(Press Release) Global alternative asset manager The Carlyle Group announced that funds managed by the firm acquired a 51% stake (on a fully diluted basis) in Tempo Participações for total consideration of R$318m, funded with a combination of equity and debt.
Equity for the investment came from Carlyle’s South America Buyout Fund (CSABF) and Fundo Brasil de Internacionalização de Empresas II FIP (FBIE II), a local fund advised by Carlyle and Banco do Brasil.
Founded in 1994, Tempo is the largest independent provider of auto, home and personal assistance services to the insurance, automaker and affinity segments in Brazil. Tempo’s portfolio covers approximately 30 million items and the company executes more than 1.8 million jobs per year through its network of approximately 20,000 nationwide service providers.
Tempo is a publicly listed company in the Novo Mercado segment of the Brazilian Stock Exchange, BM&FBovespa S.A. – Bolsa de Valores, Mercadorias e Futuros (BM&FBovespa). The acquisition took place through a Voluntary Tender Offer, in which shareholders representing more than 98% of the company’s capital tendered their shares. The auction for the tender offer took place today and the financial settlement will occur on November 12, after which date the funds managed by Carlyle shall hold 82.1 million shares, equivalent to 51% of the total capital stock of the company. Carlyle intends to delist Tempo through a Delisting Tender Offer, which is still subject to approval by Brazil’s Securities and Exchange Comission (CVM) and by BM&FBovespa.
Daniel Sterenberg, the principal responsible for the transaction at Carlyle, highlighted: “Tempo is an outstanding company, with a leadership position in the sector, a successful track-record and clear competitive advantages.”
Fernando Borges, co-Head of Carlyle in Brazil, explained the strategic rationale of the acquisition: “Tempo achieved a leadership position by being independent and having a clear focus on the delivery of high-quality services to its customers. We intend to leverage Carlyle’s expertise in the sector through its acquisition in 2011 of RAC, one of the leading and most traditional roadside assistance providers in the UK, to take the company to the next level.”
“We are pleased with Carlyle’s interest in Tempo, since it is proof of the excellent work done by the company in recent years” said Gibran Marona, Tempo’s CEO. “Management will remain fully dedicated to the company’s goal of delivering the best possible services to its clients and business partners.