Good afternoon, ladies and gentlemen, and thank you for standing by. Welcome to Wendel's H1 2023 results conference call. At this time, all participants are in a listen-only mode. There will be a presentation, followed by a question and answer session. If you wish to ask a question, you will need to press star one one on your telephone and wait for your name to be announced. You can also ask your questions on the webcast. Olivier Allot, Director of Financial Communication and Data Intelligence, will read them. Must advise you that this conference is being recorded today. I would now like to hand the conference over to Mr. Laurent Mignon, Group CEO. Please go ahead, sir.
Well, thank you, and good afternoon to all of you. Thank you for attending this presentation for the first half result of Wendel. You have the presentation that was should appear on your, on your, on your, on your visual. Let's go for it. I am here with David Darmon,
Hi, everyone.
member of the management Board. I'm here also with Jerome Michiels and Benoît Drillaud, our CFO. We will go through the presentation, all of us, and we will then go for a Q&A session. The first half of the year is we have a pretty good growth of our consolidated sales. You know, that we have a we are accounting now Constantia Flexibles as IFRS 5, so it's exclude Constantia Flexibles. For the company that are consolidated, the growth of the turnover is 6.5%, with a 6% organic growth, which I think is reflecting a good health of our portfolio company.
A solid growth of company like CPI and Bureau Veritas. A more difficult period for Stahl, but we'll come back to that later on. NAV is established to EUR 163.2 per share. It's overall stable since year to date after payment of the dividend. As you know, we've said that we have received some several binding offers to acquire Constantia Flexibles. We have value within this NAV, Constantia Flexibles, based on binding offer received, which is a higher value than the one that was used for the March 31st NAV calculation.
We are, we are confident that, we will, we will be announced to we will be able to announce a final transaction within the next few days. We have, resulting from all of that, a very solid financial position and a very strong liquidity situation, allowing us to be confident in delivering the strategy that we've set forth in, in, in March. We have made a successful liability management in June, which has allow us to further extend our bond debt maturity, for EUR 300 million.
We have, in fact, after pro forma, the acquisition of Scalian, which was finalized yesterday, and the contemplated sale of Constantia Flexibles, as well as the dividend received from Bureau Veritas, we have virtually no LTV. We have plenty of liquidity, $2.6 billion, that includes $1.7 in cash and RCF of $875 million. We have been very active during this quarter. As I mentioned, Constantia Flexibles, we will, we received binding offers, and again, as I mentioned, we're confident in finalizing this process. We have both and acquired Scalian for $557 million equity.
The deal was closed yesterday. Wendel Growth invested and committed in each one, $37 million in 3 direct investment. We've done the 750 exchangeable bond on shares of Bureau Veritas issued by Wendel. We have been an active management of our portfolio companies. As said that we will well, involve ourselves significantly in the management of our companies. As we had a change in CEOs position in Bureau Veritas, I took at the same period, at the same time, the chairmanship of Bureau Veritas. We have a new operating partner that just joined us, Maud Funaro, who will focus ourself on the digital transformation of our companies.
As you've seen, we've got ongoing dialogue with IHS to improve the company corporate governance, aiming to improve toward the best practice of U.S.-listed company. Stahl finalized the acquisition of ISG, a leader in high-performance packaging coating during this half year. On its side, Constantia acquire Drukpol Flexo in Poland, and well, the last one, I don't know how to say that. Lászlópack in Hungary. Both of them representing something like EUR 45 million sales. We have also strengthened our organization in order to deploy our strategy to prepare ourselves to enter the third-party asset management business, both with Jérôme Michiels , who has taken the third-party asset management activity development responsibility here.
We hired Cyril Marie, who's been in charge of Strategy and Corporate Development at Wendel and will help us in looking to different opportunities in that area. I will be ready to answer all of your performance, but what I can tell you is that really we are ready to continue deploying the strategy we've put in place and in, and, and given to you in March. I will hand over to David, who will give you a view of the performance of our group companies during the first half of the year. David?
Thank you, Laurent. As you can see on this slide five, I'm now on slide five, the performance for the group on the first half has been good, with good organic growth in all of our companies, excluding Stahl. You can see that we had a strong performance at Bureau Veritas, mostly from organic growth with a negative financial impact. Stahl had some volume reduction, and this was not offset by a price increase, which has been pushed by the company, but it was not enough to get to a positive result. CPI is still delivering a double-digit organic growth. We are very pleased with what we see.
