Better Businesses Better Results - Carlyle
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INSIDE THE IMPACT REVIEW INTRODUCTION 01 Letter from our CEO, Kewsong Lee 3 Impact Highlights 4 02 OUR APPROACH TO IMPACT 7 03 ESG INTEGRATION IN GLOBAL CREDIT 11 04 GLOBAL INVESTMENT RESOURCES 14 PERSPECTIVES ON 16 05 ESG-LINKED FINANCING TOOLS A Conversation with Megan Starr and Sam Lukaitis OUR IMPACT AT CARLYLE 19 06 Addressing Cyber Threats 20 Impact at Carlyle 21 Carlyle’s Annual Sustainability Workshop 22 PORTFOLIO COMPANY CASE STUDIES 23 07 Amp Energy 24 Dept 27 Liberty Tire Recycling 28 Novolex 30 Pharmapacks 32 Pharmaceutical Product Development, Inc. 34 08 CORPORATE ESG DISCLOSURES 36 Click on section numbers and underlined hyperlinks throughout the Impact Review to quickly explore new sections, pages, and additional content. CARLYLE 2021 IMPACT REVIEW
LETTER FROM OUR CEO Better Businesses, Better Results While 2020 was a challenging year, it underscored that our focus on building better businesses is more important than ever. As I laid out in our strategic plan during of the One Planet Private Equity Funds our 2021 Investor Day, Carlyle is focused on Initiative, initiated carbon footprinting accelerating growth for an accelerating across several of our investment strategies, world; nowhere is this more true than and completed more than $6.5 billion in in our approach to impact. In a rapidly ESG-linked financings. This included the changing world, we believe impact formation of the largest ESG-linked private is a lens for finding efficiencies and equity credit facility in the U.S., a $4.1 billion capitalizing on new growth, as we see the vehicle with the price of debt directly tied market valuing a wider set of business to our goal of having 30% diverse directors models and competencies. By helping our on the boards of Carlyle-controlled portfolio companies improve across these companies within two years of ownership. dimensions—from creating sustainability- driven growth strategies to building more As I said last year, at Carlyle, impact isn’t a diverse teams—we believe we will build product; it is a process. This year, I add that more valuable businesses and deliver impact is also a mindset, as we continually better results for all stakeholders. look to find ways to build better businesses and ultimately, better results. While 2020 Impact generation is value creation for the was a year of significant progress, our work 21st century, and we clearly highlight those and commitment to these efforts continue results in our 2021 Impact Review. From in 2021 and beyond. We are grateful for the our sale of Liberty Tire Recycling, where partners we have in this important journey sustainability helped drive buyer demand, and look forward to sharing more with you to our investment in Amp Energy, which in the year to come. is accelerating the low-carbon energy transition, we see opportunities for better results across industries and geographies. As a firm, we also had several notable milestones over the past year. We published our first Taskforce on Climate- related Financial Disclosures (TCFD) report KEWSONG LEE on climate-related financial risks and Chief Executive Officer opportunities, became a founding member June 30, 2021 CARLYLE 2021 IMPACT REVIEW 3
IMPACT HIGHLIGHTS 2020 AND EARLY 2021 IMPACT HIGHLIGHTS $6.5BN reached in ESG-linked financings Fourth year of corporate carbon neutrality 75% of our employees work from offices with major green-building certifications $382MN in capital committed to renewable Five full time ESG & Impact professionals and sustainable energy companies 80% 100+ of our employees Partnered with $4.1BN The only private participated in unconscious bias training organizations to address the impact of the COVID-19 pandemic on largest ESG-linked U.S. private equity firm vulnerable communities equity line of credit included in the Bloomberg Gender-Equality Index First Published our 100% score for the fourth 274 of new renewable MW year in a row on energy capacity the HRC Corporate 32MN installed... Equality Index Taskforce on Climate-related Financial Disclosures report ...these investments save the equivalent of 32MN gallons of gas annually CARLYLE 2021 IMPACT REVIEW 4
IMPACT HIGHLIGHTS GLOBAL REACH OF RENEWABLE ENERGY INVESTMENTS IN 2020 United Kingdom United Spain States Japan India Six countries reached by the acquisition, financing, development, and construction of renewable energy projects Australia 284,521 MTCO2e total CO2e avoided from the grid CARLYLE 2021 IMPACT REVIEW 5
