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OUR ADDED VALUE AND M&A TRENDS
IN THE LUXURY, FASHION AND LIFESTYLE SECTOR
BUY SIDE ā€“ FUNDRAISING ā€“ SELL SIDE
AUGUST 2023
2
P R I V A T E & C O N F I D E N T I A L
TABLE OF CONTENT
I. Market trends in the Luxury, Fashion & Lifestyle sector 03
III. Our expertise, added-value & methodology in the Luxury, Fashion
& Lifestyle sector 22
IV. About GEREJE Corporate Finance 37
II. M&A trends in the Luxury, Fashion & Lifestyle sector 12
MARKET TRENDS IN
THE LUXURY,
FASHION AND
LIFESTYLE SECTOR
I
4
P R I V A T E & C O N F I D E N T I A L
POROSITY IN THE SECTOR
The main players in the luxury industry are reinforcing their position by diversifying (i) their brands portfolio and
(ii) their activities into services and businesses related to their core business, mainly in Europe
5
P R I V A T E & C O N F I D E N T I A L
254 260
281
257
288
312
327
343 353
2017 2018 2019 2020 2021 2022e 2023f 2024f 2025f
Global Personal Luxury Goods sales (in $bn)
2017-2025
The worldwide luxury goods market is projected to grow from $bn257 in 2020 to $353bn in 2025, at a CAGR of 4,6%
in the forecast period
THE LUXURY SEGMENT: RESILIENT AND GROWING
Sources: Xerfi, Euromonitor, Statista, GCF analysis
The Artificial Intelligence
ā–Ŗ Brands are increasingly using AI for more relevant
marketing campaigns
The Augmented Reality
ā–Ŗ Consumers seek an in-store experience while staying at
home
The Influence Marketing
ā–Ŗ Increasingly prevalent in the luxury sector and showing a ROI
of $6.5 for every dollar spent
Key Drivers
6
P R I V A T E & C O N F I D E N T I A L
THE FASHION SEGMENT: A MARKET IN RECOVERY
Sources: Deloitte 2021, McKinsey, Statista, GoRemotely, GCF analysis
The sector will recover from the Covid-19
crisis in the next 3 years
ā–Ŗ Asia and Middle East are estimated to be the fastest growing
regions (> 10% of annual growth)
Luxury brands outperformed the market
ā–Ŗ Continuing demand for luxury goods from wealthier consumers
who have been more resilient to the crisis
The global fashion industry, valued at $1.7tn in 2022 (+17% vs. 2020), and is expected to reach over
$2.2tn by 2025
Key Drivers
Ethical, sustainable fashion market to
reach $10bn in 2025
7
P R I V A T E & C O N F I D E N T I A L
EMERGING OF DISRUPTIVE DIGITAL CHANNEL
Sources: Bain & Company, Luxe Digital, GCF analysis
33
49
63
114
2019 2020 2021 2025f
Global Online Luxury Goods Market in ā‚¬billion
2019 ā€“ 2025F
12% 22% 22% 30%
Online sales share in
luxury goods market
Key Drivers
Online sales will soon become the
channel N1
From 12% of the luxury market share to 22% over the last 2
years, it is expected to reach up to 30% by 2025.
Rising sensitivity to sustainable
consumption
ā–Ŗ Leading to launching and growing re-sales and rental
platforms (Vestiaire collective, Vinted, ā€¦)
Emergence and growing investment in
NFTs from leading luxury brands,
especially in art business
By 2025, Gen Z will account for 1/5 customers of the luxury market; accelerate by the health crisis brand are
developing omnichannel distribution channel and integrating disruptive digital in their business model.
8
P R I V A T E & C O N F I D E N T I A L
FOCUS ON WINE INDUSTRY : CONTINUOUS GROWTH OF
VINEYARDā€™S VALUE [1/3]
The value of French vineyards has increased by + 150% in 20 years: average price of a 2022 PDO* wine = EUR
151k/ha
0
20
40
60
80
100
120
140
160
1993 1995 1997 1999 2001 2003 2005 2007 2009 2011 2013 2015 2017 2019
In K EUR
151
Hectare price evolution of French PDO wine
French vineyards represent nearly
750,000 hectares
Sources: SAFER, GCF Research
Near 10 000 deals in 2022:
ā€¢ 2,5% of vineyards areas (+5,4% vs. 2021)
ā€¢ EUR 1.01bn in value (-7% vs. 2021)
PDO = protected Designation of Origin
PDO
9
P R I V A T E & C O N F I D E N T I A L
FOCUS ON WINE INDUSTRY : PREMIUMISATION [2/3]
CORRELATION BETWEEN WINE PRICES AND VINEYARD VALUE: Wine prices drive up grape prices,
which in turn drives up vineyard value
Case study: ChĆ¢teau Leoville Barton
Parker rate: 96-97/100 en 2022
Price of a bottle CAGR 2000-2020 = +7.9% ā†’ Premiumisation
Vineyard Value CAGR 1999-2010 = +9.1%
Sources: SAFER, vivino.com, millesimal.fr, leprixdesterres, GCF Research
0
20
40
60
80
100
120
140
0
20
40
60
80
100
120
140
2002 2004 2006 2008 2010 2012 2014 2016 2018 2020 2022
Average price of a bottle (in ā‚¬) Average price / hectare (in Kā‚¬)
In K EUR
In EUR
10
P R I V A T E & C O N F I D E N T I A L
FOCUS ON WINE INDUSTRY :
CHƂTEAU + NOTE PARKER = STRONG PREMIUM ON THE VALUATION [3/3]
The presence of a real chĆ¢teau on the estate, as well as the quality of the wine and its awards, have enabled the
purchase value of certain vineyards to skyrocket.
Parker rate* = Robert Parker rating system, 90-95: excellent wine, 96-100: extraordinary wine
Sources: Companies website, winedecider.com, millesimal.fr, vivino.com,
87
88
89
91
2012 2014 2016 2018
Parker Rate
ChĆ¢teau LabĆ©gorce bought ChĆ¢teau La Tour
de Mons in October 2019 for ā‚¬60m
+48 hectares (1,25Mā‚¬/ha)
88
92
93 93
2012 2014 2016 2018
Parker Rate
Tristan Le Lou bought ChĆ¢teau Cantenac
Brown in DĆ©cember 2019 for ā‚¬150m
+48 hectares (3,12Mā‚¬/ha)
90
91 91
90
2014 2016 2018 2021
Parker Rate
Jacky Lorenzetti bought ChĆ¢teau Lafon-
Rochet in September 2021 for ā‚¬100 ā€“ 120m
+41 hectares (est. 3Mā‚¬/ha)
11
P R I V A T E & C O N F I D E N T I A L
The caviar market is expected to grow at a CAGR rate of 5,45% and reach $512m in the forecast period
from 2022 to 2030
Sources: EUMOFA 2021, GCF Research
FOCUS ON CAVIAR PRODUCTION
Disappearance of wild caviar due to
overfishing and pollution and increase of
farmed caviar
ā–Ŗ Wild caviar almost totally disappeared in 2010 due to pollution &
overfishing
ā–Ŗ Farmed caviar production represent today 100% of the market :
CAGR of 20% (2010-2015)
China is the NĀ°1 farmed caviar producer
ā–Ŗ About 85% of the global caviar production now is made in China
ā–Ŗ China (1 : 130T), Italy (2 : 55T), France (3 : 41T), USA (6 : 18T)
M&A TRENDS IN THE
LUXURY,FASHION
AND LIFESTYLE
SECTOR
II
13
P R I V A T E & C O N F I D E N T I A L
265 271 277 284
73
52 65
88
2018 2019 2020 2021
Fashion & Luxury Apparel & Accessories
Number of M&A deals in Fashion & Luxury sector
2018-2021
The Luxury, Fashion & Lifestyle sector has proven to be a wealthy target for M&A activities mostly due to the
rapid recovery of Covid-19 : there have been 284 M&A deals in 2021 (+22 deals vs 2020) driven by the strong
appetite of financial investors
AN ATTRACTIVE SECTOR FOR INVESTORS
Sources: Deloitte 2021, mergermarket, GCF analysis
Europe is the most active M&A market,
accounting for 60% of the transactions
North America is the fastest growing
region with 72 deals in 2021 (+24% vs.
2020)
Small size companies (sales <$51m) are
the most attractive targets for investors
representing 54% of total deals in 2021
Key Drivers
14
P R I V A T E & C O N F I D E N T I A L
M&A TRENDS ā€“ VALUATION METRICS
Company Size
ā–Ŗ The largest the company, the higher the multiple with key
thresholds (10M revenue; 50M revenue; 100M revenueā€¦)
Profitability
ā–Ŗ EBITDA margin compared to peers may be the most
important comparison criteria when the companiesā€™ sizes
are similar
Market position
ā–Ŗ A leading position within a local market improves a
valuation multiple, on the other hand, a mid-tier position
will drive a lower valuation.
