Icafin is pleased to announce the sale of the Baranne, O’Cedar and Maison Verte brands and business to Milestone Investisseurs. Icafin acted as the exclusive advisor to Reckitt Benckiser and it’s Western European management.

Baranne and O’Cedar are iconic French brands with a 100-year and 60-year history respectively, both leaders in their respective markets in the mass retail sales channel in France, while Maison Verte is a pioneer brand in the ‘environmentally aware’ household market with a strong brand awareness in France. Milestone provided circa EUR29m of equity and mezzanine funding and Crédit Lyonnais, Société Générale and Banque Populaire provided senior debt facilities for an un-disclosed amount.

Reckitt Benckiser plc is a global consumer goods leader in health, hygiene and home. With a purpose of delivering innovative solutions for healthier lives and happier homes, RB is in the top 25 of companies listed on the London Stock Exchange. Many iconic brands such as Woolite, Finish, Durex, Dettol and others are part of the RB portfolio and are sold all over the world. RB total turnover reaches £10billion.

Milestone is a Luxembourg–based private equity firm, owned by its two partners, Erick Rinner and Olivier Antomarchi, which invests in European French speaking countries in Switzerland, France, Belgium and Luxembourg.

Icafin is a boutique investment bank founded in 2007 to provide middle-market companies merger and acquisition (M&A) advisory services. The principals of Icafin have over 20 years of experience in Corporate Finance and are committed to providing the highest level of senior attention, thoughtful advice and creative deal-making experience to each client and transaction. Icafin has a Benelux practice based out of the firm’s headquarters in Brussels and international reach through global partners in Europe, North and South America and Asia.

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For all inquiries contact Didier Vercruysse at +32 22 89 65 71 or dve@icafin.com.

Icafin is delighted to announce their latest transaction. The Gumption group and the French listed company Micropole have concluded a strategic agreement. TheValueChain (Gumption group) takes over the client portfolio, the SAP-related activities and the consultants of Oasis Consultants (Micropole group). The agreement also addresses the business intelligence activities of both groups: Bmatix (Gumption group) and Velixis (Micropole group) will join forces on strategic deals. Icafin acted as the corporate finance advisor to Microple on the transaction.

Micropole is a consulting and engineering company, with bases in Europe and Asia, specializing in the creation of added-value. Micropole partners its customers in the Business Intelligence, e-Business, ERP and CIM/CRM fields. Founded in 1987 by its current directors, Christian Poyau and Thierry Létoffé, Micropole has advised, trained and partnered its clients for over 20 years, in their development and in the successful achievement of their projects. With locations in France, Benelux, Switzerland and China (Shanghai, Beijing and Hong Kong) the group has a headcount of over 1300, serving almost 800 clients of which 80% are listed on the CAC 40.
A privileged partner of major international software vendors, Micropole’s ambition is to boost the distinctiveness of the corporation through efficient business solutions and innovative cutting-edge technologies.

“As part of its strategy and through its affiliate Velixis, Micropole wants to focus in Belgium on its core business: business intelligence, CRM, digital disruption and data governance”, says Christian Poyau, CEO of Micropole. “It therefore started looking for a strategic partner who could provide optimal support to the clients of Oasis Consultants, as well as safeguard the further development of the 16-member ERP team. The Gumption group provides the best guarantees for that.”

“TheValueChain has a 100% focus on SAP”, says Bart Embrechts, managing partner of Gumption. “After the takeover of Oasis Consultants, the team’s headcount increases to 70 consultants. Both new and existing clients will be able to take advantage of extra project capacity and valuable additional SAP expertise. The agreement opens new perspectives to broaden the existing customer base in Belgium and Luxembourg, and at a later stage, to support the international expansion in France and Switzerland. As a result of the acquisition, the TheValueChain’s market share will rise by more than 30%, while the annual turnover will increase to EUR 10 million.”

Ca-Va-Seul is a Belgian polishing brand with a 124 year old history both in Belgium and Luxemburg. The brand represents different shoe polishing products ranging from the simple polish cream to more advanced products such as leather maintenance cream, product caring sprays and polishing wipes.

Reckitt Benckiser plc is a global consumer goods leader in health, hygiene and home. With a purpose of delivering innovative solutions for healthier lives and happier homes, RB is in the top 25 of companies listed on the London Stock Exchange. Many iconic brands such as Woolite, Finish, Durex, Dettol and others are part of the RB portfolio and are sold all over the world. RB total turnover reaches £10billion.