IMPACT HIGHLIGHTS DIVERSITY, EQUITY & INCLUSION GLOBAL DIVERSITY BOARD DIVERSITY A t Carlyle, we know that diverse teams perform better, so we seek to create 23% 29% 44% a community where we of our current senior leaders are of senior leader new hires were of our current employees are 56% women women women continually exchange insights, embrace different perspectives, and challenge the status quo. We believe diverse teams ask of new directors in our goal- eligible controlled companies better questions and inclusive globally were diverse1 teams find better answers. 46% >50% 58% of our $260 billion of our new hires in of our new hires in AUM is managed Europe and 52% in were women by women Asia were women U.S. EMPLOYEE DIVERSITY 26% of our current U.S. 37% of our current 42% of our new hires in senior leaders are employees in the U.S. the U.S. were ethnic women are ethnic minorities 2 minorities 54% of our U.S. investment 56% of our 2021 U.S. 63% of our new hires in professionals new hires Corporate Private Equity the U.S. were women or women, Black, Latinx, or associate class are women ethnic minorities Two or More Races or ethnic minorities 1 Directors added to Corporate Private Equity-controlled portfolio companies that were held for two years as of Dec. 31, 2020. Diversity data by gender women (globally) and race/ethnicity data is represented in the U.S. and where local regulations allow. 2 U.S. ethnic minorities include American Indian/Alaskan Native, Asian, Black, Hispanic, Native Hawaiian, other and two or more races. Representation data as of 1/1/21. Hire data as of 12/31/20. CARLYLE 2021 IMPACT REVIEW 6
OUR APPROACH TO IMPACT A process is only as good as its results. Our 2020 CLIMATE RESILIENCE Impact Review described how we embed impact We led our peers as one of the first global investment firms to publish a into our investment processes by reimagining our TCFD report on the climate-related risks and opportunities we see across our core Environmental, Social, and Governance (ESG) business. integration, focusing on systemically important We participated as a founding issues—such as climate change, ESG data, and member of the One Planet Private Equity Funds Initiative (OPPEF) with a group diversity, equity, and inclusion—and using the levers of of investors committed to integrating climate change analysis across our private capital in new and innovative ways. investment processes. We closed several investments through our Renewable and Sustainable Energy platform, a dedicated team addressing the energy transition by investing globally in the renewable energy and Last year’s report focused on how we and Impact team globally, adding new sustainable resources sector, such as our embed impact; the 2021 Impact Review expertise in EMEA and the U.S., along with investment in Amp Energy profiled on focuses on what results that leads to. hiring our first dedicated professional page 24. The key dimensions of impact at Carlyle focused solely on ESG in Global Credit. are sustainable growth, climate resilience, We initiated bottom-up carbon strong stakeholder ties, engaged We revised and refreshed our firmwide footprinting for our majority-owned employees, and diverse and inclusive ESG Policy and our Investment Exclusions companies in the latest generation teams. We believe businesses that excel and Parameters policy, which provide funds in our three primary Corporate along these dimensions increasingly guiding frameworks to enable more Private Equity strategies: US Buyout, outperform their competitors. In addition, efficient and effective decision-making. Europe Buyout, and Asia Buyout. Carbon we believe that as our firm excels along footprints are used to inform work across these dimensions, we will consistently build We reimagined our approach to core portfolio companies, such as Novolex’s on our capabilities to deliver results for ESG integration by building a new carbon reduction targets highlighted on our stakeholders. Some highlights from our ESG assessment for our private equity page 30. work this year include: investments, engaging in a host of value creation activities across our portfolio We hosted a climate scenario companies highlighted through case workshop to model the potential impact studies in section 7 and designing a on Carlyle’s investment portfolio under SUSTAINABLE GROWTH proprietary ESG materiality analysis tool different climate scenarios. to support our Global Credit platform We continued to strengthen the firm’s highlighted in section 3. We achieved our fourth year of governance on sustainability, with regular carbon neutrality across our own updates to the Carlyle Board of Directors THE RESULT: We developed corporate activities. on our strategy and oversight from Janet robust governance and effective ESG Hill, Carlyle independent director and integration, which we believe drive THE RESULT: We positioned Carlyle Board lead on ESG and Impact. better-informed investment decisions, and our portfolio companies to better more avenues for value creation, and mitigate the risks and capture the We expanded our dedicated ESG stronger risk management at Carlyle. opportunities from climate change and the energy transition. CARLYLE 2021 IMPACT REVIEW 8
