Presentation of Financial Statements – Revised<br />
IAS 23 Borrowing costs – Revised<br />
The <strong>Gimv</strong> group does not expect these amendments to have a<br />
material impact on the annual accounts when applied for the<br />
fi rst time.<br />
7. SIGNIFICANT JUDGEMENTS AND ESTIMATES<br />
In putting together the balance sheet and income statement,<br />
estimates or assumptions are often made that infl uence the<br />
assets or liabilities reported at balance sheet closing date and<br />
the income and charges for the reporting period.<br />
Although such estimates are made in a rational fashion, based<br />
on management’s knowledge of the business, it is possible that<br />
actual fi gures will differ from the estimated fi gures. The largest<br />
risk of material adaptations relates to the estimates made in<br />
determining the fair value of the fi nancial assets and loans to<br />
companies in the investment portfolio (done in accordance with<br />
the valuation rules described under item 5.11).<br />
| 117
8. SUBSIDIARIES<br />
Information on subsidiaries (31/03/08)<br />
Name of the subsidiary City, country Company<br />
number<br />
118 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
% voting<br />
right<br />
Change to<br />
previous<br />
year<br />
Reason why ><br />
50% does not<br />
lead to<br />
consolidation<br />
1. Limited consolidation<br />
Accessories International Menen, Belgium 0475.344.639 50.00% 0.00% Materiality<br />
Acertys Aartselaar, Belgium 0413.534.556 50.10% 50.10% Materiality<br />
Advies- en beheer Mij Fincon BV Den Haag, The Netherlands 100.00% 0.00%<br />
Adviesbeheer <strong>Gimv</strong> CI Antwerpen, Belgium 0476.170.723 33.61% -25.52%<br />
Adviesbeheer <strong>Gimv</strong> CI 2004 Antwerpen, Belgium 0863.249.322 97.74% -0.31%<br />
Adviesbeheer <strong>Gimv</strong> CI <strong>2007</strong> Antwerpen, Belgium 0887.141.115 99.23% -0.77%<br />
Adviesbeheer <strong>Gimv</strong> DS Antwerpen, Belgium 0476.173.790 26.47% -26.16%<br />
Adviesbeheer <strong>Gimv</strong> DS 2004 Antwerpen, Belgium 0863.250.114 90.97% -1.24%<br />
Adviesbeheer <strong>Gimv</strong> DS <strong>2007</strong> Antwerpen, Belgium 0887.077.371 97.26% -2.74%<br />
Adviesbeheer <strong>Gimv</strong> ICT Antwerpen, Belgium 0476.172.307 34.77% -24.63%<br />
Adviesbeheer <strong>Gimv</strong> ICT 2004 Antwerpen, Belgium 0863.241.107 90.43% -0.31%<br />
Adviesbeheer <strong>Gimv</strong> ICT <strong>2007</strong> Antwerpen, Belgium 0887.142.303 99.23% -0.77%<br />
Adviesbeheer <strong>Gimv</strong> LS Antwerpen, Belgium 0476.170.921 53.97% -6.52%<br />
Adviesbeheer <strong>Gimv</strong> LS 2004 Antwerpen, Belgium 0863.241.897 97.74% -0.31%<br />
Adviesbeheer <strong>Gimv</strong> LS <strong>2007</strong> Antwerpen, Belgium 0887.140.224 99.23% -0.77%<br />
Adviesbeheer <strong>Gimv</strong> CI Projects <strong>2007</strong> Antwerpen, Belgium 0887.141.115 79.62% 79.62%<br />
Adviesbeheer <strong>Gimv</strong> CT <strong>2007</strong> Antwerpen, Belgium 0893.833.224 79.62% 79.62%<br />
Eagle Venture Partners BV Vlaardingen, The Netherlands 68.50% 0.00% Materiality<br />
Eagle Venture Partners Limited Guernsey, GB 73.30% 0.00% Materiality<br />
Finimmo Antwerpen, Belgium 0436.044.197 50.00% 0.00% Fiduciary control<br />
Fortress Warehousing Tilbury, GB 53.84% 53.84% Materiality<br />
Gimfi n NV Antwerpen, Belgium 0422.112.920 100.00% 0.00%<br />
Gimo-Hold Noorderlaan Antwerpen, Belgium 0449.794.740 100.00% 0.00% Materiality<br />
<strong>Gimv</strong> Arkiv Antwerpen, Belgium 0878.764.174 50.17% 0.00%<br />
<strong>Gimv</strong> Coordination Center NV Antwerpen, Belgium 0438.266.190 100.00% 0.00%<br />
<strong>Gimv</strong> Czech Ventures BV Vlaardingen, The Netherlands 73.17% 0.00% Materiality<br />
<strong>Gimv</strong> Frankrijk Paris, France 100.00% 100.00%<br />
Halder Bet. Beratung GmbH Frankfurt, Germany 99.00% 0.00%<br />
Halder Holdings BV Den Haag, The Netherlands 100.00% 0.00%<br />
Halder Invest BV Den Haag, The Netherlands 100.00% 0.00%<br />
Halder Investments IV BV Den Haag, The Netherlands 100.00% 0.00%<br />
Halder Management BV Den Haag, The Netherlands 100.00% 0.00%<br />
Halder V BV Den Haag, The Netherlands 100.00% 0.00%<br />
Halder-GIMV Germany Management BV Den Haag, The Netherlands 100.00% 0.00%<br />
Halder-GIMV Investeringen 2004 BV Den Haag, The Netherlands 89.00% 0.00%<br />
Halder-GIMV Investeringen <strong>2007</strong> BV Den Haag, The Netherlands 100.00% 100.00%<br />
Impression International Antwerpen, Belgium 0895.599.119 85.00% 0.00% Materiality<br />
Inframan Brussel, Belgium 0891.786.920 50.00% 50.00% Fiduciary control<br />
L'Enfant Terrible Antwerpen, Belgium 0473.475.707 100.00% 0.00% Materiality<br />
L&C St.Denijs Westrem, Belgium 0463.196.279 62.20% -1.15% Materiality<br />
OBP Adjunct II Boston, USA 99.00% 0.00% Materiality<br />
OBP Adjunct III Boston, USA 99.00% 0.00% Materiality<br />
Participatie Mij Damrak BV Den Haag, The Netherlands 100.00% 0.00%<br />
Prolyte Investments BV* Leek, The Netherlands 51.25% 51.25% Materiality<br />
Rollinvest Kontich, Belgium 0422.578.520 90.00% 90.00% Materiality<br />
Ronin Antwerpen, Belgium 0865.712.231 62.75% 0.00% Materiality<br />
Sfi nc Brakel, Belgium 0870.576.384 50.00% 0.00% Fiduciary control<br />
VIM NV Antwerpen, Belgium 0421.600.008 100.00% 0.00%<br />
Westerlund Group Kallo, Belgium 0423.177.544 53.70% 53.70% Materiality
8. SUBSIDIARIES - CONTINUED<br />
Information on subsidiaries (31/03/08)<br />
Name of the subsidiary City, country Company<br />
number<br />
% voting<br />
right<br />
Change to<br />
previous<br />
year<br />
2. Statutory consolidation<br />
Bever Zwerfsport Investments BV* Zoutermeer, The Netherlands 0.00% -84.80% Sold<br />
De Groot International Investments BV* Hedel, The Netherlands 54.27% 0.00%<br />
Geveke Investments BV* Amsterdam, The Netherlands 0.00% -79.74% Sold<br />
Grandeco Tielt, Belgium 0889.387.654 86.00% 86.00%<br />
Hebu Investments BV*<br />
HVEG Investments BV*<br />
(ex LowLand Fashion)<br />
Krimpen aan de Ijssel, The<br />
Netherlands 0.00% -75.13% Sold<br />
Veenendaal, The<br />
Netherlands 50.50% -3.82%<br />
Reason why ><br />
50% does not<br />
lead to<br />
consolidation<br />
Interbrush Izegem, Belgium 0875.486.861 85.00% 0.00%<br />
Numac Investments BV* Venray, The Netherlands 64.74% 64.74%<br />
OGD Investments BV* Delft, The Netherlands 67.39% 0.00%<br />
TerStal Investments BV* Almelo, The Netherlands 30.70% 30.70% Fiduciary control<br />
Verlihold Antwerpen, Belgium 0893.429.881 80.00% 80.00%<br />
* and the subsidiaries that we consolidate<br />
WORK FORCE<br />
Employees Workers Total<br />
Work force <strong>2007</strong>-<strong>2008</strong> 2 857 754 3 611<br />
Work force 2006-<strong>2007</strong> 1 107 386 1 493<br />
The results of a small number of subsidiaries are not included,<br />
by way of application of the materiality principle, or given the<br />
fi duciary nature of the control.<br />
In the case of a number of subsidiaries which are consolidated,<br />
the signifi cant fall in voting rights is due to the partial exercise<br />
of options by employees.<br />
9. ACQUISITION OF SUBSIDIARIES (IN EUR 000)<br />
In April <strong>2007</strong> gimv acquired an 86 percent shareholding in<br />
Grandeco Wallfashion Group NV. As one of Europe’s largest<br />
producers of wall coverings, Grandeco produces in particular<br />
high quality vinyl wallpaper both under its own brands and for<br />
private label. The company has production facilities in Belgium<br />
and France and a distribution centre in the United Kingdom.<br />
In November <strong>2007</strong> <strong>Gimv</strong> acquired an 80 percent shareholding<br />
in Verlihold NV. This company has grown into the largest<br />
chicken processor on the Belgian market. The group consists of<br />
a slaughterhouse, a cutting plant, a packaging plant, a slaughter<br />
waste processor and a proprietary cold transportation fl eet.<br />
The company is unique in integrating slaughtering, preparation,<br />
packaging as well as processing of the slaughter waste on a<br />
single site.<br />
Through its Halder subsidiary the <strong>Gimv</strong> group acquired in<br />
December <strong>2007</strong> a 65 percent interest in Numac Investments<br />
BV. The Numac Group is one of the largest independent technical<br />
service providers in the Netherlands, focusing on engineering,<br />
maintenance, consulting and automation of industrial<br />
installations and machinery.<br />
Finally, a 31 percent interest was taken, via Halder, in TerStal<br />
Investments BV. This company is included in the consolidation<br />
as the group exercises legal control. TerStal offers fashionable,<br />
affordable private label clothing for the whole family. With 152<br />
stores, mainly in eastern, central and northern Netherlands,<br />
the TerStal Group is one of the larger fashion chains in the<br />
Netherlands. TerStal largely develops its own collections, which<br />
is produced directly by manufacturers in the Far East.<br />
The goodwill from these subsidiaries amounted to EUR 129 539<br />
at 31 March <strong>2008</strong> (EUR 121 205 at 31 March <strong>2007</strong>). These<br />
acquisitions contributed –EUR 915 to the result. Owing to the<br />
contractual arrangements and for reasons of confi dentiality, the<br />
<strong>Gimv</strong> group is unable to release data on the purchase prices<br />
or cash impact. We give below an overview of the net assets<br />
acquired through these acquisitions:<br />
| 119
9. ACQUISITIONS OF SUBSIDIARIES (IN EUR 000) - CONTINUED<br />
Assets<br />
NON-CURRENT ASSETS<br />
120 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
31/03/08 31/03/07<br />
Goodwill and other intangible assets 129 539 121 417<br />
Property, plant and equipment 53 806 21 278<br />
Other fi nancial assets 431 5 318<br />
Deferred tax assets 191 70<br />
Trade and other receivables - -<br />
Other non-current assets - -<br />
CURRENT ASSETS<br />
Inventories 31 383 24 195<br />
Trade and other receivables 51 353 34 381<br />
Income tax receivables 1 040 -<br />
Cash and cash equivalents 11 901 2 960<br />
Other current assets 951 99<br />
Total assets 280 594 209 717<br />
Liabilities<br />
31/03/08 31/03/07<br />
NON-CURRENT LIABILITIES<br />
Provisions 1 580 163<br />
Post-employment benefi t obligations 905 259<br />
Deferred tax liabilities 395 4 812<br />
Financial liabilities 173 366 61 840<br />
Trade and other payables - -<br />
Other non-current liablities - -<br />
CURRENT LIABILITIES<br />
Financial liabilities 26 635 21 708<br />
Trade and other payables 41 655 7 603<br />
Interest-bearing loans and borrowings - 2 400<br />
Income tax payables 2 088 5 306<br />
Provisions - 155<br />
Other current liabilities 7 236 4 004<br />
Total liabilities 253 861 108 250<br />
10. SALES OF SUBSIDIARIES (IN EUR 000)<br />
In September <strong>2007</strong> the 85 percent interest in Bever Zwerfsport<br />
was sold, followed on 12 December <strong>2007</strong> by the 80 percent interest<br />
in Geveke Investments BV and on 16 January <strong>2008</strong> by the<br />
75 percent interest in Hebu Investments BV. These companies<br />
were deconsolidated in March <strong>2008</strong>. The net assets at the time<br />
of deconsolidation are given below. The capital gain amounted<br />
to EUR 44 314. Owing to the contractual arrangements and for<br />
reasons of confi dentiality, the <strong>Gimv</strong> group is unable to release<br />
data on the sales prices or cash impact.