Pietercil is a sales and marketing group located in Belgium, Luxemburg, the Netherlands and France, representing as exclusive distributor or broker Fast Moving Consumer Goods (FMCG) brands in mass retail and other different channels. The privately held company was established in 1947, has a €280 million turnover, and employs 181 staff.

Icafin scanned the market of potential buyers and identified the right acquirer for this brand who would be interested to invest in the brand and who would honor a smooth but demanding transaction with Reckitt Benckiser.

Richard Neergaard, General Manager RB Benelux: „Didier started the project head-on and right from the start came up with an overview of all possible investors for this iconic brand. The project was closed in less than 3 months at the conditions that we had set ourselves as a target. We are very happy with the service that Icafin provided us with and hope we can work with them again in the future.”

The BMW Grégoir group buys the BMW Van Boom Group in a rapid 2 month transaction in order to maintain the business and keep the service of the customers at a high level. During this whole period of acquisition, due diligence and completion, the service of the companies remained at a high level and the continuation of the dealership was assured with the help of BMW Belgium. Icafin helped to smoothen the transaction and organized the purchase process maintaining a tight schedule.

2 young successful managers were contacted by the owner of Isoform NV with the question if they would be interested to buy his company.
Isoform is the leading converter of high-performance materials with more then two decades of experience. The production has state-of-the-art facilities for converting and die-cutting foams, textiles, seals, fibers and a wide range of plastics to almost any shape, format and application. They design and manufacture thermic, acoustic and anti-vibration insulation materials for the comfort and protection of people and buildings, equipment and vehicles. The company exists since 20 years and its products are sold all over the world.
Nicolas Leten and Tom Raes found it an incredible positive impulse to buy “their own” company. They had heard that Icafin had an impressive track record in organizing leverage management buy-outs and contacted Didier Vercruysse to do the job. Together they searched for the right equity partner, negotiated the letter of intent, drafted the sale and purchase agreement and organized the right banking facility. The first meetings took place in March and the eventual transaction was finalized at the end of September.

Nicolas Leten and Tom Raes: “We knew Isoform since quite some time, since Tom had worked there 5 years ago. The owner was looking for a partner to lift his company to a higher degree. Finally, he preferred to sell the company to us in order that we kept the company as an independent unit but also to secure most jobs of “his” personnel in the region of Harelbeke. In order to lead and manage the transaction and to advice us on the right financing elements, we needed someone who is hands-on and knew the Private Equity market well. Didier Vercruysse from Icafin was 100% behind us during this project. He was very professional during the negotiations with the seller. We recommend Icafin to everyone who wants to sell or buy a company.”

Micropole SA, a french IT company listed on Euronext Paris mandates Icafin to find the right company which fits in their expansion plans. They search for a company that is a professional in Business Intelligence and ask Icafin to help them in the process.
Icafin identified Velixis, a young and dynamic company implementing Business Intelligence solutions for their customers, such as Belfius and Coco-Cola. The management and shareholders wanted to join a larger group and the mix between the almost unlimited customer base of Micropole together with the professional expertise of Velixis proved to be a winning ticket.
Icafin organized the first contacts, developed and created a business plan, negotiated alongside Micropole for the purchase of the shares and screened the results of the due diligence process.
Yves Collinet and Jean-marc Toussaient, the former owners of Velixis remain in the company and are responsible for the management and strategic advice in their market. After one year, they talk about a great success and find that their business has boosted from the cooperation and integration with the existing organization of Micropole in Belgium, Oasis Consultants (who was also sold by Icafin to Micropole).

Yves Colinet, former shareholder of Velixis: “Velixis was a fast growing independent organization who needed the international vision of a larger listed group to grow even faster. Icafin presented us the Micropole group and the personal fit with Micropole’s management and its dedicated entrepreneurship during the negotiations was very convincing to close an interesting deal for ourselves, for our company and for our people. The first year has been a great success and we owe it to the professional expertise of Icafin that this deal has come through.”