OUR APPROACH TO IMPACT At our Sustainability Bridge, Responsible Investment Forum, Workshop, companies Business for Social Responsibility, Ceres, and more. We also are an active learned about creating member of the AIMA Global Responsible climate-resilient strategies, Investment Committee, the Emerging Markets Private Equity Association how to build and retain (EMPEA), the European Leveraged a diverse and inclusive Finance Association (ELFA) ESG Working Group, the Private Equity GP ESG Working workforce, and best practices Group, and became a formal supporter in building board-level ESG of the TCFD in 2020. competencies. We hosted a Sustainability Workshop with more than 60 attendees from our portfolio companies to help inform and STRONG STAKEHOLDER TIES create connectivity across our platform. Companies learned about creating We published our second year of climate-resilient strategies, how to Corporate ESG Disclosures in section 8 of build and retain a diverse and inclusive this report, which draw from best practices workforce, and best practices in building across the Global Reporting Initiative (GRI) board-level ESG competencies. and Sustainability Accounting Standards Board (SASB) frameworks. For the first time THE RESULT: We clearly communicated in 2021, we incorporated guidance from with our key stakeholders and the World Economic Forum’s International contributed to significant developments Business Council’s work on common in the ESG and impact sector. standards for ESG. We hosted several ESG and impact events for our fund investors, including ENGAGED EMPLOYEES thematic sessions, such as our “Not Another ESG Data Call” in December We provided resources to our portfolio 2020, geographic gatherings, such as a companies designed to benefit employees remote event for our Japanese investors, and enhance their experiences. Our Talent and ESG presentations at several Investor and Organization Performance team works Advisory Committees (IACs) as well as at with portfolio company management to our 2021 Investor Day. maximize organizational and leadership effectiveness, as profiled through our We published regular ESG reporting, work with Pharmapacks on page 32. Our including bespoke ESG reports for several Healthy Benefits Initiative helps drive better of our largest strategies, as well as healthcare outcomes for portfolio company thought leadership such as a podcast employees at lower costs, demonstrated and white paper on integrating ESG in through our work with PPD on page 34. Global Credit. We further strengthened Carlyle’s own We participated in a variety of industry human capital best practices through conferences on ESG and impact, such facilitating an annual employee feedback as Financial Times’ Investing For Good, survey and providing significant remote SuperInvestor, SuperReturn, Pension wellness services to employees, such as CARLYLE 2021 IMPACT REVIEW 9
OUR APPROACH TO IMPACT meditation and yoga classes throughout people. All nominees for promotion to the pandemic. Our fulsome approach to Managing Director in 2020 took part human capital is further detailed in our in a full-360 assessment that included 63% Corporate ESG disclosures. an evaluation of their skills in inclusive leadership and management. We hosted regular trainings for employees on ESG integration and We made continued progress in emerging thematic ESG issues. The ESG cultivating a diverse workforce at our firm. of new hires in the U.S. were women and Impact team hosted trainings for new 63% of new hires in the U.S. were women or ethnic minorities employees, as well as ongoing education or ethnic minorities; 58% of new hires in for members of our workforce, several Europe and 52% in Asia were women. 58% internal events, such as remote lunches on the topics of ESG and impact investing, We expanded our board diversity climate change and renewable energy. goal to 30% of all directors in Corporate Private Equity-controlled portfolio We organized an array of volunteering companies by 2023. In 2020, 56% of new of new hires in Europe activities across our global offices. directors in our goal-eligible controlled were women companies globally were women, Asian, THE RESULT: We developed and launched Black, or Hispanic. an evolving toolkit to help drive value 52% through better human capital practices at We achieved a perfect score for Carlyle and across our portfolio companies. the fourth year in a row on the HRC Corporate Equality Index. Carlyle and AlpInvest became of new hires in Asia DIVERSE AND INCLUSIVE TEAMS signatories to the Institutional Limited were women Partners Association Diversity in Action More than 80% of our employees initiative, representing our commitment participated in virtual Better Decisions: to advancing diversity, equity, and Mitigating Unconscious Bias training inclusion (DEI) in the workplace with sessions facilitated by leaders from our investment partners and ways, but it also highlighted one of the and indeed indicative of overall We build better across the firm. The initiative seeks to the broader global investment most important components of our ESG management excellence. build awareness of unconscious bias and management industry. work—dynamic materiality. ESG issues businesses because provides concrete tools and practices to are always evolving and changing. We like to say that we will never we believe they deliver mitigate the negative effects of bias. We partnered with Ascend and Carlyle and our portfolio companies reach “ESG nirvana” and conclude our 100 other organizations to support therefore must constantly look for new, work. We