SECTOR: CONSUMERGalloping aheadFinding the right buyer for equestrian clothing and accessorieswholesaler Hypo Wholesale was only part of the brief for<strong>Livingstone</strong>, who also had to oversee a carve-out from theDutch company’s holding groupWhen <strong>Livingstone</strong> <strong>Partners</strong> was appointedto assess strategic options for Dutchequestrian wholesaler Hypo Groep atthe beginning of 2012, founder SteefDuijndam was considering a number of options.Having developed some of Europe’s strongestbrands in the equestrian equipment and fashionsectors, he was keen to diversify risk by sellingsome or all of the businesses, but had not yetdecided what tack to take.A year later, <strong>Livingstone</strong> had not only advisedon the sale of a majority stake of the wholesalebusiness, but also project-managed a complexcarve-out from Duijndam’s holding company.Duijndam, who comes from a family that ownssome of Holland’s leading stables, launched hisequestrian products retail business, Hypo Groep,in 1985, and built it steadily through both organicgrowth and bolt-on acquisitions. Most recently,the group had taken over the activities ofNederinum Holland/Imperial Riding, one ofthe oldest Dutch wholesalers of hardware forequestrian sport. The group’s wholesale division,which sells equestrian fashion products andaccessories to 2,000 equestrian retailers andinternet and mail order companies throughoutEurope, also had the potential to expand intomainstream fashion markets.With this in mind, Duijndam had reached apoint at which he had to decide on the best wayfor the Hypo Group of Companies to pursue thisopportunity and the others open to it. He asked<strong>Livingstone</strong> to consider the strategic options thatwere open to the group, and then to find aninvestor with the right level of professionalinsight – as well as the financial backing – to turnHypo Wholesale from a niche entrepreneurialbusiness into a branded fashion company.16 // WWW.LIVINGSTONEPARTNERS.COM // SPRING <strong>2013</strong>
LAWRIE HOLMESDEAL AT A GLANCECLIENT: HYPO WHOLESALE B.V.SECTOR: CONSUMERDEAL TYPE: SALE, BUY-IN BUY-OUTBUYER: MBO TEAM/VENDIS CAPITALA GOOD FEELINGJan Willem de Lange, Managing Director of HypoWholesale, had only recently been appointed todrive the growth of the company. He says thatChristian Grandin, Partner, and Johannes Faber,Senior Consultant at <strong>Livingstone</strong> Düsseldorf,grasped the brief at their first meeting. He hopedthey would be able to attract investor interest inGermany, where the group’s products, includingGerman brand euro-star, had flourished. “Theyimmediately gave us a good feeling that they couldwork well with Steef and I, two very differentpeople, in defining our goals,” says de Lange.<strong>Livingstone</strong> developed a carefully researchedlist of potential buyers and investors that was thenwhittled down to a short list of five. “They guidedus well with developing the right documentsand gave good counsel on how to prepare formeetings,” says de Lange. “They also advised uswell on our own due diligence – ensuring that allthe right information was in place, which wasthen compiled for a data room we created. Theythen acted as a gatekeeper for us.”After establishing that an owner andmanagement buy-out of the business backed bya new majority investor would be the preferredoutcome, the challenge was to find a financialpartner with the right pedigree to support thewider strategy, according to Grandin.“We needed to find a partner who would knowhow to support a business that had been growingwith certain brands at a rate of more than 50%a year for several years, and who could helpmanagement to identify and pursue targetedgrowth into new regional markets and segments,”he says. “Based on the successful positioning ofthe brands around the polo sporting lifestyle, thechosen investor would also help the business toestablish its main fashion brand in the generalfashion retail market.”Vendis Capital, a Belgian private equity fundfocused exclusively on the consumer sector inEurope, emerged as the preferred bidder, andacquired a majority stake in the business at theend of 2012. Founded in 2009 by the formermanagement team of Mitiska, an investmentcompany specialising in the retail sector, the fundhas a capital base of more than €100 million.“We had spoken to several private equity firmsin Germany, France and of course the Beneluxregion, but with the takeover by Vendis, itultimately turned out to be a local story,” saysGrandin. “The advantage to Vendis was that theyunderstood the business opportunity clearly, andthere were no language barriers to deal with.”Duijndam adds: “Vendis Capital can supportthe growth of our company, and I have alreadyseen the additional consumer sector expertisethey are bringing to the table. Vendis is giving meand my team the flexibility to continue to lead thecompany’s independent development from ashareholder’s position.”A COMPLEX CARVE-OUTAlthough the sale was agreed, the other majoraspect of the brief – managing the carve-out of thewholesale business from the rest of the group –was only just starting. The <strong>Livingstone</strong> teamproject-managed a team of specialist advisers inthis complex process. “It wasn’t a straightforwardtransaction,” explains Grandin. “There was plentyof separation of people and IT structures in whatis a very lean organisation.”de Lange fully appreciates the efforts that<strong>Livingstone</strong> went to in order to deliver therestructuring. “We gave the team the raw dataand they helped us undertake some parts of theproject. Using the right lawyers and accountants,they created a real team around us, working withour own accountants. If we didn’t understandsomething, they fully supported us.”Although the sale has completed, the<strong>Livingstone</strong> team will continue to work withde Lange and his team in the months ahead.“We expect them to still support us post-deal,including work on ensuring the managementearn-out is successful,” de Lange concludes.Contact:Christian Grandin, Partner,<strong>Livingstone</strong> DüsseldorfT: + 49 211 300 495 21,E: grandin@livingstonepartners.deJohannes Faber, Senior Consultant,<strong>Livingstone</strong> DüsseldorfT: + 49 211 300 495 33,E: faber@livingstonepartners.deWWW.LIVINGSTONEPARTNERS.COM // SPRING <strong>2013</strong> // 17