GreenWatt (www.greenwatt.be), was founded in 2004 as a spin-off of the Belgian Université Catholique de Louvain (UCL), and designs, develops, commercializes and maintains locally integrated turn-key biogas installations for the agro-food and beverage industry. The biogas can be used as fuel in combined heat/power engines (cogeneration) or can be upgraded to natural gas quality bio-methane for injection in the natural gas grid. GreenWatt’s solution is a multistage anaerobic digestion process using proprietary technology that redefines the benchmarks for robustness, process stability and feed flexibility. Moreover, its installations enable the flexible digestion of organic waste without requiring the addition of animal manure, making them particularly well-suited for food-industry sites and allowing for valorization of the remaining fraction as bio-fertilizer. Target customers are farmers, food & beverage companies, food service companies, food retail and sustainable biomass users. Today, the company has a local footprint in the Benelux and France, where it has already signed up several customers. However, GreenWatt’s ambition is to further expand internationally.

Philippe Mengal, CEO of GreenWatt, commented: "GreenWatt is delighted to welcome Gimv-Agri+, Innogy Venture Capital and SRIW among its shareholders. After the successful proof of our concept and business model over the last two years, this substantial capital increase will allow us to accelerate the international expansion of GreenWatt. Our new investors will also provide valuable industrial connections to support our growth."

Bart Diels, Partner at Gimv responsible for Cleantech said: “GreenWatt’s waste-to-energy solution makes the exploitation of autonomous small to medium scale installations, which use captive feedstock, economically viable. They offer agri-food businesses a cost efficient solution to reduce energy and waste disposal costs by valorizing their organic waste streams. We are also very excited about co-investing with Innogy Venture Capital, the venture capital arm of Germany’s RWE, one of Europe’s leading electricity and gas companies. This will give GreenWatt a unique access to utilities, potential customers and technology suppliers. We are also grateful for the ongoing support of local and existing investors and together we are looking forward to supporting Philippe and his team’s growth plans."

Philippe Mengal adds: “ Benefiting from ICAFIN broad and in-depth experience and constant support, GreenWatt was able to execute a highly complex financing transaction. Only a genuinely independent advisor like ICAFIN is able to analyse and identify the optimal solution for its customers. Mr van der Heyden’s extensive network and in-depth understanding of investor needs proved to be indispensable for the placement of the capital increase with leading investors."

In 2003, a private investor together with Target Co-Investment Fund s.a. buys the company Maes Printing Solutions s.a.. Maes produces digital prints with sophisticated and modern printers for institutional clients and big corporate accounts such as IBM, Henkel, L’Oréal and BNP Parisbas Fortis. In 2011, the private investor, Manu Galot, decides to buy the 83% remaining shares that Target still holds. Together with Icafin they realize this transaction in a couple of months. Icafin was responsible for the negotiations, the valorization, the financing of the deal, the contract and assisted Manu Galot during this process whilst he could concentrate on managing his business.

Manu Galot on the cooperation with Icafin : "Icafin takes full responsibility from day one in this process. Together we were a team and I could minimalize my involvement in this transaction and could concentrate on my company. Target was a very valuable financial partner but this cooperation is by definition only temporarily. We were very happy when they accepted our offer. The service that Icafin gives is very dynamic and professional and it really gave a win-win situation throughout their involvement in this Corporate Finance transaction."

Sotrad Water was created in December 2009 by two partners with an extensive experience in Western Africa with the goal to provide access to drinking water for all. Sotrad Water develops, manufactures and markets mobile and semi-mobile water treatment units producing between 0,3 and 100 m3/h of drinking water from surface water. The Company proposes high-quality products, requiring little energy and almost no consumables combining high technologies including ultra-filtration membranes. The market of Sotrad Water is huge, ranging from drinking water for remote populations to process water for industries and equipment for emergency situations. The most promising markets are governments, international organizations and NGO’s.

In order to continue and to accelerate its commercial development, Sotrad Water was looking for investors ready to embark in this very ambitious and rewarding project and support the international growth of the Company. Only 4 months after Icafin started the mission, two new private investors committed to the project through convertible loans.

Jean-Charles de Muylder, founding partner and CEO of Sotrad Water: “The complete dedication and the experience of the Icafin team was a key determinant to our success. Icafin realized an outstanding job preparing a clear and structured confidential information memorandum, advising in the negotiation with our future partners and proposing creative solutions. The collaborative spirit of Icafin led us to a rapid closing that allowed us to concentrate on our business.”

Created by four partners having previously worked in international consultancy firms (KPMG and PWC), Ann Franssens, Stefaan Van de Ryck, Anouk Decock and Eric Hassenberg, OASIS Consultants (www.oasisconsultants.com) is based in Zaventem next to Brussels and is mainly active in Flanders. With a team of 40 consultants, OASIS Consultants is one of the few Gold Partners of SAP who attributes this qualification to their best and most active partners. The company implements among others SAP Business All-in-One solutions for SME and SMI including SAP’s BusinessObjects.

