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00:00Grazie a tutti per essere qui questa mattina.
00:18Come vediamo, siamo qui per parlare un po' di un nuovo trend per l'Italia,
00:26che è uno dei investimenti per perpetua confonders.
00:36Actually, I will show you some figures.
00:41We already had some of those acquisitions,
00:45ma sono in crescita in numero,
00:48quindi noi vogliamo fare una speciale focus.
00:51And moreover, we are here with some new starting of the market,
00:58which are the founder of the Newport & Co, Amtel River.
01:04So we have Matt, just one second, I need glasses.
01:10Matthew Morris, which is the founder of Engine Parallel After River Partners,
01:13and his partner Gustav Hackensson, he's a peer principal.
01:20And then, I told you, Tom van der Hagen, and then Jimmy Clarini.
01:25And we are in the house of Andrea Lazzaretti,
01:29equity partner of RAS Studio Legale Rinaldi Associati.
01:32So we thank you very much for guesting us this afternoon.
01:37So, first of all, I'll leave you some minutes,
01:42because the law firm has a special focus on private equity,
01:47so just a few ideas on how the Italian market is going.
01:52Thank you.
01:52I don't know if this is the right microsoft, no?
01:55Because I know that there was some issue with the microphones.
01:59Can you hear us?
02:01Yes.
02:01Okay, perfect.
02:03That's fine.
02:04Okay, thank you for being here.
02:05I'm Andrea Lazzaretti from Rinaldi Associati Law Firm.
02:10We are a boutique this year.
02:12We are celebrating 30 years of our story.
02:16Mainly, we are a boutique specialized in M&A.
02:19We are part of PKEA Legal Group,
02:23that is an auditor group that now is specializing on legal services.
02:28When Stefania suggests us to organize this meeting with Newport,
02:35we found that it was a great opportunity,
02:38because we have been seeing an increase in number of these transactions.
02:43We are, in this moment, carrying out at least a couple of carve-out transactions,
02:49similar to those that Newport, as far as we understand,
02:53has completed now at least one of these transactions.
02:57So, for us, it was also an opportunity to understand why there is this increased number,
03:05because there is also, in legal markets, there is a sort of trend of fashion.
03:10There are some deals that, for a period of time, they start increasing.
03:14So, in our opinion, but maybe this is a really legal perspective,
03:21this has been due in the Italian market, at least as far as we are concerned,
03:25by some major changing in the Italian legislation.
03:31In the insolvency law, that has changed completely the approach,
03:35incentivating a sort of carve-out of a good business from the bad business,
03:40from the bad company, in order to save valuable assets.
03:46As you are aware, the EU Directive on Mobility has established a sort of uniform rules
03:54on carve-out operations, in particular, hive-down operations.
04:03But, in Italy, after implementing the European rules,
04:07we have even broadened the scope of the legislation,
04:12introducing some much more favorable regime for carve-out operations,
04:17that maybe you are aware of.
04:20In 2025, six months ago, a new law was implemented
04:25to enlarge the scope of the hive-down operations.
04:29So, last but not least,
04:34the ESG rules,
04:37in particular, the sustainability reporting rules,
04:41has forced the company to divest some of the activities that were not core
04:46and couldn't be included,
04:49or not economically included,
04:52in the sustainability report.
04:54And so, this opened another opportunity for the market to make a carve-out operations.
05:01Very interesting.
05:03From a legal point of view,
05:04but I will be really short,
05:06because I would like more to hear the experience of our friends of Newport,
05:12than to report my experience.
05:13The main issue is to distangle the business to be transferred,
05:20to understand which is the perimeter,
05:23at least in our operation,
05:24this is the challenge of all this carve-out operations.
05:28And to try to build up,
05:31sometimes it is quite difficult,
05:33to build up a standalone business,
05:36while usually this business is extremely interconnected with the other business of the company.
05:41So, sometimes instead of giving birth to a creature,
05:46you're giving birth to a monster.
05:48So, who deals with monsters requires some support,
05:52that usually is granted for a period,
05:54an initial period by a transitional service agreement,
05:57where you get the support,
06:00you don't know how much you pay.
06:02The support, if this is included or not,
06:04in the cost of the deal,
06:05but this is part of your expertise,
06:09to understand whether this cost can be transferred,
06:13or is transferred to the operation.
06:16Now, I don't want to waste more time on boring legal issues,
06:22so I will pass to you the button of the discussion.
06:26Thank you, Andrea.
06:27So, you said,
06:30this is a new trend,
06:36we have a lot of transactions,
06:41and the last one is here,
06:43we have Marco Monti,
06:45he is the managing director of Producti Bauman,
06:49and Producti Bauman has been the target,
06:52the first target of Newport,
06:54and we actually wrote about the deal just this morning,
06:59so we will hear from him also the experience.
07:04But just one sec to tell you,
07:09to give you some figures on the market.
07:11As a BBs, we have made a little search,
07:15which were the deals made by this kind of investors
07:23in the last years in Italy,
07:25and actually we counted 50,
07:27it's around 50,
07:28it's around 51 because of Bauman,
07:30and starting from 2012.
07:33And so actually they were more than expected,
07:36and they are increasing in number in the last few years.
07:40We have investors from the Nordic countries, obviously.
07:47So, but it's not just from them,
07:50also from Germany and also from France.
07:55So, the approach is always the same,
08:01so it's a permanent capital,
08:04and they want to buy and keep these targets
08:10and have them grow,
08:12giving the managers their own sort of independence.
08:17So, we will speak about this approach.
08:21And anyway, we are recording on the video,
08:23and we will write an article with all the details,
08:29and we will also include the tables of all these deals,
08:33if you are curious.
