BHS PE Fund

BHS FUND II. - PRIVATE EQUITY, INVESTMENT FUND WITH A VARIABLE CAPITAL, A.S.
About fund

The sub-fund is established with the purpose of achieving long-term appreciation of invested capital through investments in Czech and Slovak private companies, aiming to accelerate their growth and maximize their value. This is achieved primarily by supporting the optimization of production resources, expansion into new markets, development of new products and services, and enhancement of productivity and management efficiency. The sub-fund offers investors the opportunity to invest in a sector that has historically demonstrated above-average returns. Although past performance is not a guarantee of future returns, it provides a long-term reference that cannot be overlooked.

Investments in private enterprises are risky, low in liquidity, and long-term. On the other hand, they offer attractive returns on the capital invested. The success of these investments relies on an experienced investment manager, thorough preparation, and a complete understanding of every aspect of the transaction. This process is carried out by a team of investment professionals with extensive combined domestic and international experience in private equity and capital markets.

INVESTMENT IN PRIVATELY OWNED SMALL AND MEDIUM-SIZED ENTERPRISES

In the Czech Republic, small and medium-sized enterprises (SMEs) hold a significant share of the market, representing over 90% of all businesses. These enterprises are also important employers, exporters, and importers. We estimate that a substantial portion of these companies intends to invest in their development over the next five years and will therefore require financial resources. This creates a substantial opportunity for private capital, which has so far been relatively inactive in the Czech SME sector. There is a relatively small number of professional investors in this field, and annual private equity investments are below the EU average in proportion to GDP. Given these circumstances and the ongoing economic recovery, we can expect strong demand for private investment. This is the reason behind the creation of the BHS II. Sub-Fund BHS Private Equity Fund, which invests in small and medium-sized enterprises in the Czech Republic and Slovakia, aiming to accelerate their growth and offer investors highly attractive returns.

WHY IS IT INTERESTING?

This type of investment offers investors the potential for above-average returns. The BHS II. Sub-Fund BHS Private Equity Fund aims for a return on investment exceeding 15% annually. Investments are directed toward the development of selected companies to increase their value. Risks are minimized by ensuring that no more than 35% of the sub-fund's assets are invested in a single project within one asset class. Preference is given to stable companies with a strong track record and a high-quality management team. The sub-fund actively participates in the strategic management of companies within its portfolio, supporting expansion into new markets, profit growth through investment in high-value product/service development, and enhancing productivity and operational efficiency. The sub-fund also supports optimization of production resources and operations.

Basic Information about the Sub-Fund

Type of Fund

Qualified Investors Fund

Targeted Return

15 % p.a. +

Fund Duration

Not limited

Fund Manager

Versute investiční společnost, a.s.

Target Asset Value

1.5 billion – 2 billion CZK (excluding bank financing)

Investor Entry/Exit

Quarterly

Investment Horizon

6+ years

Minimal Investment

125,000 EUR (or equivalent in CZK) for a qualified investor; in the future, always at least according to the provisions of § 272, paragraph 1, letter i) of the Investment Companies and Investment Funds Act (1,000,000 CZK under certain conditions).

Type of Security

Registered Investment Shares

Entry Fee

0–2 %

Exit Fee

Within three years of investment: 0% for redemption of less than 5% of the total investment, and up to 25% for redemption of more than 5% of the total investment value; 0% after three years.

Management Fee

2% p.a. of equity

Fund Taxation

5% of profit

Performance Fee

30% of profit exceeding a 7.25% p.a. return

Fund Administrator

Versute investiční společnost, a.s.

Depositary Bank

ČSOB a.s.

Auditor

Kreston Audit FlN, s.r.o.

Regulator and Statutory Supervision

Central bank of the Czech Republic

Investor Taxation (Individual)

15% of profit upon redemption within 3 years, 0% upon redemption after 3 years

Fund management

Sub-Fund Shareholder

An investor who acquires a share of the sub-fund's assets by purchasing investment shares at their current value.

Auditor

It audits the sub-fund's accounts and compliance with the statutes and investment rules (Kreston Audit FlN, s.r.o.).

ČNB

The Czech National Bank grants approval for the establishment of the sub-fund, oversees the activities of the sub-fund, the sub-fund manager, and the depositary bank.

Depositary

It continuously monitors the management of the sub-fund's assets. The purpose of each item in the sub-fund's account must be documented for the depositary, and it ensures the safekeeping of the sub-fund's securities (ČSOB a.s.).

Fund/Sub-Fund

Qualified Investors Investment Fund under § 154 of Act No. 240/2013 Coll., on Investment Companies and Investment Funds (ZISIF).