There is some tension on the employment market in the U.S. for nurses. This population doesn't have a lot of time to get some training. Despite those difficult market conditions, you can see that the company did deliver a double-digit organic growth. Regarding Acams, as you remember, we did not fully consolidate it in 2022 for the first half because we acquired the business halfway through H1 2022. We wanted to give you here a sense of the growth year-over-year. Let's remember that in 2022, we had an exceptional growth at 1 customer, which make the 2022 a very high base.
The organic growth here is only 1%, but when we exclude this exceptional 2022 H1 customer impact, the growth is in a high single digit for ACAMS. Tarkett published its numbers, so I'm not going to comment because it's a listed company. Regarding Constantia, I think the important information here is that we did reclassify those results applying the IFRS 5 standard, and so this company is not consolidated in the results that we published yesterday. That being said, the results, as you can see, has been very strong. Constantia is pushing on price increase, is enjoying some positive mix impact as well.
In addition, as Laurent mentioned, the company is now consolidating on the full-year results, its latest acquisitions, FFP, Drukpol, and Lászlópack. Regarding margins, in this complex environment, our group companies managed to maintain strong margins, as you can see here on the right column. As a reminder, Bureau Veritas here is showing its EBIT margin. For the other companies, those are EBITDA margins. You can see that our group companies managed to pass through raw material prices and inflation in salaries with margin at 16.2% for Bureau Veritas, above 20% for Stahl, despite the volume contraction I mentioned earlier. Regarding CPI, it's still a very high margin, but it's lower than last year.
The company made some significant recruitments to prepare for additional growth, a momentary margin contraction. We mentioned that during our last call that it was to be expected, so this is clearly not a surprise to us, and it does remain a very high margin level. ACAMS is approaching the 20% EBITDA margin that we mentioned when we made the acquisition, so they are on a good track to get there. We have now the full cost base of ACAMS as a standalone entity. All the recruitment has been done. This is a fully loaded PNL that you see here and a true EBITDA margin as a standalone company.
Again, I'm not going to comment on Tarkett, which is a listed company and publishing its own results and comments. Constantia has seen a very strong first half EBITDA. Thanks first for the organic growth I just mentioned, but also some significant margin improvements, especially regarding a purchasing program, which is getting into motion and delivering some good results. Regarding leverage, the group's companies continued to deliver over the recent period. You can see that Bureau Veritas is now showing the lowest leverage since it went public under 1 time. Constantia is also at a 1-time leverage despite the acquisitions I just mentioned, which were all fully debt financed. Despite the 3 acquisitions, it did manage to deliver by a term, which is quite a performance.
Stahl also deliver over the period by almost half a term, despite the ISG acquisition for over EUR 200 million earlier this year. CPI continues to perform well, and with the organic EBITDA growth and the cash generation, you can see that the leverage went down from 7.25 to 4.8 times. Which is quite a performance as well. ACAMS is has been acquired last year and has a flat leverage. Tarkett is seeing an increase in its leverage with the recent current trading. Now, maybe Benoît can go through the H1 results.
Yes. Thank you. Good afternoon. You can see that the overall contribution of the portfolio to the net income from operation amounted to EUR 402 million in the first semester, 2023. It is 2.9 lower than the first half, 2022. This is mainly explained by Stahl and the increasing floating interest rates at the level of the private companies. The financial expenses, operating expenses, and taxes incurred by Wendel reached EUR 54 million. It is EUR 5 million below what we reported in H1 2022. Indeed, this decrease of financial expenses has more than offset the increase in operational costs. In the non-recurring income, we have EUR 56, EUR 57 million. It mostly relates to the portfolio.
In H1, 2022, we had a huge EUR 590 million capital gain on the disposal of Cromology. Moreover, in H1, 2023, the impairment was minimal and stood at EUR 8 million, while we booked an impairment loss of EUR 160 million on Tarkett in June, 2022. As a result, the total net income amounted to EUR 219 million in the first half, 2023, compared with EUR 673 million in the first half of 2022. The difference being mainly explained by the disposal of Cromology in 2022. We can turn to the NAV.
What we can see here on a quarterly basis is that in the first quarter, the change was mostly explained by on the one hand, the increase of the share prices of our listed asset. On the other hand, the value of our unlisted assets slightly decreased, which is only the reflection of the decrease of market multiples used for the valuation of these unlisted assets over the period. In the second quarter, the decrease is now explained by listed assets, mainly Bureau Veritas, as IHS had a small positive impact. The very slight decrease of unlisted assets is not significant and is mainly explained by the multiples changes among assets. Of course, the dividend paid by Wendel in June had a negative impact on the NAV.
