Gözde GİRİŞİM SERMAYESİ YATIRIM ORTAKLIKLIĞI A.Ş.

GÖZDE GİRİŞİM SERMAYESİ
Investor Presentation
GÖZDE GİRİŞİM SERMAYESİ
•
•
•
•
Established in January 2010, Gözde is a publicly traded
private equity investment company which directs its capital
mainly to venture capital and private equity type
investments.
Shareholder Structure
25,05%
Through its team of investment and operations
professionals, Gözde specializes in providing both financial
resources and operational expertise to help to transform
promising/prospective companies into industry leaders for
long-term success and value creation vis-a-vis an
entrepreneurial vision.
Gözde is headquartered in Istanbul and is a subsidiary of
Yıldız Holding A.Ş., the leading conglomerate in the food
and beverage businesses in Turkey.
Gözde is one of the five publicly traded private equity
investment companies on the Istanbul Stock Exchange and
is the biggest by market capitalization, portfolio value and
total asset size.
34,07%
Murat Ülker
Yıldız Holding A.Ş.
Ahsen Özokur
Other
19,93%
20,96%
•
The Company's share capital is now 134
million TL after the rights issue with a
registered capital of 1 billion TL which will
give the opportunity to enlarge the capital
base should the business climate requires so.
OUR ENTREPRENEURIAL SPIRIT BROUGHT CONTINUED
GROWTH
2010
• Established through spin
off of FFK and Kaynak
Finansal shares
• 10,25% of TKFB
acquired in September
2010
2011
• Acquired 67% of Exper
• Increased stake in TFKB
to 13,69%
• Acquired 62,3% of
Medyasoft
• Acquisition of Şok
Marketler completed
• Acquisitions of Karma
and Üç Yıldız completed
2012
• 51% of Kümaş acquired
• 30,59% of Makina
Takım acquired
• 51% of Alartes
acquired
As of 31.12.2012
10
Portfolio Companies
1,3B TL
Total Assets
423M TL
SHE
75,6M TL
Net Profit
WORKING OUR STRATEGY TO CREATE VALUE
Focusing on
Attractive
Sectors
Investing in Profitable
Growth Opportunities
Pursuing Profitable
Growth Drivers
Shareholder Value Creation
Exiting at the right time with
the right model driving
maximum gain
EXPERIENCED MANAGEMENT TEAM
Board of Directors
Murat Ülker
Chairman of the Board
Mehmet Atila Kurama
Deputy Chairman of the Board
Hüseyin Avni Metinkale
Board Member
Ali Ülker
Board Member
H. Cem Karakaş
Board Member and CEO
Cafer Fındıkoğlu
Board Member
Ziyaeddin Selçuk Maruflu
Board Member (Independent)
Nazım Ekren
Board Member (Independent)
Investment
Audit
Corporate Governance
Committee
Committee
Committee
M&A AND
VENTURE CAPITAL
MARKET IN TURKEY
TURKISH M&A MARKET AT A GLANCE
The Turkish M&A
market again
witnessed a
remarkable year in
2012. Despite GDP
growth slowing from
the high levels of
2010 and 2011,
deal volume has
grown to c. US$28
billion through 259
deals, an all-time
high in terms of
number of deals and
a volume similar to
the pre-crisis peak
achieved in 2005.
Year
2008
2009
2010
2011
2012
Deal Number
169
101
190
237
259
Deal Volume
$16,2B
$5,2B
$17,3B
$15B
$28B
32%
23%
17%
7%
43%
Privatizations/Share in Total
Foreign Investors
85% of
deal value
43% of
60% of
deal value deal value
74% of
deal value
46% of
deal value
Financial Investors
30% of
deal value
13% of
5% of
deal value deal value
8% of
deal value
6% of
deal value
Av. Deal Size
Share of Largest 10 Deals in Total Volume
Largest Deal Value/Share in Total
$100M
$51M
$91M
$63M
$108M
69%
44%
61%
56%
75%
$2,1B
(Genel Enerji)
$5,7B
(Bridges&Highways)
$3,1B
(Migros)
$485M
$5,8B
(Osmangazi) (Garanti)
Source: Deloitte
TOP 10 DEALS
(Based on disclosed value)
Acquirer
Koç - UEM - Gözde Consortium
The privatization of
highways and
bridges amounted
$5,7B in 2012.
This deal alone
comprised 20% of
the total deal
volume in 2012 in
Turkey however it
was cancelled.
Origin
Target
Turkey/Malasia Highways and Bridges
Sector
Stake (%) Deal Value
Infrastructure
100
$5,7B
Sberbank
Russia
Denizbank
Financial Services
99,9
$3,8B
Çelikler İnşaat
Turkey
Seyitömer Power Plant
Energy
100
$2,2B
Cengiz - Kolin - Limak Consortium
Turkey
Boğaziçi Power Dist.
