User:Kohoutekit/sandbox

WIND HELLAS

This is a complex legal dispute, one that has yet to reach a conclusion in the courts. I think it could do with a better, shorter treatment than the current text.

My understanding of the dispute is taken mostly from this 2015 New York Times article and The Economist coverage:

TPG and Apax are former owners of shares in Tim Hellas, the Greek telecoms company the two firms bought in 2005. Apax refinanced Hellas in December 2006, putting $1.4bn of debt onto its balance sheet and taking a $1bn out of it, before selling the company to Weather Investments in 2007. In regards to the Weather sale, the bondholders were entitled to be repaid at a premium - but they declined.

Weather owned Hellas for a further three years before the bonds defaulted, in 2009. Depending on what you believe, Hellas failed due to the global financial crisis, or due to Apax and TPG’s mis-management. That issue is now under legal/regulatory proceedings in two jurisdictions. In those, some of the sophisticated investors who financed the $1.4bn debt - and lost their money - are claiming that Apax and TPG acted unlawfully, principally by taking too much money out of the company. TPG and APAX argue they were not even the owners of Hellas when it went under, and that the bondholders went into the re-fi with their eyes open. That seems to be the nub of it, but I'm not a lawyer.

It is worth pointing out that a sub-group of these bondholders bought into Hellas after it went down: it's their business model, sort of. As The Economist put it [my emphasis]: "Some of the creditors are distressed-debt outfits that bought after Hellas hit trouble. They are a determined bunch. One, who bought in “purely to agitate”, says he “will never give up”.” That does not explain all of the edits surrounding Hellas on the Apax page, but it is worth knowing, especially if anyone else agrees with me that some of the Hellas edits are bordering on WP:TEND.

Crucially, some of the bondholders are claiming that the disputed transactions amount to fraud. That’s where things get particularly conflated in this article. The US court case is being heard in the Federal Bankruptcy Court in New York, under the US bankruptcy code relating to cross-border insolvencies; meanwhile the Luxembourg authorities are investigating whether any of their commercial and tax laws were broken. But at this stage, neither investigation is a criminal investigation; no individual has been judged a criminal in a court of law. That’s the issue I have with the language here, as it refers to “embezzlement” and “fraud”. Those are criminal-law terms, exclusively, and they’re being used here as though a trial verdict has been delivered. There aren’t even any criminal charges in play - it’s all civil law? (Someone put me straight if I’m wrong on that)

It's true that one of the bondholders used the language of criminal law in their procedural deposition, and the pre-trial judge repeated that language and agreed there were grounds for a further hearing, but that doesn’t mean the actual trial (when it takes place) will hold that there really was a criminal breach, nor even a civil breach. Therefore I suggest removing these criminal-law terms, pending outcome of the case, as right now they are direct accusations of a verdict of criminal guilt. I don’t mean to suggest that these accusations weren't made in WP:AGF and WP:NPOV, but that’s not how they read (to me anyway) and, certainly, those accusations have no basis in any official verdict.

I also note that the same accusations re-appear verbatim on the TPG Capital page. Is this not WP:CONTENTFORKING?

Ernst and Young

This seems a simpler matter than the one above, as it is clearly conflating the criticism of EY with criticism of Apax. This text is intended to live in the Apax Criticisms section, yet it contains no criticism of Apax, only Ernst and Young - so it reads like it's been included in order to pile criticism on to Apax. If the criticism of Ernst and Young belongs on any page, it's on EY's page, not here. Nowhere in any of the details of the Wind Hellas case has there been any suggestion that Apax conducted itself improperly as regards EY, regardless of what EY did. WP:TEND

British United Shoe Machinery

This really does need a bit of balance, so I've added some. My reading of the dispute is that Apax bought into (and tried to turn around) BUSM, an ailing company whose previous management had underfunded the works pension fund and allowed a substantial deficit to develop. In time, BUSM under Apax went bust. Just before it did, Apax transferred certain assets and pension liabilities into a new company, so that remnants of BUSM could continue trading - but under the new arrangements, post-retirement pensioners got their pension at the expense of some of the then-current employees.