If we restate this EUR 3.2 per share dividend, the NAV, the net asset value, sorry, is overall flat over the first semester. The net asset value was EUR 163.2 per share at the end of June. That displays a 2.8 decrease. If we restate the dividend, it's almost flat, with a 0.9% decrease. Compared to the average price of Wendel on June, the discount is in line with the previous NAV at 41.4%. Let's focus now on Wendel financial liquidity. We are financed at a 2.4 average fixed rate, and with a quite long average maturity of 5.1 years. Of course, this is a great asset for Wendel and its shareholders.
It's worth to note that over the last 6 months, we, one, increased our syndicated credit facility that is undrawn from EUR 750 million to EUR 875 million. We have extended the maturity from 2027 to 2028. 2, we have increased our average bond maturity to 5 years following a liability management exercise we made in June. Indeed, we successfully issue new EUR 300 million bonds with a 7-year maturity and a 4.5% coupon. In the meantime, we will purchase the EUR 90.8 million of our shortest bond that matures in April 2026. You see here that the LTV has decreased a lot over the past years.
At the end of June, it was 8.5%. If we take into account the closing of Scalian, the expected disposal of Constantia Flexibles and the dividend received from Bureau Veritas, early July, our LTV is non-material. This pro forma level of LTV and net debt are probably the best ones we had over the last 20 years. I give the floor to Laurent.
Well, thank you, Benoît. Let me just conclude before we go through the Q&A session. It has been a very dynamic start of the year. Many both for Wendel and for its portfolio companies. I don't go through all of those transactions that we've gone, but I think that we've put back Wendel on a dynamic mode and moving forward. We are still, unfortunately, in an uncertain and challenging environment, and some of our portfolio company are suffering that, but I think they are going well through it, and overall, a very positive performance of our portfolio companies.
We've done 3 main transaction since we announced the strategy, which is, and all of them are fully in line with what we said. Believe me, everything we will do will be in line with what we said, and it is very important. We're sticking always to the strategy we've said. We've done the exchangeable on bond, on Bureau Veritas, which provide to us an additional 5 power of EUR 750 million in cash to Wendel, and that was a smart move because there is no cost of carry of that position.
The cost of carry is even positive on that, and give us some flexibility, and I think give a clear message also on our, our, our, our strategic, long-term position, vis-a-vis all our, our shares, including Bureau Veritas. Two, we've made, I think, a very good acquisition of Scalian, a non-listed company, in line with what we said, majority-owned in a gross mode, with a potential to create significant amount of value. We have, this is a 1,500. More than 1,500 ticket, exactly in the line of the sweet spot of what we've said as being the type of investment we want to make.
We are contemplating the sale of Constantia Flexibles, which again, I think show that despite the environment, you can make, you can sell significant companies whenever they are good companies, and I think it's the case of Constantia, and David mentioned it. That give us further flexibility. Today, we have no LTV and the ability to implement our strategy well. We have said that we wanted to invest EUR 2 billion over the next within the next two years, when in March. We've done EUR 550, and more will come. We're looking to many opportunities, and I think we just don't want to rush.
We want to take the right timing in order to it, and, and, and the, the investment we're doing in this period are going to be the one that will create significant value for our shareholders on the long term. We are considering developing a third-party asset management. We're working very hard and intensively on that, and, and there will be some more to come in the second half of the year in, in this order. That's what I can say today. We are on the move.
We're doing what we've said, and it is true that the market environment has not been so favorable for Bureau Veritas over the last quarter, but I think that the recent earnings of Bureau Veritas are showing that the company is doing well, and I'm sure that the share price of Bureau Veritas will move accordingly, like it did already done on the last 2 days. Thank you very much for listening, and now we're open to question and answer. As I said, David, Benoît, and Jerome Michel here, together with me, will answer all your questions. Thank you.
Thank you. To ask a question, you'll need to press star one and one on your telephone and wait for your name to be announced. To withdraw your question, please press star one and one again. If you wish to ask a question via the webcast, please type it into the box and click Submit. Thank you. We'll start with questions from the phone lines. Your first question today is from the line of Patrick Jousseaume from Societe Generale. Please go ahead.
Yes, good afternoon. Can you hear me?
Yes, clear now.