Assets<br />
NON-CURRENT ASSETS<br />
31/03/08 31/03/07<br />
Goodwill and other intangible assets 27 672 11 385<br />
Property, plant and equipment 3 175 28 791<br />
Other fi nancial assets 572 206<br />
Deferred tax assets 70 5 435<br />
Trade and other receivables - -<br />
Other non-current assets - 26<br />
CURRENT ASSETS<br />
Inventories 26 713 19 558<br />
Trade and other receivables 20 998 23 537<br />
Income tax receivables - -<br />
Cash and cash equivalents 1 763 380<br />
Other current assets - -<br />
Total assets 80 963 89 317<br />
Liabilities<br />
NON-CURRENT LIABILITIES<br />
31/03/08 31/03/07<br />
Provisions 748 -<br />
Post-employment benefi t obligations 374 12 436<br />
Deferred tax liabilities 664 7 800<br />
Financial liabilities 23 957 30 778<br />
Trade and other payables - -<br />
Other non-current liabilities - 5 829<br />
CURRENT LIABILITIES<br />
Financial liabilities 11 963 7 540<br />
Trade and other payables 11 749 16 584<br />
Interest-bearing loans and borrowings - -<br />
Income tax payables 2 846 -<br />
Provisions - -<br />
Other current liabilities 11 067 -<br />
Total liabilities 63 368 80 967<br />
Net available assets 17 594 8 351<br />
11. SEGMENT INFORMATION (IN EUR 000)<br />
<strong>Gimv</strong> applies in the fi rst instance an activities-based segmentation,<br />
in line with its internal management reporting. The segments<br />
correspond to the various activities as indicated below.<br />
Within the Corporate Investment segment (buy-outs), <strong>Gimv</strong> has<br />
four business units in Belgium, the Netherlands, Germany and<br />
France. The ICT, Life Sciences and Cleantech business units<br />
together form the Venture Capital segment. Through the DG<br />
Infra+ fund <strong>Gimv</strong> invests also in infrastructure and real estate<br />
projects.<br />
In the statutory consolidation <strong>Gimv</strong> is required to fully consolidate<br />
a number of subsidiaries in which the group holds majority<br />
interests: De Groot Investments BV, Interbrush NV, Grandeco<br />
Wallfashion Group NV, Verlihold NV, HVEG Investments BV<br />
(formerly LowLand Fashion), Operator Group Delft BV, Numac<br />
Investments BV and TerStal Investments BV. These activities<br />
have been placed together in the Buy-outs segment. <strong>Gimv</strong><br />
group wishes to clearly state that the risk attached to these<br />
buy-outs is limited to the amount of the group’s investment in<br />
the company in question.<br />
The second segmentation is undertaken on a geographic basis.<br />
Each investment has a specifi c nationality, depending on the<br />
region invested in.<br />
The Corporate Investment segment concentrates on providing<br />
growth capital and on fi nancing management buy-out/buy-in fi -<br />
nancings (MBO/MBI). The Venture Capital segment focuses on<br />
investments in the ICT, biotechnology and cleantech sectors.<br />
| 121
11. SEGMENT INFORMATION (IN EUR 000)<br />
I. Segmentation according to the activities<br />
Year <strong>2007</strong>-<strong>2008</strong> Corporate Investment Venture Capital<br />
1. Revenue 125 734 29 962<br />
1.1. Dividend income 5 885 -<br />
1.2. Interest income 4 175 1 516<br />
1.3. Management fees 4 150<br />
1.4. Turnover 7 455 2 805<br />
1.5. Realised gains on disposal of investments 104 069 25 641<br />
2. Realised losses on disposal of investments<br />
3. Unrealised gains (losses) on fi nancial assets at fair value<br />
-199 -1 416<br />
through profi t & loss 60 296 -23 004<br />
4. Segment result 173 041 -2 339<br />
5. Unallocated expenses and profi ts - -<br />
6. Operating result 173 041 -2 339<br />
7. Net fi nance costs (+/-) - -<br />
8. Result before tax - -<br />
9. Tax expenses - -<br />
10. Net result<br />
11. Assets & liabilities<br />
- -<br />
11.1. Segment assets 535 549 321 769<br />
11.2. Segment liabilities<br />
12. Other segment information<br />
- -<br />
12.1. Capital expenditure 78 753 91 689<br />
12.1.1. Financial assets at fair value through profi t & loss 51 633 68 998<br />
12.1.2. Loans to investee companies 27 120 22 690<br />
12.2. Impairment losses -10 273 -1 753<br />
II. Geographical information<br />
Year <strong>2007</strong>-<strong>2008</strong> Belgium The Netherlands Germany<br />
1. Revenue 120 408 460 195 22 640<br />
1.1. Dividend income 4 550 1 107 -<br />
1.2. Interest income 4 122 16 448<br />
1.3. Management fees - 546 3 604<br />
1.4. Turnover 75 997 410 220 5 151<br />
1.5. Realised gains on disposal of investments 35 740 48 306 13 437<br />
2. Segment assets 438 280 135 160 56 427<br />
3. Capital expenditure 76 969 7 417 20 494<br />
3.1. Financial assets at fair value through profi t & loss 46 474 6 429 19 841<br />
3.2. Loans to investee companies 30 494 - 653<br />
122 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation
Buy-outs Infrastructure Overhead Statutory consolidation<br />
484 266 - - 639 962<br />
- - - 5 885<br />
- - - 5 691<br />
- - 4 150<br />
484 266 - - 494 526<br />
- - - 129 710<br />
- - - -1 615<br />
-2 648 - - 34 644<br />
39 415 180 - 210 298<br />
- - -16 635 -16 635<br />
39 415 180 -16 635 193 663<br />
- - - -90<br />
- - - 193 573<br />
- - - -8 134<br />
- - - 185 439<br />
443 211 2 688 533 951 1 837 167<br />
443 211 - 1 393 956 1 837 167<br />
- 2 688 - 173 129<br />
- 2 688 - 123 319<br />
- - - 49 811<br />
-1 515 - - -13 541<br />
France Rest of World USA Other countries Overhead Statutory<br />
consolidation<br />
5 149 22 113 8 272 1 185 - 639 962<br />
- 228 - - - 5 885<br />
399 75 617 13 - 5 691<br />
- - - - - 4 150<br />
11 1 936 40 1 172 - 494 526<br />
4 739 19 874 7 615 - - 129 710<br />
78 248 64 216 79 736 7 939 977 161 1 837 167<br />
32 482 16 541 14 261 5 953 - 173 129<br />
21 517 9 307 13 797 5 953 - 123 319<br />
10 965 7 234 463 - - 49 811<br />
| 123
11. SEGMENT INFORMATION (IN EUR 000) - CONTINUED<br />
I. Segmentation according to the activities<br />
Year 2006-<strong>2007</strong> Corporate Investment Venture Capital<br />
1. Revenue 94 662 55 736<br />
1.1. Dividend income 23 033 1<br />
1.2. Interest income 6 030 2 068<br />
1.3. Management fees 5 794 -<br />
1.4. Turnover 1 104 6 532<br />
1.5. Realised gains on disposal of investments 58 701 47 135<br />
2. Realised losses on disposal of investments<br />
3. Unrealised gains (losses) on fi nancial assets at fair value<br />
-672 -3 270<br />
through profi t & loss 94 081 40 659<br />
4. Segment result 171 265 82 054<br />
5. Unallocated expenses & profi ts - -<br />
6. Operating result 171 265 82 054<br />
7. Net fi nance costs (+/-) - -<br />
8. Result before tax - -<br />
9. Tax expenses - -<br />
10. Net result<br />
11. Assets & liabilities<br />
- -<br />
11.1. Segment assets 467 274 400 040<br />
11.2. Segment liabilities<br />
12. Other segment information<br />
- -<br />
12.1. Capital expenditure 66 056 83 547<br />
12.1.1. Financial assets at fair value through profi t & loss 65 257 66 164<br />
12.1.2. Loans to investee companies 799 17 383<br />
12.2. Impairment losses -9 716 -3 017<br />
II. Geographical information<br />
Year 2006-<strong>2007</strong> Belgium The Netherlands Germany<br />
1. Revenue 124 536 278 977 21 538<br />
1.1. Dividend income 22 233 3 -<br />
1.2. Interest income 5 682 3 805<br />
1.3. Management fees - - 5 794<br />
1.4. Turnover 37 113 277 736 -<br />
1.5. Realised gains on disposal of investments 59 508 1 234 14 940<br />
2. Segment assets 416 778 134 980 42 489<br />
3. Capital expenditure 44 779 31 574 15 254<br />
3.1. Financial assets at fair value through profi t & loss 31 174 31 271 15 254<br />
3.2. Loans to investee companies 13 605 303 -<br />
124 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation
Buy-outs Infrastructure Overhead Statutory consolidation<br />
307 734 - - 458 133<br />
- - - 23 034<br />
3 - - 8 101<br />
- - - 5 794<br />
307 731 - - 315 367<br />
- - - 105 836<br />
-30 - - -3 972<br />
-12 235 - - 122 505<br />
5 730 - - 259 049<br />
- - -18 751 -18 751<br />
5 730 - -18 751 240 298<br />
- - - 13 896<br />
- - - 254 194<br />
- - - -4 813<br />
- - - 249 382<br />
226 895 - 460 112 1 554 320<br />
226 895 - 1 327 425 1 554 320<br />
- - - 149 604<br />
- - - 131 421<br />
- - - 18 183<br />
-203 - - -12 936<br />
France Rest of World USA Other countries Overhead Statutory<br />
consolidation<br />
2 362 12 770 17 600 349 - 458 133<br />
425 372 1 - - 23 034<br />
829 213 569 - - 8 101<br />
- - - - - 5 794<br />
30 131 63 294 - 315 367<br />
1 079 12 053 16 967 55 - 105 836<br />
72 146 96 730 102 522 1 669 687 007 1 554 320<br />
12 813 26 425 16 964 1 794 - 149 604<br />
10 761 26 220 14 947 1 794 - 131 421<br />
2 052 205 2 017 - - 18 183<br />
| 125
12. OPERATING RESULT (IN EUR 000)<br />
12.1 Dividends, interest, management fees and turnover<br />
126 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Dividends 5 885 23 034 -17 150<br />
Interest 5 691 8 101 -2 411<br />
Management fees 4 150 5 794 -1 645<br />
Turnover 494 526 315 367 179 160<br />
Total 510 251 352 297 157 955<br />
The EUR 157 955 increase in the item is explained mainly by the<br />
EUR 179 160 increase in turnover, due primarily to the impact<br />
of the buy-outs that <strong>Gimv</strong> is required to include in the statutory<br />
consolidation.<br />
12.2 Gains and losses on the disposal of investments<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Gains on disposal of investments 129 710 105 836 23 875<br />
Losses on disposal of investments -1 615 -3 972 2 357<br />
Gains and losses on disposal of investments 128 095 101 863 26 232<br />
Gains and losses on the disposal of investments by activity<br />
CI ICT LS Total<br />
Gains on disposal of investments 104 069 22 163 3 478 129 710<br />
Losses on disposal of investments -199 -234 -1 181 -1 615<br />
Gains and losses on disposal of investments 103 870 21 929 2 297 128 095<br />
Listed companies 11 519 12 135 -835 22 819<br />
Funds 19 035 2 119 2 731 23 885<br />
Shareholdings 73 316 7 675 401 81 391<br />
Gains and losses on disposal of investments 103 870 21 929 2 297 128 095<br />
12.3 Unrealised gains and losses on fi nancial assets at fair value<br />
The largest increases relate to HVEG Investments BV (formerly<br />
LowLand Fashion) (EUR 88 171), TerStal Investments<br />
BV (EUR 49 585) and Grandeco Wallfashion Group NV<br />
(EUR 41 104). These last two buy-outs were consolidated for<br />
the fi rst time in the <strong>2007</strong>-<strong>2008</strong> fi nancial year.<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Unrealised income from fi nancial assets at fair<br />
value 163 732 227 806 -64 074<br />
Unrealised losses on fi nancial assets at fair value -115 546 -92 365 -23 182<br />
Impairment losses -13 541 -12 936 -605<br />
Unrealised gains and losses 34 644 122 506 -87 861
Unrealised gains and losses by activity<br />
CI CT ICT LS Total<br />
Unrealised income from fi nancial assets<br />
at fair value 132 842 461 17 158 13 271 163 732<br />
Unrealised losses on fi nancial assets at<br />
fair value -63 574 -292 -16 801 -34 879 -115 546<br />
Impairment losses -11 788 -1 727 -26 -13 541<br />
Unrealised gains and losses 57 479 169 -1 370 -21 635 34 644<br />
Listed companies -22 150 -14 975 -14 761 -51 886<br />
Funds 11 689 170 -3 370 -5 696 2 793<br />
Shareholdings 67 940 16 975 -1 178 83 737<br />
Unrealised gains and losses 57 479 170 -1 370 -21 635 34 644<br />
This heading refl ects the periodic revaluations of the shareholdings,<br />
that is the shares and investments in shares held in the<br />
investment portfolio.<br />
These are classed as fi nancial assets at fair value via the income<br />
statement. These investments are initially recorded at<br />
cost. Subsequently the unrealized gains and losses resulting<br />
from the periodical revaluations are recognized in the income<br />
statement.<br />
These revaluations take place on a quarterly basis based on decisions<br />
of the valuation committee. This committee determines<br />
the fair value in accordance with IAS 39.<br />
12.4 Purchase of goods and other services, personnel expenses and depreciation<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Goods and services -363 278 -243 642 -119 636<br />
Personnel expenses -88 266 -61 576 -26 690<br />
Depreciation -14 890 -10 432 -4 458<br />
Total -466 434 -315 650 -150 784<br />
Purchases of goods and services rose by EUR 119 636, in particular<br />
in buy-outs (EUR 121 875). This increase is explained<br />
mainly by the turnover increases at HVEG Investments (former<br />
LowLand Fashion) (EUR 65 975), at Grandeco (EUR 29 616)<br />
and TerStal (EUR 22 902).<br />
Listed investments are measured based on the bid price at<br />
balance sheet closing date, taking into account any limitations<br />
on negotiability.<br />
Where no listed price is available, the fair value is determined<br />
using the valuation methods most appropriate to the particular<br />
type of investment. In this <strong>Gimv</strong> follows the International Private<br />
Equity and Venture Capital Valuation Guidelines.<br />
Unrealized valuation movements amounted to EUR 34 644.<br />
Personnel expenses rose by EUR 26 690. Personal expenses at<br />
the buy-outs increased by EUR 39 123, explained by the fi rsttime<br />
inclusion of personnel expenses for OGD (EUR 15 634),<br />
Grandeco (EUR 9 971) and TerStal (EUR 9 895). Personnel<br />
expenses for the <strong>Gimv</strong> group itself decreased by EUR 12 433,<br />
with the return to a normal 12-month fi nancial year (2006-<strong>2007</strong><br />
was an extended fi nancial year of 15 months), and because of<br />
higher levels of variable remuneration in 2006-<strong>2007</strong>.<br />
| 127
12.5 Other operating income and expenses<br />
128 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Foreign exchange income 130 195 -65<br />
Result from derivatives 4 741 1 406 3 335<br />
Operating income buy-outs 28 702 1 649 27 053<br />
Other 378 362 16<br />
Other operating income 33 951 3 612 30 339<br />
Other fi nancial costs -931 -1 107 176<br />
Provisions for liabilities and charges -9 058 -4 155 -4 903<br />
Provision for pensions -243 -1 568 1 325<br />
Taxes and operating costs -935 -1 103 168<br />
Foreign exchange expenses -52 -43 -9<br />
Operating expenses buy-outs -30 142 -17 024 -13 118<br />
Other -5 484 742 -6 226<br />
Other operating expenses -46 845 -24 258 -22 587<br />
Other operating result -12 894 -20 646 7 752<br />
The other operating result rose by EUR 7 752. The operating<br />
result of the buy-outs rose by EUR 13 935. The effect of this was<br />
reduced by the EUR 6 183 reduction in the operating result of<br />
the <strong>Gimv</strong> group due to increases in provisions for liabilities and<br />
charges and other operating charges.<br />
13. FINANCIAL RESULT (IN EUR 000)<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> Change<br />
Financial income 21 820 20 035 1 785<br />
Financial cost -21 910 -6 138 -15 772<br />
Financial result -90 13 896 -13 986<br />
The fi nancial result reduced by EUR 13 986, owing mainly to a<br />
EUR 15 772 increase in fi nancial costs. The fi nancial costs of<br />
the buy-outs, for which the <strong>Gimv</strong> group has no liability whatsoever,<br />
rose by EUR 7 045.<br />
The fi nancial costs of the <strong>Gimv</strong> group rose by EUR 8 727, mainly<br />
as a result of a valuation allowance of EUR 8 945 on fi nancial<br />
derivatives.
