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CFO, Financieel Directeur, Specialist Fusies en Overnames

CFO, Financieel Directeur, Specialist Fusies en Overnames

Work Experience

1/2000 – today
Independent Interim Manager and Corporate Finance Advisor

Company Sales

Petfood Manufacturer (NL, 2003), Car Lease Company (NL, 2002), Car Repair Business (NL, 2003), Staffing Agency (administrative personnel) (NL, 2002), Software Reseller (South America, 2000), Provider of IT Services (South America, 2000).

In all cases: Overall responsibility for success of transaction. Activities: preparing sales memorandum / prospectus, identifying and approaching potentials buyers, selection of one potential buyer to conduct exclusive negotiations, close preliminary transaction, guide due diligence process, close definitive transaction, managing any post closing issues.

Adisory roles

Shell Chemicals MBO (UK, Germany, 2002). Conducted investigation of acquisition target, a manufacturer of car care chemicals. Wrote report addressing commercial, operational, financial and legal elements of the acquisition. Presented report to the Board (conclusion was not to pursue the acquisition).

Software Company (NL, 2002). Valuation of IP. Wrote report and presented it to the Board and external auditor (PwC Amsterdam). Report was used as back up for approval of capitalized software in annual accounts.

Expert Witness in Arbitration Case (Switzerland, 2001, 2002): Logistics Service Provider against Software Company.

Temporary assignments

Commercial Radio Station (NL, 2003). Developed business plan and financial models for various bid books related to the recent radio frequencies auctions in the Netherlands. Company was granted one of the major unrestricted frequencies.

Toock Sports (NL, 2001) a company engaged in the development, manufacturing and commercial exploitation of video based golf instruction systems. Developed business model, business plan and investment memorandum. Attracted €0.8M subsidies and €0.7M additional equity investment. Set up administrative procedures and accounting. Negotiated (international) contracts with manufacturer of golf instruction systems and providers of ICT systems.

Tradingcars.com (NL, 2000) a business-to-business exchange facilitating the international trade in new passenger cars. Closed first round of US$5.0M of equity investment by Insight Capital Partners and prepared 2nd round. Implemented administrative procedures and accounting. Developed and implemented various value added services for international car trade, like on line issuance of letters of credit (with ABN AMRO), shipment services (with Danzas), and insurance facilities during car shipment. Implemented option plan.

Restructuring, recovery, liquidation

Marketing Services Company (NL, 2003). Engaged to develop rescue plan. Appeared to be too late and helped the company through a managed liquidation (e.g. facilitated an MBO of the A/P subsidiary).

Automotive Engineering Company (NL, 2002). Developed and executed recovery plan (debt restructuring, attracted new financing).

Vanenburg Group (Israel, 2000). Liquidation of subsidiaries in Israel.

Informal Investments

Founder (2000 - today) and one of the eight shareholders of The Makers (. Investments in various small ICT companies. Examples: HubSquare (), Max Internet Publishing ().




5/1998 – 12/1999 Vanenburg Group
CFO, member of the management board. Managing Legal, HR and Finance departments.

Responsible for restructuring the group’s portfolio of businesses and financial structure. When I started, Vanenburg Group (VG) consisted of over 130 legal entities around the world and at least 10 new acquisitions / investments were under evaluation. Amongst others, initially the following activities were carried out:
- Revisiting all acquisitions in the pipeline. A few have been continued (Hiscom, Top Tier);
- Setting up an operational frame work for VG (why and how do we acquire, how do we manage our investments and when, why and how do we sell our investments);
- Developing a healthy and future-proof financing structure for the group.

During September/October 1998 it became clear that Baan Company was inevitably moving into a very difficult period. Their stock price decreased dramatically. As VG was financed almost entirely with debt on the basis of a collateral of 78 million Baan Company shares, it also ended up in a crisis. The nature of the restructuring plans therefore also changed drastically. As from October 1998 mainly the following processes determined the CFO role:

Liquidation of the collateral
The banks started selling the collateral on the public market. The proceeds were used to repay the loans. VG came under a very strict regime of the banks. Only at the discretion of the banks VG was able to use cash to continue its operations.