Okay, perfect. First question, I'm not sure I will have answer, but I have to ask it. Could you comment a bit more on about Constantia? Obviously, you are not going to tell us what is the price of Constantia, but could you at least give us the magnitude of the uplift that we have that you have applied to the value of the company in the NAV? Maybe tell us what type of buyers you have. Are there a sector player? Are there private equity, or a mix of them? My second question is about Wendel Growth. Could you remind us what is the amount of investment of yes, money invested in that company, as of 30 of June 2023, please?
Okay, great. I will leave the floor to David to answer to Constantia, just one comment on that. We, we, I hope you will not have to wait long in order to have more detailed information about it, David will comment. One thing I want to say is, the offers we receive are, are at value, and value the company, and that's how we value it in the NAV of June, is higher than the value of March, which shows that our NAV is rock solid. The numbers we show are numbers that always are rock solid. This is very important.
We've got either listed company or non-listed company valued on a, on, on an approach that is a rock solid, and, and, and there's no doubt on our NAV value. I wanna say that because in this period of uncertainty and so on, you may have some time question about the NAV of holding companies. I think one element within Wendel is that you can have full trust in the value that is in the NAV, obviously. I pass over to, to David.
Thank you, Laurent. Patrick, thank you for the question. Obviously, in this pending transaction, it is, it is difficult to provide information. It's, it's fair to say that we had a strong level of interest on, on the company, as I mentioned, it's going very well. To be more precise on the offers we received, they came from private equity investors, and who sees the stability and resilience of the company as being very attractive, and the fragmented nature of the market being attractive to, to run some consolidation. We cannot make any more comment than that but too soon if we, we shall see. Hello, Patrick, about your question on Wendel Growth, you inquired about the, the total amount.
It's, it's fairly stable, just slightly under EUR 200 million. We're talking roughly EUR 40 million direct, a little bit less than that, and, and, and EUR 160 ish on the fund of fund side. The fund of fund side is slightly down because of foreign exchange and distributions having been slightly higher than capital calls in current markets. There are few investments, opportunities, and some distributions.
most of that was already there in March, huh?
It's, it's, there, I think there've been little investment-
There is no change, virtually no change versus March, apart from the fact that there is some foreign exchange and and slightly higher on distributions on the fund.
This is, in the... Sorry, sorry, Jean. This is, invested or committed?
That's invested. That's the value of, of, of, that's the net asset value. In terms of capital calls, we are at about 110 capital calls, and we have like 50 to 60 unfunded commitments remaining on the portfolio.
Thank you.
You're welcome.
Thank you. We'll now take our next question. Please stand by. This is from the line of Geoffroy Michalet from Oddo. Please go ahead.
Yes. Hi, gentlemen. Thank you for taking the, the question. Two for me, first one on the recruitment of Mr. Marie. Maybe you could give us a bit more of granularity on, on the kind of mission, you know, on the corporate development and, and strategy. Second, also related to third-party asset management. If you could tell us your, your thought about the kind of new strengths that you, let's say, discover while you work more on this third-party asset management. I mean, the strength of Wendel's profile, you know, compared to other more traditional player in the, in the field. Thank you.
Well, thank you. Well, I think the mission of Cyril, strategic and corporate development is pretty clear. He is going to focus himself on finding ways for Wendel to grow apart from the investment activity, huh? It's really to look whether we have smart ideas in supporting our third party asset management strategy. That's pretty clear.
Regarding the strength, do you want to take it, David?
The strength in the asset management, well, I mean, one has to acknowledge that the current market environment is difficult for fundraising. I'm sure you've been following that at some of our peers, and I'm sure you will have seen that capital raising is down versus last year. We're talking 35% to 40%, with an increased selectivity from limited partners when it comes to allocating to asset managers. In this context, you're right in saying that we have a few strengths, and one of them being that we have a balance sheet, and also that we have some assets.
We are, you know, trying to find ways of leveraging that off in a very difficult market environment. As I think Laurent said it already, it's, it's a, it's a journey, so it will take time, and we are working a lot on, on this, and this is one of the top priorities of, of Wendel currently. But, we need to find our way into this difficult market environment.
...but yeah, we will, we will come back with more in by year-end. But, but there is, I mean, let us finish the work, and, and, and we'll, we'll come back to you. Yes, we have significant work being done, and we're confident that you will have some news by the end of the year.
Yeah. Thank you very much. Thank you. We'll now take the next question. Please stand by. This is from the line of David Cerdan from Kepler. Please go ahead.