What needs to be said here is that the matter was referred to the Occupational Pensions Regulatory Authority and the Pensions Ombudsman, and neither of them pursued it further, although here was much controversy at the time about whether the two bodies had sufficient remit to investigate Apax (they seemed to have passed it back and forth between them and never really got behind the pensioners). Much of the criticism at the time (and there was a torrent of it) was aimed at these Regulators. You could say it was a case of Apax’s guilt being not proven, but first you’d have to insist they were guilty when the official investigating bodies thought otherwise. Also, the current text somehow characterises the BUSM pensioners as being left penniless to this day, when in fact the political fall-out from the BUSM saga (and others like it) led to the creation of a compensation scheme for pensioners who lose out when companies go bust.

PCM Uitgivers

There is not one English language citation to support any of this. I Googled the phrase “PCM Uitgivers Apax” and found no English language mention of this controversy in the first 20 pages of looking. Would anyone like to translate the Dutch text?

Citations

The following citations could do with deleting. All the numbers quoted relate to the current Apax page.

Broken

This one was taken down by the articles author, from Medium.com

30. https://medium.com/@DailyNews/nikesh-arora-vs-hellas-intervention-by-the-public-prosecutor-after-the-revelations-of-the-%CE%BD%CE%B5%CF%89%CE%BD-3c5703a1be47 Nikesh Arora VS Hellas: Intervention by the Public Prosecutor after the revelations of the “ΝΕΩΝ”

Not in English WP:ATT WP:Verify

31. Is in Greek language http://www.tanea.gr/news/economy/article/5252394/o-doyreios-ippos-twn-ksenwn-funds-kai-o-indos-megistanas/ «Σχέδιο Τροία» κατά ΤΙΜ: Ο δούρειος ίππος των ξένων funds και ο ινδός μεγιστάνας

35. Is in dutch BESCHIKKING van 27 mei 2010 in de zaak met rekestnummer 200.024.956 OK, ECLI:NL:GHAMS:2010:BM5928

The following don't actually support the point they're trying to make...

...to an extent so obvious that the surely are WP:TEND

25. http://www.bloomberg.com/research/stocks/people/person.asp?personId=11341911&ticker=GOOG Nikesh Arora - Executive summary - This is the impressive sounding citation (it's from Bloomberg) for an eye-catching accusation of fraud, except the article only confirms that the executive in question actually worked at Wind Hellas. The article makes not one mention of any fraud.

28. The judgment referred to here was not against Apax! It was against the bond issuers, Hellas Telecommunications Finance and Hellas Finance. No mention in the article of anyone doing any "condemning", either. It is this language that smacks of WP:Tend to me.

32. http://www.ceelegalmatters.com/index.php/legal-analysis-white-collar-crime/item/2738-recent-developments-regarding-white-collar-crime-in-greece Recent Developments Regarding White Collar Crime in Greece - There is zero mention of Apax or Wind Hellas in the article! Which is especially bad, given the colourful accusations in the sentence: "The Greek general prosecutor opened an investigation against TPG, Apax and all main implicated parties including Nikesh Arora under art.1608/1950 of the Greek criminal code for "Crimes against the people of Greece”.[30][31][32]”

The following are hardly WP:NPOV WP:COI

27. http://www.chadbourne.com/files/upload/Hellas_Adversary_Complaint.pdf United States Bankruptcy Court Southern District of New York. This PDF document is hosted on a website run by the Bondholder's lawyers!

29. "In 2014, the Luxembourg liquidator sued TPG and Apax for 1.3 billion corresponding to the amount not recovered from the Arora embezzlement." The original article was so badly written that you’d struggle to say it came from an authoritative source. Example:

It is being reportedly said that Arora is allegedly involved with many private equity fund companies, and there is reportedly a concern in some business circles that he could be held guilty of conflict of interest and potential insider trading.