08:35So, I will start our discussion from the back of our screen,
08:41because we have Hampton River.
08:44Hampton River is a sort of private equity investor,
08:51but has a special focus.
08:53They are based in Texas, in Austin,
08:55and they have a special focus on perpetual compounders.
09:01And they also help teams, new teams,
09:04to start as they did with Newport.
09:07So, it is very interesting to hear from Matt,
09:11which is exactly the investment approach,
09:15how they, where they focus,
09:17how do you, Matt, decide to work to invest,
09:25and if you want to tell us something
09:27about your actual portfolios.
09:30Please.
09:31Sure.
09:31Well, first, thank you so much for having me virtually,
09:35and for welcoming us into the room.
09:38Gustav is on the line as well from Stockholm.
09:41I can tell you a little bit about Hampton River as a firm.
09:46So, our focus is very simple.
09:49We back exceptional operators and entrepreneurs
09:53to build acquisitive holding companies
09:58over a long period of time.
10:01We focus on a few choice sectors.
10:04So, thus far, we've invested in industrials.
10:08So, niche industrials, manufacturing,
10:11B2B services, and software.
10:14We find that these markets have very strong repeat demand,
10:19very high customer captivity,
10:22and we focus on backing exceptional leaders
10:26to go out and acquire businesses
10:28in these specific sectors.
10:30And we spend our time, all of our time,
10:33trying to find leaders who have an edge
10:36in acquiring and operating companies in these markets.
10:40And what we look to do is give them capital,
10:43governance structure, and a mandate
10:45to build something that compounds for decades
10:48rather than giving them capital,
10:51investing in something,
10:53and hoping that they sell it, you know,
10:55three to five years down the road.
10:57We're entirely different.
10:58We're really focused on very, very long-term investing.
11:04Thus far, we have, out of our fund,
11:07invested in the United States.
11:09But in Europe, we've invested in Italy and Germany.
11:14And we've also invested in the UK and Sweden.
11:19And, you know, when we think about geography,
11:22geography and the country are never really
11:24the starting point.
11:25It always begins with backing
11:29a really exceptional leader or team.
11:35And then we meet somebody with a clear philosophy,
11:38the right temperament,
11:39and a disciplined approach to M&A.
11:42We then look at the market around them
11:44and ask whether that place can support
11:47what they want to build
11:48and if we can be a helpful partner to them.
11:51So, you know, we met Tom and his team this summer,
11:57and it became pretty clear
11:59that they had a really strong edge in their market.
12:04We then studied the Italian market.
12:08And after spending time with Newport,
12:09it became clear that Italy was a really exciting place to invest.
12:14It's obviously one of the largest manufacturing countries.
12:18It has lots of small, mid-sized private companies,
12:21even more than Germany, France, and Spain.
12:24And Tom specifically had a lot of experience
12:28buying businesses both, you know, in Italy and across Europe.
12:33So when it became time to, you know,
12:37potentially make an investment with Newport,
12:40it became pretty clear
12:40that not only did we have a great, you know, leader
12:44and team to back,
12:45but also a really great market backdrop
12:48to build a strong business for the long term.
12:52So we're really excited about making the investment
12:55in Tom and Newport
12:58and believe the company will be very successful
13:01for many, many years to come.
13:05Okay, thanks, wonderful.
13:07Gustav, what is the case, you know,
13:11of making a curve out in US versus Europe?
13:16Which are the differences?
13:17Are there differences?
13:20You said, you invested in Germany.
13:23As Matt mentioned,
13:25I have to caveat my answer
13:27with first saying that I do live in Sweden.
13:31But the US is, of course,
13:34also made up of different states.
13:37And if you would have asked Matt,
13:38I'm sure you would have said
13:39that there are huge differences between them.
13:43But Europe's regulatory framework
13:45is much more diverse.
13:49And while the regulatory burden
13:51is unfortunate for Europe on the macro level,
13:55it does present interesting opportunities
13:58for people with expertise
14:00and the right networks within carve-outs.
14:05So uncertainty, higher costs,
14:08longer process timelines
14:09makes it harder for non-specialized players.
14:14And I shouldn't really speak for the US,
14:17and I'm sure it doesn't hurt
14:18to be specialized also over there,
14:21but it's likely so
14:23to an even further extent in Europe.
14:27And lastly, in the US,
14:28you can bump up against
14:29highly entrepreneurial individuals
14:32that do carve-outs.
14:34And we're not really seeing those players
14:36in Europe to the same degree.
14:40So the market might be a bit more beneficial
14:43for a player like Newport in Europe.
14:47Thank you.
14:48So let's come to Newport.
14:52So Tom, tell us,
14:54how did you decide
14:56to found this kind of investor?
15:01And tell us exactly
15:02something about the approach.
15:05You know, we have said that it's...
15:07You called yourself not the house for cave-outs.
15:09So why did you decide
15:11that cave-outs could be a good opportunity?
15:13in Italy
15:13and just something
15:15that can be more...
15:18It can be clearer
15:19for people to understand.
15:21You know,
15:22we are used to speak
15:24about private equity,
15:25traditional private equity,
15:26or, anyway,
15:27club deal or whatever,
15:28like different kind of vehicles,
15:29but with the same approach,
15:32you know,
15:32just buy and sell at the end.
15:34So I was working
15:35for a traditional private equity fund.
15:40Private equity funds
15:41are driven by investment cycles.
15:44So when they look at one investment,
15:47they always think,
15:49okay, how much money can I make
15:50out of this investment
15:52in five years?
15:54And carve-outs
15:56are notoriously difficult to sell.
15:59and it's a very speculative market
16:04with many speculative players
16:05without many players
16:09like having
16:11a permanent capital model.