Yeah, good afternoon, gentlemen. Some of my question have already been answered by, by you, but I have a question regarding your pipeline of acquisition. What is the nature of this pipeline? Have you stopped some due diligence because of the change in the market or the financing conditions?
Well, I think we've got a pretty, pretty, good pipeline of transaction, and obviously, we don't look, and go for everything. We've been, I mean, number of potential investment that we've seen is, is important, despite the fact that the market is probably slower than it was a few years ago. David has a better view of the pipeline there was a few years ago, so he'll, he will give you a little bit more complimentary answer to that. Obviously, there's a transaction where that we have, look and then not pursue because we were not comfortable with the investment thesis. We're still and, and contributing actively.
This is in many areas, both in Europe and in the US, and we're confident that we can pick the right thing. We don't want to rush. We have a position where we can invest in a market where there's not so many people are ready to invest, so we have to do it the right way and make sure that we only pick the best. That's really our philosophy today.
From a quantitative perspective, there's probably half the volume that we're used to to see, both in Europe and in the U.S., so it's certainly a market with less traction today than a year ago. From a qualitative perspective, the, the, the quality of what we're seeing is actually higher than the average quality that we've been seeing in previous vintages. I think owners of companies with average quality or substandard quality do not dare to put their assets for sale. What you see trading today are really the, the, the best, and the best that you, the best assets that people have in their portfolio. It's, it's, it's a mixed bag.
a less, a smaller number of assets, available, but, but those assets are quite attractive.
Yeah, we have no rush to invest, which mean that we can choose, and that's really what we're doing. We're looking to all of those good assets that are available for sales, or, or opportunity that we see, and we take our time to make sure that we, we pick up the right one. We pick a growth company with with a significant potential to develop themselves, and, and, I think, yeah, we have, there, there's good opportunity out there in the market. There are good opportunity. It's, it's not a bad moment to be cash-rich in this market.
just to challenge maybe on, on, on the deal flow, do you think that you will be able to finalize one deal fitting with your new investment strategy by the end of this year?
Well, there's no doubt we could. It's a question do we want, and that will depend on, again, the study of the quality of every of those ones. Again, we see good quality transaction. We see good quality of companies. Now, again, we don't want to, we're not a fund, so we're not obliged to invest. We'll do it the right way. By the way, the cash we have is yielding more than, than, than, than our borrowing costs, so we have no cost of carry. We want to put money at work, and we will do it, but we will do it in the right condition. Again, I think being cash-rich today is a good position, and, and we can pick up great opportunities. We're looking at them.
We're making sure that we're, this is the right one, and, yeah, I think, you can never tell whether we you will do a, a, a transaction or not. What we want is to make sure that we create good value from that. Again, this is a good period to do it.
I have a, a last question is regarding Bureau Veritas. Will you receive the dividend for all the share you own?
Well, sure.
Yes, yes.
Yeah.
We've received
Yeah, yeah.
... 100%, absolutely.
Yeah, yeah.
Yes, yes.
No, no, we, we.
It's roughly EUR 120 million from BV? Is it correct, or?
Yes.
Yes.
This is correct.
Yes.
This is correct.
Okay.
One hundred and twenty-three, one hundred and twenty-three point eight.
Okay. Okay, after the deal with Scalian and the exit from Constantia Flexibles, you will, your leverage will be close to 0?
Close to zero.
We can calculate the value of your stake in, in, Constantia?
Well, you, you will probably know... without making calculation whenever we will make announce the finalization of the deal. You can make a rough calculation depending on where you go, you put the close to zero number, huh?
Ah, okay. Okay. Okay. Well, I will be patient. Thank you very much.
Yeah, yeah. Thank you.
Thank you. We'll now take our next question. Please stand by. This is from the line of Arnaud Palliez from CIC Market Solutions. Please go ahead.
Yes, good afternoon. Thank you for taking my questions. I have two, in fact. The first one is on the ACAMS and CPI. I would like to know, I suppose that the value of these assets is lower in your NAV at the end of June than at the end of December. I would like to know if it's a consequence of the lower dollar, or if it's also an evolution in the multiples you are taking into account. Some of the first question. The second one is on Bureau Veritas. It's a question maybe to the chairman of Bureau Veritas.
In H1, there was basically no bolt-on acquisitions made by Bureau Veritas. You've also highlighted that the gearing, the financial gearing of Bureau Veritas is low. I would like to know if we can expect if it was just a temporary situation that M&A was a bit frozen due to the change in CEO, or if we can expect some more bolt-on acquisitions in the coming months for Bureau Veritas.