It is being said that the Wind Hellas scandal is just starting to surface...

It is being reported that Arora is hoping for this storm to pass, and is maintaining a low profile

A credible newspaper would say who is behind these statements. This newspaper doesn't. I think the Economist citation (its a massive article) is more than sufficient

Criticism section 

Given all of the above, has this section not become a bit of a troll magnet? I propose to integrate the content into the rest of the article, but including the edits suggested here.

• WP:CSECTION

REVISED TEXT

Apax Partners

Company type	Private, LLP
Industry	Private equity Venture capital
Founded	1969
Headquarters	London, England
Key people	Andrew Sillitoe, Mitch Truwit, (co-CEOs), Martin Halusa, (chairman)
Products	Investments Private equity funds
Total assets	$20 billion
Number of employees	100+
Website	www.apax.com

Apax Partners LLP is a UK-based private equity firm headquartered in London, England. The company also operates out of seven other offices in New York, Hong Kong, Mumbai, Munich, São Paulo, Shanghai and Tel Aviv. The firm, including its various predecessors, have raised approximately $35 billion (USD) dating back to 1969. Apax Partners is one of the oldest and largest private equity firms operating on an international basis, ranked the seventh largest private equity firm globally.

Apax invests exclusively in certain business sectors including: telecommunications, technology, retail and consumer healthcare and financial and business services. As of the end of 2007, Apax had invested in approximately 340 companies in all stages of development.

Apax raises capital for its investment funds through institutional investors including corporate and public pension funds, university and college endowments, foundations and fund of funds.

History

Apax Partners Worldwide is the product of the combination of three firms:

• Patricof & Co., founded in 1969 in New York by pioneering venture capitalist Alan Patricof;
• Multinational Management Group (MMG), founded in 1972 by Sir Ronald Cohen and Maurice Tchénio;
• Saunders Karp & Megrue, founded in 1988 by Thomas A. Saunders III and Allan W. Karp and joined by John Megrue in 1992.

Patricof & Co. and MMG

In 1969, Alan Patricof founded Patricof & Co. a firm dedicated to making investments in "development capital" later known as "venture capital," primarily in small early-stage companies. Patricof, one of the early venture capitalists, was involved in the development of numerous major companies including America Online, Office Depot, Cadence Design Systems, Apple Computer and FORE Systems. In 1975, Patricof launched 53rd Street Ventures, a $10 million vehicle.

Meanwhile, in 1972, Sir Ronald Cohen and Maurice Tchénio, along with two other partners, founded Multinational Management Group (MMG) with offices in London, Paris, and Chicago. MMG initially was established as an advisory firm, working with small emerging companies, rather than an investment firm. However, MMG initially struggled to gain traction amid the negative economic conditions, particularly in the UK in the mid-1970s.

By 1977, two of the original four founding partners had left MMG, leaving Cohen and Tchénio in need of a partner to help rejuvenate their firm. In that year, Cohen approached Alan Patricof to join them and run the new firm's investments in the U.S. The new firm would be known as Alan Patricof Associates (APA) and ultimately come to be known as Apax Partners (based on a play on Patricof's name: Alan Patricof Associates Cross (x) Border). Following the merger, MMG abandoned its advising business, and the new APA shifted its focus exclusively to investing in start-up companies.

Apax in the 1980s, 1990s and the 21st century

Throughout the 1980s, the firm grew steadily raising capital under a series of separate funds. As the 1980s progressed, the firm introduced its first later stage venture fund in 1984, its first growth capital fund in 1987 and its first dedicated European leveraged buyout fund MMG Patricof European Buy-In Fund in 1989. In response to the changing conditions, in the venture capital industry in the 1980s Apax (and other early venture capital firms including Warburg Pincus and J.H. Whitney & Company) began to transition away from venture capital toward leveraged buyouts and growth capital investments, which were in vogue in that decade. This trend was more prevalent in Europe than the U.S. where Patricof preferred to continue focusing on venture investments.