16:14So our approach basically
16:17thinks in decades.
16:20So our objective
16:21is to basically
16:23build a flywheel
16:24and have net contributors
16:27to our cash flow
16:29to do more deals.
16:31So when we look at an investment,
16:33we always think,
16:34can this business work?
16:37Because we are not going to sell it.
16:39So the upside for sellers
16:44is having the same logic
16:46that a strategic buyer would have.
16:48So continuity,
16:50accountability,
16:51because you're not selling,
16:52so this thing has to work.
16:54And it's going to be accounted
16:56in your consolidated accounts,
16:58so you need to be accountable.
16:59but you have the same speed
17:02as a private equity firm,
17:03so strategic buyers
17:04are notoriously slow.
17:07But we are as fast
17:08as a PE fund.
17:10So that's basically
17:12the logic behind our model.
17:14Jimmy,
17:15I said something before
17:18about the fact that
17:20managers of the target
17:21that you buy,
17:22you are going to buy,
17:23are going to stay
17:24and to have a sort of independence.
17:26So can you tell us
17:28something more
17:29about the governance model
17:31that you are going to use
17:34and why do you think
17:36this is a plus,
17:37a very big plus
17:38for this kind of investment?
17:40Okay.
17:41Buonasera.
17:42So the model of Newport
17:45is based on acquiring companies
17:48that need to be decentralized.
17:52What does it mean decentralized?
17:53It means that the management team
17:55is, sorry,
17:58for the Maldigola
18:00is independent,
18:02autonomous in managing the company.
18:06This is really important.
18:08I will tell you why.
18:09but firstly,
18:12Bob, maybe you have read
18:14that we made
18:15with this first acquisition,
18:18we bought
18:19Prodotti Baumann SRL
18:22from Baumann Group.
18:24and basically,
18:26there is a first natural
18:28independent phenomenon
18:30that is the fact
18:32that this subsidiary
18:34is not even more linked
18:36to the headquarter,
18:39is independent by itself.
18:41So this is created already
18:43a kind of sense of autonomy
18:46that the management has.
18:50And this is important
18:51because we want
18:52that all portfolio companies
18:53become champions,
18:56independent champions,
18:57instead of being subsidiaries.
19:01From strictly
19:02taking into account
19:04the governance
19:05and from strictly
19:06point of view
19:06of this point of view,
19:08governance is made
19:09by three of us
19:11for this moment.
19:12So Tom is president,
19:13I'm CEO,
19:14Marco is on the board,
19:16he's general manager.
19:17and so there is not
19:20the decisions,
19:24the thinking,
19:25the decision,
19:25the action,
19:26it happens in the company,
19:28not on the holding,
19:29not on the company.
19:31So this approach,
19:32why this approach?
19:33First,
19:34in Newport,
19:36the team is very slim.
19:38We focus on two activities.
19:40One is acquisition
19:41and two is to
19:43set the root
19:45of the company
19:46that has been bought
19:48for the next months.
19:52And so
19:53we don't have
19:55objective,
19:58we don't be,
19:59we are not intended
20:00to be a corporation
20:01that manage finance,
20:03HR,
20:04IT
20:04in the portfolio companies.
20:06So that's why
20:07the decentralization
20:08is important.
20:10Another point
20:10is we want
20:11the management team
20:13to be,
20:14to take the ownership
20:15and to be,
20:17to feel,
20:17to be responsible,
20:18to be,
20:19to take all the,
20:22on their shoulder,
20:25the results
20:26of the company.
20:29So this is the,
20:31the reason why
20:32we,
20:33we approach a model
20:35of decentralization.
20:36and other point
20:37is related
20:38to the fact
20:38that we are not,
20:40we are not focusing
20:42on a specific sector.
20:44So
20:44Baumann,
20:46Proti Baumann
20:47is the first target
20:48in
20:48Springs,
20:51in Molle,
20:52but we are looking
20:54in other sectors
20:55and all this
20:58in the future
20:59with two,
21:00three companies
21:01per year,
21:01maybe even more,
21:03we want that
21:05all of them
21:06being dependent
21:07also to
21:09sustain
21:11potential risk
21:12in some sectors.
21:13So
21:13the fact
21:15that they are independent,
21:16they perform
21:17independently,
21:18it helps also
21:19to mitigate
21:19the risk
21:20of a portfolio
21:21that can be,
21:24if it's
21:24focused on one sector,
21:26can be
21:26too risky.
21:28So
21:28this is the,
21:30Thank you,
21:31Jamie.
21:32Matt,
21:32I come back to you
21:33and
21:34I was wondering,
21:36how do you
21:38understand
21:39that
21:39a new team
21:41like
21:42Newport is,
21:43is
21:44well suited
21:45for being
21:46a good
21:47serial acquirer
21:49and
21:50speaking about
21:51Newport,
21:53which are
21:54the differences
21:54from
21:56other
21:57other players,
21:59big players,
22:00no,
22:01in Italy
22:01like
22:02in Italy
22:03or in Europe,
22:03no,
22:03like
22:04in the trade
22:05and
22:05Lifco
22:06and
22:06and
22:07whatever,
22:08all these
22:08big
22:10players
22:11that are
22:11already there.
22:12So
22:12why
22:13do you
22:14think
22:14that
22:14Mutares
22:15is
22:15different?
22:18Maybe
22:19you are
22:19going to
22:19be big
22:20like
22:20Metallica.
22:22Why do
22:23you think
22:23Newport
22:24will be
22:25a good
22:26shot?
22:27Yeah,
22:28so I
22:28can answer
22:29that.
22:30When we
22:31back a
22:32team or
22:32an entrepreneur,
22:34there are a
22:35few things
22:35that we
22:36look for
22:36that I
22:37think are
22:38extremely rare.