14. TAXES (IN EUR 000)<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong><br />
CONSOLIDATED INCOME STATEMENT<br />
Current income tax 8 416 5 217<br />
Current income tax charge 8 416 5 234<br />
Adjustments in respect of current income tax of previous periods - -17<br />
Deferred income tax -282<br />
Relating to origination and reversal of temporary differences -282 -404<br />
Relating to reduction in tax rates - -<br />
Income tax expense reported in consolidated income statement 8 134 4 813<br />
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY<br />
Current income tax - -<br />
Deferred income tax - -<br />
Income tax expense / benefi t reported in equity - -<br />
RECONCILIATION OF INCOME TAX EXPENSE APPLICABLE TO RESULT<br />
BEFORE TAX AT THE STATUTORY INCOME TAX RATE TO INCOME TAX<br />
EXPENSE AT THE GROUP’S EFFECTIVE INCOME TAX RATE<br />
Result before tax 193 573 254 194<br />
Taxes based on local statutory income tax rate 65 795 91 537<br />
Higher (lower) income tax rates of other countries 1 309 -2 524<br />
Adjustments in respect of current income tax of previous periods 6 -13<br />
Expenses non-deductible for tax purposes 3 583 -4 467<br />
Tax exempt profi ts -58 156 -73 323<br />
Non-deductible amortization of goodwill 563 -<br />
Impact of special tax status -416 -8 534<br />
Non-taxable dividends from investments in non-group companies -4 591 -7 282<br />
Non-recorded deferred income tax assets - 9 717<br />
Other 40 -298<br />
Taxes at effective income tax rate 8 134 4 813<br />
Effective income tax rate 4.2% -1.9%<br />
DEFERRED INCOME TAX RELATES TO THE FOLLOWING:<br />
Deferred income tax liabilities<br />
Accelerated depreciation for tax purposes 3 256 3 563<br />
Remeasurement of fi nancial instruments to fair value 9 24<br />
Deferred taxation on sales of property, plant and equipment 947 1 202<br />
Other 1 359 1 594<br />
Gross deferred income tax liabilities<br />
Deferred income tax assets<br />
5 571 6 383<br />
Remeasurement of fi nancial instruments to fair value - -<br />
Post-employment benefi ts - -<br />
Tax losses carried forward 175 198<br />
Other 198 76<br />
Gross deferred income tax assets 373 274<br />
Net deferred income tax liabilities 5 571 6 383<br />
Net deferred income tax assets 373 274<br />
| 129
<strong>Gimv</strong> pays little tax. The Group’s main activity consists of taking<br />
shareholdings and reselling them later with a capital gain. Capital<br />
gains are tax-exempt in Belgium. <strong>Gimv</strong> NV has extensive tax loss<br />
carryforwards and fi nally taxed income from the past. With the<br />
introduction of notional interest deduction, an additional buffer<br />
of notional interest deduction is also created every year, which<br />
can be carried forward for seven years.<br />
<strong>Gimv</strong> does not record deferred taxation on the deductible<br />
temporary differences and on tax loss carryforwards. This is<br />
because, in the group’s specifi c tax situation, the likelihood<br />
15. EARNINGS PER SHARE<br />
(in EUR 000)<br />
130 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong><br />
Net profi t attributable to ordinary shareholders of the parent A 168 018 241 290<br />
Interest on convertible non-cumulative redeemable preference shares<br />
Net profi t attributable to ordinary shareholders of the parent adjusted<br />
for the effect of effect van de convertible preference shares B 168 018 241 290<br />
(X 000)<br />
Weighted average number of ordinary shares (excluding treasury<br />
shares) for basic earnings per share<br />
Effect of dilution<br />
A 23 176 23 176<br />
Share options - -<br />
Redeemable preference shares<br />
Weighted average number of ordinary shares (excluding treasury<br />
- -<br />
shares) adjusted for the effect of dilution B 23 176 23 176<br />
(in EUR)<br />
Earnings per share A 7.25 10.41<br />
Earnings per share with effect of dilution B 7.25 10.41<br />
Earnings per share are obtained by dividing the net profi t attributable<br />
to the holders of ordinary shares of the parent company<br />
by the weighted average number of shares outstanding during<br />
the year.<br />
The diluted earnings per share are calculated by dividing the net<br />
profi t attributable to the holders of ordinary shares of the parent<br />
company (after deducting interest on convertible, redeemable,<br />
non-cumulative preference shares) by the sum of the weighted<br />
that these can be applied in the near future is considered low.<br />
The deferred tax assets and liabilities that are recorded derive<br />
exclusively from the consolidated buy-out companies.<br />
The EUR 8 134 of tax charges in the statutory consolidation<br />
come mainly (EUR 7 993) from the buy-outs that are required<br />
to be included in the statutory consolidation.<br />
The <strong>Gimv</strong> group’s risk is limited to the amount of the investment<br />
in these buy-outs. The <strong>Gimv</strong> group therefore bears no liability<br />
whatsoever for the tax liabilities of these buy-outs.<br />
average number of outstanding shares during the year and the<br />
weighted average number of ordinary shares that would be<br />
issued by the conversion into ordinary shares of all rights to<br />
ordinary shares having a potentially dilutive effect.<br />
The table above gives information on the profi t and shares<br />
fi gures used in calculating normal and diluted earnings per<br />
share.
16. PAID AND PROPOSED DIVIDENDS<br />
The Board of Directors will be proposing to the Ordinary General<br />
Meeting of shareholders that the company declare a gross dividend<br />
of EUR 4.36 per share in respect of the <strong>2007</strong>-<strong>2008</strong> fi nancial<br />
year. After deduction of 25 percent investment withholding<br />
tax, the net dividend amounts to EUR 3.27 per share. Given the<br />
interim dividend paid on 6 December <strong>2007</strong> (EUR 2.00 gross<br />
per share), a fi nal dividend of EUR 2.36 gross per share will be<br />
paid on 3 July <strong>2008</strong>.<br />
Paid dividends<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong><br />
Closing dividend (total value) (in EUR 000) 66 052 50 987<br />
Closing dividend (value per share) (in EUR) 2.85 2.20<br />
Interim dividend (total value) (in EUR 000) 46 352 30 901<br />
Interim dividend (value per share) (in EUR) 2.00 1.33<br />
Total closing and interim dividend 112 404 81 888<br />
Proposed dividends<br />
Closing dividend (total value) (in EUR 000) 54 695 66 052<br />
Closing dividend (value per share) (in EUR) 2.36 2.85<br />
| 131
17. GOODWILL EN ANDERE IMMATERIËLE ACTIVA (IN 000 EUR)<br />
Year <strong>2007</strong>-<strong>2008</strong> Goodwill Licences,<br />
patents and<br />
similar rights<br />
132 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
Computer<br />
software<br />
Other<br />
intangible<br />
assets<br />
1. Opening balance, net carrying<br />
amount 161 794 125 701 6 942 169 562<br />
1.1. Gross carrying amount 161 794 100 909 150 111 177 813<br />
1.2. Accumulated amortisation (-) - 25 -207 -8 069 -8 252<br />
1.3. Accumulated impairment (-) - - - - -<br />
2. Additions, internally generated<br />
intangible assets - 167 - - 167<br />
3. Additions, separate acquisition 43 862 7 215 - 44 084<br />
4. Acquisition through business<br />
combinations 128 798 469 162 110 129 539<br />
5. Sales and disposals (-) - - - - -<br />
6. Disposal of subsidiaries (-) -20 072 -59 -599 -6 942 -27 672<br />
7. Amortisation (-)<br />
8. Impairment losses recognised in<br />
profi t & loss (-) during the period or<br />
-7 308 -188 -76 - -7 572<br />
reversed (+) - - - - -<br />
9. Increase (decrease (-)) translation<br />
differences - - - - -<br />
10. Other increase (decrease (-)) - - - - -<br />
11. Closing balance, net carrying amount 307 074 522 402 110 308 108<br />
11.1. Gross carrying amount 334 931 785 775 4 424 340 914<br />
11.2. Accumulated amortisation (-) -21 786 -263 -372 -4 314 -26 736<br />
11.3. Accumulated impairment (-) -6 071 - - - -6 071<br />
Total
17. GOODWILL EN ANDERE IMMATERIËLE ACTIVA (IN 000 EUR) - CONTINUED<br />
Year 2006-<strong>2007</strong> Goodwill Licences,<br />
patents and<br />
similar rights<br />
Computer<br />
software<br />
Other<br />
intangible<br />
assets<br />
1. Opening balance, net carrying<br />
amount 54 730 61 116 5 859 60 766<br />
1.1. Gross carrying amount 62 451 261 1 611 9 516 73 839<br />
1.2. Accumulated amortisation (-) -2 940 -200 -1 495 -3 657 -8 292<br />
1.3. Accumulated impairment (-)<br />
2. Additions, internally generated<br />
-4 781 - - - -4 781<br />
intangible assets - - 77 134 211<br />
3. Additions, separate acquisition 3 838 - - - 3 838<br />
4. Acquisition through business<br />
combinations 121 205 - 212 - 121 417<br />
5. Sales and disposals (-) - - -2 - -2<br />
6. Disposal of subsidiaries (-) -5 994 - - -5 391 -11 385<br />
7. Amortisation (-)<br />
8. Impairment losses recognised in<br />
profi t & loss (-) during the period or<br />
-485 - -113 -4 412 -5 010<br />
reversed (+) - - - - -<br />
9. Increase (decrease (-)) translation<br />
differences - - - - -<br />
10. Other increase (decrease (-)) -11 500 64 411 10 752 -273<br />
11. Closing balance, net carrying amount 161 794 125 701 6 942 169 562<br />
11.1. Gross carrying amount 161 794 100 909 15 011 177 813<br />
11.2. Accumulated amortisation (-) - 25 -207 -8 069 -8 252<br />
11.3. Accumulated impairment (-) - - - - -<br />
Total<br />
| 133
18. PROPERTY, PLANT AND EQUIPMENT (IN EUR 000)<br />
Year <strong>2007</strong>-<strong>2008</strong> Land and<br />
buildings<br />
134 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
Machinery and<br />
equipment<br />
Furniture<br />
andvehicles<br />
Other<br />
property,<br />
plant and<br />
equipment<br />
CHANGES IN PROPERTY, PLANT<br />
AND EQUIPMENT<br />
1. Opening balance, net carrying amount 21 957 9 437 2 601 3 287 37 282<br />
1.1. Gross carrying amount 40 795 74 919 21 589 3 384 140 686<br />
1.2. Accumulated depreciation and<br />
impairment (-) -18 837 -65 482 -18 987 -97 -103 404<br />
2. Additions 3 637 8 825 1 529 235 14 227<br />
3. Acquisition through business<br />
combinations 28 307 17 704 6 027 1 768 53 806<br />
4. Sales and disposals (-) - -990 -169 -665 -1 824<br />
5. Disposal of subsidiaries (-) - -2 337 -682 -156 -3 175<br />
6. Depreciation (-)<br />
7. Impairment losses recognised in<br />
profi t & loss (-) during the period<br />
-1 152 -5 084 -889 -193 -7 318<br />
or reversed (+) 14 -2 927 77 227 -2 609<br />
8. Increase (decrease (-)) translation<br />
differences - - - - -<br />
9. Transfer from (to) - - - - -<br />
10. Other increase (decrease (-)) 11 423 -117 -254 63<br />
11. Closing balance, net carrying amount 52 775 25 052 8 377 4 249 90 452<br />
11.1. Gross carrying amount 57 856 47 296 15 032 5 793 125 977<br />
11.2. Accumulated depreciation and<br />
impairment (-) -5 082 -22 244 -6 655 -1 544 -35 525<br />
Year 2006-<strong>2007</strong> Land and<br />
buildings<br />
Machinery and<br />
equipment<br />
Furniture<br />
and vehicles<br />
Other<br />
property,<br />
plant and<br />
equipment<br />
CHANGES IN PROPERTY, PLANT AND<br />
EQUIPMENT<br />
1. Opening balance, net carrying amount 19 635 19 524 4 498 2 702 46 358<br />
1.1. Gross carrying amount 37 323 82 377 22 386 2 702 144 787<br />
1.2. Accumulated depreciation and<br />
impairment (-) -17 688 -62 853 -17 888 - -98 428<br />
2. Additions 214 1 093 937 424 2 669<br />
3. Acquisition through business<br />
combinations 10 071 10 343 711 153 21 278<br />