In 1991, Apax Partners became the official name for all of its European operations however the U.S. business still operated under the Patricof & Co. name. By the mid-1990s Apax had become one of the larger private equity firms globally.

In 2000, Patricof & Co. adopted the Apax Partners branding and formalized its affiliation with its European business. The U.S. business would operate as Apax Partners, Inc. The following year, Patricof stepped back from day-to-day management of Apax Partners, Inc., the US arm of the firm to return to his original focus on making venture capital investments in small early-stage companies. In 2006, Patricof left Apax to form Greycroft Partners which focuses on small early-stage venture capital investments.

Despite the closer relations between the U.S. and European teams, the firm still operated separate fund entities for each geography. The European side of the business began to pull away in terms of capital commitments, raising more than $5 billion for its 2004 vintage European fund but just $1 billion for its 2006 U.S. vintage fund.

Saunders Karp & Megrue

In 2005, Apax announced it would acquire middle market leveraged buyout firm Saunders Karp & Megrue to augment its buyout business in the United States Saunders Karp, formerly based in Stamford, Connecticut, was founded in 1989 by Thomas A. Saunders III and Allan W. Karp. John Megrue, who today heads Apax's operations in the U.S., had worked as a principal at Patricof & Co. before joining Saunders Karp in 1992. Saunders Karp had received capital commitments from institutional investors including AT&T Corporation, the General Electric Pension Trust, Goldman Sachs Private Equity Group, HarbourVest Partners, JP Morgan Fleming Asset Management, New York State Common Retirement Fund and Verizon, among others.

Investments

1990's

• In 1995 Apax bought British United Shoe Machinery (BUSM), an ailing company whose previous management had underfunded the works pension fund. When BUSM went bust, Apax was criticised in Parliament for failing to safeguard the pensions of every BUSM employee. Both the Occupational Pensions Regulatory Authority and the Pensions Ombudsman examined the matter and took no further action. The controversy was part of a wider concern about the fate of pensioners in company wind-ups and the perceived inadequacies of the regulatory bodies at the time, as well as the general role of private equity. It preceded a wave of regulatory reform to pension law, including a UK government rescue fund for pensioners.
• In 1998, Apax invested in Neurodynamics Limited, which was the parent of Autonomy Corporation.
• British Telecom restructured, and agreed to sell the Yell Group Yellow pages directory business to Apax and Lion Capital LLP for £2.14 billion/$3.5 billion, making it then the largest non-corporate LBO in European history. Yell bought US directories publisher McLeodUSA for about $600 million the following year, and floated on London's FTSE in 2003.

2004

• Apax purchased PCM Uitgevers.

2005

• Apax purchased a majority stake in Travelex (the world's largest foreign exchange company) for £1.06bn. In Q3 2005 Apax also announced plans to purchase Grupo Panrico, one of Spain's largest food companies and its largest bakery company.
• A partnership consisting of Apax, Saban Capital Group and Arkin Communications acquired the controlling interest (30%) in Israeli telecommunications company Bezeq in October 2005 for $923 million. The partnership sold its stake to Internet Gold – Golden Lines Ltd. subsidiary B Communications in April 2010 for $1.75 billion.
• As part of the Violet Acquisitions consortium (along with Barclays Capital and Robert Tchenguiz) Apax is involved in the December 2005 purchase of Somerfield, the UK's fifth largest supermarket chain (with around 700 stores). Somerfield was later sold to The Co-operative Group in March 2009.
• Apax purchased Hellas Telecommunications, a Greek Mobile phone operator. Apax attempted to sell the firm in 2006 but did not find a buyer; the firm was then refinanced with $1.4bn in debt, before being sold in 2007 for over $3bn. Hellas went into administration during the 2007 global financial crisis. This prompted a substantial and ongoing legal dispute between the firm's bondholders and Apax, set to begin in 2016. The dispute essentially concerns whether Apax took too much money out of Wind Hellas before selling it. The dispute has been extensively reported by The Economist magazine, which also published Apax's formal challenge of the magazine's original coverage.