Let me answer the second one, and then I will pass on to David and Jerome. On Bureau Veritas, effectively, the leverage is very low, I mean, below, below one. As you know, and you mentioned rightly, there's a new CEO, a new chairman, so we think it's the right timing to sit down and think about where do we want to lead the company. This is a work in progress, so it's not the right timing to make significant acquisition. What is certain is that today, the capacity to and the velocity of Bureau Veritas has probably never been as strong as it is today. You may have some small bolt-on acquisition, but we will...
I think it's, it's important that we, we, we keep the capacity of Bureau Veritas to make M&A in the in the right in in the right strategy. We're, we're more in a period where we are, we're, we're thinking about how do we want and where do we want to move this company forward? Then, we have the ability and the velocity to the, the means and the ability to, to, to do M&A.
Okay.
Good afternoon, Arno. Thank you for your question. I, I'm not quite sure where you, you, you find that, potentially the valuation of CPI and ACAMS went down because we, we did not publish, as you know, any valuation.
No, no, I understand.
Okay. obviously, I'm not going to give you those valuations, but I'm going to be helpful.
Mm.
... on CPI, as, you know, our methodology, we, we have not changed our forecast, and the peers have not changed in terms of valuation. When you take the combined impact of similar forecast and similar peer valuation, CPI is, is, has no reason to change, in terms of valuation in our NAV. ACAMS, as you know, our methodology as, in the first months or the first quarters after an acquisition, we do change our approach in terms of valuation. When we close the transaction, we obviously take the multiple of this acquisition, but then there is a period where we, we move, in a progressive manner to multiples of peers.
During that period, we, we shift progressively from the acquisition multiple to the peer multiples, and ACAMS is in the middle of that of that shift. For ACAMS, we have not changed our forecast, but we are applying a higher weight of public peers multiple. Then you're right to assume that those, those conservative multiples that we're using are actually lower than our acquisition multiples. Yes, on, on CPI, there is a mechanical... Sorry, on ACAMS.
ACAMS.
There is a mechanical impact on our NAV.
And on the, uh-
It doesn't change our view of the long-term value of ACAMS. It's, it's a pure mechanical approach because of our methodology for the NAV, huh?
Yes.
On the USD exposure, you're right in saying these assets are reported in USD, so we might have some foreign exchange translation, but we recently put some protections into place that are, Benoît, not very effective given that the dollar has not moved that much, but we do have some protections in place.
Well, recently, we put them in April, if I recall well. When we did, we put them in April?
No, it was in February.
No, in February. When the dollar was significantly lower, but in fact, we've put a band protection, so we are still within the band. It's a way to cover the risk of our investment in this company in case the dollar would move. For the time being, it's non-material because of the band position. It's, it cover us in case of a significant deviation of the dollar.
Okay. Thank you very much. Thank you for the answers.
You're welcome.
... Thank you. There are no further questions from the phone line, I will hand over to Olivier to take the questions from the webcast.
Thank you. The first question comes from Jean Paul Van Cathem. The stock market price is very disappointed. The discount today is around 45%. From a legal point of view, you can do every year a buyback program of circa EUR 50 million. With a total liquidity of EUR 2.6 billion, why not giving a clear signal to the shareholder and buying back shares immediately?
Well, it's, it's a question, and, and, at least we do share the view that the, the, the discount is, is, is too high.
Thank you. We have a question from Benjamin Biya on Scalian. Know that you own the asset, can you please discuss the Q2 trends versus Q1? Peers have seen a marked slowdown. Also, it seems that H1 performance is somewhat below what you have foreseen at the time of the acquisitions. Margins are lower than expected in particular. Can you please discuss why this is the case? Thank you.
Thank you, Benjamin, for your questions. You're right, we, we've seen that the peers have reported slightly softer Q2 than Q1. Last I've seen, they were low double digit, I would say, over Q2, as opposed to maybe mid double digit, or around 15% for Q1. Scalian is ending the year above 20% in terms of growth. The year at Scalian closes at the end of June, we're not reporting in the same way that the public peers do most of the time. The sales are up by more than 20%, which is in line with our expectations, even a bit higher, actually.