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Investment Process

Each investment proposal is assessed for economic feasibility (AEV) before implementation, with the financial director of the investment company submitting it for subsequent review by the sub-fund's investment committee. The committee evaluates the proposal in terms of alignment with the sub-fund's investment strategy and then issues its opinion or recommendation for implementation. The final approval is then granted by the director of fund management for the investment company.

Investment Company

The investment company manages the sub-fund's assets according to the sub-fund’s statutes and in compliance with ZISIF. It acts on behalf of the sub-fund, signs contracts for the sub-fund, fulfills the sub-fund’s obligations towards state administration (accounting, taxes), the Czech National Bank (monthly financial reporting, information on changes), and the depositary bank. The activities of the investment company are continuously monitored by the depositary bank and the Czech National Bank. The investment company informs sub-fund shareholders of the share value, issues shares, and maintains a list of shareholders (Versute investiční společnost, a.s.).

Investment Committee

The Investment Committee evaluates investment opportunities based on economic feasibility analysis; it assesses them and submits them for final approval by the investment company's director. The committee consists of six members.

Statute

The fundamental document of the sub-fund defines the investment strategy, investment limits, decision-making and management rules, the method and frequency of calculating the investment share value, terms and conditions for redeeming investment shares, specifies the scope of the depositary’s activities, and outlines the sub-fund’s information obligations.

Board of Directors

The supervisory body of the fund elected by the general meeting of the fund/sub-fund according to the statutes, with its members registered in the commercial register.

Authorized Representative

An authorized representative appointed by the statutory director to act on behalf of the fund/sub-fund, registered in the commercial register.

Introduction of Key Partners

Versute investiční společnost, a.s.

Versute investiční společnost, a.s. is a licensed investment company specializing in structuring, creating, managing, and administering qualified investor funds.

BH Securities a.s.

BH Securities a.s. is a licensed securities dealer and a member of the Prague Stock Exchange. Established in 1993, it is part of the PROXY – FINANCE, a.s. holding. BH Securities ranks among the most significant non-bank financial entities in the Czech Republic. With its long-standing operations, the company has gained extensive experience, earned customer trust, and established a strong position in the Czech capital market. It offers comprehensive capital market services to both institutional investors and individuals. The company's main activities include trading securities on its own and clients' accounts domestically and internationally, as well as managing client portfolios (asset management).

Versute Investments a.s.

Versute Investments a.s. is an investment and advisory company operating primarily in the small and medium-sized enterprise (SME) sector in the Czech and Slovak Republics. The company engages in both proprietary capital investments and co-investments with business and investment partners. It assists in securing investment funds, developing financial and organizational structures, and provides transactional and strategic advisory services, including support during due diligence processes and other related activities.

Why Invest in the Sub-Fund?

  • Potential for Above-Average Returns from an Alternative Investment
  • Risk Control – the sub-fund actively participates in the strategic management of companies within its portfolio
  • Diversification rules are observed, with no more than 40% of the sub-fund's asset value invested in a single project.
  • Preferential Tax Regime – the current tax rate applicable to the sub-fund is 5%. For redemptions, individual investors are subject to a 15% tax rate on returns within the first three years, after which the tax rate is 0%.
  • This is one of the few PE funds open to qualified investors, as it is open-ended. Most other PE funds are typically closed and primarily accessed by institutional investors.

Fund Objectives

The sub-fund is established with the goal of long-term capital appreciation through investments in Czech and Slovak private companies, aiming to accelerate their growth and thus maximize their value, primarily by supporting:

  • optimization of production resources
  • expansion into new markets
  • development of new products and services
  • increasing productivity
  • enhancing management efficiency

Investment Focus

Growth capital

This form of investment eliminates the drain of funds for debt repayment, allowing all available financial resources to be invested in growth opportunities.

Management buyouts (MBO‘s)

Many owners who founded their businesses in the early 1990s are currently facing or will soon face succession issues. Investment in management buyouts enables existing managers to acquire an ownership stake, thereby strongly motivating them to further develop these companies.

Support for external managers in acquiring selected companies (MBIs).

In the Czech Republic, there are already many experienced management groups seeking suitable companies that, with proper management, present opportunities for above-average returns on invested capital. The sub-fund will collaborate with proven recruitment advisors and management teams to identify and realize such opportunities.

Leveraged Buyouts (LBOs)

Banks operating in the Czech market have ample liquidity and are increasingly willing to participate in acquisition financing, even for smaller projects. The sub-fund will seek stable, healthy companies with strong cash flow, financing their acquisitions through a combination of sub-fund equity and bank financing. By repaying acquisition debt with the resources generated by the acquired company, the value of shareholder equity will automatically increase.

