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Chrystal Capital Partners LLP - London Stock Exchange2012/05/01  · © CHRYSTAL CAPITAL - ALL...

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© CHRYSTAL CAPITAL - ALL RIGHTS RESERVED Chrystal Capital Partners LLP Specialists in alternative sources of funding
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Page 1: Chrystal Capital Partners LLP - London Stock Exchange2012/05/01  · © CHRYSTAL CAPITAL - ALL RIGHTS RESERVED Convertible bonds: listed small & mid-cap companies • Typical bond

© CHRYSTAL CAPITAL - ALL RIGHTS RESERVED

Chrystal Capital Partners LLP

Specialists in alternative sources of funding

Page 2: Chrystal Capital Partners LLP - London Stock Exchange2012/05/01  · © CHRYSTAL CAPITAL - ALL RIGHTS RESERVED Convertible bonds: listed small & mid-cap companies • Typical bond

© CHRYSTAL CAPITAL - ALL RIGHTS RESERVED

About us

• FSA regulated corporate finance firm based in London

• Specialists in alternative sources of funding for private and public companies

• Large network of family offices and niche institutional investors

• Proven experts in capital markets, corporate finance, private equity & fund management

• Seven completed transactions in the past 18 months raising over $260 million

• Global outlook: completed deals in Canada, Poland, Ireland, US & UK

• Sector agnostic: clients in mining, energy, software, gaming, consumer goods, specialist

manufacturing, financials

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Page 3: Chrystal Capital Partners LLP - London Stock Exchange2012/05/01  · © CHRYSTAL CAPITAL - ALL RIGHTS RESERVED Convertible bonds: listed small & mid-cap companies • Typical bond

© CHRYSTAL CAPITAL - ALL RIGHTS RESERVED

Family office capital

• Strong and growing network of large single family offices

• Significant discretionary capital that can be invested opportunistically in the best deals

• Tend to have few restrictions on where and how they can invest their funds

• Able to move quickly and decisively when assessing a potential investment

• An under-deployed pool of capital bridging the gap left by retreat of traditional finance sources

• 200+ family offices in Chrystal’s network

Assets of $250m+

Mostly seeking direct investment opportunities in private and public companies

Diverse sector and geographical focus

Strong appetite for natural resources, technology and consumer businesses

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Page 4: Chrystal Capital Partners LLP - London Stock Exchange2012/05/01  · © CHRYSTAL CAPITAL - ALL RIGHTS RESERVED Convertible bonds: listed small & mid-cap companies • Typical bond

© CHRYSTAL CAPITAL - ALL RIGHTS RESERVED

Convertible bonds: listed small & mid-cap companies

• Typical bond characteristics

Minimum £20m bond offering & maximum of 30% potential dilution

Unsecured debt obligation or covenants with an offset to senior indebtedness

Instrument publically traded by global institutional investors

• Key issuer characteristics

Market cap minimum £50 million

Financial stability with strong earnings growth and interest cover

Proven management team & transparent operations

Liquidity preferably £1m+ daily trade, ideally c.£3m

• Historically the preserve of large-caps, now available to smaller issuers

Chrystal has acted on two recent financings: £65m raised for Sportingbet Plc and $70m for Lonrho Plc

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Page 5: Chrystal Capital Partners LLP - London Stock Exchange2012/05/01  · © CHRYSTAL CAPITAL - ALL RIGHTS RESERVED Convertible bonds: listed small & mid-cap companies • Typical bond

© CHRYSTAL CAPITAL - ALL RIGHTS RESERVED

Smaller convertible loans: listed small-cap companies

• Partnership with Optimus Capital to source & finance secured convertible loans for listed smaller companies

• Typical loan characteristics

Private, secured convertible loans of £500k to £10m

3-5 year duration

Coupon typically 8-10% p.a.

IRR to conversion including redemption premium 20%

• Key issuer characteristics

Funding must deliver transformational impact on the business

Proven management team & transparent operations

Coupon must be affordable out of cash flow

• 13 transactions completed by Optimus team in the last three years

Examples include Spiritel, bglobal and Cleardebt

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Page 6: Chrystal Capital Partners LLP - London Stock Exchange2012/05/01  · © CHRYSTAL CAPITAL - ALL RIGHTS RESERVED Convertible bonds: listed small & mid-cap companies • Typical bond

© CHRYSTAL CAPITAL - ALL RIGHTS RESERVED

Commodity stream finance: listed natural resources companies

• Alternative asset source of development finance for listed natural resources companies

• Typical finance characteristics

Immediate up-front capital payment: $10–$200 million to develop or expand projects

Subsequent fixed payments based on production cost per unit of resource produced

Share of future production ranges from 5-30% of output

• Typical company characteristics

Listed resources companies: precious metals, base metals, coal, oil & gas

Assets within 24 months of production in stable geographic locations

• Advantages over traditional debt and equity

Asset specific: does not dilute company’s other projects

Finances project development without diluting shareholder value

Less onerous than debt: retains flexibility for raising debt in the future as assets are unencumbered