We did see some softening, but very minor, of our Q4, which is your Q2, I would say. It's broadly in line. Every quarter has been very strong, maybe with the exception of the last quarter, but the number is pretty strong, strong as well, and higher than peers over the period. We did end up exactly in line with budget. I don't know where you've seen that. Maybe we, I think when we announced the investment in April, we referred to the end of year EBITDA, and not to the LTM June EBITDA.
Bear in mind that we, you also need to include the full year effect of one acquisition, which has been signed just when we actually announced the investment in Scalian. We ended up very much in line with budget for year 2010 usually.
Margin?
Margin is, is, is in line, at, slightly more than 11%, EBITDA margin for, for, 2023.
Thank you. A question from Saima Hussein. Can you tell us the estimated capital gain on the sale of Constantia Flexibles and the timing of such a decision? Why do you want to sell it now?
Well, no, we cannot give you the capital gain, because that will be providing valuation of, that we are not providing. And, and so until it is, this transaction is signed and announced, we are not going to comment further on the process, which is ongoing.
Sorry, I'm coming back to your, your previous question. I was referring to reported EBITDA. When you look at EBITDA as of June, LTM, including IFRS 16, we are talking 14% as, as per our usual methodology, 14%.
The second part of Saima Hussein question: Do you think the NAV discount of over 40% has become the norm for Wendel? If not, excluding buybacks, do you think it will decrease with the new strategy? In fact, investors tend to penalize holdings with unlisted assets compared to holdings with exclusively listed assets, which tend to trade at low discount. Do you think that your NAV discount will increase with your strategic turnaround?
Well, I, when I look to peers and, and all companies, I think that the discount to NAV seems to be roughly in line. Some people tell you that if you have listed company, then you should have a significant discount, because you don't view why you. I mean, I mean, because they are accessible, and everybody can buy them. On the other side, some people say, "Well, non-listed asset, people don't know how it is valued," so you put a discount to it. There's no truth into that. What is true is that the only way to reduce the discount of the NAV is to create value by the investment we're doing. Please give us some time. I can tell you, we've made one investment.
We've sold the acquisition, we're selling the Constantia today. We have more to come in terms of investment. We will develop an activity of third-party asset management that will generate regular flow, reduce the cash burn. All of that will make that the profile of Wendel will progressively change. It doesn't change in three months. It takes some time, but what we can see is that there's significant activity going on, many opportunities. The company has several strong firepower to implement the strategy it want to do, and we will create value through that.
Thank you. Question from Asmai Kadori. Hello, did you receive any industrial offers for Constantia Flexibles, or is it only private equity firms so far? What is the timeframe for finalizing the operation? Thank you.
Yeah, we will not comment on pending transaction.
A question about, sorry, question from Samartha Growal. The statement on LTV implies additional cash proceed of circa EUR 1.1 billion for Constantia Flexibles. Is this an approximate ballpark figure that we can consider?
Well, as I say, you will have definite numbers whenever the transaction will be closed. We're, we're, we're confident that we will close the transaction in, in, the next, in, in, in a reasonable timeframe, and, then we'll have the full information will be provided to you.
Thank you. Second part of the question of Samarth, can you share any details at this stage on investment, required and timelines to launched for the asset management business? Lastly, do you have any comments on your investment pipeline? Thank you.
Well, I think the comment on the investment pipeline, we can start, Jerome, you can say a little bit more, David, if you want on, on that. As I say, the, the pipeline is good. It's not in term of number of companies, not as numerous as it has been in the past, in term of quality, we think it's great. Good opportunities, we'll look and deep dive, as I say, we have the ability to choose, and, and, and we're doing that with a view to create significant value, only buying great companies with good, great, and good potential of growth. That's really what we want to focus on.
If we need to spend some time, significant time to review, go in depth into due diligence, is really what we do. This is how we can bring value and, and then have our operating partner to help the company grow themselves. So yeah, the pipeline is, is good in term of quality, and, and that's what is the most important to us. The first part of the question was about asset management. When do we... We, I say we will, we will give you more by the end of the year, huh? It's, I think, a fair statement.
Thank you, Viswa. The last web question, we have an additional question by phone, and is, this will be the last one.
Thank you. The last telephone question we will take now. Please stand by. This is from the line of Alexandre Gérard from CIC Market Solutions. Please go ahead.