2006

• Apax purchased the Tommy Hilfiger Corporation for $1.6 billion, or $16.80 a share, all in cash. In May 2006, this deal was approved by the shareholders of Tommy Hilfiger.
• In June 2006, Apax acquired HIT Entertainment in a take-private transaction in June 2006.
• Apax acquired a majority stake in Pictage, Inc. the leading provider of online solutions for professional wedding and portrait photographers. Pictage, Inc. was co-founded by Gary Fong.
• On August 21, 2006, it was announced that Apax Partners and Bain Capital had joined the enlarged private equity consortium headed by KKR that has agreed to acquire an 80.1% stake in the Semiconductor Division of Royal Philips Electronics. The new company is called NXP Semiconductors.
• On October 31, 2006, it was announced that Apax Partners had acquired FTMSC (France Télécom Mobile Satellite Communications) which would later be rebranded under the Vizada name in June 2007. This was shortly followed by an announcement on September 6, 2007 explaining that Apax Partners had acquired Telenor Satellite Services which was to be merged into the Vizada brand.
• On November 20, 2006, Apax Partners Worldwide LLP won a tender to buy control of Tnuva. The bid values the privately held food and dairy group at $1.025 billion.

2007

• In May 2007, Apax signed definitive agreements with funds advised by Apax Partners and OMERS Capital Partners under which such funds acquired the higher education, careers and library reference assets of Thomson Learning, and a consortium of funds advised by OMERS, and Apax acquired Nelson Canada, for a combined total value of approximately $7.75 billion in cash. The higher education, careers and library reference assets include such well-known brands and businesses as: Wadsworth, South-Western, Delmar Learning, Eddie Diamond, Gale, Heinle, Brooks/Cole, Course Technology and Nelson Canada. Nelson Canada is a leading provider of books and online resources for the educational market in Canada. The group will be majority-owned by OMERS. The name was changed to Cengage Learning, on 24 July 2007.
• Apax sells Wind Hellas http://www.apax.com/news/apax-news/2007/february/funds-advised-by-apax-partners-and-tpg-announce-the-sale-of-tim-hellas-to-weather-investments/

2008

• In January 2008 Apax purchased the Tnuva company for $1.025 billion.
• In August 2008, Apax Partners completed acquisition of TriZetto Group.

2009

• In August 2009, Apax Partners completed acquisition of Bankrate.

2010

• In January 2010, Apax Partners acquired 76.8% of Israel-based Psagot Investment House for $570 million.
• In April 2010, Apax Partners announced acquisition of Tivit.
• In May 2010, Apax Partners acquired a 70% stake in Sophos for $580 million.

2011

• On March 25, 2011, Apax Partners announced that it had reached a definitive agreement to purchase Trader Corporation (“Trader”) from Yellow Media for a purchase price consideration of $745M.
• On December 23, 2011, Apax Partners announced acquisition of the Swiss branch of Orange.

2012

• On June 11, 2012, an Apax-led consortium announced acquisition of Paradigm Ltd.
• On September 2012, Apax Partners forms consortium with CEO Stephen Cretier for GardaWorld Security Services.
• On November 2012, Apax Partners agrees to acquire Cole Haan and completes acquisition February 4, 2013.

2014

• On January 21, 2014 Apax bought out the remaining 50.1% share of Trader Media from the Guardian Media Group,

• On December 8, 2014 Apax announced that it had entered into a transaction agreement to acquire 100% of the shares of EVRY,

External links

• Apax Partners (company website)
• "How I rode the rising wave of private equity." The Sunday Times, November 4, 2007

See also

• Scott Mead

Category:Private equity firms of the United Kingdom Category:Companies established in 1969 Category:Apax Partners companies Category:1969 establishments in the United Kingdom