Within the same sector, valuation multiples vary according to the size, profitability, and market
positioning of the company
15
P R I V A T E & C O N F I D E N T I A L
EV/EBITDA
2022
Company
Market
Capitalization
ā‚¬389,156m
(+6%)
ā‚¬64,783m
(-26%)
ā‚¬77,936m
(+18%)
ā‚¬168,774m
(+5%)
ā‚¬13,596m
(-6%)
ā‚¬14,791m
(-14%)
ā‚¬76,129m
(+1%)
HKD 170,600
(+20%)
Enterprise Value
ā‚¬409,295m
(+9%)
ā‚¬69,233m
(-25%)
ā‚¬75,211m
(+12%)
ā‚¬154,062m
(+4%)
ā‚¬15,271m
(-6%)
ā‚¬14,508m
(-12%)
ā‚¬83,271m
(-3%)
HKD 181,629m
(+19%)
EBITDA
ā‚¬27,863m
(+21%)
ā‚¬7,374m
(+14%)
ā‚¬6,211m
(+26%)
ā‚¬5,178m
(+35%)
ā‚¬1,432m
(+28%)
ā‚¬1,031m
(+11%)
ā‚¬6,083m
(+11%)
HKD 11,504m
(+12%)
15,0x
9,6x
12,5x
31,4x
11,0x
14,2x 13,9x
15,7x
Source : Zonebourse, Capital IQ Click on the logo to access the website
MARKET PEERS MULTIPLES
The luxury groups performed well in 2022, showing EBITDA increase between 10 to 50%, while due to the covid
impact in China the market has been more cautious (decrease or slow rise in market capitalization), resulting in
lower EV/EBITDA multiples in 2022.
Data from 20/01/2023
Mediane 2022 = 14.1x (vs. 15,3x in 2021)
Average 2022 = 15.4x (vs. 19.2x in 2021)
16
P R I V A T E & C O N F I D E N T I A L
EV/EBITDA
RECENT TRANSACTIONS [1/6]
Target
Buyer
Transaction
Value
ā‚¬440m ā‚¬1bn ā‚¬38m ā‚¬200m ā‚¬110m ā‚¬19m
Information
Iconix (US): an apparel
brands management
company
THOM Group (FR): a
jewelry retailer (brands:
Histoire dā€™Or, Marc Orian,
Orovivo,ā€¦)
Fraser Hart (UK): a luxury
watches & jewelry retailer
Riri Group (CH):
manufacturer of high-end
accessories
Citytime (ES): an
affordable luxury
watches and jewelry
retailer
Ceramica Cielo (IT): a
manufacturer of luxury
sanitary ceramics
Date Jun. 2021 Jan. 2021 Dec. 2019 Oct. 2018 Aug. 2017 Jun. 2017
Learn more here here here here here here
7,8x 7,5x
6,3x
11,5x
5,3x 5,8x
Source : Mergermarket, Fusacq, GCF Research Click on the logo to access the website
17
P R I V A T E & C O N F I D E N T I A L
EV/EBITDA
Target
Buyer
Shareholders
Transaction
Value
ā‚¬108m ā‚¬195m ā‚¬1.7bn ā‚¬172m ā‚¬6m ā‚¬65m
Information
Yakjin Trading (SK):
apparel manufacturer
Betty Blue/Elisabetta
Franchi (IT): a fashion
company
Kontoor (US): a lifestyle
apparel company
Camuto Group (US): a
footwear group
Choice (UK): an apparel
retailer
Save The Duck & Ganesh
(IT): fashion brands
Date Aug.2020 Sep. 2019 May. 2019 Oct. 2018 Oct. 2018 Mar. 2018
Learn more here here here here here here
5,8x
8,3x
5,3x 5,0x 4,9x
8,5x
RECENT TRANSACTIONS [2/6]
Source : Mergermarket, Fusacq, GCF Research Click on the logo to access the website
18
P R I V A T E & C O N F I D E N T I A L
EV/EBITDA
Target
Buyer
Transaction
Value
$150m ā‚¬190m ā‚¬80m $30m ā‚¬500m ā‚¬40m
Information
Enoitalia: a global leader
of Italian wine
Natra (ES): chocolate
manufacturer
La Galvanina (IT): mineral
water and organic drinks
company
Purple Carrot (US): a
plant-based meal delivery
provider
Grupo Iberconsa (ES): an
Argentine red shrimp and
frozen hake business
Lily Oā€™Brienā€™s (Ireland):
chocolate manufacturer
Date June 2021 July 2019 June 2019 May 2019 March 2019 January 2018
Learn more here here here here here here
8,9x
5,5x
8,0x 8,0x
5,3x
5,7x
RECENT TRANSACTIONS [3/6]
Source : Mergermarket, Fusacq, GCF Research Click on the logo to access the website
19
P R I V A T E & C O N F I D E N T I A L
Year Investors Target Information
Transaction
Value
See
More
May.
2022
Arianee (FR) : manufactures NFTs for the
luxury industry
ā‚¬20m here
Sep.
2021
Vestiaire Collective: a second-hand fashion
retail platform
ā‚¬178m here
Jul.
2021
La Coque de Nacre: a jewelry designer &
B2B distributor
ā‚¬50m here
Jun.
2021
Filati Biagioli Modesto : a manufacturer of
high-quality yarns
- here
Aug.
2020
JS Corporation (South Korea): listed leather
goods manufacturer
Yakjin Trading: apparel manufacturer
ā‚¬108m here
Mar.
2020
Yuyuan Tourist Mart (CN): a leading
retailing conglomerate
Djula: a luxury jewelry brand
ā‚¬30m here
RECENT TRANSACTIONS [4/6]
Source : Mergermarket, Fusacq, GCF Research Click on the logo to access the website
20
P R I V A T E & C O N F I D E N T I A L
Year Investors Target Information
Transaction
Value
See
More
Feb.
2022
LaCollection, a startup in NFT art retailing
raised $10m to develop its digital platform
$10m here
Feb.
2022
Convelio, a digital freight forwarder start-up
specialized in artworks raised ā‚¬30m to support
the growth of its international activities,
especially in the US
Series B
ā‚¬30m
here
Nov.
2021
Singulart, an online art retailer raised $60m to
unfold its platform in the US
$60m here
July
2021
BAI acquired YellowKorner, an accessible
photography galleriesā€™ network to help the
group expand its digital presence &
international footprint
- here
Feb.
2018
LAURENT DASSAULT
CarrĆ© dā€™artistes an accessible art galleries
network, raised ā‚¬4m to further build its
galleriesā€™ network
ā‚¬4m here
Source: Mergermarket, crunchbase, GCF Research Click on the logo to access the website.
Strong appetite from financial investors in art galleries actors to (i) support the growth & the internationalization
of actors with disruptive digital business models and (ii) expand their galleriesā€™ network.
RECENT TRANSACTIONS [5/6]
21
P R I V A T E & C O N F I D E N T I A L
Year Buyer Target Information
Transaction
Value
See
More
Dec.
2021
La belle vie: foodtech start-up in home delivery
delicatessen (ā‚¬50m sales)
Series B
ā‚¬20m
here
Oct.
2021
Fromageries Terres dā€™Or (FR): cheese producer
(ā‚¬50m sales)
~ā‚¬15m here
Apr.
2021
Abergavenny Fine Foods (UK): a market leader in
food services (ā‚¬50m sales)
- here
Aug.
2020
PFD foodservices (Australia): a leading
foodservice suppliers
A$450m here
July
2019
Flagstone Foods (US): the Snake Division of
TreeHouse Foods, a leading manufacturer and
distributor of private label packaged F&B
$90m here
March
2018
Le Grand Vefour (FR): Stared restaurant in Paris
(<ā‚¬5m)
ā‚¬9m here
RECENT TRANSACTIONS [6/6]
Source : Mergermarket, Fusacq, GCF Research Click on the logo to access the website
III
OUR EXPERTISE,
ADDED-VALUE &
METHODOLOGY IN THE
LUXURY, FASHION &
LIFESTYLE SECTOR
23
P R I V A T E & C O N F I D E N T I A L
OUR EXPERTISE & ADDED VALUE [1/2]
We focus on 8 main sector, including the Luxury & Lifestyle industry. We have a direct
access to > 1 200 companies in this specific sector in Europe, Asia, and internationally
1. Our Expertise & Experience in the Luxury & Lifestyle sector
Our multicultural teams with our own offices in Europe and in Asia (Paris , Singapore,
Geneva, Lyon, Nantes, Vienna, Lisbon, Munich), and our partners in the Middle East,
Africa and the US
2. Our International presence
Entrepreneurs close to Entrepreneurs = reactivity & adaptability
3. Our ā€œentrepreneurialā€ culture
Privileged access to >750 investors (PE, VC, debt funds, Family Offices), with a specific
interest in the Luxury & Lifestyle industry
4. Our Privileged access to Strategic & Financial Investors
24
P R I V A T E & C O N F I D E N T I A L
OUR EXPERTISE & ADDED VALUE [2/2]
We prefer to act over the long term as partners alongside business leaders
5. Advisor & Partner
With over 80 closings between 2016 & 2022, GEREJE is No. 1 & No. 2 between 2016 & 2021 in
the Advisory Fusacq ranking ā€“ Corporate banking fundraising rankings in France
6. Our Track-Record
Our expertise in structuring complex operations : Earn-Out, Management Buy-Out, Owner
Buy-Out, Joint Ventureā€¦
7. Our Expertise in complex structuring
We work with no conflict of interests and ensure confidentiality & discretion
8. Our independence
25
P R I V A T E & C O N F I D E N T I A L
Being active in the M&A industry since 2007, we have a direct access to >1 200 companies in the Luxury & Lifestyle
sector (fine food inc.) in Europe, Asie and Worldwide ā€“ listed in our proprietary data base
OUR DIRECT ACCESS TO STRATEGIC PLAYERS [1/2]
26
P R I V A T E & C O N F I D E N T I A L
Being active in the M&A industry since 2007, we have a direct access to >1 200 companies in the Luxury & Lifestyle
sector (fine food inc.) in Europe, Asie and Worldwide ā€“ listed in our proprietary data base
OUR DIRECT ACCESS TO STRATEGIC PLAYERS [2/2]
27
P R I V A T E & C O N F I D E N T I A L Click on the logo to access the website.