4. Sales and disposals (-) -75 -240 -291 - -606<br />
5. Disposal of subsidiaries (-) -8 083 -18 606 -2 207 105 -28 791<br />
6. Depreciation (-)<br />
7. Impairment losses recognised in<br />
profi t & loss (-) during the period<br />
-1 162 -2 734 -1 430 -97 -5 422<br />
or reversed (+) 12 104 330 - 446<br />
8. Increase (decrease (-)) translation<br />
differences - -15 - - -15<br />
9. Transfer from (to) - -13 -69 - -82<br />
10. Other increase (decrease(-)) 1 345 -20 122 - 1 447<br />
11. Closing balance, net carrying amount 21 957 9 437 2 601 3 287 37 282<br />
11.1. Gross carrying amount 40 795 74 919 21 589 3 384 140 686<br />
11.2. Accumulated depreciation and<br />
impairment (-) -18 837 -65 482 -18 987 -97 -103 404<br />
Total<br />
Total
19. GOODWILL IMPAIRMENT<br />
The goodwill recorded in the books relates solely to the buy-out<br />
companies. This goodwill is tested annually for impairment by<br />
comparing the carrying value of the subsidiaries in question with<br />
their fair value. In <strong>2007</strong>-<strong>2008</strong> this produced a total impairment<br />
loss of EUR 7 308.<br />
20. FINANCIAL ASSETS AT FAIR VALUE THROUGH<br />
PROFIT AND LOSS (IN EUR 000)<br />
The fi nancial assets, consisting of shareholdings by <strong>Gimv</strong> and<br />
its subsidiaries, reduced by EUR 42 313.<br />
In the <strong>2007</strong>-<strong>2008</strong> fi nancial year, the <strong>Gimv</strong> group invested<br />
EUR 123 319 in shareholdings. The main investments were VAG<br />
Armaturen and Rollinvest NV (Corporate Investment Belgium),<br />
the Halder-<strong>Gimv</strong> Germany Fund (Corporate Investment<br />
Germany), Metris and Telenet Group Holding (ICT) and Ablynx<br />
and Ambit Biosciences (Life Sciences).<br />
Divestments totalling EUR 212 199 were also undertaken. The<br />
main divestments were: Lyceum Capital, Alfacam, Jensen and<br />
Dujardin Foods (Corporate Investment Belgium), the Halder-<br />
<strong>Gimv</strong> Germany Fund (Corporate Investment Germany), Holowell<br />
(Corporate Investment Netherlands), Telenet Group Holding and<br />
Business Architects (ICT) and deVGen (Life Sciences).<br />
Unrealized capital gains amounted to EUR 34 644. These gains<br />
refl ect the periodical valuation exercises covering the entire portfolio.<br />
<strong>Gimv</strong> group values listed shareholdings at their bid price<br />
and unlisted shareholdings based on the valuation methods<br />
most appropriate for the particular type of investment, in line<br />
with the European Private Equity and Venture Capital Valuation<br />
Guidelines.<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong><br />
1. Opening balance 690 811 557 477<br />
1.1. Investments 123 319 131 421<br />
1.2. Acquisition through business combination -<br />
1.3. Divestments (-) -212 199 -134 048<br />
1.4. Disposal of subsidiaries -<br />
1.5. Unrealized change (increase (+), decrease (-) in fair value) 34 644 135 441<br />
1.6. Increase (decrease) translation differences -<br />
1.7. Other (increase (+), decrease (-)) 11 823 520<br />
2. Closing balance<br />
Of which<br />
648 398 690 811<br />
Shares - listed 122 651 247 598<br />
Shares - unlisted 525 747 443 213<br />
Change in fair value recognised in profi t & loss during the period 34 644 135 441<br />
Estimated using a valuation technique 81 222 72 299<br />
Determined directly -50 794 63 142<br />
21. LOANS TO INVESTEE COMPANIES<br />
(IN EUR 000)<br />
Loans totalling EUR 49 811 were made, the largest being to<br />
Metris, Mondi Foods NV, Rollinvest NV, Verhaeren NV, VAG<br />
Armaturen, Fortress Warehousing & Distribution and Impression<br />
International. Loans totalling EUR 15 606 were repaid, with<br />
the largest repayments coming from Alfacam NV, Fortress<br />
Warehousing & Distribution, Mondi Foods NV, BAI Beheer<br />
and Elixent. The impact of valuation movements and transfers<br />
amounted to – EUR 19 944.<br />
| 135
21. LOANS TO INVESTEE COMPANIES (IN EUR 000)<br />
Year <strong>2007</strong>-<strong>2008</strong><br />
1. Opening balance 56 497<br />
1.1. Gross carrying amount 56 497<br />
1.2. Accumulated impairment (-) -<br />
2. Investments 49 811<br />
3. Acquisition through business combination -<br />
4. Sales (-) -15 606<br />
5. Disposal of subsidiaries -<br />
6. Impairment losses (-) -12 464<br />
7. Reversal of impairment losses (+) -<br />
8. Increase (decrease (-)) translation differences -<br />
9. Transfer to (from) -7 480<br />
10. Other (increase (+), decrease (-)) -<br />
11. Closing balance 70 758<br />
11.1. Gross carrying amount 70 758<br />
11.2. Accumulated impairment (-) -<br />
Additional information regarding loans to investee companies<br />
Duration Max 1 year 1 to 5 years Total<br />
4 380 66 378 70 758<br />
Currency EUR USD GBP Total<br />
66 646 4 112 - 70 758<br />
136 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
Fixed interest<br />
rate<br />
Total<br />
Variable interest<br />
rate Total<br />
Applied interest rate<br />
67 309 3 449 70 758<br />
Average interest rate 7.21% 10.15%<br />
Year 2006-<strong>2007</strong><br />
1. Opening balance 79 103<br />
1.1. Gross carrying amount 79 103<br />
1.2. Accumulated impairment (-) -<br />
2. Investments 18 183<br />
3. Acquisition through business combination -<br />
4. Sales (-) -27 578<br />
5. Disposal of subsidiaries -<br />
6. Impairment losses (-) -12 936<br />
7. Reversal of impairment losses (+) -<br />
8. Increase (decrease (-)) translation differences -<br />
9. Transfer to (from) -274<br />
10. Other (increase (+), decrease (-)) -<br />
11. Closing balance 56 497<br />
11.1. Gross carrying amount 56 497<br />
11.2. Accumulated impairment (-) -<br />
Total
22. INVENTORIES (IN EUR 000)<br />
<strong>Gimv</strong> as an investment company does not carry inventories.<br />
These inventories relate to the buy-outs included in the statutory<br />
consolidation: De Groot International Investments BV, TerStal<br />
Investments BV, Interbrush NV, Grandeco Wallfashion Covering<br />
Nv, HVEG Investments BV (formerly LowLand Fashion), Numac<br />
Investments BV en Verlihold NV.<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong><br />
Materials 16 507 2 661<br />
Products in preparation 1 102 300<br />
Finished products 12 756 6 737<br />
Commodities 19 978 27 955<br />
Closing balance 50 343 37 653<br />
Impairment losses recognised in profi t & loss<br />
Reversal of impairment losses recognised in profi t & loss<br />
-2 502 -688<br />
23. TRADE AND OTHER RECEIVABLES<br />
(IN EUR 000)<br />
Trade and other receivables rose by EUR 57 666. This increase<br />
comes mainly from the buy-outs included in the statutory<br />
consolidation. Four new buy-outs were consolidated, with<br />
EUR 51 830 of trade and other receivables.<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong><br />
Non-current trade and other receivables (more than 1 year)<br />
Trade receivables - -<br />
Cash guarantees - -<br />
Interest receivables - -<br />
Long-term deposits - -<br />
Other receivables - -<br />
Closing balance - -<br />
Current trade and other receivables (maximum 1 year)<br />
Trade receivables 106 038 54 400<br />
Interest receivables 28 783<br />
Tax receivable, other than income tax 1 251 216<br />
Derivative fi nancial instruments with positive fair values - 20<br />
Other receivables 9 411 3 643<br />
Closing balance 116 728 59 062<br />
| 137
24. CASH AND CASH EQUIVALENTS (IN EUR 000)<br />
The cash position is EUR 85 803 higher as a net result of the<br />
cash fl ow from divestments and investments, and dividend payments<br />
(EUR 112 404). The marketable securities are invested<br />
in immediately realizable instruments like bonds, CDOs and<br />
investment funds. The return varies as a function of the market<br />
interest rate. The cash position of the buy-outs increased by<br />
EUR 18 888.<br />
138 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong><br />
Marketable securities and other instruments 456 164 347 183<br />
Short term bank deposits 17 771 12 129<br />
Cash and other cash equivalents 64 402 93 223<br />
Gross carrying amount 538 331 452 535<br />
25. ISSUED CAPITAL AND RESERVES (IN EUR 000)<br />
Number (in 000) Amount<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong> <strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong><br />
Shares authorised 23 176 23 176 220 000 220 000<br />
Par value per share - - - -<br />
Shares issued and fully paid at the beginning of<br />
the period 23 176 23 176 220 000 220 000<br />
Change<br />
Shares issued and fully paid at the end of the<br />
- - - -<br />
period 23 176 23 176 220 000 220 000<br />
26. PENSION LIABILITIES (IN EUR 000)<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong><br />
Total pension assets-liabilities 4 010 3 766<br />
I. DEFINED BENEFIT PLANS<br />
1. Amounts recognised in the balance sheet 2 253 2 940<br />
1.1. Net funded defi ned benefi t plan obligation (asset) 2 253 3 262<br />
1.1.1. Present value of funded or partially funded obligation 5 756 10 783<br />
1.1.2. Fair value of plan assets (-) -3 502 -7 520<br />
1.2. Present value of wholly unfunded obligation - -<br />
1.3. Unrecognised actuarial gains (losses (-)) - -323<br />
1.4. Unrecognised past service cost - -<br />
1.5. Fair value of any right to reimbursement recognised as an asset (-) - -<br />
1.6. Other components - -<br />
Defi ned benefi t plan obligation (asset), total 2 253 2 940<br />
Liabilities 5 756 10 427<br />
Assets -3 502 -7 487
26. PENSION LIABILITIES (IN EUR 000) - CONTINUED<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong><br />
2. Net expense recognised in income statement * 177 2 177<br />
2.1. Current service cost 559 753<br />
2.2. Interest cost 315 392<br />
2.3. Expected return on plan assets (-) -215 -318<br />
2.4. Expected return on reimbursement rights recognised as an asset (-) - -83<br />
2.5. Net actuarial (gain) loss recognised -482 1 346<br />
2.6. Past service cost - -<br />
2.7. Loss (gain) on curtailments and settlements - 87<br />
Actual return on plan assets 157 176<br />
Actual return on reimbursement rights recognised as an asset - -<br />
3. Movements in defi ned benefi t plan obligation (asset) 4 506 5 880<br />
3.1. Defi ned benefi t plan obligation, opening balance 2 940 13 647<br />
3.2. Contributions paid (-) -623 -689<br />
3.3. Expense recognised 177 2 177<br />
3.4. Charge recognised directly through equity -<br />
3.5. Increases through business combinations - 241<br />
3.6. Decreases through business divestitures (-) -241 -12 436<br />
3.7. Foreign currency exchange increase (decrease (-)) -<br />
3.8. Other increase (decrease (-)) -<br />
3.9. Defi ned benefi t plan obligation, closing balance 2 253 2 940<br />
4. Principal actuarial assumptions<br />
4.1. Discount rate 4.50% 4.00%<br />
4.2. Expected return on plan assets 4.20% 4.75%<br />
4.3. Expected rate of salary increase<br />
4.4. Future defi ned benefi t increase<br />
4.5. Expected rate of return on reimbursement rights recognised as an asset<br />
4.6. Medical cost trend rate<br />
5.00% 5.00%<br />
II. DEFINED CONTRIBUTION PLANS -<br />
1. Amounts recognised in the balance sheet 1 757 826<br />
2. Amounts recognised in the income statement 66 72<br />
* Recognised as personnel expenses<br />
Pension commitments at the <strong>Gimv</strong> group consist mainly of a<br />
plan at <strong>Gimv</strong> NV for employees and executives in which the<br />
benefi ciaries are entitled, at pension date, to an amount that is<br />
set in relation to their fi nal salary.<br />