OASIS Consultants is active in sectors such as Life Sciences, Pharmaceuticals, Real Estate, High Tech, Public Sector, Telecom, Consumer Goods and Retail. Over the past 10 years numerous companies have worked together with the OASIS consultants who are known to be among the best on the Belgian market.

With more than 70 SAP integration projects referenced by OASIS Consultants, this external growth project gives a whole new dynamism for the ERP activities of Micropole SA (www.micropole.com). This company is listed on the Euronext Paris and has 1.200 employees who service around 800 customers (80% of the Parisian CAC40). This acquisition is paid in cash with part of it being reserved for an earn-out mechanism based on the sales and profitability performance of OASIS Consultants in the years to come.

Stefaan Van de Ryck, one of the four founders of OASIS Consultants, adds: “we finally chose for Icafin since their approach was more professional and more personal. This was confirmed throughout the process. 242 candidates were identified of which 140 were contacted in total confidentiality. Finally, 4 candidates were chosen to participate in the process and eventually we chose to team up with Micropole. We want to create quality relationships with our customers and our employees. This philosophy is in line with the one of Micropole, facilitating our partnership from day one. Icafin understood this from the beginning and the quality of their work, their professionalism and dynamism were an important asset throughout the realization of this project.”

Icafin closed a new capital increase of Voice-Insight, that will help the commercial development and international growth of the company.

Voice-Insight provides mobile workers with voice interaction solutions offering an unequalled productivity increase and ease of integration. Its applications are particularly suitable for warehouse logistics, Geographic Information Systems, maintenance, quality control and vehicle navigation.

The patented VQL™ (Voice Query Language) application of Voice-Insight solutions enable voice interaction with application software (like Warehouse Management System, Enterprise Resource Planning, Geographic Information System, Video On Demand) and in certain cases with sensors like GPS, Barcode readers, Radio Frequency Identification (RFID) tags, Digital Camera’s.

Charles Kemper, CEO of Voice-Insight: “The collaboration with Icafin started at a crucial moment for Voice-Insight: when products were deployed at references client’s sites and when the technical (robustness) and economical (ROI) proof of Voice-Insight solutions was achieved. The key was then to find new funding in order to invest in the commercial development and replicate past successes. The quality, competence and commitment of Icafin in this collaboration exceeded all expectations that I could initially have.”

TicTac Photo (www.tictacphoto.com) produces personalized photo products via internet such as photo books, calendars and prints.

The assets of the legal entity of TicTac Photo, Kordell & Kordell SA located in Forest, has been bought from the liquidator by the management of the company through a new constituted company, Hemera Photo.
Kordell & Kordell had experienced financial problems since a while since it operated through a a creditor’s protection program for over two years. The board of directors stopped all activities on August 31st 2010. Icafin helped the managers to organize this Management Buy Out (MBO) with the help of 2 external partners: Maes Printing Solutions sprl and Pierre-Paul De Beir. In a limited amount of time could this MBO be realized while other partners tried to do the same in this growing market of photo books and photo prints.

Nicolas Makaroff and Fabrice Fonder, managers and new shareholders: ”We were able to formulate our proposals through the structured approach of Icafin, which led to a succesful and fast conclusion of this deal. The knowledge of Icafin of a MBO gave us the time and confidence to continue to manage our company throughout the time of this complex transaction.”

Icafin has received the official acknowledgement of the NYSE Euronext to become a listing sponsor for the Alternext Brussels listing.

Icafin announces that the shareholder of BvD-IT Services SA, an SAP Service Provider with operations in Belgium and France, have sold all their shares to SOA People, an internationally renowned group specialized in the implementation of SAP solutions.

Since it foundation in 1988, BvD-IT Services has developed its consultancy activities around SAP solutions. As a SAP services partner in large accounts, SAP All-in-One partner in SMEs and BI (Business Intelligence) preferred partner of SAP, BvD-IT Services is a leading market player in the SAP integration business in Belgium.

BvD-IT Services has almost 100 employees and operates for prestigious customers active in institutional and private business.

Through this acquisition, SOA People strengthens its market position in SAP consultancy, thus becoming the first SAP service provider in Belgium and in Luxembourg.

Icafin was mandated by the sellers to do an industrial search and find an exit plan for all of the shares of BvD-IT Services SA.