Being active in the M&A industry since 2007, we have direct access to ~740 investors (PE, VC, Family Offices)
with an interest in Luxury & Lifestyle sector
OUR DIRECT ACCESS TO POTENTIAL INVESTORS
28
P R I V A T E & C O N F I D E N T I A L 28
Fabrice LOMBARDO
Founder & CEO of GEREJE Corporate Finance
Expertise at the international level, in Europe, Asia (especially ASEAN), Middle East & Africa, in
GEREJEā€™s 8 key sectors
Education:
BBA at Oxford Brookes UniversitƩ, Grenoble Business School, Executive MBA at ESSEC, SFAF
Certified
Key Points:
ā— + 12 years in Business Dev. (multinationals) ā— Creation of GEREJE: 2008 ā— +100 deals closed
EXPERIENCE & EXPERTISE
āž¢ + 15 years in M&A consulting for SMID & Large Caps
āž¢ Buy-Side Mandate & Sell-Side Mandate
āž¢ Fundraisings (Equity / Debt)
āž¢ Valuation & Structuring
āž¢ Speaker & Lecturer at ESSEC Paris, EGE, EDC Paris BS
āž¢ Specific expertise in Luxury & Retail
ā–Ŗ Iguana Classic, Alain Milliat, Zolotas, ChĆ¢teau
Lagrezette, Starasia, Leflair, Golay Spierer, etc.
OUR EXPERTISE IN THE LUXURY SECTOR [1/3]
29
P R I V A T E & C O N F I D E N T I A L 29
Olivier JOB
Senior Advisor at GEREJE Corporate Finance, Lyon
Expertise in the luxury/F&B/tourism industry, in France and internationally
Key Points:
ā— + 30 years of experience in luxury industry
ā— + 15 partnerships created
ā— Founder of LUXURY.CX
EXPERIENCE & EXPERTISE
āž¢ Creation of partnerships in the F&B & Luxury industry
āž¢ Franchises, Licences, Transfer of companiesā€™ know-how
āž¢ Fundraisings
āž¢ Business Development
āž¢ Event/Brand Management
āž¢ Marketing Strategy
āž¢ Specific expertise in Luxury
ā–Ŗ Bugati, Parmigiani, Bentley, Netjets, Le Cordon Bleu
Paris, Virtuoso, Escoffier Ritz Paris, etc.
OUR EXPERTISE IN THE LUXURY SECTOR [2/3]
30
P R I V A T E & C O N F I D E N T I A L 30
FranƧois LAURENT
Senior Advisor at GEREJE Corporate Finance, Asia (Hong-Kong)
Expertise in Asia, specialized in Luxury, Cosmetics and Perfumes
Education:
International Business diploma, EDC & INSEAD YMP
Key Points:
ā— + 35 years of experience in the cosmetics industry
ā— Founder & President of TALIKA APAC (1999-2017)
EXPERIENCE & EXPERTISE
āž¢ + 25 years of development in Asia-Pacific with
TALIKA
āž¢ Support in the creation of SMEs (Asia, US)
āž¢ Business Development
āž¢ Fundraising
āž¢ Marketing & Retail Strategy
āž¢ Product Development
āž¢ Specific expertise in Luxury
ā–Ŗ Previously International Director Asia Pacific, Middle
East, Africa at Parfums Christian Dior
ā–Ŗ Previously Director & COO at TALIKA Asia Pacific
OUR EXPERTISE IN THE LUXURY SECTOR [3/3]
31
P R I V A T E & C O N F I D E N T I A L
OUR BUY-SIDE METHODOLOGY
Option: Preparation of a "Long-List" of
potential targets in the targeted sector
and geographical area and ranking them
in order of interest and according to M&A
criteria (sales, EBITDA, etc.)
Initiate contact between GEREJE and the
target(s) (without giving the name of the
client) to validate their actionability
Meeting between GEREJE and the client
to select a short list of targets to be
approached in phase 2
Assist our client in the final Due
Diligence
Optimize the discussions between all
involved parties: legal, audit,
accountingā€¦
Advise on the best strategy and tactic
for final negotiations with the target(s)
until closing.
Assist in the drafting & proof-reading of
final contracts.
Drafting & negotiation of a Letter of
Intent (LOI)
Management of clientā€™s questions &
requests (Q&A)
Optimize the negotiations with the
target
Advise on the best structuring (equity /
debt / mix) in the interest of the
shareholders
Option : Preparation of a strategic and
financial note (detailed profile of the
target) for the client
Signing of the Letter of Intent (LOI)
Signing of a Reciprocal Confidentiality
Agreement (RCA).
Meeting between the target and the client
to confirm the strategic fit and the mutual
willingness to enter negotiations
Phase 1 ā€“ 1 to 3 months
Market Screening & Preliminary
Approach
Phase 2 ā€“ 4 to 9 months
Maximization of Negotiations ā€“
Signing of LOI
Phase 3 ā€“ 2 to 4 months
Final DD ā€“ Offer ā€“ Optimization of the
Closing
32
P R I V A T E & C O N F I D E N T I A L
BUY-SIDE BEST PRACTICES [1/2]
DEFINE clear & ambitious strategies for yourself & the
potential target
1
2
BE PROACTIVE: approach actionable and specific targets
ā†’ value creation
3
TIME is the essence: giving rhythm by respecting a
structured process
4
COMMUNICATION: take the time to explain every step
until the closing
1
2
3
4
33
P R I V A T E & C O N F I D E N T I A L
OPTIMIZE the structuring to align the interests regarding
valuation
5
THINK about the forward value by working on a joint business
model
6
ANTICIPATE tax and legal issues (shareholders' agreement)
7
ANTICIPATE the cultural differences (cross border)
8
BUY-SIDE BEST PRACTICES [2/2]
34
P R I V A T E & C O N F I D E N T I A L
OUR TAILOR-MADE FUNDRAISING & SELL-SIDE PROCESS
Phase 1 ā€“ 1 to 2 months
Preparation phase
Financial analysis (past results and
business plan)
Analysis of possible structuring schemes
(equity/debt/mix)
Set-up of an electronic dataroom
Blind Teaser online on our web
platform
In order to optimize the process, it is essential to prepare the project seriously, explain the use of the
funds and demonstrate the positive impact on turnover and margins
Phase 2 ā€“ 2 to 6 months
Selection, teasing and approach of
investors - Maximization of
negotiations
Identification of candidates (ā€long listā€)
Checking of candidatesā€™ seriousness, e-
NDA signing, transmission of
documents
Management and optimization of
negotiations with a ā€short listā€ of
qualified candidates
Phase 3 ā€“ 1 to 2 months
Closing optimization
Optimize the discussions between all
involved parties, in particular, legal &
audit advisors of both parties
Supervision of financial audits (option)
Advise on strategy and tactics for final
negotiations
Prepare a Strategic & Financial Note for
investors
Negotiation and signature of the Letter
of Intent (LOI), including all the key
terms of the deal
Transition to phase 2 after mutual consent
Valuation report for business owner(s)
Approach of candidates with a 100%
digitalized process
Set-up of a calendar & deadlines
Advise on the different structuring
schemes (earn out) and final review of
the documents in a M&A point of view
Prepare the executive managers for the
negotiations with the investors in Phase 2
35
P R I V A T E & C O N F I D E N T I A L
DIFFERENT TYPE OF INVESTORS
Strategic and financial investors have different investment criteria and objectives involving
different sales strategies and structuring scenarios themselves
ā€¢ Strategic investors are often competitors, suppliers or customers of the target.
ā€¢ Their objective is to identify companies whose products or services can be integrated in synergy with their
existing portfolio or gain market share, in order to create long-term value for their shareholders.
ā€¢ The main driver of the acquisition is strategic (vs. rapid return on investment). These buyers may also be
unconnected to the target and seek to expand in its market to diversify their revenue sources.
Strategic
investors
ā€¢ Financial investors/buyers include private equity firms, hedge funds, family offices ...
ā€¢ These players make investments in companies and achieve a return on investment within 5-7 years with a
sale or IPO.
ā€¢ Some Family Offices have an unlimited time horizon and can invest large sums of money to support the
growth of the business at all stages of its development.
Financial
investors
These buyers have fundamentally different objectives, so the way they will approach
the activities of the targets in an M&A process will differ considerably.