The EUR 244 rise in pension liabilities is due to a EUR 446<br />
reversal of the pensions provision for the <strong>Gimv</strong> group and the<br />
changes in pension liabilities of the buy-out companies in an<br />
amount of EUR 690. The <strong>Gimv</strong> group therefore bears no liability<br />
whatsoever for the pension liabilities of the buy-outs.<br />
| 139
27. PROVISIONS (IN EUR 000)<br />
Year <strong>2007</strong>-<strong>2008</strong><br />
I. PROVISIONS<br />
140 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
Technical warranty Provisions for litigations<br />
1. Opening balance 3 525 1 455<br />
1.1. Non - current provisions 3 525 1 455<br />
1.2. Current provisions - -<br />
2. Additional provisions made 500 1 695<br />
3. Provisions utilised (-) - -<br />
4. Provisions: unused amounts reversed -1 819 -<br />
5. Changes in consolidation scope -256 3<br />
6. Translation differences increase (decrease (-)) - -<br />
7. Effect of changes due to discounting - -<br />
8. Other increase (decrease (-)) - -<br />
9. Closing balance 1 950 3 153<br />
9.1. Non - current provisions 1 950 3 153<br />
9.2. Current provisions - -<br />
Provisions rose by EUR 8 086 as a result of a EUR 4 000 provision<br />
for the restructuring of Westerlund UK. An additional<br />
provision of EUR 1 697 has been set up for legal disputes, in<br />
particular for the Ganges Graver case.<br />
Provisions set up by the buy-outs rose by EUR 1 147. Provisions<br />
for employment benefi ts rose by EUR 1 844. These employment<br />
benefi ts relate on the one hand to potential carried interest<br />
28. FINANCIAL LIABILITIES AND TRADE AND OTHER PAYABLES (IN EUR 000)<br />
Year <strong>2007</strong>-<strong>2008</strong><br />
remuneration, which is dependent on future exit values, and<br />
on the other to the difference between the current equity value<br />
of share in and the exercise price of options issued by, the coinvestment<br />
companies.<br />
Maximum 1 year 1 to 5 years More than 5<br />
years<br />
I. Interest bearing loans and<br />
borrowings<br />
1. Loans 40 656 72 475 140 023 253 154<br />
2. Bond loans - - 36 620 36 620<br />
3. Convertible loans - - - -<br />
4. Obligations under fi nance leases - - - -<br />
5. Bank overdrafts 8 566 - - 8 566<br />
6. Other loans -1 208 - 4 699 3 491<br />
Total 48 014 72 475 181 342 301 831<br />
II. Leasing information<br />
1.1. Minimum leasing payments 4 709 14747 8 081 27537<br />
1.2. Financial cost (-) -1 441 -4 751 -2 321 -8 513<br />
Total 3 268 9 996 5 760 19024<br />
III. Trade and other payables<br />
1. Trade payables 62 109 - - 62 109<br />
2. Received advances - - - -<br />
3. Other payables 21 014 - - 21 014<br />
of which due to employees 9 568 - - 9 568<br />
Total 83 122 - - 83 122<br />
Total
Restructuring provision Environmental risk Post-employment<br />
benefi ts<br />
Provisions / others Statutory consolidation<br />
- - 11 991 1 184 18 155<br />
- - 11 991 1 184 18 155<br />
- - - - -<br />
4 000 - 1 844 695 8 734<br />
- - - - -<br />
- - - - -1 819<br />
- 130 - - -123<br />
- - - - -<br />
- - - 1 295 1 295<br />
- - - - -<br />
4 000 130 13 835 3 174 26 242<br />
- - 13 835 3 174 26 242<br />
- - - - -<br />
28. FINANCIAL LIABILITIES AND TRADE AND OTHER PAYABLES (IN EUR 000)<br />
Year 2006-<strong>2007</strong><br />
Maximum 1 year 1 to 5 years More than 5<br />
years<br />
I. Interest bearing loans and borrowings<br />
1. Loans 21 240 62 784 26 628 110 652<br />
2. Bond loans - - - -<br />
3. Convertible loans - - - -<br />
4. Obligations under fi nance leases 52 78 - 130<br />
5. Bank overdrafts 16 994 - - 16 994<br />
6. Other loans 408 33 858 352 34 618<br />
Total 38 694 96 720 26 980 162 394<br />
II. Other information<br />
1. Trade payables 33 538 - - 33 538<br />
2. Received advances 2 947 - - 2 947<br />
3. Other payables 16 807 - - 16 807<br />
of which due to employees 12 268 - - 12 268<br />
Total 53 292 - - 53 292<br />
The <strong>Gimv</strong> group has no fi nancial debt. The increase in debt in<br />
the statutory consolidation derives entirely from the buy-outs<br />
that are consolidated. In buy-out transactions a part of the investment<br />
is externally fi nanced, which explains the size of the<br />
debt on the balance sheet. The <strong>Gimv</strong> group has no liability or<br />
risk in respect of this debt. The <strong>Gimv</strong> group’s risk is limited to<br />
the amount of the investment in these companies.<br />
Total<br />
Trade and other payables rose by EUR 29 829. This is due<br />
essentially to the EUR 31 352 increase in the payables of the<br />
buy-outs. Here too the <strong>Gimv</strong> group’s risk is limited to the amount<br />
of the investment in these companies.<br />
| 141
29. RELATED PARTIES (IN EUR 000)<br />
Year <strong>2007</strong>-<strong>2008</strong><br />
142 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
Subsidiaries Associates Key<br />
management<br />
Other<br />
related<br />
parties<br />
I. AMOUNTS OWED BY RELATED<br />
PARTIES 8 250 20 003 - - 28 253<br />
1. Loans to investee companies and<br />
other fi nancial assets 8 250 20 003 - - 28 253<br />
1.1. Loans 8 250 20 003 - - 28 253<br />
1.2. Other fi nancial assets - - - - -<br />
2. Receivables - - - - -<br />
2.1. Trade receivables - - - - -<br />
2.2. Other receivables - - - - -<br />
3. Other assets - - - - -<br />
II. AMOUNTS OWED TO RELATED<br />
PARTIES - - - - -<br />
1. Financial liabilities - - - - -<br />
2. Trade and other payables - - - - -<br />
2.1. Trade payables - - - - -<br />
2.2. Other payables - - - - -<br />
3. Other liabilities - - - - -<br />
III. TRANSACTIONS WITH RELATED<br />
PARTIES<br />
1. Sales of goods 3 52 - - 55<br />
2. Purchase of goods (-) - - - - -<br />
3. Management fees - - - - -<br />
4. Purchase of services (-) - - - - -<br />
5. Financing arrangements - - - 42 42<br />
6. Compensation of key management<br />
of the Group - - 3 976 - 3 976<br />
6.1. Short-term employee benefi ts - - 2 655 - 2 655<br />
6.2. Pension payments - - 1 321 - 1 321<br />
6.3. Resignation fees - - - - -<br />
6.4. Share-based payments - - - - -<br />
Total
29. RELATED PARTIES (IN EUR 000)<br />
Year 2006-<strong>2007</strong><br />
Subsidiaries Associates Key<br />
management<br />
Other<br />
related<br />
parties<br />
I. AMOUNTS OWED BY RELATED<br />
PARTIES 10 179 31 400 - - 41 579<br />
1. Loans to investee companies and<br />
other fi nancial assets 10 179 31 400 - - 41 579<br />
1.1. Loans 10 179 31 400 - - 41 579<br />
1.2. Other fi nancial assets - - - - -<br />
2. Receivables - - - - -<br />
2.1. Trade receivables - - - - -<br />
2.2. Other receivables - - - - -<br />
3. Other assets - - - - -<br />
II. AMOUNTS OWED TO RELATED<br />
PARTIES<br />
1. Financial liabilities - - - - -<br />
2. Trade and other payables - - - - -<br />
2.1. Trade payables - - - - -<br />
2.2. Other payables - - - - -<br />
3. Other liabilities - - - - -<br />
III. TRANSACTIONS WITH RELATED<br />
PARTIES<br />
- - - - -<br />
1. Sales of goods - 85 354 - - 85 354<br />
2. Purchase of goods (-) - - - - -<br />
3. Management fees - - - - -<br />
4. Purchase of services (-) - - - - -<br />
5. Financing arrangements - - - 42 42<br />
6. Compensation of key management<br />
of the Group - - 7 021 - 7 021<br />
6.1. Short-term employee benefi ts - - 4 497 - 4 497<br />
6.2. Pension payments - - 2 524 - 2 524<br />
6.3. Resignation fees - - - - -<br />
6.4. Share-based payments - - - - -<br />
Total<br />
| 143
Explanation of the remuneration of the Executive Committee and Board of Directors<br />
144 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
<strong>2007</strong>-<strong>2008</strong> 2006-<strong>2007</strong><br />
1. Remuneration<br />
Fixed<br />
Executive Committee 1 525 509 1 575 521<br />
Board of Directors* 984 909 1 250 742<br />
Variable<br />
Executive Committee 606 894 1 353 854<br />
Board of Directors 23 427 316 728<br />
Subtotal<br />
Executive Committee 2 132 403 2 929 375<br />
Board of Directors 1 008 336 1 567 470<br />
2. Group insurance<br />
Fixed<br />
Executive Committee 164 508 363 770<br />
Board of Directors 198 928 637 313<br />
Variable<br />
Executive Committee 753 105 1 420 655<br />
Board of Directors 205 102 102 717<br />
Subtotal 917 613 1 784 425<br />
Executive Committee<br />
Board of Directors<br />
404 030 740 030<br />
Total 4 462 382 7 021 300<br />
Executive Committee 3 050 016 4 713 800<br />
Board of Directors 1 412 366 2 307 500<br />
* Including the insurance of the Chairman and CEO
30. FINANCIAL RISK MANAGEMENT<br />
See Directors’ Report, ‘Main risks and uncertainties’, page<br />
149.<br />
31. SHARE-BASED TRANSACTIONS<br />
31.1 Warrant plan<br />
See Corporate governance – page 73.<br />
31.2 The co-investment structure<br />
See Corporate Governance – page 79.<br />
31.3 Remuneration of management and staff employees<br />
See Human Resources – page 62.<br />
32. FAIR VALUE<br />
The majority of the group’s fi nancial assets are carried at fair<br />
value in the balance sheet. With respect to long-term receivables<br />
the amortized cost is deemed to approximate to the estimated<br />
fair value. For trade receivables, trade debts, other current assets<br />
and liabilities, and cash and cash equivalents, the carrying<br />
amounts in the balance sheet approximate to the fair value,<br />
given their short term nature.<br />
In the case of long-term interest-bearing liabilities the amortized<br />
cost is presumed to approximate to the fair value.<br />
33. SIGNIFICANT EVENTS AFTER THE BALANCE<br />
SHEET CLOSING DATE<br />
See Directors’ Report, ‘Signifi cant events after balance sheet<br />
closing date’ - page 149.<br />
34. OFF-BALANCE SHEET OBLIGATIONS AND<br />
MAJOR PENDING LITIGATION (IN EUR 000,<br />
GDP 000 AND USD 000))<br />
The text below gives an overview of off-balance sheet obligations<br />
in relation to shareholdings which represent a material portion<br />
of the <strong>Gimv</strong> Group’s fi nancial fi xed assets.<br />
At 31 March <strong>2008</strong>, outstanding commitments for further investments<br />
in funds amounted to EUR 253 223.<br />
Apart from these commitments to invest in funds (see table<br />
overleaf):<br />
- there are six fi les with binding fi nancial commitments totalling<br />
EUR 17 952;<br />
- in only one fi le has <strong>Gimv</strong> provided a bank guarantee of<br />
EUR 1 500;<br />
- in around half the fi les agreements have been made which, in<br />
the event of an exit, could result in an uneven distribution of<br />
the proceeds, to the benefi t or detriment of <strong>Gimv</strong> depending<br />
on the fi le and/or the circumstances;<br />
- in around two-thirds of the fi les <strong>Gimv</strong>’s interest can be diluted,<br />
albeit generally to a relatively limited extent, by stock option<br />
plans or securities entitling their holders to shares upon exercise<br />
or conversion;<br />
- around one third of the fi les include an anti-dilution clause<br />
which comes into effect whenever additional capital is obtained<br />
at a lower price per share, and which in most cases,<br />
but not always, operates to <strong>Gimv</strong>’s advantage;<br />
- 60 percent of fi les commit <strong>Gimv</strong> to co-selling its holdings, in<br />
most cases together with the other members of the fi nancial<br />
consortium;<br />
- in two fi les <strong>Gimv</strong> has granted a call option on all or part of its<br />
shares in a particular participating interest, and in six fi les one<br />
or more third parties have put options on <strong>Gimv</strong>;<br />