Energy
100
$1,9B
UK
Anadolu Efes
Food & Beverage
24
$1,9B
Elsan - Tümaş - Karaçay Consortium
Turkey
Gediz Power Dist.
Energy
100
$1,2B
Aeroports de Paris Group
France
TAV Havalimanları
Infrastructure
0
$874 mn
USA
Mustafa Nevzat İlaç
Pharmaceuticals
95,6
$669 mn
Cengiz - Kolin - Limak Consortium
Turkey
Akdeniz Power Dist.
Energy
100
$546 mn
Burgan Bank
Kuwait
Eurobank Tekfen
Financial Services
99,3
$359 mn
SAB Miller
Amgen
Source: Deloitte
Major Portfolio Companies
PORTFOLIO OVERVIEW
GOZDE
Financial
Services
Retail
Resources
Infrastructure/
Industrial
FMCG
TFKB
Şok Marketler
Karma
Makina Takım
Azmüsebat
11,57%
Albaraka Türk
<1%
Kuveyt Türk
<1%
39%
99,9%
Üç Yıldız
99,9%
Kümaş
60%
48,81%
Ak Alev
38,25%
Full Consolidation
51%
Financial Investment
Saf GYO
<1%
Alartes
51%
ŞOK MARKETLER
•
+1600 stores in 69
cities across Turkey.
220K square meters
•
of total net sales
area.
250K square meters
of storage space at 8
logistics centers.
1200 – SKU.
In addition to well
known brands,
exclusive brands such
as Piyale, Evin, Mis,
Mintax, Amigo.
Gözde Girişim’s share
in Şok Marketler’s
capital is 39%.
•
Established in 1995, Şok Marketler Ticaret A.Ş. (Şok) operates a chain of discount
stores in Turkey, providing consumers with a selection of competitively priced
merchandise, including consumables, seasonal and some other food and non food
products in convenient neighborhood stores.
Merchandise includes high quality national brands from leading manufacturers, as
well as comparable quality exclusive label brand selections with prices at discount
to national brands.
Şok provides customers with quality merchandise at everyday low prices
KÜMAŞ MANYEZİT
Largest sinter
magnesite and
dolomite production
in Turkey and
Eastern Europe.
•
•
18 magnesite and
dolomite field and
44 mine.
110 million tons of
magnesite ore
reserves and 95
million tons of
dolomite ore
reserves.
Gözde Girişim’s
share in Kümaş
Manyezit’s capital is
51%.
•
Established in 1972 Kümaş is the leading producer of dead burnt magnesite, fused
magnesite, refractory brick and refractory mortar in Turkey. Kümaş is a fully
integrated refractory supplier mainly for steel, cement, nonferrous, lime, glass,
copper and refractory industries.
Kümaş is located in Midwestern Turkey near the city of Kütahya, the location is
famous as being one of the most valuable sources of magnesite ore in the world.
Kümaş has 110 million tons magnesite ore (50% of total reserves in Turkey) and 95
million tons dolomite ore (20% of total reserves in Turkey) reserves.
Kümaş provides raw material needs from 18 different magnesite and dolomite
fields at 44 mines located in Eskişehir – Bilecik – Kütahya triangle.
MAKİNA TAKIM
First and biggest
cutting tool
manufacturer in
Turkey.
One of the oldest
and well known
companies in the
Turkish Industry. 55
years of experience.
30 thousand
products and 50
thousand units of
special product
design archive.
Gözde Girişim’s
share in Makina
Takım’s capital is
60%.
•
•
•
Established in 1957, Makina Takım Endüstrisi A.Ş. (MAKTK), is the first and biggest
cutting tool manufacturer in Turkey.
MAKTK’s plant sits on a closed area of 12.000 square meters and an open area
of 27.000 square meters and manufactures drilling, screw, cutting, and saw
product groups. In addition, the plant manufactures specially designed products
requested by industrial customers for their own benches.
Being one of the oldest companies of Turkish industry and consequently having
worked with many other companies involved within Turkish industry over a long
period, enable Makina Takım brand to be one of the leading cutting tool brand in
Turkey.
TÜRKİYE FİNANS KATILIM BANKASI
220 branches and 6
regional branches
across Turkey
•
•
Total Asset Size
17,6 B TL
Net profit
283,5 million TL
Shareholders’ Equity
2,1 B TL
Capital Adequacy Ratio
14,76%
Gözde Girişim’s share in
TFKB is 11,57%
•
Established in 2005, Türkiye Finans Katılım Bankası A.Ş. (TFKB) is the second
biggest participation bank in Turkey,. The Company provides various retail,
corporate, and international banking services.