22:40We speak
22:40to,
22:41you know,
22:42on average
22:42every year,
22:43probably 100
22:44or 200
22:44people looking
22:45to start
22:46businesses
22:47and it
22:48becomes
22:49pretty clear
22:49when you
22:49find a
22:50unique
22:50team
22:51or
22:51opportunity
22:52that
22:53stands out
22:53from the
22:54rest
22:54that you
22:54should
22:55push
22:56pretty hard
22:56to find
22:57a way
22:57to work
22:58together.
22:59The things
23:00that we
23:00look for
23:01are pretty
23:02simple to
23:02describe
23:03but are
23:03pretty rare.
23:04First,
23:05we look
23:05for real
23:07capital
23:07allocation
23:08judgment.
23:09The best
23:10serial
23:12acquirers
23:13tend to
23:14reinvest
23:14free cash
23:15flow
23:15every year
23:16for decades
23:16at very
23:18disciplined
23:20prices and
23:21operate the
23:21companies
23:22really well.
23:23So that
23:24requires not
23:25only an
23:25investor's
23:26mindset
23:26but a
23:27really
23:28patient
23:29investor's
23:31mindset
23:31and one
23:32that layers
23:33in investing
23:35and operations
23:36as a
23:37very
23:37joined
23:39force
23:40so to
23:40speak.
23:41The second
23:42is really
23:43important to
23:44back people
23:45and teams
23:46that have
23:46the right
23:47temperament
23:47to do
23:48this.
23:49As I
23:50just
23:51mentioned,
23:51these
23:52businesses
23:52are very
23:53hard to
23:53build and
23:54they take
23:55a long
23:55time to
23:56build.
23:57So the
23:57strongest
23:58operators
23:58in the
23:59space
23:59generally
23:59speaking
24:00are
24:00steady,
24:03patient,
24:04very frugal,
24:06they're
24:06unemotional,
24:07and they
24:08really trust
24:09their teams.
24:10So that's
24:11another key
24:12sort of
24:13personality
24:13trait that
24:14we look
24:14for in
24:15a team.
24:17Third,
24:18they really
24:19know how
24:19to build
24:19trust with
24:20sellers.
24:22In many
24:23cases,
24:23sellers are
24:24not optimizing
24:26for price.
24:27They really
24:27care about
24:28the people
24:29involved,
24:30continuity,
24:32they care
24:33about that
24:34employees will
24:35get taken
24:35care of after
24:36they sell
24:36the business.
24:38So in
24:39many cases,
24:40emotional
24:40intelligence
24:41from a
24:43serial
24:43acquirer
24:44team matters
24:45a lot,
24:47in many
24:47cases more
24:48than just
24:50being willing
24:50to pay the
24:50highest price.
24:53Lastly,
24:54what we look
24:54for is we
24:55look for
24:56teams that
24:57have successfully
24:58done this
24:59before.
24:59some people
25:02like to
25:02back more
25:03unproven
25:03teams that
25:05haven't really
25:06made acquisitions
25:08and successfully
25:09built businesses,
25:11but training
25:13inside a
25:14best-in-class
25:15serial acquirer
25:16or, in
25:17Newport's case,
25:18having done
25:19corporate carve-outs,
25:20it really
25:21matters.
25:22So generally
25:22speaking, we
25:23don't want to,
25:24I'd say,
25:25pay for
25:25somebody else's
25:26education.
25:27We want
25:27people who
25:28have already
25:29learned the
25:29hard way,
25:30they've learned
25:31the muscle
25:31memory of
25:32sourcing,
25:34closing,
25:35and operating
25:36small companies
25:36over many,
25:37many years,
25:38and in many
25:39cases have
25:39invested through
25:40different business
25:41cycles.
25:42So experience
25:43in doing this
25:44saves, I'd
25:46say, us from
25:47taking unnecessary
25:49risk and gives
25:50everybody a
25:51better chance of
25:52succeeding together.
25:54So in terms
25:54of how Newport
25:56differentiates,
25:57from, I'd
25:59say, the more
26:00traditional
26:00serial acquirers
26:01like Lifcoe,
26:02Indutrade,
26:03others that we
26:04look at are
26:04Constellation
26:05Software,
26:06Lager Grants.
26:07I'd say Newport
26:08is a little bit
26:09different in that
26:10their focus is
26:11entirely on
26:13corporate carve-outs.
26:14I think some
26:15of those other
26:16firms have
26:17episodically done
26:19carve-outs, but
26:20it really isn't
26:21a core focus
26:22area of theirs.
26:24In many cases,
26:25those firms are
26:26looking to buy
26:27I'd say very
26:30well-run, very
26:32efficiently run
26:32companies at the
26:34onset, whereas
26:35Newport, I think,
26:37will be, you
26:39know, essentially
26:40buying, focusing on
26:41corporate carve-outs,
26:42which require, I'd
26:45say, a little bit
26:45more help at the
26:46beginning from an
26:47operational standpoint
26:48in terms of getting
26:49everything running
26:50more smoothly.
26:52but at the end of
26:53the day, what we
26:54want to do is
26:55build each
26:57subsidiary into
26:58a well-functioning
27:01and very
27:02autonomous,
27:03empowered subsidiary
27:04for the long
27:05term.
27:06So we're going to
27:07take, I think,
27:08some lessons from
27:10the serial
27:11acquirers who've
27:12done this really
27:13well over the
27:14past many,
27:16many years,
27:16but Newport's
27:17definitely going to
27:18go about doing it
27:20in its own way.
27:22Thank you.
27:23Thank you, Matt.