- in less than one third of the 109 contractual divestments<br />
undertaken by <strong>Gimv</strong> since 1997 have representations and<br />
warranties been given that are still effective. At the year-end<br />
closing date there was no indication whatsoever to suggest<br />
that any claim might be made against these representations<br />
and warranties.<br />
The buy-outs have purchase obligations amounting to USD<br />
34 972 and GDP 105. Guarantees totalling EUR 59 have also<br />
been given.<br />
| 145
34. OFF-BALANCE SHEET OBLIGATIONS AND MAJOR PENDING LITIGATIONS (IN EUR 000)<br />
Name fund Year Currency Total<br />
commitment<br />
146 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
Total<br />
commitment 1<br />
CORPORATE INVESTMENT<br />
Buy out Fund 1999 EUR 12 400 12 400<br />
CapMan VIII Buyout 2006 EUR 20 000 20 000<br />
Corpeq Urals Fund2 1999 EUR 1 000 1 000<br />
DKB Emerging Europe L.P. 2001 USD 3 173 2 943<br />
Eagle Russia fund2 2006 USD 10 000 6 949<br />
EPF I 1996 EUR 1 524 1 524<br />
EPF II 2001 EUR 5 000 5 000<br />
EPF III 2006 EUR 5 000 5 000<br />
Fintech <strong>Gimv</strong> Fund <strong>2007</strong> USD 15 000 9 620<br />
Halder-<strong>Gimv</strong> Germany A2 2003 EUR 15 000 15 000<br />
Halder-<strong>Gimv</strong> Germany B2 2003 EUR 19 069 19 069<br />
Halder-<strong>Gimv</strong> Germany II <strong>2008</strong> EUR 81 250 81 250<br />
Industri Kapital 1997 EUR 3 500 3 500<br />
Kazakhstan Fund2 1997 EUR 2 000 4 432<br />
Lyceum Capital I 2000 EUR 75 000 75 000<br />
Lyceum Capital II <strong>2008</strong> GBP 21 000 26 389<br />
Nova Polonia 2000 EUR 10 450 10 450<br />
Pragma <strong>2007</strong> EUR 40 000 40 000<br />
Rabo Black Earth2 1996 EUR 300 242<br />
Rendex 1999 EUR 3 099 3 099<br />
Czech Fund2 2000 EUR 9 835 9 835<br />
Vectis 2004 EUR 3 000 3 000<br />
Outstanding<br />
commitment on<br />
31/03/08<br />
Value on<br />
31/03/08<br />
Total Corporate Investment 355 701 176 196 70 296<br />
CLEANTECH<br />
Emerald Technology Ventures II 2006 EUR 30 000 30 000<br />
Total Cleantech 30 000 21 694 8 009<br />
LIFE SCIENCES<br />
Abingworth Bio. II 1997 USD 3 006 4 193<br />
Abingworth Bio. IIIB 2001 USD 5 000 4 804<br />
Alta Biopharma Partners III 2004 USD 10 000 7 607<br />
Forward Ventures 4 2000 USD 5 000 4 729<br />
OBP II 1996 USD 1 000 882<br />
OBP II Annex 2002 USD 2 848 3 013<br />
OBP II Adj. 1996 USD 6 000 5 561<br />
OBP III 1999 USD 3 600 3 792<br />
OBP III Adjunct 1999 USD 14 400 14 786<br />
OBP IV 2001 USD 12 000 10 706<br />
Sofi nnova Venture III 1998 EUR 2 284 2 284<br />
Sofi nnova Venture IV 2000 EUR 10 000 10 000<br />
Sofi nnova Venture V (FR) 2005 EUR 7 500 7 500<br />
Total Life Sciences 79 859 5 548 37 093<br />
INFRASTRUCTURE<br />
DG Infra+ 3 <strong>2007</strong> EUR 30 000 30 000<br />
Total Infrastructure 30 000 27 413 2 588
34. OFF-BALANCE SHEET OBLIGATIONS AND MAJOR PENDING LITIGATIONS (IN EUR 000) - CONTINUED<br />
Name fund Year Currency Total<br />
commitment<br />
Total<br />
commitment 1<br />
INFORMATION &<br />
COMMUNICATION TECHNOLOGY<br />
AIC 2000 EUR 1 250 1 250<br />
Alta Berkeley V 1996 EUR 2 000 2 000<br />
Alta Berkeley VI 2000 EUR 3 000 3 045<br />
Baekelandfonds 1999 EUR 1 200 1 200<br />
Charles River 07 1998 USD 2 500 2 009<br />
Charles River 08 1999 USD 2 000 1 827<br />
Charles River 09 1999 USD 3 000 3 008<br />
Charles River 10 2000 USD 5 460 5 560<br />
Charles River 11 2000 USD 3 677 3 365<br />
Galileo II 1998 EUR 2 287 2 287<br />
Galileo II B 2002 EUR 360 360<br />
Galileo III 2000 EUR 3 150 3 150<br />
Genesis III 2000 USD 10 000 7 030<br />
<strong>Gimv</strong>-Arkiv ICT Fund2 2006 EUR 15 100 15 100<br />
I-source 2006 EUR 5 000 5 000<br />
IT Partners 1997 EUR 7 442 7 442<br />
MTV I 1997 USD 5 000 4 556<br />
MTV III 2000 USD 2 675 2 579<br />
Pacven Walden III 1997 USD 1 000 828<br />
Pacven Walden IV 1998 USD 2 000 1 977<br />
Pacven Walden V 2001 USD 1 920 1 713<br />
Sofi nnova Venture V (USA) 2000 USD 3 500 3 367<br />
Outstanding<br />
commitment on<br />
31/03/08<br />
Value on<br />
31/03/08<br />
Total ICT 78 654 22 372 16 123<br />
Overall total 574 213 253 223 134 109<br />
1 Amounts already paid are recorded in historical exchange rates, amounts still payable are recorded at the exchange rate on 31 March <strong>2007</strong><br />
2 These funds are being managed by a management company in majority owned by <strong>Gimv</strong><br />
3 This fund is being managed by a management company of which <strong>Gimv</strong> owns 50 percent<br />
| 147
35. DIRECTORS’ <strong>REPORT</strong> ON THE STATUTORY<br />
CONSOLIDATION FIGURES<br />
Comments on the fi nancial statements<br />
Income statement<br />
The net profi t of <strong>Gimv</strong> (group’s share) for the <strong>2007</strong>-<strong>2008</strong> fi nancial<br />
year amounts to EUR 168.0 million compared with a net<br />
profi t of EUR 241.3 million for the 2006-<strong>2007</strong> fi nancial year<br />
(15 months). The profi t refl ects both the divestments made at<br />
above the latest carrying value and the favourable development<br />
of the value of the <strong>Gimv</strong> portfolio.<br />
Under IFRS, <strong>Gimv</strong>’s profi t is largely based on the movement in<br />
the value of the portfolio, including both realized and unrealized<br />
value movements. Added to this is the profi t of the companies<br />
included in the statutory consolidation, after deconsolidating<br />
any divestments.<br />
In the <strong>2007</strong>-<strong>2008</strong> fi nancial year, realized and unrealized value<br />
movements of EUR 162.7 million were recorded. The difference<br />
with the EUR 165.4 million in the limited consolidation<br />
can be explained mainly by the elimination of the unrealized<br />
value movements of the companies included in the statutory<br />
consolidation.<br />
The other operating result* amounts to EUR 30.9 million. This<br />
fi gure conceals, however, major differences in its composition<br />
compared with the - EUR 9.4 operating result shown in the<br />
limited consolidation. The fact is that by including in the statutory<br />
consolidation the companies listed in item 5.1., page 112,<br />
<strong>Gimv</strong> is suddenly confronted with considerably higher fi gures<br />
for turnover, personnel costs, depreciation of tangible assets<br />
and other operating costs compared with the fi gures recorded<br />
in the limited consolidation.<br />
Together with the fi nancial result of EUR -0.1 million, and after<br />
deduction of taxes (EUR 8.1 million) and minority interests<br />
(EUR 17.4 million), <strong>Gimv</strong> realised a net profi t (group’s share) of<br />
EUR 168.0 million in the <strong>2007</strong>-<strong>2008</strong> fi nancial year.<br />
Balance sheet<br />
Assets<br />
Non-current assets<br />
Non-current assets in the statutory consolidation rose to<br />
EUR 1 119.0 million, compared with EUR 955.3 million at<br />
31 March <strong>2007</strong>. Goodwill and other intangible assets almost<br />
doubled to EUR 308.1 million (+ EUR 138.5 million) following<br />
the acquisitions of Numac, TerStal and Lintor-Verbinnen and<br />
the add-on acquisitions at HVEG Investments (ex LowLand<br />
Fashion). On top of this come the inclusion in the consolidation<br />
of the purchasing holdings and the deconsolidation of Bever<br />
Zwerfsport, Geveke and Hebu, which have since been sold. This<br />
increases property, plant and equipment from EUR 53.2 million<br />
to EUR 90.5 million. Financial assets at fair value through profi t<br />
and loss and loans to companies in the investment portfolio<br />
fell by EUR 28.2 million to EUR 719.2 million, mainly because<br />
divestments well outweighed investments during the past fi -<br />
nancial year. The difference of EUR 129.0 million between the<br />
fi nancial assets in the statutory and the limited consolidations<br />
corresponds to the fair value of the shareholdings that are consolidated<br />
in the statutory consolidation.<br />
* Dividends, interest, management fees, turnover and other operating income, after<br />
deducting services and other goods, personnel costs, amortisation of intangible<br />
assets, depreciation of property, plant and equipment and other operating costs.<br />
148 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
Current assets<br />
In the <strong>2007</strong>-<strong>2008</strong> fi nancial year, current assets rose sharply<br />
by EUR 119.2 million to EUR 718.1 million. The EUR 50.3 million<br />
of inventories shown in the balance sheet come entirely<br />
from the buy-outs consolidated in the statutory consolidation.<br />
This amount is somewhat higher than at 31 March <strong>2007</strong>. Trade<br />
receivables almost doubled to EUR 116.7 million. These derive<br />
primarily from the buy-out shareholdings included in the statutory<br />
consolidation. This explains the considerable difference with<br />
the amount of the trade receivables in the limited consolidation<br />
(EUR 17.2 million).<br />
There was also a decrease in loans to investee companies<br />
(EUR 4.8 million vs. EUR 46.5 million) and a sharp increase in<br />
cash and cash equivalents from EUR 452.5 million at 31 March<br />
<strong>2007</strong> to EUR 538.4 million at 31 March <strong>2008</strong>. The latter is the<br />
net effect of divestments, investments, loan repayments and<br />
dividend payments.<br />
Equity and liabilities<br />
Equity<br />
Equity increased from EUR 1 285.5 million to EUR 1 366.3 million.<br />
This amount includes the equity of the limited consolidation,<br />
which rises with the profi t for the fi nancial year (EUR 185.4<br />
million) after payment of dividends of EUR 112.4 million (the<br />
fi nal dividend in respect of the <strong>2007</strong>-<strong>2007</strong> fi nancial year that<br />
was paid in July <strong>2007</strong> and the interim dividend in respect of the<br />
<strong>2007</strong>-<strong>2008</strong> fi nancial year that was paid in December <strong>2007</strong>).<br />
This consolidated equity fi gures also includes the reserves<br />
shown in the accounts of De Groot International Investments,<br />
Interbrush, HVEG Investments (formerly LowLand Fashion),<br />
Operator Groep Delft, Grandeco Wallfashion Group, Verlihold,<br />
Numac Investments and TerStal Investments, after eliminating<br />
any revaluations of these shareholdings in the <strong>Gimv</strong> group limited<br />
consolidation.<br />
Minority interests rose from EUR 26.0 million to EUR 51.2<br />
million, mainly from the consolidation of a number of new<br />
investments.<br />
Liabilities<br />
Total liabilities rose from EUR 268.8 million to EUR 470.9<br />
million.<br />
Non-current liabilities rose in the <strong>2007</strong>-<strong>2008</strong> fi nancial year<br />
to EUR 309.9 million (EUR 159.7 million at 31 March <strong>2007</strong>).<br />
This is the composite result of increased provisions (+ EUR 8.1<br />
million), a very sharp rise in fi nancial liabilities (+ EUR 141.4<br />
million) and a slight reduction in deferred taxation (- EUR 0.8<br />
million). The fi nancial liabilities fi gure stands in sharp contrast<br />
to the total absence of long-term fi nancial liabilities in the limited<br />
consolidation. This refl ects the presence of buy-out debts in<br />
the purchasing holdings included in the statutory consolidation.<br />
These are not, however, direct liabilities of <strong>Gimv</strong>. <strong>Gimv</strong>’s risk is<br />
limited to its investment in the various shareholdings.