TFKB serves over 1 million customers at 220 branches and with over 3,600
employees. Through TFKB, Gözde became the local partner of NCB (National
Commercial Bank of Saudi Arabia) and Boydak Holding; one of the leading
Turkish conglomerates.
Gözde owns 11,57% of TFKB’s capital.
AZMÜSEBAT
•
Market leader in the
lighter market and one of
the biggest players in the
disposable &system twin
blade and triple blade
razor market in Turkey
•
•
Significant rate of brand
awareness for its products
–Derby razors – 98%,
Tokai lighters – 85%
Gözde Girişim’s share in
Azmüsebat is 48,81%.
Azmüsebat Lighter and Razor Blade Company was established in 1987 for the
purpose of producing lighters and also import and export of them. The company
started production with M3L (not refillable) type lighter of Japanese TOKAI
company in 1987.
The Company bought Derby razor blade factory that had been the sole and only
razor blade produced in Turkey since 1940 in June 1996 and have been
operating in Tuzla plant since November 1997.
Azmüsebat Lighter and razor blades production plant is in Tuzla, İstanbul sitting on
land of more than 45K square meter on E-5 Highway. It has three divisions namely;
TOKAI Lighter Factory, Derby Razor Blade Factory and Cosmetics Factory.
AK ALEV
Ak Alev created a
synergy with KÜMAŞ by
opening up a new market
for its calcined magnesite
product.
•
MgO boards have
superior features
compared to gypsium and
cement boards and
expected to take the lion’s
share in the construction
boards market.
•
Construction materials
market is already big and
even expected to grow at
higher rates in Turkey and
the neighbouring regions
than the rest of the world.
Gözde Girişim’s share in
Ak Alev is 38,25%.
•
•
Ak Alev is manufacturing magnesium-oxide (MgO) boards for use in the
construction and furniture industries.
MgO boards are innovative and natural materials basically manufactured
using calcined magnesite and magnesium cloride.
Ak Alev is located in Bozan (Alpu, Eskişehir) in the vicinity of magnesite mines
and KÜMAŞ, the main supplier of calcined magnisite. The plant has a land
area of 128.000 square meters and sits on a closed area of 2.500 square
meters.
Initial capacity of Ak Alev is 1200 boards, i.e. ~4,000 square meters a day
with one work shift on a single production line -which can easily be expanded
by increasing the number of work shifts and adding new production lines.
MgO boards are…
Impervious to:
 Water
 Fire
 Insects
 Chemicals
Non-Toxic
Mold or mildew-proof
Environmentally friendly
Financial Overview
CONSOLIDATED BALANCE SHEET
31.12.2012
1,3B TL
TOTAL ASSETS
+121% Growth
423M TL
SHAREHOLDERS’ EQUITY
+20% Growth
Current Assets
Non Current Assets
TOTAL ASSETS
31.12.2012
180.625.252
1.096.961.104
1.277.586.356
31.12.2011
163.373.344
415.103.388
578.476.732
Δ
10,6%
164,3%
120,9%
Current Liabilities
Non Current Liabilities
Shareholders' Equity
TOTAL LIABILITIES AND SHR EQUITY
344.091.093
510.726.936
422.768.327
1.277.586.356
123.159.291
104.749.458
350.567.983
578.476.732
179,4%
387,6%
20,6%
120,9%
31.12.2012
31.12.2011
1.277.586.356
1.277.586.356
1.096.961.104
180.625.252
578.476.732
415.103.388
344.091.093
123.159.291
163.373.344
Current Assets
Non Current
Assets
510.726.936
TOTAL ASSETS
Current Liabilities
422.768.327
578.476.732
350.567.983
104.749.458
Non Current
Liabilities
Shareholders'
Equity
TOTAL
LIABILITIES AND
SHR EQUITY
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
31.12.2012
159,4M TL
SALES REVENUE
49,4M TL
31.12.2012
159.445.277
63.328.354
49.445.014
75.671.584
82.125.794
Sales Revenue
Gross Profit
Operating Profit
Profit for the Year
Total Comprehensive Income
-
31.12.2011
348.337
288.148
5.949.413
27.415.416
18.334.718
OPERATING PROFIT
75,6M TL
NET PROFIT
200.000.000
82,1M TL
TOTAL COMPREHENSIVE
INCOME
159.445.277
150.000.000
100.000.000
63.328.354
75.671.584
49.445.014
50.000.000
348.337
288.148
Sales Revenue
Gross Profit
(5.949.413)
Operating Profit
(50.000.000)
31.12.2012
31.12.2011
Profit for the Year
(27.415.416)