27:24Gustav, one more
27:26word about how
27:28Hampton River
27:30supports the
27:31serial acquirers
27:33team where
27:34you invest.
27:36I mean, you
27:37put the money
27:38after you have
27:38decided that the
27:40team is very
27:41good, but then
27:42how do you
27:42stay with them?
27:44Maybe how do
27:45you work?
27:46And maybe you
27:47work also together
27:48with the
27:49also the
27:50CEOs of
27:51your targets,
27:53but also
27:53with the
27:55CEOs of the
27:56targets of the
27:56target.
27:57I don't know.
27:58I mean, you
27:58tell us something
27:59more, please.
28:01So I didn't
28:02catch all of
28:03that, but I
28:04believe you
28:04asked how we
28:05support the
28:07clients we
28:08invest in and
28:08specifically
28:09Newport in
28:11this case.
28:11Is that
28:12correct?
28:13Yes, it is.
28:13Yeah, so
28:16first of all,
28:18we try to do
28:19no harm,
28:21which is
28:22easier said
28:23than done.
28:23We all have
28:24egos.
28:25It feels good
28:26to meddle
28:27oftentimes too
28:29much, but we
28:31try to lean
28:31more to the
28:32Socratic method,
28:34and we really
28:36want our CEOs
28:37and founders
28:38and their teams
28:38to feel fully
28:39responsible for
28:41the decisions
28:42such that they
28:43can't go back
28:44to us and
28:45say, hey, it's
28:46your fault that
28:48this or that
28:48happened.
28:51And of course,
28:52we try to
28:53steer them to
28:54what we feel
28:55is a sound
28:56move, but it's
28:58very much on
28:59that philosophy
29:00of autonomous
29:02leadership and
29:05decentralization
29:06where they get
29:07a lot of
29:08responsibility.
29:09And second,
29:12we do help
29:14with sharing
29:15ideas to
29:15that effect
29:16among the
29:17founders that
29:17we backed.
29:19They can chat
29:20with each other,
29:21meet up in
29:22person,
29:23like sharing
29:25sourcing
29:25strategies,
29:27tools,
29:28with help
29:29with recruiting
29:30and like the
29:32sharing of
29:33relevant data
29:34points.
29:36So essentially,
29:37we're a
29:37sounding board
29:38for acquisitions
29:39and operations
29:41and we're
29:43trying to
29:44consistently
29:45look beyond
29:47the surface
29:48level EBTA
29:50multiples and
29:51really dig
29:52deep and
29:53understand the
29:54actual value
29:55inherent in
29:57potential assets
29:59that we want
29:59to acquire
30:00and the
30:01potential for
30:02further growth.
30:03for example,
30:05it can
30:06oftentimes be
30:07easier within
30:08the wider
30:10umbrella of
30:11a hold
30:12code and
30:12like below
30:15the Newport
30:16entity in
30:17this example
30:18to have the
30:19muscles and
30:20willingness to
30:22jump on
30:23opportunities
30:24for growth
30:26that have
30:26previously been
30:28viewed as
30:28risks when
30:30only
30:31the operator
30:34know that
30:34they only
30:35have this
30:35one small
30:36company that
30:37is making
30:38a certain
30:39investment
30:39or otherwise
30:40trying to
30:41target new
30:42customer segments
30:43or markets.
30:45And it
30:46really has
30:46such impressive
30:48precision
30:48manufacturing,
30:50craftsmanship
30:50and other
30:52areas that
30:53they are
30:53world class
30:54in.
30:54but sometimes
30:55there is
30:56room for
30:57perhaps taking
30:59a more
30:59growth-oriented
31:00view as
31:01well.
31:02So thank
31:03you,
31:03Augusta.
31:04Now,
31:05let's speak
31:06with Marco
31:08Mondi.
31:09So we have
31:10said something
31:11about
31:11product development
31:12and this is,
31:14as I told you
31:14before,
31:15this is the
31:16first target,
31:17the first
31:17care route
31:18of Newport.
31:19So please
31:21tell us
31:21something
31:22at the beginning
31:23about the
31:24company,
31:25which used
31:26to be a
31:26business
31:27unit,
31:27now it's
31:27a company,
31:28and how
31:30the deal
31:31was born.
31:32Why at
31:33the end
31:34Baumann
31:35decided to
31:36sell to
31:37Newport,
31:38not to
31:38a private
31:39equity,
31:39not to
31:40a trade
31:40buyer?
31:41So how
31:42all the
31:43deal
31:44was born?
31:45Thank you.
31:45Good morning,
31:46good afternoon,
31:47good night
31:47to everybody.
31:49So I would
31:51say everything
31:52started one
31:53year ago,
31:54more or less,
31:54in December.
31:56They informed
31:57me,
31:58Baumann,
31:59CEO informed
32:00me about
32:00the possibility
32:01that Baumann
32:03was no more
32:04interested in
32:05continuing
32:07with Baumann
32:08Italy.
32:09Baumann Italy
32:10at the end
32:11is one of
32:11their facilities.
32:12They have
32:1210 facilities
32:13around the world
32:14was one of
32:16them,
32:16and to be
32:18honest,
32:18was also
32:19the longest
32:20company that
32:22they had
32:23for a long
32:25time,
32:25because it
32:26was founded
32:2680 years ago,
32:29and it was
32:29their first
32:30investment out
32:31of Switzerland,
32:32because they
32:33are based in
32:34Switzerland.
32:36And so for
32:36them was also
32:37a sort of
32:38pain,
32:39because at the
32:40end it's
32:40something that
32:41you never
32:42want to do.