Investment in Start-Ups

In early development phases, in exceptional cases where a combination of market opportunity, business model, and strong management team represents a compelling, high-growth opportunity, the sub-fund may invest in technology projects in their early stages. The portfolio is built with the goal of maximizing profit, with an emphasis on minimizing risk. This means that preference is given to more stable companies with a solid track record and a high-quality management team.

Investment Process

1 - Asset Selection
2 - Initial Assessment
3 - Due diligence
4 - Preliminary Decision
5 - Audit
6 - Final Decision
7 - Sale/Exit

The investment team monitors the relevant market and seeks opportunities to acquire suitable assets.

The portfolio of investment opportunities is regularly monitored and discussed at the investment committee level, which reaches a consensus on which assets are attractive enough to proceed to the due diligence phase. The investment committee also determines the scope, format, and timeline of the due diligence process.

Personnel, management, commercial, market, financial, and legal aspects are primarily assessed. In relevant situations, the quality of business insurance, environmental impact, safety, and other factors are also considered. Both internal resources and the sub-fund's professional external advisors are utilized in this process.

In the case of positive due diligence results, the investment team presents an investment proposal to the investment committee. The proposal includes a detailed analysis of the opportunity, a proposed transaction structure, and a recommended investment strategy.

The investment committee issues, along with its approval for execution, a recommendation for a final legal and financial audit, which is conducted by authorized external auditors.

Based on the audit results, which include a complete draft of the transaction documentation, the investment committee recommends execution, subject to approval by the investment company's director of fund management.

The investment team regularly monitors the performance and business and financial plans of portfolio companies, evaluating them in the context of the relevant market conditions to identify the best opportunities for realization (sale) of the asset. The investment team submits sale recommendations for review by the investment committee. Sale execution is subject to approval by the investment company’s director of fund management.

Investment Notice

The content on this page, issued by the fund/sub-fund, is intended to present a qualified investor fund as of the date of preparation. It does not constitute investment advice or advisory services. The content is intended solely for qualified investors. This page and the information and opinions contained therein cannot be mechanically applied to the purchase or sale of securities. Information on the performance of relevant investment instruments can in no way serve as a reliable indicator or guarantee of future performance of the investment instrument or similar instruments; this also applies to information on simulated performance and any presented parameters. Targeted returns may not be achieved. Unless otherwise stated, information uses gross returns, meaning it does not account for the impact of fees and other investment costs. Fees may reduce returns by one or more percentage points. The tax regime always depends on each customer's individual circumstances and may change in the future. All investments carry the risk of value fluctuation, and the return of the originally invested funds is not guaranteed. Investment in the fund/sub-fund should not be considered a form of or equivalent to a bank deposit or pension insurance. Investors make decisions on the suitability of investments independently, following an independent evaluation, considering costs, potential dangers, and risks. Although the fund/sub-fund’s reference currency is CZK, some investments may be denominated in foreign currencies, exposing the investor to currency risk. Investment in the fund/sub-fund is never risk-free, with risks generally proportional to the potential return. Every investor should familiarize themselves with the investment tool and associated risks before making a trade, including obtaining independent professional advice. Basic risks associated with participation in the fund/sub-fund include credit risk, insufficient asset liquidity risk, risk of regulatory changes, enforcement or failure, market risk, counterparty risk, managed asset loss risk, fund share price volatility risk, operational and business risk, and currency risk. It is essential to thoroughly understand the fund/sub-fund's statute and the relevant information documents and risks specified therein. Any reference to the Czech National Bank on this page should not be interpreted as a guarantee of returns or investment recovery, nor as an endorsement of promoted investments by this institution. All information and opinions contained herein originate from or are based on sources the fund/sub-fund deems reliable. The fund/sub-fund does not guarantee their accuracy and completeness, even though it assumes they were published or communicated to provide an accurate, complete, and unbiased picture (except for data directly related to the fund/sub-fund). The provided investment information is informational and does not replace individual prospectuses, contract terms, company statutes, statutes, or business conditions. Persons offering the fund/sub-fund are compensated for their activities, either directly through fees paid by investors or via incentives paid from a portion of this fee. Each investor is informed of specific fees or potential incentives within the contractual and informational documentation. Similarly, the investor is informed of (potential) conflicts of interest. If an investor does not understand any presented information, finds any information regarding the fund/sub-fund unclear, or needs further clarification, they may contact the relevant individuals.