36
P R I V A T E & C O N F I D E N T I A L
Our experience in the luxury and retail sectors, our expertise in financial structuring, as well as
our privileged access to investors have enabled us to support the BEL-AIR FINE ART group in its
growth strategy over the years:
ā€ŗ GEREJE has been assisting the group since 2015. Thanks to 4 successive fundraisings, using
different structuring tools: equity, debt, crowdfunding and convertible bonds, managers have
been able to retain a majority stake throughout operations.
ā€ŗ GEREJE was also able to advise the group in the selection and approach of its partners. Since
the arrival in the capital of Apicap, BPI France and Initiative & Finance funds, the group has
gone from EUR 8m in 2015 to 25m in 2019 with a successful European expansion with the
opening of a:
o Flagship in Venice (Italy) ā€“ + EUR 3m sales in less than 24 months
o Gallery in Marbella (Spain)
o Gallery ub Knokke-Le-Zoute (Belgium)
o Gallery in Cannes (France)
o Gallery in Saint Tropez (France)
o Showroom in Paris (Paris)
ā€ŗ Despite the Covid-19 crisis, the Swiss Group continues its development with a 2020 turnover of
EUR 20m.
FINANCING & GROWING A SMID CAP: CASE STUDY
Our expertise in supporting growth strategies over several successive fundraisings:
The example of BEL-AIR FINE ART
Retail / Art Galeries
Growth Capital = EUR 10m+
4 operations
ABOUT GEREJE
CORPORATE FINANCE
IV
38
P R I V A T E & C O N F I D E N T I A L
In the 13th century, the Emperor Kublai Khan awarded
Marco Polo a gold tablet in the form of a long piece of
currency named Ā« GEREGE Ā» along with a password,
which ensured numerous privileges to the beholder.
With this golden passport, Marco Polo obtained all
necessary protections, supplies and assistance which
included horses, food and equipment for his safe return to
Venice accompanied by his immense fortune.
The GEREJE, first diplomatic passport,
ensuring safe and secure cross border
transactions, is a powerful symbol
matching perfectly our mission and goals
GEREJE team members share a common
passion in dealing with cross border
transactions and are united around the
GEREJE symbol reflecting our mind set as well
as our working philosophy.
THE ā€œGEREJEā€ PHILOSOPHY
39
P R I V A T E & C O N F I D E N T I A L
OUR WORLDWIDE REACH
We are an independent M&A firm with an ā€œentrepreneurialā€ culture, providing both strategic and financial
advisory services, composed of a multidisciplinary team based between Europe & Asia
Our Corporate Film
EUROPE
ā–Ŗ Paris
ā–Ŗ Lyon
ā–Ŗ Geneva
ā–Ŗ Nantes
ā–Ŗ Vienna
ā–Ŗ Lisbon
ā–Ŗ Munich
ASIA
ā–Ŗ Singapore
ā–Ŗ Hong-Kong
EUROPE
MOYEN-ORIENT
ASIE
40
P R I V A T E & C O N F I D E N T I A L
EXECUTION TEAM ENSURING THE QUALITY OF THE DOCUMENTS
Fabrice LOMBARDO
Founder & CEO
Antoine ALEMANY
Partner, Lisbon
Clarisse SUN
M&A Associate, Paris
Laurent GOBINET
Partner, Nantes
Hugo MONNET
M&A Vice President, Lyon
Servais MICOLOT
Partner, Geneva
Jeff CZELUSTA
M&A Director, Munich
Hannah DERENBACH
M&A Analyst, Paris
41
P R I V A T E & C O N F I D E N T I A L
SENIORS BRINGING SECTOR & GEOGRAPHIC EXPERTISES
FranƧois LAURENT
Senior Advisor, Hong-Kong
Olivier JOB
Senior Advisor, Lyon
Jean de MORAS
Senior Advisor, Paris
Arnaud BEASSE
Senior Advisor, Vienna
Maurice LAM
Executive Director, Singapore
Gregory LAM
M&A Vice President, Singapore
Bertrand LAM
Partner, Singapore
42
P R I V A T E & C O N F I D E N T I A L
Partial or Total Sell mandate
Managing and Optimizing a sell process, leveraging on
our structuring experience, valuation expertise &
international network to maximize the transaction price.
Using every financial tool to align the interests of all
parties.
OUR SERVICES
The quality of our services relies
in our 100% in-house team
enabling us to manage the
entire transaction process,
thereby ensuring efficiency,
confidentiality and tangible
results
Buy mandate / Acquisition / Joint Ventures
Optimizing external cross-borders expansion strategies.
Global Knowhow, Local Approach
Strategic Advisory ā€“ Business Consultancy
The experience and operational know-how of the senior
team allows us to optimize the development strategies of
companies and thus facilitate the management of
corporate finance issues (Fundraising or acquisition)
Fund raising mandate & IPO ā€“ Capital development
Structure a solid & realistic business plan in order to
maximize the valuation forward and raise the capital
needed (Equity, Debt, Convertible Shares).
Local Markets Approach and Implementation Assistance
for IPO to maximize forward value & optimize
Transaction Structuring
43
P R I V A T E & C O N F I D E N T I A L
OUR PROVEN METHODOLOGY
GEREJE is recognized for the quality of its documents (strategic & financial analysis) based on personalized
execution, enhanced by a multidisciplinary team acting under one hat !
Execution
Excellence
Each assignment is managed by
one Team leader to optimize the process
We rely on our own proprietary
research
Our mandates are on an exclusivity basis
only, including fixed and success fee
Our mandates are tailor-made
We manage 100% of the Transaction
coordinating the process
We deliver regular reports to optimize
the momentum
Our digital platform allows us to have constant
access to all the necessary information
44
P R I V A T E & C O N F I D E N T I A L
OUR REFERENCESā€“ SMID & LARGE CAP
Click on the logo to access the website.
45
P R I V A T E & C O N F I D E N T I A L
OUR STRONG NETWORK OF PARTNERS
Our solid network of partners in Europe and Asia enable us to get qualified, updated information in order to
accompany our clients and create value.
EUROPE
Access to +1,100 Family Offices
+150 banks & private bankers
+100 law firms
ASIA
Access to +700 Family Offices
+200 banks & private bankers
+150 law firms
Partnership signed with Business France (website) in 2021
Coverage of 110 countries, offering a direct access to
international investors
46
P R I V A T E & C O N F I D E N T I A L
TESTIMONIES
In this complicated economic
environment, the support and
involvement of the GEREJE teams
were key to the success of the
project.
Mr. FranƧois-
Denis POITRINAL
Founder & CEO
Thank you for the excellent work
done by the GEREJE team.
Mr. Kaci KƉBAƏLI
Founder & Chairman
GEREJE supported us successfully &
diligently in structuring our
fundraising process so we can keep
control of our company, They did a
great job at finding the right
investors for our projects!
Mr. Francois
CHABANIAN
Founder & CEO
In this complicated economic context,
the support and involvement of the
GEREJE teams were key elements in
the success of the operation
Mr. Guillaume
RAGUET
CEO
*click on a logo to access the website
47
P R I V A T E & C O N F I D E N T I A L
Articles
Surveys
Oxfam - La pandƩmie a fait Ʃmerger un nouveau milliardaire toutes les 30 heures
The Art Basel and UBS Global Art Market Report
WWD - M&A Activity in Luxury Sector Healthy and Brisk Despite COVID-19
Les Echos - La crise sanitaire a fait bondir le nombre de milliardaires en 2020
Luxe Digital - The future of Luxury 7 Trends To Stay Ahead in 2022
Watches Culture - 2021: a year of luxury M&A
Fortune Business Insights - Luxury Goods Market Size, Share & COVID-19 Impact Analysis
Bain & Company - The Evolving Future of Luxury
Bain & Company, Altagamma - Luxury is back... to the future
PWC - Global M&A Industry Trends : perspectives pour 2022
Deloitte - Global Fashion & Luxury Private Equity and Investors Survey 2022
BIBLIOGRAPHY
DISCLAIMER This presentation is being distributed against the signature of a Non-Disclosure Agreement and is strictly confidential.
This presentation may not be reproduced, summarized or disclosed, in whole or in part, without the prior written authorization of GCF, and by accepting this presentation you hereby agree to be bound by
the restrictions contained herein.
This presentation is based on publicly available information and/or data provided by GCFā€™s client which have not been independently verified by GCF. Any estimates and projections contained herein
involve significant elements of subjective judgment and analysis, which may or may not be correct. Neither GCF nor any of its affiliates, or any of its direct or indirect shareholders, or any of its or their
respective members, employees or agents provides any guarantee or warranty (express or implied) or assumes any responsibility with respect to the authenticity, origin, validity, accuracy or
completeness of the information and data contained herein or assumes any obligation for damages, losses or costs (including, without limitation, any direct or consequential losses) resulting from any
errors or omissions in this presentation.
This presentation was prepared by GCF (GEREJE Corporate Finance) exclusively in the framework of an agreement for the benefit of its clients in connection with the possible Transaction. GCF has duly
and professionally challenged all information & data provided by our clients, including past & existing figures, assumptions of the Business Plan as well as the professionalism of the management team/
shareholders.
The economic valuations and proposed deal structuring contained in this presentation are fair and based on current market practices, which may change significantly over a short period of time.
Changes and events occurring after the date hereof may, therefore, affect the validity of the information contained in this presentation and GCF assumes no obligation to update and/or revise this
presentation or the information and data upon which it has been based.