32:43and why
32:46they decided,
32:47first of all,
32:48you know,
32:49we are in
32:51the automotive
32:52business,
32:53and especially
32:55one year ago,
32:57there was
32:57lots of
32:58rumors in
32:59the market
32:59about
33:00these investments
33:02in Germany,
33:05you know,
33:06Bosch,
33:06Volkswagen,
33:07the market
33:08was really
33:09underpinned,
33:10underpinned,
33:11and at
33:13the end
33:13of the
33:13story,
33:14Baumann
33:15has
33:15capacity,
33:16excess of
33:17capacity,
33:18and so
33:18they thought
33:20that one
33:21of the
33:22options
33:22was to
33:23reduce
33:24their
33:25capacity,
33:27and
33:27at the
33:29beginning,
33:30I would say,
33:31there was the
33:31option also
33:32to close
33:32the company,
33:33to be very
33:34honest,
33:35and
33:36me,
33:38myself,
33:38and the
33:39management
33:39team that
33:40was informed
33:41about this
33:42scenario and
33:43option,
33:45were so
33:46convinced that
33:47the fundamental
33:48of the
33:49company were
33:49still good,
33:51and there
33:52was a lot of
33:52options to
33:53develop the
33:54business in
33:54the future,
33:55and one of
33:56the reasons
33:56why the
33:57business was
33:58not grown in
33:59the last
34:00five,
34:01ten years,
34:01I'm there in
34:02the company
34:03for three
34:04years,
34:04so not so
34:05long,
34:06is was that
34:07the focus of
34:08the mother
34:09company was
34:10not so,
34:11as we say,
34:13dedicated,
34:14and the
34:16intention of
34:18the group
34:20was to
34:21dedicate their
34:22efforts,
34:22their investments,
34:23in a different
34:24area,
34:25in the medical,
34:26for instance,
34:27or in the
34:29contact elements,
34:31and less in the
34:32pure automotive
34:33business,
34:33so,
34:34we combine
34:38these two
34:39things,
34:40and say,
34:40why don't we
34:41look in the
34:42market if there
34:43is someone that
34:43wants to buy the
34:45company,
34:46and because we
34:47strongly believe in
34:49what we are doing,
34:51and that the
34:52possibility of the
34:52company to grow,
34:54with a different,
34:55let's say,
34:57probably a different
34:58owner,
34:59to take care,
35:01to invest,
35:03to take care,
35:04to invest also
35:04time and
35:05efforts,
35:06and so,
35:07I would say,
35:09in the beginning,
35:10they were not so
35:11convinced that
35:12this will go to
35:14a good end,
35:16but we were,
35:17and so,
35:18we look in the
35:19market,
35:20there were
35:20different options,
35:22and,
35:23yes,
35:24and,
35:24and at the end,
35:27everything
35:27ended in a good
35:32way,
35:32because here we
35:34are,
35:35to say that
35:36everything went
35:39well,
35:40and one important
35:42thing is that the
35:43management,
35:45my also management
35:46team,
35:47was still,
35:50say,
35:52on board,
35:53also after the
35:55communication,
35:56that there was
35:57something that
35:58may be dangerous
35:59in the future of
36:00the company,
36:01but they were
36:01really very
36:02convinced,
36:03and they believe
36:04in the,
36:05in what they were
36:06doing,
36:07and in the future
36:08of the company,
36:09and so,
36:09all the team
36:10remains compact
36:12and,
36:12and,
36:13strong to restart,
36:16or to start
36:18a new,
36:19a new,
36:20a new adventure.
36:22Just one more
36:23question,
36:24how your
36:27interests
36:28as a manager
36:29are aligned
36:30with the,
36:31with the companies
36:31and with the
36:32Newport ones?
36:33Yeah,
36:34of course,
36:35there were
36:36different options
36:37in the,
36:37the selection
36:38of the,
36:39of the ones
36:40who sell
36:41the company,
36:42and I will say
36:43that with Newport,
36:44first of all,
36:46we appreciate
36:48a lot
36:48of the,
36:49the energy
36:50and the,
36:52let's me say,
36:53the,
36:53the,
36:53the,
36:54the wish,
36:55you know,
36:56to be part
36:56of the team
36:57and of the group,
36:58and this is very
36:59important,
37:00because when you feel
37:00it,
37:01at the end of the story,
37:03it's not only
37:04a selling operation,
37:05but it's something
37:05that needs to be,
37:08let's me say,
37:09shared,
37:10all the people
37:11need to be engaged,
37:12you know,
37:13personally
37:14and emotionally,
37:15and this was
37:16important
37:17from the beginning.
37:19Secondly,
37:20one of the fears
37:21is,
37:21okay,
37:22comes in
37:23private equity
37:24and investor
37:24and he stays
37:26for two,
37:26three years
37:27and then he sells,
37:28but this was
37:29clear from the beginning
37:30that the intention
37:30of Newport
37:31was not to sell
37:32in two or three years,
37:33but to build together
37:34with a company
37:35a future,
37:36an important future,
37:37and this is
37:37absolutely important
37:40to,
37:40let's me say,
37:41give the confidence
37:43to the people
37:43that this will
37:44really be true
37:47and we will work
37:50together.
37:52Another thing
37:52that is also important
37:53is that they
37:54thought that the team
37:56was strong
37:57and they believe
37:58and that they
37:58trust the team,
38:00they trust our plan
38:01because we already
38:02have a business plan
38:04for the future
38:05and they trust it,
38:06okay,
38:07they challenge a little bit,
38:08but they trust it.
38:11it's normal,
38:13but they trust it
38:14and so it was done
38:17by us,
38:17not it was done
38:18by them.
38:19This is also
38:20very important
38:20that so all of this
38:23has created
38:24the good,
38:26let's say,
38:27feeling between
38:29the people
38:29and also the plan.