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Page 7: Chrystal Capital Partners LLP - London Stock Exchange2012/05/01  · © CHRYSTAL CAPITAL - ALL RIGHTS RESERVED Convertible bonds: listed small & mid-cap companies • Typical bond

© CHRYSTAL CAPITAL - ALL RIGHTS RESERVED

Example deal – Silurian Hallwood Plc

Private oil & gas company focused on Poland, the largest shale play in Europe

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Company • Strong management team with decades of experience in US shale exploration and production

Finance raised • Private equity placement of £13 million

Preparation • Silurian Hallwood came to Chrystal at a very early stage and required significant preparation prior to raising finance

• Chrystal advised on business & financial strategy, strategic positioning, branding & website

Investors • Majority of the investment placed with a large European family office

• Three additional smaller family offices invested alongside

Use of funds • Funds used to continue development of 577,000 net acres of land that lie in the shale oil window of Poland

Page 8: Chrystal Capital Partners LLP - London Stock Exchange2012/05/01  · © CHRYSTAL CAPITAL - ALL RIGHTS RESERVED Convertible bonds: listed small & mid-cap companies • Typical bond

© CHRYSTAL CAPITAL - ALL RIGHTS RESERVED

Example deal – Escher Group Plc (LSE:ESCH)

Escher’s financial transactions platform is global market leader in the Post Office counters market

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Company • Operates in over 30 countries processing over 3.4 billion transaction s annually

Requirement • Following 2007 MBO Escher required equity funding to repay bank and PIK debt to move to a more conventional capital structure

• Growth capital was also required for the development and launch of a new product

Solution • Chrystal advised on attaining VCT status and introduced both VCT investors and Panmure Gordon as Nomad and Broker for the IPO

Fund raising • $25m raised via an IPO in August 2011 at 170p per share

Result • 3rd best performing IPO on AIM in 2012 – up 56% as at 8 March 2012

• PIK loans and a substantial part of the bank debt also repaid

• Remaining debt has been refinanced through a long term facility

• Finance enabled Escher to win a major contract in USA

Page 9: Chrystal Capital Partners LLP - London Stock Exchange2012/05/01  · © CHRYSTAL CAPITAL - ALL RIGHTS RESERVED Convertible bonds: listed small & mid-cap companies • Typical bond

© CHRYSTAL CAPITAL - ALL RIGHTS RESERVED

Example deal – Sportingbet Plc (LSE:SBT)

Main listed Sportingbet (£210m market cap at time of transaction): global online gaming operator

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Origin • Knowledge of both the gaming sector and the inadequacy of equity capital markets as a source of capital led to pro-active approach to company

Structure • £65m 5 year Convertible Bond

• Coupon rate 7.0% payable six months in arrears

• Initial conversion price a 20% premium

Investors • Large blue chip international convertible bond investors

• CEO Andrew McIver commented “The bond has brought a whole new group of investors to the Sportingbet story”

Result • Proceeds financed the acquisition of Centrebet, an Australian listed online sportsbook operator.

• Equity dilution for shareholders reduced

Page 10: Chrystal Capital Partners LLP - London Stock Exchange2012/05/01  · © CHRYSTAL CAPITAL - ALL RIGHTS RESERVED Convertible bonds: listed small & mid-cap companies • Typical bond

© CHRYSTAL CAPITAL - ALL RIGHTS RESERVED

Other recently completed transactions

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Page 11: Chrystal Capital Partners LLP - London Stock Exchange2012/05/01  · © CHRYSTAL CAPITAL - ALL RIGHTS RESERVED Convertible bonds: listed small & mid-cap companies • Typical bond

© CHRYSTAL CAPITAL - ALL RIGHTS RESERVED

Chrystal Capital Partners

Dr Mustapha Omar - Head of Research at Collins Stewart and Fairfax

- Main Board Director at AIM-listed Nviro

- Co-founder of Chrystal Capital

Kingsley Wilson - Media Analyst at Collins Stewart and Investec Securities

- Co-founder of First Columbus & Chrystal Capital

James Innes - Corporate Finance at Andersen

- Private Equity at Isis Capital

- Co-Founder of Convex Capital & Chrystal Capital

Stephen Ford - Technology, Water and Gaming analyst at Collins Stewart

- Co-founder Essential Capital Management

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Page 12: Chrystal Capital Partners LLP - London Stock Exchange2012/05/01  · © CHRYSTAL CAPITAL - ALL RIGHTS RESERVED Convertible bonds: listed small & mid-cap companies • Typical bond

© CHRYSTAL CAPITAL - ALL RIGHTS RESERVED

Contact us:

Chrystal Capital Partners LLP

New Broad Street House

35 New Broad Street

London EC2M 1NH

T: 020 7850 4760

F: 020 7023 4904

E: [email protected]

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