Well, good afternoon, gentlemen, and thank you for taking my questions. Sorry to be a pain, I'm going back on Constantia. I'm not gonna, I'm not gonna ask you numbers. I just want to better understand the rationale behind that decision to sell Constantia, in a context where you don't need money, so you are not in a rush to do something. Was it a decision from your side to organize an auction? Was it an unsolicited offer from various PE firms? Can you comment a bit on that? I mean, why were you unsatisfied with the company? Second question on Scalian.
in maintaining the profitability of the company over the next 2 to 3 years in terms of EBITDA margin and in terms of organic growth? Are we in a situation where you can still grow the company organically by 10% to 12% per annum? Third question is regarding the management, following the nomination of Cyril Marie, are there areas where you need to beef up the staff? Last question is on IHS. Any news in terms of your relationship with the company? Thank you
Well, Constantia, the, the, again, the decision to, to, to sell Constantia is a decision we've taken because we thought it was the right timing in order to do it. We were, we, we've been, I mean, it was part of our thinking in term of portfolio rotation, port, and timing after, you know, all the work that had been done with the current management at Constantia level. We have been waiting to see whether the market was coming at the right point in term of availability of debt, which was the important element in order to make it, to be successful for such a large transaction in the market.
You know, since what, David, May, we've seen the debt market reopen and, and, and give potentially good conditions to, to potential buyers. Then we've, we've moved on to the process, and I think it's worth the right decision, and we're pretty happy to have taken that decision. That's, that's where we are. You had, had so many questions that I'm trying to Scaleion. You wanna say something, Jerome?
Was regarding Scaleion.
Yeah, yeah, yeah. We've got it. Yeah.
... Yeah, don't worry, don't worry, it's fine. Scalian. Yeah, thank you, Eric. Yeah, the underlying markets that Scalian operates on are growing double digit. When you think of digital transformation, decarbonation, et cetera, these are markets that are growing double digit, so it's about, you know, keeping pace with the market and potentially increasing the market share. Yes, we think the opportunities are there for keeping organic growth double digit over the next years. In terms of margins, we think we are, we have a good margin when compared to our peers. We could potentially do more.
Bear in mind that there is the opportunity to increase the share of best shore, nearshore, that is currently not very high at Scalian. We also have some opportunity there, potentially to either, either mitigate some further price pressure, if any, or to improve margins. Your last question on IHS, no update. Do you want to add something, Laurent, or? At Scalian, the M&A pipeline is, is, is pretty good, and in general, as we said, the M&A pipeline remains healthy, particularly at Scalian, where the, where the, the investment case is, is about buy, buy and build some players more specialized or, or that can open new markets.
Then we are currently reviewing a series of targets with management. Your last question on IHS, no, nothing particular to add to what is in the press release and what you've seen. Unless you have further question, I don't have anything more to add on that, on that. On Cyril Marino, we're not planning to add cost on the holding company, on the reverse. Cyril will work with the all existing team from Wendel in order to achieve his mission, huh?
I, I had a, a last question, if I, I may, on, on Stahl. Over the full year, can we expect the revenues and the EBITDA to be at least at the same level as last year, given the improvement that you expect on the second half of the year?
Well, first, we will have the contribution of ISG over the period, which distorts the comparison, the comparison versus last year. If we think, you know, current parameters...
On a pro forma basis.
Yeah, on a pro forma basis, management believes that the start of the year has been slow, and we've seen that at, at peers, with, with, double-digit decreases at, at, at, at peer companies. They think there should be some form of normalization in terms of destocking over the second half. What is positive is that they've maintained to keep the EBITDA margin above 21% or 20%+, I would say 20.8%. They currently have a positive spread between selling prices and raw materials, and as you know, Stahl is very focused on cost control.
We hope that the second half will hold up to these levels in terms of margins, and hopefully end up, yes, pretty much in line, we hope with last year, depending on the second half, and we'll have the positive contribution from ISG on top of that. Remains to be seen. A lot of uncertainty as always, and quite low visibility on our top book, because Stahl is has a very limited auto book, actually.
All right. Thank you very much.
Thank you.
Thank you.
Okay, thank you very much.
Thank you. There are no further questions. I'll hand back to the speakers if there are any closing remarks.
Well, thank you very much for assisting. I mean, I think we've said everything about it. Just keep in mind, Wendel is on the move. We've made many things. We've never been as strong balance sheet as we have today. We've got a rock-solid NAV. We've got many projects and many opportunities to invest in smartly in the future. Thank you very much for being with us, and let's talk. We'll, we'll give you, I don't know, when is next time for the, it's October 26th. Okay? I wish you a good summer. Thank you very much. Bye.
Thank you. This does conclude the conference for today. Thank you for participating. You may now disconnect.