38:31Thank you,
38:31Mario.
38:32So this is
38:33his point of view
38:34from the story.
38:35Now tell us
38:36your point of view.
38:37So how it came
38:39that you met
38:40Bauman
38:40and you decided
38:41that this was
38:43the good first deal
38:44for Newport?
38:46Well,
38:46how we met Bauman
38:48is because of
38:48these two guys there.
38:52Well,
38:53when we look
38:55at carve-outs,
38:57there are certain
38:58things that are
39:00pretty common
39:01in carve-outs,
39:02which is
39:02they normally
39:03have very strong
39:05management,
39:06educated,
39:07with good
39:10system
39:10and processes
39:11and they speak
39:12languages
39:12and they're
39:14fairly well
39:15structured.
39:17And this was
39:17the case.
39:19And Bauman
39:19had also
39:20a very clear
39:21USP.
39:23So they have
39:24two product lines
39:25in two niches
39:26with very few
39:28competitors,
39:28like five
39:29competitors
39:29in one
39:30and only two
39:31competitors
39:32in the other
39:32product line.
39:34So those
39:35were like
39:35the pillars
39:37on which
39:39we built
39:39our case
39:41and why
39:41we liked it.
39:42it was a
39:44company,
39:44it is a
39:45company,
39:45that is
39:47performing
39:47decently,
39:50but with
39:51very clear
39:52upsides.
39:55And,
39:55you know,
39:56strong USP
39:57and strong
39:58management
39:58were backed
39:59by growing
40:01or the
40:02backlog,
40:03which actually
40:04projects the
40:05company with
40:06growing revenues
40:07in the next
40:07three years
40:08in a difficult
40:09market,
40:10which is
40:10automotive.
40:11so these
40:13are like
40:14clear indicators
40:15that this is
40:15a very resilient
40:16business
40:17with group
40:18management
40:19and we think
40:20that this
40:20will be
40:21a very good
40:22contributor
40:23to the
40:24new pod cause
40:25which is
40:25buying more
40:26companies
40:27and,
40:28you know,
40:29build
40:29a permanent
40:31home for
40:31these small
40:32medium-sized
40:34non-core
40:34businesses.
40:35And,
40:35finally,
40:36Jimmy,
40:37so what's
40:37your plan
40:38for the next
40:38100 days?
40:40Well,
40:41the plan,
40:42firstly,
40:43we start
40:45working on
40:45a business
40:46plan
40:46before the
40:47closing.
40:47Also,
40:48we had a lot
40:48of meetings.
40:51As Marcos
40:52said,
40:52we already
40:53have the budget
40:54and the business
40:54plan.
40:55It's also
40:56because they
40:56already work
40:57before us
40:58and with us
40:59for this.
41:00business.
41:01So,
41:02there is a
41:04clear business
41:05plan,
41:05clear objectives.
41:07I don't tell
41:08you a secret
41:08if we measure
41:10EBDA and
41:11cash flow.
41:12So,
41:12this is
41:12obviously
41:14the
41:16common
41:18side
41:20of this
41:20type of
41:21operations,
41:23of this
41:23type of
41:24deal,
41:24is that
41:25usually the
41:26management
41:26of
41:27international
41:28corporation
41:29works only
41:30with the
41:31profit and
41:31loss.
41:32We add
41:33another
41:34dimension,
41:35which is
41:35the
41:36networking
41:36capital,
41:37which is
41:37cash flow,
41:38which is a
41:39dimension on
41:40which,
41:41by the way,
41:42the management
41:42has a
41:43long-term
41:44incentive plan.
41:45So,
41:46on this,
41:49I think
41:49they are
41:49quite
41:50motivated,
41:51not only
41:52for an
41:52MBO
41:53traditional,
41:54but also
41:54on a
41:55five-year
41:55plan.
41:57The
41:58first
41:58100
41:59days
42:00are
42:01based
42:01on
42:01some
42:02chapters.
42:04Firstly,
42:05obviously,
42:06it's about
42:06controlling,
42:08monitoring
42:09all
42:10objectives
42:11and
42:11KPIs.
42:13We
42:13have
42:14chapter
42:17related
42:18to
42:18HR,
42:19so
42:19we
42:20are,
42:21everybody
42:22confirms
42:23we are
42:24not
42:24going
42:24to
42:25restructure,
42:26we are
42:26only
42:27going
42:27to
42:27give
42:27more
42:28responsibilities,
42:29so
42:29people
42:29will
42:30have
42:30a
42:30new
42:31title,
42:32which
42:32is
42:32in
42:33the
42:34Italian
42:34organigram.
42:36We
42:36have
42:36a
42:36chapter
42:37related
42:37to
42:37sales.
42:40The
42:41subsidiary
42:42until
42:42now
42:43was
42:43receive
42:44orders
42:45by
42:46global
42:46accounts.
42:48Now
42:48we
42:48have
42:49100%
42:51dedicated
42:51sales
42:52persons,
42:52so
42:52this
42:53will
42:54give
42:54us
42:55upside
42:56on
42:57sales.
42:58We
42:58have
42:58chapters
42:58on
42:59operation,
42:59of course.
43:01We have
43:01a chapter
43:01on
43:04IT,
43:05we have
43:06a
43:06TSA,
43:07but we
43:09need
43:09to
43:10detach
43:11all the
43:14softwares
43:15from the
43:15headquarter.
43:17This
43:17is the
43:17only piece
43:18that
43:18is a
43:20little bit
43:21tricky,
43:21I would
43:22say,
43:22because the
43:22rest of
43:22the
43:23company
43:23is
43:24independent
43:24in
43:25its
43:25functions.
