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Insights

Management package in the downturn

By

David Ryckaert

An example with NHV - Noordzee Helicopters Vlaanderen

Ardian acquired NHV in 2013.

According to De Tijd, confronted with a debt of EUR 463 million as per end 2019, NHV had to request Ardian to contribute shareholder loans and bonds into NHV's capital for an amount of EUR 238 million. De Tijd reports that the banks, from their side, agreed to extend payment terms of the bank debt.

Management's share in the capital is reduced to 2% after the sale by one of NHV's founders (Eric Van Hal) of his stake to Ardian following a settlement. In 2013, De Tijd reported that Van Hal aquired about a quarter of the shares, Ardian having bought three quarters.

The settlement followed a dispute, still according to De Tijd, on the valuation of Mr. Van Hal's shares and shareholder loan following his removal as CEO of the company in March 2019.

According to an earlier article in De Tijd, this was a discussion in the context of the valuation of instruments following the exercise of a good or bad leaver call option.

No information is available on the question whether the initial management incentive scheme has been updated or not. After contribution of such amount of shareholder loans and bonds, the envy ratio may have entirely disappeared.

The full article in De Tijd can be found here.

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