Current liabilities rose by almost half to EUR 161.0 million, mainly<br />
due to a EUR 17.0 million increase in short-term fi nancial liabilities<br />
and a EUR 29.8 million rise in trade and other payables.<br />
Here too, short-term fi nancial liabilities stand in sharp contrast<br />
to the total absence of current fi nancial liabilities in the limited<br />
consolidation, for the same reasons as given above.<br />
Principal risks and uncertainties<br />
Credit risk<br />
The fi nancial assets consist mainly of unguaranteed investments<br />
in unlisted companies. The Board of Directors views the<br />
maximum credit risk as being the total value of the portfolio.<br />
The diversity of the portfolio allows the investment manager to<br />
control the credit risk by taking into account the specifi c features<br />
of the underlying assets.<br />
Liquidity risk<br />
Given its balance sheet structure the <strong>Gimv</strong> group, excluding the<br />
buy-outs included in the consolidation, has a very positive net<br />
cash position. There are therefore no risks related to fi nancings.<br />
The buy-outs included in the consolidation do have debts, for<br />
which the <strong>Gimv</strong> group has not given any joint and liable guarantee.<br />
<strong>Gimv</strong> does keep watch, however, to ensure that these<br />
buy-out companies build in suffi cient margin and do not incur<br />
any liabilities which could exceed their expected repayment<br />
capacities in normal circumstances. Given this situation, the<br />
Board of Directors views the liquidity risk as limited.<br />
Price risk<br />
The valuation of the unlisted investments depends on a number<br />
of market-related elements and the results of the enterprises in<br />
question. <strong>Gimv</strong> does not hedge the market risk inherent in the<br />
portfolio, but manages the risks specifi c to each investment.<br />
Interest risk<br />
Interest on outstanding mezzanine instruments is almost always<br />
fi xed for the entire life of the loan. The market interest rate can,<br />
though, have a signifi cant impact on the valuation of the buyout<br />
portfolio, given that these are mostly leveraged buy-outs.<br />
This risk is part of the business risk, along with the results<br />
of the shareholdings themselves and the available fi nancing<br />
possibilities.<br />
Market risk<br />
Given that the <strong>Gimv</strong> group reports its fi nancial assets at market<br />
value, there is no difference between the reported carrying<br />
value and market value.<br />
Signifi cant events after balance sheet closing date<br />
In mid-May, <strong>Gimv</strong> sold its shareholding in Westerlund Group, a<br />
Belgian logistics company that specializes in wood products, to<br />
international investment and consulting fi rm Babcock & Brown.<br />
This sale adds EUR 9.2 million (EUR 0.40 per share) to the<br />
value of <strong>Gimv</strong>’s equity at 31 March <strong>2008</strong>.<br />
<strong>Gimv</strong> has also made a USD 7 million follow-up investment in<br />
CoreOptics, a German-US company in the optical networks sector.<br />
Finally, EUR 3 million has been invested in Openbravo, a<br />
Spanish company that develops open-source ERP software.<br />
Outlook<br />
The earnings of <strong>Gimv</strong> as an investment company are dependent<br />
on the evolution of the value of the companies in which <strong>Gimv</strong><br />
participates. Given that this value is dependent on various factors,<br />
like the evolution of fi nancial markets, it is impossible to<br />
make any realistic statement as to the prospects of the group.<br />
Research and development<br />
<strong>Gimv</strong> and its consolidated subsidiaries did not undertake any<br />
research and development activities during the past year.<br />
Financial risks and the use of fi nancial instruments<br />
Currency hedging<br />
Without the buy-outs the <strong>Gimv</strong> group had on 31 March <strong>2008</strong><br />
a currency risk of EUR 111 064 (USD 138 899, GBP 12 978<br />
and CHF 10 793). <strong>Gimv</strong> is aiming to hedge the currency risk on<br />
the USD in full in an appropriate way in the longer term. With<br />
this intention, <strong>Gimv</strong> carried out between 2005 and <strong>2008</strong> various<br />
hedging operations covering the period 2006 to 2010. On<br />
31 March <strong>2008</strong>, USD 65 300 (47 percent of the USD risk) was<br />
covered by a combination of various instruments. These hedges<br />
produced a positive result of EUR 4 741. In the buy-outs, foreign<br />
exchange contracts are concluded to cover purchasing and<br />
sales transactions. Interest rate risks on loans are hedged.<br />
Financial instruments are used by <strong>Gimv</strong> to cover risks that are<br />
not part of <strong>Gimv</strong>’s core activities.<br />
On behalf of the Board of Directors, 20 May <strong>2008</strong><br />
Herman Daems and Leo Victor, director.<br />
| 149
36. AUDITOR’S <strong>REPORT</strong> (IN EUR 000)<br />
Statutory auditor’s report to the General Meeting of<br />
shareholders of <strong>Gimv</strong> NV on the statutory consolidated<br />
fi nancial statements for the year ended 31 March <strong>2008</strong><br />
In accordance with the legal requirements, we report to you on<br />
the performance of our mandate of statutory auditor. This report<br />
contains our opinion on the statutory consolidated fi nancial<br />
statements as well as the required additional comments.<br />
Unqualifi ed opinion on the statutory consolidated fi nancial<br />
statements<br />
We have audited the statutory consolidated fi nancial statements<br />
of <strong>Gimv</strong> NV and its subsidiaries (collectively referred to as ‘the<br />
Group’) for the accounting period ended 31 March <strong>2008</strong>,<br />
prepared in accordance with International Financial Reporting<br />
Standards (IFRS) as adopted by the European Union, and with<br />
the legal and regulatory requirements applicable in Belgium.<br />
These statutory consolidated fi nancial statements comprise<br />
the consolidated balance sheet as at 31 March <strong>2008</strong>, and the<br />
consolidated statements of income, cash fl ows and changes<br />
in equity for the accounting period ended 31 March <strong>2008</strong>, as<br />
well as the summary of signifi cant accounting policies and other<br />
explanatory notes. The consolidated balance sheet total shows<br />
total assets of EUR 1 837 167 and the consolidated statement of<br />
income shows a profi t, share of the Group, of EUR 168 018.<br />
Responsibility of the board of directors for the preparation<br />
and fair presentation of the statutory consolidated fi nancial<br />
statements<br />
Responsibility for the preparation and fair presentation of the<br />
statutory consolidated fi nancial statements lies with the Board of<br />
Directors. This responsibility includes: designing, implementing<br />
and maintaining internal control relevant to the preparation and<br />
fair presentation of statutory consolidated fi nancial statements<br />
that are free from material misstatement, whether due to fraud<br />
or error; selecting and applying appropriate accounting policies;<br />
and making accounting estimates that are reasonable in the<br />
circumstances.<br />
Responsibility of the statutory auditor<br />
Our responsibility is to express an opinion on these statutory<br />
consolidated fi nancial statements based on our audit. We conducted<br />
our audit in accordance with the legal requirements<br />
and the auditing standards applicable in Belgium, as issued<br />
by the Institute of Registered Auditors (Institut des Réviseurs<br />
d’Entreprises/Instituut van de Bedrijfsrevisoren). Those standards<br />
require that we plan and perform the audit to obtain reasonable<br />
assurance whether the statutory consolidated fi nancial<br />
statements are free from material misstatement.<br />
In accordance with these standards, we have performed audit<br />
procedures to obtain audit evidence about the amounts and disclosures<br />
in the statutory consolidated fi nancial statements. The<br />
procedures selected depend on our judgment, including the<br />
assessment of the risks of material misstatement of the statutory<br />
consolidated fi nancial statements, whether due to fraud or error.<br />
In making those risk assessments, we take into account the existing<br />
internal control regarding the Group’s preparation and fair<br />
presentation of the statutory consolidated fi nancial statements<br />
in order to design audit procedures that are appropriate in the<br />
circumstances, but not for the purpose of expressing an opinion<br />
on the effectiveness of the Group’s internal control. We have<br />
evaluated the appropriateness of accounting policies used, the<br />
reasonableness of signifi cant accounting estimates made by the<br />
150 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Statutory consolidation<br />
Group and the presentation of the statutory consolidated fi nancial<br />
statements, taken as a whole. Finally, we have obtained from<br />
the Board of Directors and the Group’s offi cials the explanations<br />
and information necessary for executing our audit procedures.<br />
We believe that the audit evidence we have obtained is suffi cient<br />
and appropriate to provide a basis for our opinion.<br />
Opinion<br />
In our opinion, the statutory consolidated fi nancial statements<br />
give a true and fair view of the Group’s fi nancial position as<br />
at 31 March <strong>2008</strong> and of the results of its operations and its<br />
cash fl ows for the year ended on this date, in accordance with<br />
IFRS as adopted by the European Union, and with the legal and<br />
regulatory requirements applicable in Belgium.<br />
Additional comments<br />
The preparation and the content of the directors’ report on the<br />
consolidated fi nancial statements are the responsibility of the<br />
Board of Directors.<br />
Our responsibility is to include in our report the following<br />
additional comments, which do not modify the scope of our<br />
opinion on the statutory consolidated fi nancial statements:<br />
The directors’ report on the statutory consolidated fi nancial<br />
statements covers the information required by law and is consistent<br />
with the statutory consolidated fi nancial statements.<br />
We are, however, unable to comment on the description of the<br />
principal risks and uncertainties which the entities included in<br />
the consolidation are facing, and on their fi nancial situation,<br />
their foreseeable evolution or the signifi cant infl uence of certain<br />
facts on their future development. We can nevertheless<br />
confi rm that the matters disclosed do not present any obvious<br />
inconsistencies with the information that we became aware of<br />
during the performance of our mandate.<br />
Antwerp, 22 May <strong>2008</strong><br />
Ernst & Young Bedrijfsrevisoren BCVBA<br />
Statutory auditor<br />
represented by<br />
Rudi Braes<br />
Partner
37. CONNECTION BETWEEN LIMITED AND STATUTORY CONSOLIDATION<br />
Connection between equity<br />
(attributable to shareholders of the parent company)<br />
31/03/08 31/03/07<br />
Limited consolidation 1 327 554 1 278 526<br />
Inclusion of Bever Zwerfsport Investments - -6 185<br />
Inclusion of De Groot International Investments -8 714 -7 449<br />
Inclusion of Geveke Investments - -6 881<br />
Inclusion of Grandeco Wallfashion Group 251 -<br />
Inclusion of Hebu Investments - 668<br />
Inclusion of Interbrush 641 139<br />
Inclusion of HVEG Investments (former Lowland Fashion) 2 778 718<br />
Inclusion of Numac Investments -246 -<br />
Inclusion of Operator Group Delft -6 221 26<br />
Inclusion of TerStal Investments -319 -<br />
Inclusion of Verlihold -600 -<br />
Statutory consolidation 1 315 124 1 259 562<br />
Connection between the result<br />
(attributable to shareholders of the parent company)<br />
31/03/08 31/03/07<br />
Limited consolidation 161 432 249 319<br />
Inclusion of Bever Zwerfsport Investments 6 184 -8 867<br />
Inclusion of De Groot International Investments -1 270 -7 927<br />
Inclusion of Geveke Investments 6 880 -5 955<br />
Inclusion of Grandeco Wallfashion Group 251 -<br />
Inclusion of Konrad Hornschuch - 13 279<br />
Inclusion of Hebu Investments -668 669<br />
Inclusion of Interbrush 2 180 139<br />
Inclusion of HVEG Investments (former Lowland Fashion) 2 115 608<br />
Inclusion of Numac Investments -246 -<br />
Inclusion of Operator Group Delft -7 921 26<br />
Inclusion of TerStal Investments -319 -<br />
Inclusion of Verlihold -600 -<br />
Statutory consolidation 168 017 241 290<br />
The main difference between the limited and the statutory consolidations<br />
lies in the fact that the statutory consolidation fully<br />
consolidates a number of companies in place of showing them<br />
at fair value, as in the limited consolidation.<br />
In the 2006-<strong>2007</strong> fi nancial year the companies concerned<br />
were Bever Zwerfsport Investments, De Groot International<br />
Investments, Geveke Investments, Hebu Investments,<br />
Interbrush, HVEG Investments (formerly LowLand Fashion)<br />