GCF designates the companies, whilst legally they are independent entities, sharing GCF corporate identity, logo, documents, working methodology & ethical rules. All GCF offices are working as an
integrated group of companies under the governance of a written agreement for the interest of the clients. GCF legal entities are privately owned and independent structures.
GEREJE Advisory Asia Pte Ltd (Singapore) is MAS (Monetary Authority of Singapore) Exempt Corporate Finance Advisor
Ā© Copyright 2023 GEREJE Corporate Finance. All rights reserved
More information at:
www.gerejecorpfinance.com

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GCF - Our added value in the luxury fashion lifestyle sector 0823.pdf

  • 1. OUR ADDED VALUE AND M&A TRENDS IN THE LUXURY, FASHION AND LIFESTYLE SECTOR BUY SIDE ā€“ FUNDRAISING ā€“ SELL SIDE AUGUST 2023
  • 2. 2 P R I V A T E & C O N F I D E N T I A L TABLE OF CONTENT I. Market trends in the Luxury, Fashion & Lifestyle sector 03 III. Our expertise, added-value & methodology in the Luxury, Fashion & Lifestyle sector 22 IV. About GEREJE Corporate Finance 37 II. M&A trends in the Luxury, Fashion & Lifestyle sector 12
  • 3. MARKET TRENDS IN THE LUXURY, FASHION AND LIFESTYLE SECTOR I
  • 4. 4 P R I V A T E & C O N F I D E N T I A L POROSITY IN THE SECTOR The main players in the luxury industry are reinforcing their position by diversifying (i) their brands portfolio and (ii) their activities into services and businesses related to their core business, mainly in Europe
  • 5. 5 P R I V A T E & C O N F I D E N T I A L 254 260 281 257 288 312 327 343 353 2017 2018 2019 2020 2021 2022e 2023f 2024f 2025f Global Personal Luxury Goods sales (in $bn) 2017-2025 The worldwide luxury goods market is projected to grow from $bn257 in 2020 to $353bn in 2025, at a CAGR of 4,6% in the forecast period THE LUXURY SEGMENT: RESILIENT AND GROWING Sources: Xerfi, Euromonitor, Statista, GCF analysis The Artificial Intelligence ā–Ŗ Brands are increasingly using AI for more relevant marketing campaigns The Augmented Reality ā–Ŗ Consumers seek an in-store experience while staying at home The Influence Marketing ā–Ŗ Increasingly prevalent in the luxury sector and showing a ROI of $6.5 for every dollar spent Key Drivers
  • 6. 6 P R I V A T E & C O N F I D E N T I A L THE FASHION SEGMENT: A MARKET IN RECOVERY Sources: Deloitte 2021, McKinsey, Statista, GoRemotely, GCF analysis The sector will recover from the Covid-19 crisis in the next 3 years ā–Ŗ Asia and Middle East are estimated to be the fastest growing regions (> 10% of annual growth) Luxury brands outperformed the market ā–Ŗ Continuing demand for luxury goods from wealthier consumers who have been more resilient to the crisis The global fashion industry, valued at $1.7tn in 2022 (+17% vs. 2020), and is expected to reach over $2.2tn by 2025 Key Drivers Ethical, sustainable fashion market to reach $10bn in 2025
  • 7. 7 P R I V A T E & C O N F I D E N T I A L EMERGING OF DISRUPTIVE DIGITAL CHANNEL Sources: Bain & Company, Luxe Digital, GCF analysis 33 49 63 114 2019 2020 2021 2025f Global Online Luxury Goods Market in ā‚¬billion 2019 ā€“ 2025F 12% 22% 22% 30% Online sales share in luxury goods market Key Drivers Online sales will soon become the channel N1 From 12% of the luxury market share to 22% over the last 2 years, it is expected to reach up to 30% by 2025. Rising sensitivity to sustainable consumption ā–Ŗ Leading to launching and growing re-sales and rental platforms (Vestiaire collective, Vinted, ā€¦) Emergence and growing investment in NFTs from leading luxury brands, especially in art business By 2025, Gen Z will account for 1/5 customers of the luxury market; accelerate by the health crisis brand are developing omnichannel distribution channel and integrating disruptive digital in their business model.
  • 8. 8 P R I V A T E & C O N F I D E N T I A L FOCUS ON WINE INDUSTRY : CONTINUOUS GROWTH OF VINEYARDā€™S VALUE [1/3] The value of French vineyards has increased by + 150% in 20 years: average price of a 2022 PDO* wine = EUR 151k/ha 0 20 40 60 80 100 120 140 160 1993 1995 1997 1999 2001 2003 2005 2007 2009 2011 2013 2015 2017 2019 In K EUR 151 Hectare price evolution of French PDO wine French vineyards represent nearly 750,000 hectares Sources: SAFER, GCF Research Near 10 000 deals in 2022: ā€¢ 2,5% of vineyards areas (+5,4% vs. 2021) ā€¢ EUR 1.01bn in value (-7% vs. 2021) PDO = protected Designation of Origin PDO
  • 9. 9 P R I V A T E & C O N F I D E N T I A L FOCUS ON WINE INDUSTRY : PREMIUMISATION [2/3] CORRELATION BETWEEN WINE PRICES AND VINEYARD VALUE: Wine prices drive up grape prices, which in turn drives up vineyard value Case study: ChĆ¢teau Leoville Barton Parker rate: 96-97/100 en 2022 Price of a bottle CAGR 2000-2020 = +7.9% ā†’ Premiumisation Vineyard Value CAGR 1999-2010 = +9.1% Sources: SAFER, vivino.com, millesimal.fr, leprixdesterres, GCF Research 0 20 40 60 80 100 120 140 0 20 40 60 80 100 120 140 2002 2004 2006 2008 2010 2012 2014 2016 2018 2020 2022 Average price of a bottle (in ā‚¬) Average price / hectare (in Kā‚¬) In K EUR In EUR
  • 10. 10 P R I V A T E & C O N F I D E N T I A L FOCUS ON WINE INDUSTRY : CHƂTEAU + NOTE PARKER = STRONG PREMIUM ON THE VALUATION [3/3] The presence of a real chĆ¢teau on the estate, as well as the quality of the wine and its awards, have enabled the purchase value of certain vineyards to skyrocket. Parker rate* = Robert Parker rating system, 90-95: excellent wine, 96-100: extraordinary wine Sources: Companies website, winedecider.com, millesimal.fr, vivino.com, 87 88 89 91 2012 2014 2016 2018 Parker Rate ChĆ¢teau LabĆ©gorce bought ChĆ¢teau La Tour de Mons in October 2019 for ā‚¬60m +48 hectares (1,25Mā‚¬/ha) 88 92 93 93 2012 2014 2016 2018 Parker Rate Tristan Le Lou bought ChĆ¢teau Cantenac Brown in DĆ©cember 2019 for ā‚¬150m +48 hectares (3,12Mā‚¬/ha) 90 91 91 90 2014 2016 2018 2021 Parker Rate Jacky Lorenzetti bought ChĆ¢teau Lafon- Rochet in September 2021 for ā‚¬100 ā€“ 120m +41 hectares (est. 3Mā‚¬/ha)
  • 11. 11 P R I V A T E & C O N F I D E N T I A L The caviar market is expected to grow at a CAGR rate of 5,45% and reach $512m in the forecast period from 2022 to 2030 Sources: EUMOFA 2021, GCF Research FOCUS ON CAVIAR PRODUCTION Disappearance of wild caviar due to overfishing and pollution and increase of farmed caviar ā–Ŗ Wild caviar almost totally disappeared in 2010 due to pollution & overfishing ā–Ŗ Farmed caviar production represent today 100% of the market : CAGR of 20% (2010-2015) China is the NĀ°1 farmed caviar producer ā–Ŗ About 85% of the global caviar production now is made in China ā–Ŗ China (1 : 130T), Italy (2 : 55T), France (3 : 41T), USA (6 : 18T)
  • 12. M&A TRENDS IN THE LUXURY,FASHION AND LIFESTYLE SECTOR II
  • 13. 13 P R I V A T E & C O N F I D E N T I A L 265 271 277 284 73 52 65 88 2018 2019 2020 2021 Fashion & Luxury Apparel & Accessories Number of M&A deals in Fashion & Luxury sector 2018-2021 The Luxury, Fashion & Lifestyle sector has proven to be a wealthy target for M&A activities mostly due to the rapid recovery of Covid-19 : there have been 284 M&A deals in 2021 (+22 deals vs 2020) driven by the strong appetite of financial investors AN ATTRACTIVE SECTOR FOR INVESTORS Sources: Deloitte 2021, mergermarket, GCF analysis Europe is the most active M&A market, accounting for 60% of the transactions North America is the fastest growing region with 72 deals in 2021 (+24% vs. 2020) Small size companies (sales <$51m) are the most attractive targets for investors representing 54% of total deals in 2021 Key Drivers
  • 14. 14 P R I V A T E & C O N F I D E N T I A L M&A TRENDS ā€“ VALUATION METRICS Company Size ā–Ŗ The largest the company, the higher the multiple with key thresholds (10M revenue; 50M revenue; 100M revenueā€¦) Profitability ā–Ŗ EBITDA margin compared to peers may be the most important comparison criteria when the companiesā€™ sizes are similar Market position ā–Ŗ A leading position within a local market improves a valuation multiple, on the other hand, a mid-tier position will drive a lower valuation. Within the same sector, valuation multiples vary according to the size, profitability, and market positioning of the company