Disposal of assets
However, to be fully able to continue its operations VG needed more cash than the banks would provide, so it started to investigate which assets within the group could be sold. It also stopped as much activities, intended investments, new initiatives, joint ventures, subsidiaries, etc. as practically possible.

Attract alternative sources of cash
On the other hand, VG started to investigate the possibilities for alternative ways of financing. This resulted in the following new sources of cash:
- Loans from various sources (50 million NLG, 10 million NLG, 24 million US$).
- An equity-linked note issued to CALFP Bank in London (50 million US$ in January 1999).
- After repaying most of the original bank loans, a (still large) number of shares was released from the collateral account. Part of these shares was sold on the public market through a Share Sale Program (carried out by Kempen & Co).

Disentanglement of Baan Company
During 1996-1998 VG and Baan Company both grew extremely fast and jointly developed a large number of initiatives. As generally known this caused concerns in the international financial community and partly caused Baan Company’s financial problems. During Q4 1998 and 1999 very extensive and complex negotiations between Baan Company and VG have been carried out in order to disentangle the two companies’ operations.

Safeguarding “pearls in the crown”
A few investments were too precious to loose during the period of turmoil. VG set up a plan to safeguard these. Two examples of companies that have been safeguarded are Webex and Top Tier. Webex went public in 2000 and has been very successful both operationally and on the stock market. Top Tier also became very successful and was sold in 2001 to SAP for €400M.

The end result of the restructuring was a financially healthy and independent company with a manageable portfolio of high performing technology companies.


8/1997 – 4/1998 Baan Company
Group Controller Europe (a.i.)
Next to regular tasks and responsibilities (budgeting, planning, accounting, reporting, cash management, etc.) the following projects were carried out. Developing and implementing:
- Management compensation plan (together with HR director);
- Inter-company pricing structure;
- Revenue recognition guidelines;
- Revenue sharing policy for multi-country deals;

7/1995 – 7/1997 Baan Company
Controller worldwide R&D organization
Next to regular tasks and responsibilities (budgeting, planning, accounting, reporting, cash management, etc.) the following projects were carried out:
- Developing and implementing a worldwide project management and accounting system;
- Setting up and managing a Joint Venture with Hyperion Software with regards to the joint development of an integrated Budgeting & Planning platform;
- The development and implementation of a world wide policy and organization for identifying and developing country specific versions (localizations and translations) of the Baan software;
- Developing and implementing software capitalization policies and procedures based on US Gaap / FASB statement 86;
- Setting up and implementing a worldwide subsidy policy. Under my responsibility Baan was granted large subsidies on various levels (both National and European) and from various sources.

8/1994 – 6/1995 Baan Company
Assistant to the CFO
Supporting role to the CFO when preparing Baan Company’s IPO in May 1995. The work could be divided in two main areas:
- Tasks with an external focus: presentations for investor road shows, restatements of existing financials because of reporting requirements for Nasdaq and AEX, prepare regulatory filings for Nasdaq en AEX;
- Tasks with an internal focus: develop and implement accounting and reporting structure. Develop and implement planning & control (procedures, systems, periodic reports, etc.).

2/1992 – 7/1994 Ernst & Young Consulting
Consultant Financial Information Systems, Various Assignments.
· Commercial organizations: Postbank, Nautha Dutilh, GTI Installatietechniek;
· Non-Profit: CITO, GBIO (training institute for works councils), European Patent Office, Nederlandse Orde van Advocaten;
· Local governments: City of Maastricht, City of Eindhoven, City of Nijmegen, City of Doorn.


Education

1986 : Canisius College Nijmegen
Pre-university education (VWO)

9/1986 – 1/1992 : University of Amsterdam
1992 M.A. Business Economics / Business Administration (drs.)
1992 M.A. Information Science (drs.)


Skills

- invoeren/verbeteren planning & control (met name veel ervaring in internationale omgeving);
- opzetten/verbeteren budgeteringsprocessen / cycli (met name veel ervaring in internationale omgeving);
- fusies en overnames;
- (financiële) herstructuringen / reorganisaties;
- start-ups professionaliseren;
- met name expertise in de ICT branche.

Languages

- Dutch : Native Speaker
- English : Good
- German : Reasonable


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