43:25Then
43:27we
43:27have
43:27a
43:27chapter
43:27related
43:28to
43:29vision,
43:30mission
43:30and
43:31values.
43:33So today
43:34on the
43:34walls
43:34we have
43:35the
43:35values
43:36of
43:36the
43:36headquarter,
43:37of
43:38Switzerland
43:38headquarter,
43:39so we
43:39have to
43:40take out
43:40this
43:41declaration
43:43and to
43:45put
43:46in a
43:47way
43:48some
43:48values
43:49of
43:50Newport,
43:50which
43:50is
43:51independent
43:51entrepreneurship
43:52and
43:54we need
43:54also
43:55to
43:55take out
43:56the
43:56values
43:56of
43:57a
43:57company
43:58that
43:58has
43:5880
43:59years
43:59of
44:00life
44:01and
44:02this
44:04is
44:04something
44:05that
44:05we
44:06will
44:06do
44:06in
44:06the
44:07next
44:07weeks
44:08in
44:08the
44:08next
44:09months
44:09to
44:10work
44:10together
44:10we
44:11will
44:11change
44:12the
44:12name
44:13we
44:16already
44:17find
44:18and
44:18they
44:18decide
44:19the
44:20name
44:20we
44:21already
44:21have
44:21a
44:21name
44:22can
44:22you
44:22tell us
44:23no
44:23no
44:23no
44:23we
44:24cannot
44:24so
44:26we
44:26will
44:26change
44:27also
44:29this
44:29will
44:31change
44:31in
44:31a
44:32certain
44:32way
44:32the
44:32identity
44:33of
44:34the
44:34company
44:35it
44:35will
44:35help
44:35to
44:36create
44:36again
44:36a
44:37kind
44:37of
44:37declaration
44:38of
44:39dependency
44:39from
44:41the
44:41past
44:42so
44:42the
44:43first
44:43100
44:43days
44:44this
44:45is
44:45my
44:45role
44:45is
44:45to
44:46set
44:48together
44:48with
44:48the
44:48management
44:49these
44:49priorities
44:50and
44:50in
44:51order
44:52to
44:52have
44:52even
44:55stronger
44:56independent
44:56company
44:58management
44:59thank you
45:00jimmy
45:00so
45:01andrea
45:01what's
45:02your
45:02idea
45:03about
45:04this
45:04kind
45:05of
45:05investors
45:06coming
45:07to
45:07italy
45:08when
45:09when there
45:09are
45:09this
45:09thank you
45:10for
45:10sharing
45:11this
45:11adventure
45:12as you
45:12called
45:13it
45:13because
45:13it's
45:14really
45:14exciting
45:14usually
45:16when
45:17I hear
45:18this
45:18kind
45:19of
45:19presentation
45:20try to
45:20catch
45:21some
45:21crucial
45:22words
45:22that you
45:23have
45:23been
45:23said
45:24and
45:25the
45:25things
45:26that you
45:27have
45:27repeated
45:27more
45:28is
45:28leaders
45:29team
45:30trust
45:30long
45:31term
45:31investment
45:33that are
45:34unusual
45:34in
45:34equity
45:35funds
45:35you
45:36mentioned
45:37twice
45:38once
45:40to
45:40criticise
45:41as
45:41the
45:42sole
45:42way
45:42of
45:43estimating
45:43and the
45:43other
45:44to say
45:44that
45:45will be
45:46one of
45:46the
45:46concerns
45:49that you
45:50target
45:51but is
45:51not
45:51the main
45:52concern
45:52it's
45:53a way
45:54of
45:54evaluating
45:55not
45:55the way
45:56of
45:56defining
45:59the business
46:00that is
46:00a completely
46:01different
46:01approach
46:02so
46:02I'm
46:05excited
46:05of
46:05your
46:06experience
46:06so
46:06good
46:07luck
46:07for
46:07your
46:07experience
46:08I
46:08think
46:09that
46:09is
46:09very
46:09interesting
46:10sounds
46:12a little
46:12like
46:12I was
46:13sharing
46:13with him
46:13my
46:14perception
46:15as
46:15an
46:16operation
46:16more
46:17of
46:17management
46:18buyout
46:19supported
46:20by
46:21a
46:22qualified
46:22operator
46:23more
46:23than
46:23a
46:24proper
46:25carveout
46:26but
46:26this
46:27is
46:27a
46:27legal
46:27impression
46:28not
46:28we
46:29like
46:29we
46:30can
46:30give
46:30to
46:31things
46:32whatever
46:32names
46:33so
46:34it
46:35seems
46:35more
46:36that
46:36is
46:36as
46:37you
46:37said
46:37to
46:38build
46:38together
46:39this
46:40adventure
46:40that
46:41is
46:41the
46:41best
46:42way
46:42to
46:42define
46:43this
46:44deal
46:45so
46:45good
46:45luck
46:46and
46:46we'll be
46:47here
46:47to
46:48support
46:48you
46:48when
46:49needed
46:49so
46:50thank
46:51you
46:51thank
46:51you
46:51to
46:52everybody
46:52for
46:53having
46:54been
46:54here
46:55thank
46:55you
46:56to
46:56Matt
46:58and
46:58Gustav
46:58connected
46:59from
47:00abroad
47:00so
47:01you
47:02will
47:02see
47:03any
47:04article
47:04on
47:04BBC
47:04in
47:05the
47:05next
47:05few
47:05days
47:06and
47:06also
47:06you
47:07can
47:07see
47:07again
47:08the
47:08video
47:08and
47:09so
47:09thank
47:09you
47:10again
47:10for
47:10having
47:11been
47:11here
47:12ciao
47:12tutti
47:12grazie
47:13ciao
47:14grazie