  • 15. 15 P R I V A T E & C O N F I D E N T I A L EV/EBITDA 2022 Company Market Capitalization ā‚¬389,156m (+6%) ā‚¬64,783m (-26%) ā‚¬77,936m (+18%) ā‚¬168,774m (+5%) ā‚¬13,596m (-6%) ā‚¬14,791m (-14%) ā‚¬76,129m (+1%) HKD 170,600 (+20%) Enterprise Value ā‚¬409,295m (+9%) ā‚¬69,233m (-25%) ā‚¬75,211m (+12%) ā‚¬154,062m (+4%) ā‚¬15,271m (-6%) ā‚¬14,508m (-12%) ā‚¬83,271m (-3%) HKD 181,629m (+19%) EBITDA ā‚¬27,863m (+21%) ā‚¬7,374m (+14%) ā‚¬6,211m (+26%) ā‚¬5,178m (+35%) ā‚¬1,432m (+28%) ā‚¬1,031m (+11%) ā‚¬6,083m (+11%) HKD 11,504m (+12%) 15,0x 9,6x 12,5x 31,4x 11,0x 14,2x 13,9x 15,7x Source : Zonebourse, Capital IQ Click on the logo to access the website MARKET PEERS MULTIPLES The luxury groups performed well in 2022, showing EBITDA increase between 10 to 50%, while due to the covid impact in China the market has been more cautious (decrease or slow rise in market capitalization), resulting in lower EV/EBITDA multiples in 2022. Data from 20/01/2023 Mediane 2022 = 14.1x (vs. 15,3x in 2021) Average 2022 = 15.4x (vs. 19.2x in 2021)
  • 16. 16 P R I V A T E & C O N F I D E N T I A L EV/EBITDA RECENT TRANSACTIONS [1/6] Target Buyer Transaction Value ā‚¬440m ā‚¬1bn ā‚¬38m ā‚¬200m ā‚¬110m ā‚¬19m Information Iconix (US): an apparel brands management company THOM Group (FR): a jewelry retailer (brands: Histoire dā€™Or, Marc Orian, Orovivo,ā€¦) Fraser Hart (UK): a luxury watches & jewelry retailer Riri Group (CH): manufacturer of high-end accessories Citytime (ES): an affordable luxury watches and jewelry retailer Ceramica Cielo (IT): a manufacturer of luxury sanitary ceramics Date Jun. 2021 Jan. 2021 Dec. 2019 Oct. 2018 Aug. 2017 Jun. 2017 Learn more here here here here here here 7,8x 7,5x 6,3x 11,5x 5,3x 5,8x Source : Mergermarket, Fusacq, GCF Research Click on the logo to access the website
  • 17. 17 P R I V A T E & C O N F I D E N T I A L EV/EBITDA Target Buyer Shareholders Transaction Value ā‚¬108m ā‚¬195m ā‚¬1.7bn ā‚¬172m ā‚¬6m ā‚¬65m Information Yakjin Trading (SK): apparel manufacturer Betty Blue/Elisabetta Franchi (IT): a fashion company Kontoor (US): a lifestyle apparel company Camuto Group (US): a footwear group Choice (UK): an apparel retailer Save The Duck & Ganesh (IT): fashion brands Date Aug.2020 Sep. 2019 May. 2019 Oct. 2018 Oct. 2018 Mar. 2018 Learn more here here here here here here 5,8x 8,3x 5,3x 5,0x 4,9x 8,5x RECENT TRANSACTIONS [2/6] Source : Mergermarket, Fusacq, GCF Research Click on the logo to access the website
  • 18. 18 P R I V A T E & C O N F I D E N T I A L EV/EBITDA Target Buyer Transaction Value $150m ā‚¬190m ā‚¬80m $30m ā‚¬500m ā‚¬40m Information Enoitalia: a global leader of Italian wine Natra (ES): chocolate manufacturer La Galvanina (IT): mineral water and organic drinks company Purple Carrot (US): a plant-based meal delivery provider Grupo Iberconsa (ES): an Argentine red shrimp and frozen hake business Lily Oā€™Brienā€™s (Ireland): chocolate manufacturer Date June 2021 July 2019 June 2019 May 2019 March 2019 January 2018 Learn more here here here here here here 8,9x 5,5x 8,0x 8,0x 5,3x 5,7x RECENT TRANSACTIONS [3/6] Source : Mergermarket, Fusacq, GCF Research Click on the logo to access the website
  • 19. 19 P R I V A T E & C O N F I D E N T I A L Year Investors Target Information Transaction Value See More May. 2022 Arianee (FR) : manufactures NFTs for the luxury industry ā‚¬20m here Sep. 2021 Vestiaire Collective: a second-hand fashion retail platform ā‚¬178m here Jul. 2021 La Coque de Nacre: a jewelry designer & B2B distributor ā‚¬50m here Jun. 2021 Filati Biagioli Modesto : a manufacturer of high-quality yarns - here Aug. 2020 JS Corporation (South Korea): listed leather goods manufacturer Yakjin Trading: apparel manufacturer ā‚¬108m here Mar. 2020 Yuyuan Tourist Mart (CN): a leading retailing conglomerate Djula: a luxury jewelry brand ā‚¬30m here RECENT TRANSACTIONS [4/6] Source : Mergermarket, Fusacq, GCF Research Click on the logo to access the website
  • 20. 20 P R I V A T E & C O N F I D E N T I A L Year Investors Target Information Transaction Value See More Feb. 2022 LaCollection, a startup in NFT art retailing raised $10m to develop its digital platform $10m here Feb. 2022 Convelio, a digital freight forwarder start-up specialized in artworks raised ā‚¬30m to support the growth of its international activities, especially in the US Series B ā‚¬30m here Nov. 2021 Singulart, an online art retailer raised $60m to unfold its platform in the US $60m here July 2021 BAI acquired YellowKorner, an accessible photography galleriesā€™ network to help the group expand its digital presence & international footprint - here Feb. 2018 LAURENT DASSAULT CarrĆ© dā€™artistes an accessible art galleries network, raised ā‚¬4m to further build its galleriesā€™ network ā‚¬4m here Source: Mergermarket, crunchbase, GCF Research Click on the logo to access the website. Strong appetite from financial investors in art galleries actors to (i) support the growth & the internationalization of actors with disruptive digital business models and (ii) expand their galleriesā€™ network. RECENT TRANSACTIONS [5/6]
  • 21. 21 P R I V A T E & C O N F I D E N T I A L Year Buyer Target Information Transaction Value See More Dec. 2021 La belle vie: foodtech start-up in home delivery delicatessen (ā‚¬50m sales) Series B ā‚¬20m here Oct. 2021 Fromageries Terres dā€™Or (FR): cheese producer (ā‚¬50m sales) ~ā‚¬15m here Apr. 2021 Abergavenny Fine Foods (UK): a market leader in food services (ā‚¬50m sales) - here Aug. 2020 PFD foodservices (Australia): a leading foodservice suppliers A$450m here July 2019 Flagstone Foods (US): the Snake Division of TreeHouse Foods, a leading manufacturer and distributor of private label packaged F&B $90m here March 2018 Le Grand Vefour (FR): Stared restaurant in Paris (<ā‚¬5m) ā‚¬9m here RECENT TRANSACTIONS [6/6] Source : Mergermarket, Fusacq, GCF Research Click on the logo to access the website
  • 22. III OUR EXPERTISE, ADDED-VALUE & METHODOLOGY IN THE LUXURY, FASHION & LIFESTYLE SECTOR
  • 23. 23 P R I V A T E & C O N F I D E N T I A L OUR EXPERTISE & ADDED VALUE [1/2] We focus on 8 main sector, including the Luxury & Lifestyle industry. We have a direct access to > 1 200 companies in this specific sector in Europe, Asia, and internationally 1. Our Expertise & Experience in the Luxury & Lifestyle sector Our multicultural teams with our own offices in Europe and in Asia (Paris , Singapore, Geneva, Lyon, Nantes, Vienna, Lisbon, Munich), and our partners in the Middle East, Africa and the US 2. Our International presence Entrepreneurs close to Entrepreneurs = reactivity & adaptability 3. Our ā€œentrepreneurialā€ culture Privileged access to >750 investors (PE, VC, debt funds, Family Offices), with a specific interest in the Luxury & Lifestyle industry 4. Our Privileged access to Strategic & Financial Investors
  • 24. 24 P R I V A T E & C O N F I D E N T I A L OUR EXPERTISE & ADDED VALUE [2/2] We prefer to act over the long term as partners alongside business leaders 5. Advisor & Partner With over 80 closings between 2016 & 2022, GEREJE is No. 1 & No. 2 between 2016 & 2021 in the Advisory Fusacq ranking ā€“ Corporate banking fundraising rankings in France 6. Our Track-Record Our expertise in structuring complex operations : Earn-Out, Management Buy-Out, Owner Buy-Out, Joint Ventureā€¦ 7. Our Expertise in complex structuring We work with no conflict of interests and ensure confidentiality & discretion 8. Our independence
  • 25. 25 P R I V A T E & C O N F I D E N T I A L Being active in the M&A industry since 2007, we have a direct access to >1 200 companies in the Luxury & Lifestyle sector (fine food inc.) in Europe, Asie and Worldwide ā€“ listed in our proprietary data base OUR DIRECT ACCESS TO STRATEGIC PLAYERS [1/2]