and Operator Groep Delft. In <strong>2007</strong>-<strong>2008</strong> they were again De<br />
Groot International Investments, Interbrush, HVEG Investments<br />
and Operator Group Delft and also Grandeco Wallfashion<br />
Group, Verlihold, Numac Investments and TerStal Investments.<br />
The shareholdings in Bever Zwerfsport Investments, Geveke<br />
Investments and Hebu Investments were sold in the course of<br />
the past fi nancial year.<br />
| 151
UNCONSOLIDATED<br />
FINANCIAL STATEMENTS<br />
1. BALANCE SHEET AFTER DISTRIBUTION OF PROFIT GIMV NV (IN EUR 000)<br />
Assets<br />
152 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Unconsolidated fi nancial statements<br />
31/03/08 31/03/07 31/12/05 31/12/04 31/12/03<br />
FIXED ASSETS 685 469 654 459 638 504 697 806 830 670<br />
I. Intangible fi xed assets 115 167 176 256 268<br />
II. Tangible fi xed assets 4 317 4 338 4 806 5 285 5 753<br />
A. Land and buildings 3 931 4 001 4 400 4 746 5 112<br />
B. Plant, machinery and equipment 3 4 64 91 86<br />
C. Furniture and vehicles<br />
F. Assets under construction and<br />
382 333 341 448 555<br />
advance payments - - - - -<br />
IV. Financial fi xed assets 681 036 649 954 633 522 692 265 824 650<br />
A. Affi liated enterprises 341 109 257 549 247 449 226 466 339 431<br />
1. Shares 244 127 83 374 78 224 76 799 113 402<br />
2. Amounts receivable<br />
B. Enterprises linked by participating<br />
96 981 174 175 169 225 149 667 226 029<br />
interests 199 040 269 989 289 963 378 491 392 337<br />
1. Shares 159 158 238 396 246 202 267 882 295 356<br />
2. Amounts receivable 39 881 31 593 43 761 110 609 96 981<br />
C. Other fi nancial fi xed assets 140 886 122 416 96 110 87 308 92 882<br />
1. Shares<br />
2. Amounts receivable and cash<br />
122 823 117 613 93 955 84 819 90 877<br />
guarantees 18 062 4 803 2 155 2 489 2 005<br />
CURRENT ASSETS 505 747 482 283 459 452 322 939 51 661<br />
V. Amounts receivable after one year - - - - 3 883<br />
B. Other amounts receivable - - - - 3 883<br />
VII. Amounts receivable within one year 15 311 46 293 14 150 36 580 27 375<br />
A. Trade debtors 2 840 4 759 1 750 1 003 1 313<br />
B. Other amounts receivable 12 471 41 534 12 400 35 577 26 062<br />
VIII. Cash investments 452 395 347 491 412 077 260 900 17 382<br />
B. Other investments 452 395 347 491 412 077 260 900 17 382<br />
IX. Cash at bank and in hand 36 753 86 857 28 190 24 249 2 336<br />
X. Deferred charges and accrued income 1 287 1 642 5 034 1 210 685<br />
Total assets 1 191 216 1 136 742 1 097 956 1 020 745 882 332
1. BALANCE SHEET AFTER DISTRIBUTION OF PROFIT GIMV NV (IN EUR 000)<br />
Liabilities<br />
31/03/08 31/03/07 31/12/05 31/12/04 31/12/03<br />
EQUITY 993 567 1 048 753 1 010 078 891 246 781 877<br />
I. Capital 220 000 220 000 220 000 220 000 220 000<br />
II. Share premium account 1 1 1 1 1<br />
IV. Reserves 320 464 320 464 320 464 320 464 320 464<br />
V. Profi t carried forward 453 102 508 288 469 613 350 781 241 412<br />
VII. Provisions for liabilities and charges 6 988 4 092 5 169 4 395 5 259<br />
1. Pensions and similar obligations 621 600 534 448 366<br />
2. Taxes - - - - 3 524<br />
4. Other liabilities and charges 6 366 3 492 4 636 3 947 1 369<br />
LIABILITIES<br />
VIII. Amounts payable after one year - - - 37 500 51 028<br />
A. Long-term fi nancial debts - - - 37 500 50 000<br />
4. Credit institutions - - - 37 500 50 000<br />
5. Other loans - - - - -<br />
D. Other amounts payable - - - - 1 028<br />
IX. Amounts payable within one year<br />
A. Current portion of amounts payable<br />
189 009 83 889 82 688 80 949 43 796<br />
after one year - - - 13 528 871<br />
B. Financial debts - - - - 11 500<br />
1. Credit institutions - - - - -<br />
2. Other loans - - - - 11 500<br />
C. Trade debts 932 1 138 3 986 825 825<br />
1. Suppliers<br />
E. Taxes, payroll and related<br />
932 1 138 3 986 825 825<br />
obligations 11 812 11 821 2 231 14 630 -<br />
1. Taxes 24 144 10 4 184<br />
2. Payroll and social security 11 787 11 677 2 221 14 626 7 982<br />
F. Other amounts payable 176 264 70 930 76 471 51 966 22 435<br />
X. Accrued charges and deferred income 1 653 8 20 6 655 372<br />
Total liabilities 1 191 216 1 136 742 1 097 956 1 020 745 882 332<br />
| 153
2. PROFIT & LOSS ACCOUNT – GIMV NV UNCONSOLIDATED <strong>ANNUAL</strong> ACCOUNTS (IN EUR 000)<br />
CHARGES<br />
154 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Unconsolidated fi nancial statements<br />
31/03/08 31/03/07 31/12/05 31/12/04 31/12/03<br />
A. Interest and other debt charges 541 301 657 3 103 6 098<br />
B. Other fi nancial charges 961 1 659 3 350 4 549 502<br />
C. Services and other goods<br />
D. Payroll, social security charges and<br />
9 115 11 165 6 261 8 045 5 624<br />
pensions 10 923 19 571 2 068 11 882 5 330<br />
E. Other operating charges<br />
F. Depreciation and write-downs on<br />
formation expenses, tangible and<br />
808 1 065 474 689 747<br />
intangible fi xed assets 450 745 676 842 1 014<br />
G. Write-downs on 78 910 72 302 150 376 50 694 77 451<br />
1. fi nancial fi xed assets 68 921 70 895 150 330 49 664 76 730<br />
2. current assets 9 989 1 407 46 1 032 721<br />
H. Provisions for liabilities and charges 2 896 66 1 074 2 660 327<br />
I. Losses on the disposal of 917 2 543 437 1 623 556<br />
1. fi nancial fi xed assets 917 2 543 435 1 623 555<br />
2. current assets 0 - 2 - 1<br />
J. Extraordinary charges 287 19 - - -<br />
K. Taxes - - - - 23<br />
L. Profi t / loss for the fi nancial year 45 860 135 627 200 720 164 760 258 562<br />
INCOME<br />
A. Income from fi nancial fi xed assets 10 860 33 584 74 433 33 624 36 443<br />
1. Dividends 1 017 20 422 66 895 25 327 25 475<br />
2. Interest 9 843 13 162 7 538 8 297 10 968<br />
B. Income from current assets 19 962 19 011 8 829 3 142 909<br />
C. Other fi nancial income 78 1 663 372 315 113<br />
D. Income from services provided 6 697 9 788 3 724 3 405 2 668<br />
E. Other operating income 2 230 273 8 103 212 665<br />
G. Write-back of write-downs on 20 499 76 886 193 515 36 867 36 552<br />
1. fi nancial fi xed assets 20 321 76 118 193 418 36 681 35 499<br />
2. current assets<br />
H. Write-back of provisions for liabilities<br />
178 768 97 186 1 053<br />
and charges - 1 144 - - 98<br />
I. Capital gains on the disposal of 91 341 102 551 76 298 167 717 275 879<br />
1. fi nancial fi xed assets 91 341 102 551 76 298 167 705 275 566<br />
2. current assets - - - 13 313<br />
J. Extraordinary income 2 11 820 13 256<br />
K. Adjustment of income taxes - 153 - 3 565 2 651
GLOSSARY<br />
Blue chip:<br />
a company that is well known and fi nancially reliable.<br />
Call option:<br />
an option that gives the buyer the right to purchase the<br />
underlying security at a pre-set price at a future date.<br />
Carried interest (carry):<br />
the share of the profi t that is paid to the management of a<br />
private equity fund.<br />
Corporate Governance:<br />
rules and behaviours constituting good governance that companies<br />
need to adopt and for which they must give account<br />
(Belgian Corporate Governance code - www.corporategovernancecommittee.be).<br />
Due diligence:<br />
the in-depth analysis and assessment of the commercial,<br />
legal, fi nancial, technical and environmental aspects of a<br />
company targeted for investment.<br />
EBITDA:<br />
earnings before interest, taxes, depreciation and amortization<br />
= operating cash fl ow.<br />
Early stage fi nancing:<br />
fi nancing of companies which have developed their products,<br />
but need additional fi nancial resources to bring them to<br />
market and sell them. Companies at this stage are not yet<br />
developing profi ts.<br />
Exit:<br />
the termination of an investment as private equity investor by<br />
means of IPO, trade sale or secondary buy-out.<br />
Follow-on investment:<br />
investment in a company that has already received venture<br />
capital fi nancing.<br />
Free fl oat:<br />
the portion of a company’s share capital that is freely negotiable<br />
on the stock market.<br />
Growth fi nancing / growth capital:<br />
capital that is invested in an expanding company. These funds<br />
can be used to increase production capacity, for product<br />
development, for marketing or to provide additional working<br />
capital.<br />
Initial Public Offering (IPO):<br />
the introduction (fl otation) of a company onto a stock<br />
exchange.<br />
Internal Rate of Return (IRR):<br />
the return on a yearly basis on an investment.<br />
Lead investor:<br />
the investor in a private equity fi nancing round that makes the<br />
largest investment and is the most involved in the fi nancing<br />
project.<br />
Management buy-out (MBO):<br />
fi nancing where a company’s existing management takes over<br />
a company together with an external fi nancier.<br />
Mezzanine fi nancing:<br />
fi nancing with subordinated loans or convertible bonds. The<br />
risk level of this type of fi nancing lies midway between equity<br />
and bank debt.<br />
Private equity:<br />
investment in non-listed companies.<br />
Put option:<br />
an option that gives the buyer the right to sell at a pre-set<br />
price at a future date.<br />
Risk capital:<br />
see venture capital.<br />
Secondary buy-out:<br />
an exit formula by which an investment company sells its<br />
shareholding in a company to another venture capital provider.<br />
Trade sale:<br />
the sale of a shareholding outside the stock market.<br />
Venture capital:<br />
capital fi nancing of young, fast growing companies.<br />
| 155
CONTACT INFORMATION &<br />
FINANCIAL CALENDAR<br />
CONTACT INFORMATION<br />
Offi ces<br />
Belgium<br />
<strong>Gimv</strong> NV<br />
Karel Oomsstraat 37<br />
2018 Antwerp<br />
Belgium<br />
Phone +32 3 290 21 00<br />
Fax +32 3 290 21 05<br />
Website www.gimv.com<br />
Enterprise number 0220.324.117<br />
Date of formation 25/02/1980<br />
Financial year 1 April – 31 March<br />
Financial servicing KBC Bank<br />
Listing Euronext Brussels<br />
Germany<br />
Halder Beteiligungsberatung GmbH<br />
Barckhausstrasse 12-16<br />
60325 Frankfurt am Main<br />
Germany<br />
Phone +49 69 24 25 33 0<br />
Fax +49 69 23 68 66<br />
Website www.halder-d.com<br />
France<br />
<strong>Gimv</strong> France SAS<br />
38, Avenue Hoche<br />
75008 Paris<br />
France<br />
Phone +33 1 58 36 45 60<br />
Fax +33 1 58 36 45 70<br />
Website www.gimv.fr<br />
Netherlands<br />
Halder Holdings BV<br />
Lange Voorhout 9<br />
2514 EA Den Haag<br />
Netherlands<br />
Phone +31 70 36 18 618<br />
Fax +31 70 36 18 616<br />
Website www.halder.nl<br />
Investor Relations & Press<br />
Frank De Leenheer<br />
Phone +32 3 290 22 18<br />
E-mail frankdl@gimv.be<br />
156 | <strong>Gimv</strong> Annual Report <strong>2007</strong>-<strong>2008</strong> | Contact information - Financial calendar<br />
FINANCIAL CALENDAR<br />
22 May <strong>2008</strong><br />
Press release, press and analysts’ meeting in respect of the<br />
<strong>2007</strong>-<strong>2008</strong> fi nancial year<br />
25 June <strong>2008</strong><br />
Ordinary General Meeting of Shareholders in respect of the<br />
<strong>2007</strong>-<strong>2008</strong> fi nancial year<br />
30 June <strong>2008</strong><br />
Ex-date of the <strong>2007</strong>-<strong>2008</strong> fi nal dividend<br />
2 July <strong>2008</strong><br />
Record date of the <strong>2007</strong>-<strong>2008</strong> fi nal dividend<br />
3 July <strong>2008</strong><br />
Payment date of the <strong>2007</strong>-<strong>2008</strong> fi nal dividend<br />
End July – early August <strong>2008</strong><br />
Business update fi rst quarter of the <strong>2008</strong>-2009 fi nancial year<br />
22 November <strong>2008</strong><br />
Press release, press and analysts’ meeting on the fi rst half of<br />
the <strong>2008</strong>-2009 fi nancial year<br />
On the <strong>Gimv</strong> websites you will fi nd, in Dutch (www.gimv.be)<br />
and English (www.gimv.com), the annual report, press releases,<br />
portfolio, the share price and other information on the <strong>Gimv</strong><br />
group.<br />
This entire document, with the exception of the Interview with<br />
the chairman and the CEO, constitutes the annual report.<br />
Only the Dutch language version of the annual report is the<br />
offi cial legal version. The English version is a translation of the<br />
original Dutch version.<br />
De Nederlandstalige versie van dit jaarverslag is beschikbaar bij<br />
<strong>Gimv</strong>, Karel Oomsstraat 37, 2018 Antwerpen of op onze website<br />
www.gimv.be.
Concept & design<br />
Concerto<br />
Photography<br />
Philippe Van Gelooven, Dimitri Lowette, Rob Keeris<br />
Getty Images, Corbis<br />
Copywriting<br />
Bodycopy, Kaat Van Bosstraeten<br />
Translation<br />
Lomax BVBA<br />
Printing<br />
Dereume Printing<br />
This annual report is printed on environment-friendly paper<br />
by a FSC certifi ed printer (www.fsc.org)
Belgium<br />
Karel Oomsstraat 37<br />
2018 Antwerp<br />
T. + 32 3 290 21 00<br />
France<br />
38, Avenue Hoche<br />
75008 Paris<br />
T. + 33 1 58 36 45 60<br />
Germany<br />
Barckhausstrasse 12-16<br />
60325 Frankfurt am Main<br />
T. + 49 69 2425.330<br />
Netherlands<br />
Lange Voorhout 9<br />
2514 EA Den Haag<br />
T. + 31 70 3618.618<br />
www.gimv.com