Joël Pissoort, CEO of BvD-IT Services SA: “We are happy and proud to join forces with SOA People; the experience and competence of the group’s management team enabled SOA People, despite the current crisis, to build a healthy, prosperous and durable enterprise where human capital is key, which is a vital asset for our employees as well as for our customers.”

Icafin announces that it has managed and closed a capital increase for Xylowatt SA, aimed at financing the expansion and comforting the technological lead in wood gasification for Xylowatt.

Xylowatt was created in 2001 as a spin off of the Université Catholique de Louvain, and has developed in 2007 a unique technology for wood chips gasification with its NOTAR® xW300. This 300 KWe gasification and cogeneration unit has been designed to produce a virtually “tar free” gas able to match the requirements of the cogeneration engines. Today Xylowatt runs three such units in Belgium, and is currently assembling a fourth one for delivery in the UK in H1 2010.

This technological breakthrough allows Xylowatt to speed up its commercial development with three potential markets in sight: green electricity with wood gas cogeneration, carbon free gas for industry as substitutes to fossil energy, and decentralised power for less developed and emerging markets.

The € 6.5 Million will be used partly to finance further R&D expenditures as well as for supporting the commercial development of the company mostly via the funding of Xylowatt, a subsidiary dedicated to set up projects and to run cogeneration plants based on the Xylowatt technology.

The current transaction includes a € 4.5 million a new equity issuance subscribed partly by the existing shareholders, including VIVES, BAF, HAMON, and EBW, and new private shareholders including Laurent Minguet and Laurent Leveaux and for € 2 million by two governmental funds SFPI and SRIW who also provide € 2 million in the form of bonds with warrants on Xylergy.

Olivier Lefebvre, the Chairman of the Board, said: “Xylowatt is now well equipped to rollout its technology in the very promising biomass energy business, and bring its contribution to a carbon free and sustainable development”.

Icafin concluded in the summer of 2009 the sale of the assets of Cosanit to Facotherm SA. Cosanit is a Belgian distributor of sanitary equipment and has 4 sites in Belgium: Bièvre, Mons, Liège and Charleroi.

Cosanit is part of the French Group Groupe Pierre Henry, which specializes in high-end and industrial kitchens. The activity was not core anymore for the French group and Icafin found the suitable buyer and accompanied the sale in this complex process. Facotherm is a direct competitor to Cosanit and is a strong player in its market.

Norma Belgium sa, formerly Aba of Belgium and a subsidiary of Norma Group Gmbh started a factory back in 1974 to produce and sell clamps to connect hoses. Its applications were mainly for the automotive sector with all major car makers being customers. In 2006, 3i bought Norma from its family owners.

Due to the general difficult economic situation, the official Renault procedure was implemented at the Belgian location in September 2008 which was followed by a significant reduction of the work force in November of that year. Consequently, the company was stripped of all its assets and inventory and remains only a trading company.

On March 26th, 2009 Norma Belgium sold its premises to Cartonnages Delsaux.
Stephan Koenig, Executive Director HR Norma Group:

“Icafin did a professional job in combining the reorganization of the business with the management of the people and the transaction of the sale of the plant in difficult circumstances. They found the right balance throughout this project in shareholder’s value and the interest of personnel, customers and suppliers.”

Olivier Strelli designs and sells high scale (“haut de gamme”) apparel and accessories, both for women and men. The brand has a contemporary image and is characterized by the use of original materials, rich colours and sophisticated tailoring. The company sells its products through several channels of distribution to customers in Benelux, France, the Middle East and the Far East. Furthermore, the marketing into accessories, such as leather goods, shoes, watches, a perfume and bed linen has been very successful. The brand reports around EUR 45m of turnover.

Evercapital from France believed in the project and Mr Israël’s son, Olivier, together with Jacky Franco, Creative Director, were willing to co-invest in the new start through.

Icafin advised the seller, Nissim Israël. Evercapital was contacted in this process through a cooperation with Icafin’s corresponding office in Paris, Trianon Corporate Finance.

Nissim Israël:
“Icafin did a great job in pulling this project to a successful finish. They believed in the company and found the best possible buyer both for me as a seller and for the company’s future. Icafin made sure that the buyer will keep the identity of Olivier Strelli’s image and culture and used all their professional savoir-faire to put in place the financing of the Management Buy Out in full banking crisis. That’s what Icafin’s value added approach stands for.”