  • 26. 26 P R I V A T E & C O N F I D E N T I A L Being active in the M&A industry since 2007, we have a direct access to >1 200 companies in the Luxury & Lifestyle sector (fine food inc.) in Europe, Asie and Worldwide ā€“ listed in our proprietary data base OUR DIRECT ACCESS TO STRATEGIC PLAYERS [2/2]
  • 27. 27 P R I V A T E & C O N F I D E N T I A L Click on the logo to access the website. Being active in the M&A industry since 2007, we have direct access to ~740 investors (PE, VC, Family Offices) with an interest in Luxury & Lifestyle sector OUR DIRECT ACCESS TO POTENTIAL INVESTORS
  • 28. 28 P R I V A T E & C O N F I D E N T I A L 28 Fabrice LOMBARDO Founder & CEO of GEREJE Corporate Finance Expertise at the international level, in Europe, Asia (especially ASEAN), Middle East & Africa, in GEREJEā€™s 8 key sectors Education: BBA at Oxford Brookes UniversitĆ©, Grenoble Business School, Executive MBA at ESSEC, SFAF Certified Key Points: ā— + 12 years in Business Dev. (multinationals) ā— Creation of GEREJE: 2008 ā— +100 deals closed EXPERIENCE & EXPERTISE āž¢ + 15 years in M&A consulting for SMID & Large Caps āž¢ Buy-Side Mandate & Sell-Side Mandate āž¢ Fundraisings (Equity / Debt) āž¢ Valuation & Structuring āž¢ Speaker & Lecturer at ESSEC Paris, EGE, EDC Paris BS āž¢ Specific expertise in Luxury & Retail ā–Ŗ Iguana Classic, Alain Milliat, Zolotas, ChĆ¢teau Lagrezette, Starasia, Leflair, Golay Spierer, etc. OUR EXPERTISE IN THE LUXURY SECTOR [1/3]
  • 29. 29 P R I V A T E & C O N F I D E N T I A L 29 Olivier JOB Senior Advisor at GEREJE Corporate Finance, Lyon Expertise in the luxury/F&B/tourism industry, in France and internationally Key Points: ā— + 30 years of experience in luxury industry ā— + 15 partnerships created ā— Founder of LUXURY.CX EXPERIENCE & EXPERTISE āž¢ Creation of partnerships in the F&B & Luxury industry āž¢ Franchises, Licences, Transfer of companiesā€™ know-how āž¢ Fundraisings āž¢ Business Development āž¢ Event/Brand Management āž¢ Marketing Strategy āž¢ Specific expertise in Luxury ā–Ŗ Bugati, Parmigiani, Bentley, Netjets, Le Cordon Bleu Paris, Virtuoso, Escoffier Ritz Paris, etc. OUR EXPERTISE IN THE LUXURY SECTOR [2/3]
  • 30. 30 P R I V A T E & C O N F I D E N T I A L 30 FranƧois LAURENT Senior Advisor at GEREJE Corporate Finance, Asia (Hong-Kong) Expertise in Asia, specialized in Luxury, Cosmetics and Perfumes Education: International Business diploma, EDC & INSEAD YMP Key Points: ā— + 35 years of experience in the cosmetics industry ā— Founder & President of TALIKA APAC (1999-2017) EXPERIENCE & EXPERTISE āž¢ + 25 years of development in Asia-Pacific with TALIKA āž¢ Support in the creation of SMEs (Asia, US) āž¢ Business Development āž¢ Fundraising āž¢ Marketing & Retail Strategy āž¢ Product Development āž¢ Specific expertise in Luxury ā–Ŗ Previously International Director Asia Pacific, Middle East, Africa at Parfums Christian Dior ā–Ŗ Previously Director & COO at TALIKA Asia Pacific OUR EXPERTISE IN THE LUXURY SECTOR [3/3]
  • 31. 31 P R I V A T E & C O N F I D E N T I A L OUR BUY-SIDE METHODOLOGY Option: Preparation of a "Long-List" of potential targets in the targeted sector and geographical area and ranking them in order of interest and according to M&A criteria (sales, EBITDA, etc.) Initiate contact between GEREJE and the target(s) (without giving the name of the client) to validate their actionability Meeting between GEREJE and the client to select a short list of targets to be approached in phase 2 Assist our client in the final Due Diligence Optimize the discussions between all involved parties: legal, audit, accountingā€¦ Advise on the best strategy and tactic for final negotiations with the target(s) until closing. Assist in the drafting & proof-reading of final contracts. Drafting & negotiation of a Letter of Intent (LOI) Management of clientā€™s questions & requests (Q&A) Optimize the negotiations with the target Advise on the best structuring (equity / debt / mix) in the interest of the shareholders Option : Preparation of a strategic and financial note (detailed profile of the target) for the client Signing of the Letter of Intent (LOI) Signing of a Reciprocal Confidentiality Agreement (RCA). Meeting between the target and the client to confirm the strategic fit and the mutual willingness to enter negotiations Phase 1 ā€“ 1 to 3 months Market Screening & Preliminary Approach Phase 2 ā€“ 4 to 9 months Maximization of Negotiations ā€“ Signing of LOI Phase 3 ā€“ 2 to 4 months Final DD ā€“ Offer ā€“ Optimization of the Closing
  • 32. 32 P R I V A T E & C O N F I D E N T I A L BUY-SIDE BEST PRACTICES [1/2] DEFINE clear & ambitious strategies for yourself & the potential target 1 2 BE PROACTIVE: approach actionable and specific targets ā†’ value creation 3 TIME is the essence: giving rhythm by respecting a structured process 4 COMMUNICATION: take the time to explain every step until the closing 1 2 3 4
  • 33. 33 P R I V A T E & C O N F I D E N T I A L OPTIMIZE the structuring to align the interests regarding valuation 5 THINK about the forward value by working on a joint business model 6 ANTICIPATE tax and legal issues (shareholders' agreement) 7 ANTICIPATE the cultural differences (cross border) 8 BUY-SIDE BEST PRACTICES [2/2]
  • 34. 34 P R I V A T E & C O N F I D E N T I A L OUR TAILOR-MADE FUNDRAISING & SELL-SIDE PROCESS Phase 1 ā€“ 1 to 2 months Preparation phase Financial analysis (past results and business plan) Analysis of possible structuring schemes (equity/debt/mix) Set-up of an electronic dataroom Blind Teaser online on our web platform In order to optimize the process, it is essential to prepare the project seriously, explain the use of the funds and demonstrate the positive impact on turnover and margins Phase 2 ā€“ 2 to 6 months Selection, teasing and approach of investors - Maximization of negotiations Identification of candidates (ā€long listā€) Checking of candidatesā€™ seriousness, e- NDA signing, transmission of documents Management and optimization of negotiations with a ā€short listā€ of qualified candidates Phase 3 ā€“ 1 to 2 months Closing optimization Optimize the discussions between all involved parties, in particular, legal & audit advisors of both parties Supervision of financial audits (option) Advise on strategy and tactics for final negotiations Prepare a Strategic & Financial Note for investors Negotiation and signature of the Letter of Intent (LOI), including all the key terms of the deal Transition to phase 2 after mutual consent Valuation report for business owner(s) Approach of candidates with a 100% digitalized process Set-up of a calendar & deadlines Advise on the different structuring schemes (earn out) and final review of the documents in a M&A point of view Prepare the executive managers for the negotiations with the investors in Phase 2
  • 35. 35 P R I V A T E & C O N F I D E N T I A L DIFFERENT TYPE OF INVESTORS Strategic and financial investors have different investment criteria and objectives involving different sales strategies and structuring scenarios themselves ā€¢ Strategic investors are often competitors, suppliers or customers of the target. ā€¢ Their objective is to identify companies whose products or services can be integrated in synergy with their existing portfolio or gain market share, in order to create long-term value for their shareholders. ā€¢ The main driver of the acquisition is strategic (vs. rapid return on investment). These buyers may also be unconnected to the target and seek to expand in its market to diversify their revenue sources. Strategic investors ā€¢ Financial investors/buyers include private equity firms, hedge funds, family offices ... ā€¢ These players make investments in companies and achieve a return on investment within 5-7 years with a sale or IPO. ā€¢ Some Family Offices have an unlimited time horizon and can invest large sums of money to support the growth of the business at all stages of its development. Financial investors These buyers have fundamentally different objectives, so the way they will approach the activities of the targets in an M&A process will differ considerably.
  • 36. 36 P R I V A T E & C O N F I D E N T I A L Our experience in the luxury and retail sectors, our expertise in financial structuring, as well as our privileged access to investors have enabled us to support the BEL-AIR FINE ART group in its growth strategy over the years: ā€ŗ GEREJE has been assisting the group since 2015. Thanks to 4 successive fundraisings, using different structuring tools: equity, debt, crowdfunding and convertible bonds, managers have been able to retain a majority stake throughout operations. ā€ŗ GEREJE was also able to advise the group in the selection and approach of its partners. Since the arrival in the capital of Apicap, BPI France and Initiative & Finance funds, the group has gone from EUR 8m in 2015 to 25m in 2019 with a successful European expansion with the opening of a: o Flagship in Venice (Italy) ā€“ + EUR 3m sales in less than 24 months o Gallery in Marbella (Spain) o Gallery ub Knokke-Le-Zoute (Belgium) o Gallery in Cannes (France) o Gallery in Saint Tropez (France) o Showroom in Paris (Paris) ā€ŗ Despite the Covid-19 crisis, the Swiss Group continues its development with a 2020 turnover of EUR 20m. FINANCING & GROWING A SMID CAP: CASE STUDY Our expertise in supporting growth strategies over several successive fundraisings: The example of BEL-AIR FINE ART Retail / Art Galeries Growth Capital = EUR 10m+ 4 operations
  • 38. 38 P R I V A T E & C O N F I D E N T I A L In the 13th century, the Emperor Kublai Khan awarded Marco Polo a gold tablet in the form of a long piece of currency named Ā« GEREGE Ā» along with a password, which ensured numerous privileges to the beholder. With this golden passport, Marco Polo obtained all necessary protections, supplies and assistance which included horses, food and equipment for his safe return to Venice accompanied by his immense fortune. The GEREJE, first diplomatic passport, ensuring safe and secure cross border transactions, is a powerful symbol matching perfectly our mission and goals GEREJE team members share a common passion in dealing with cross border transactions and are united around the GEREJE symbol reflecting our mind set as well as our working philosophy. THE ā€œGEREJEā€ PHILOSOPHY
  • 39. 39 P R I V A T E & C O N F I D E N T I A L OUR WORLDWIDE REACH We are an independent M&A firm with an ā€œentrepreneurialā€ culture, providing both strategic and financial advisory services, composed of a multidisciplinary team based between Europe & Asia Our Corporate Film EUROPE ā–Ŗ Paris ā–Ŗ Lyon ā–Ŗ Geneva ā–Ŗ Nantes ā–Ŗ Vienna ā–Ŗ Lisbon ā–Ŗ Munich ASIA ā–Ŗ Singapore ā–Ŗ Hong-Kong EUROPE MOYEN-ORIENT ASIE
  • 40. 40 P R I V A T E & C O N F I D E N T I A L EXECUTION TEAM ENSURING THE QUALITY OF THE DOCUMENTS Fabrice LOMBARDO Founder & CEO Antoine ALEMANY Partner, Lisbon Clarisse SUN M&A Associate, Paris Laurent GOBINET Partner, Nantes Hugo MONNET M&A Vice President, Lyon Servais MICOLOT Partner, Geneva Jeff CZELUSTA M&A Director, Munich Hannah DERENBACH M&A Analyst, Paris
  • 41. 41 P R I V A T E & C O N F I D E N T I A L SENIORS BRINGING SECTOR & GEOGRAPHIC EXPERTISES FranƧois LAURENT Senior Advisor, Hong-Kong Olivier JOB Senior Advisor, Lyon Jean de MORAS Senior Advisor, Paris Arnaud BEASSE Senior Advisor, Vienna Maurice LAM Executive Director, Singapore Gregory LAM M&A Vice President, Singapore Bertrand LAM Partner, Singapore
  • 42. 42 P R I V A T E & C O N F I D E N T I A L Partial or Total Sell mandate Managing and Optimizing a sell process, leveraging on our structuring experience, valuation expertise & international network to maximize the transaction price. Using every financial tool to align the interests of all parties. OUR SERVICES The quality of our services relies in our 100% in-house team enabling us to manage the entire transaction process, thereby ensuring efficiency, confidentiality and tangible results Buy mandate / Acquisition / Joint Ventures Optimizing external cross-borders expansion strategies. Global Knowhow, Local Approach Strategic Advisory ā€“ Business Consultancy The experience and operational know-how of the senior team allows us to optimize the development strategies of companies and thus facilitate the management of corporate finance issues (Fundraising or acquisition) Fund raising mandate & IPO ā€“ Capital development Structure a solid & realistic business plan in order to maximize the valuation forward and raise the capital needed (Equity, Debt, Convertible Shares). Local Markets Approach and Implementation Assistance for IPO to maximize forward value & optimize Transaction Structuring
  • 43. 43 P R I V A T E & C O N F I D E N T I A L OUR PROVEN METHODOLOGY GEREJE is recognized for the quality of its documents (strategic & financial analysis) based on personalized execution, enhanced by a multidisciplinary team acting under one hat ! Execution Excellence Each assignment is managed by one Team leader to optimize the process We rely on our own proprietary research Our mandates are on an exclusivity basis only, including fixed and success fee Our mandates are tailor-made We manage 100% of the Transaction coordinating the process We deliver regular reports to optimize the momentum Our digital platform allows us to have constant access to all the necessary information
  • 44. 44 P R I V A T E & C O N F I D E N T I A L OUR REFERENCESā€“ SMID & LARGE CAP Click on the logo to access the website.
  • 45. 45 P R I V A T E & C O N F I D E N T I A L OUR STRONG NETWORK OF PARTNERS Our solid network of partners in Europe and Asia enable us to get qualified, updated information in order to accompany our clients and create value. EUROPE Access to +1,100 Family Offices +150 banks & private bankers +100 law firms ASIA Access to +700 Family Offices +200 banks & private bankers +150 law firms Partnership signed with Business France (website) in 2021 Coverage of 110 countries, offering a direct access to international investors
  • 46. 46 P R I V A T E & C O N F I D E N T I A L TESTIMONIES In this complicated economic environment, the support and involvement of the GEREJE teams were key to the success of the project. Mr. FranƧois- Denis POITRINAL Founder & CEO Thank you for the excellent work done by the GEREJE team. Mr. Kaci KƉBAƏLI Founder & Chairman GEREJE supported us successfully & diligently in structuring our fundraising process so we can keep control of our company, They did a great job at finding the right investors for our projects! Mr. Francois CHABANIAN Founder & CEO In this complicated economic context, the support and involvement of the GEREJE teams were key elements in the success of the operation Mr. Guillaume RAGUET CEO *click on a logo to access the website
  • 47. 47 P R I V A T E & C O N F I D E N T I A L Articles Surveys Oxfam - La pandĆ©mie a fait Ć©merger un nouveau milliardaire toutes les 30 heures The Art Basel and UBS Global Art Market Report WWD - M&A Activity in Luxury Sector Healthy and Brisk Despite COVID-19 Les Echos - La crise sanitaire a fait bondir le nombre de milliardaires en 2020 Luxe Digital - The future of Luxury 7 Trends To Stay Ahead in 2022 Watches Culture - 2021: a year of luxury M&A Fortune Business Insights - Luxury Goods Market Size, Share & COVID-19 Impact Analysis Bain & Company - The Evolving Future of Luxury Bain & Company, Altagamma - Luxury is back... to the future PWC - Global M&A Industry Trends : perspectives pour 2022 Deloitte - Global Fashion & Luxury Private Equity and Investors Survey 2022 BIBLIOGRAPHY
  • 48. DISCLAIMER This presentation is being distributed against the signature of a Non-Disclosure Agreement and is strictly confidential. This presentation may not be reproduced, summarized or disclosed, in whole or in part, without the prior written authorization of GCF, and by accepting this presentation you hereby agree to be bound by the restrictions contained herein. This presentation is based on publicly available information and/or data provided by GCFā€™s client which have not been independently verified by GCF. Any estimates and projections contained herein involve significant elements of subjective judgment and analysis, which may or may not be correct. Neither GCF nor any of its affiliates, or any of its direct or indirect shareholders, or any of its or their respective members, employees or agents provides any guarantee or warranty (express or implied) or assumes any responsibility with respect to the authenticity, origin, validity, accuracy or completeness of the information and data contained herein or assumes any obligation for damages, losses or costs (including, without limitation, any direct or consequential losses) resulting from any errors or omissions in this presentation. This presentation was prepared by GCF (GEREJE Corporate Finance) exclusively in the framework of an agreement for the benefit of its clients in connection with the possible Transaction. GCF has duly and professionally challenged all information & data provided by our clients, including past & existing figures, assumptions of the Business Plan as well as the professionalism of the management team/ shareholders. The economic valuations and proposed deal structuring contained in this presentation are fair and based on current market practices, which may change significantly over a short period of time. Changes and events occurring after the date hereof may, therefore, affect the validity of the information contained in this presentation and GCF assumes no obligation to update and/or revise this presentation or the information and data upon which it has been based. GCF designates the companies, whilst legally they are independent entities, sharing GCF corporate identity, logo, documents, working methodology & ethical rules. All GCF offices are working as an integrated group of companies under the governance of a written agreement for the interest of the clients. GCF legal entities are privately owned and independent structures. GEREJE Advisory Asia Pte Ltd (Singapore) is MAS (Monetary Authority of Singapore) Exempt Corporate Finance Advisor Ā© Copyright 2023 GEREJE Corporate Finance. All rights reserved