look forward to continued better results. More than 600 of our employees an action agenda to address the emerging material issues to continue collaboration with our portfolio globally participated in listening sessions adverse impact of the pandemic on to manage risks and opportunities. companies and partners in this ongoing where employees shared their unique vulnerable communities. Throughout the COVID-19 pandemic, quest to better understand and manage experiences with multicultural differences. we saw business models rapidly and the material ESG issues we face in a This inspired our people to expand THE RESULT: We achieved clear often significantly shift to adapt to new rapidly accelerating world, as we believe beyond the lens of their own perspective progress toward increasing the circumstances. Over the past year, we this will enable us to drive long-term, and build a deeper understanding to be diversity of our teams and portfolio observed that agile, forward-thinking, sustainable value. more effective allies. company boards. The data from our and focused management teams with own companies support the growing a broad range of stakeholders better We made inclusion a core management consensus that diversity improves navigated the significant disruption. and leadership competency central in decision making and financial outcomes. We believe these characteristics the development and assessment of our 2020 was a year of disruption in many are indicative of ESG competencies CARLYLE 2021 IMPACT REVIEW 10
SECTION THREE ESG Integration in Global Credit CARLYLE 2021 IMPACT REVIEW 11
ESG INTEGRATION IN CREDIT T he field of ESG has long been a focus for equity markets, but in the past few years we’ve seen its growing importance for credit markets, alongside a heightened focus on ESG from other credit market participants, such as management teams and financial sponsors. In our Global Credit business, we use several country-level ESG risk data sets differentiated data sets that provide for geographies where an asset has us with the information needed to make major operations or supply chains. This better decisions—we have found that gives additional color on issues such as ESG data are increasingly one of those corruption, anti-money laundering, and differentiated tools. However, credit the physical risks of climate change. presents unique challenges for good ESG integration. When compared to Credit research analysts use our tool private equity, credit frequently has as an input to their fundamental higher deal volume, shorter diligence diligence to help efficiently understand a windows, less access to management company’s or asset’s exposure to material and data, and fewer high-quality ESG ESG risks, as well as determine how tools to analyze investments. Based well risks are managed. Using the SASB on the foregoing, we knew we needed data and our own proprietary inputs, a systematic approach that could the tool also guides credit research integrate into our fundamental credit analysts through potential engagement investment processes, and which would topics and questions and offers tailored help us efficiently and effectively metrics tied to material ESG issues. As identify and analyze material ESG issues of January 2021, this ESG materiality for a given investment. analysis is performed for each new investment our Global Credit Investment Led by a cross-platform ESG working Committee considers, and a summary group, we rigorously surveyed the field of the ESG analysis is included in the of available ESG resources for our Global Investment Committee memorandums1. We Credit platform, but couldn’t find existing constantly refine our proprietary tool as tools fit for our purposes. Over the we gather feedback from our investment course of 2020, we built a proprietary professionals and incorporate new data ESG materiality analysis tool using the sets and emerging thought leadership. Sustainability Accounting Standards Board (SASB) standards, which helps us While we have traditionally evaluated focus in on an industry and sector’s most many of these risks during our diligence material ESG issues. Launched across process, this new proactive and systematic most of our Global Credit platform in approach helps pull to the forefront of January 2021, the tool also integrates the investment process some of the less 1 This does not include Carlyle’s Aviation and Structured Credit strategies. These teams have tailored ESG processes more relevant to their distinct strategies. CARLYLE 2021 IMPACT REVIEW 12
ESG INTEGRATION IN CREDIT with third-parties, we discovered that less control over our credit investments the target company employed aggressive than our equity investments, we seek to lead generation and marketing practices monitor emerging ESG risks in our credit to secure new customers. Given the investments over our investment period target demographic was both older and and engage with equity sponsors and lower-income, and the aggressive sales management teams where appropriate. practices uncovered, our team declined to pursue the transaction. A common misconception is that ESG is an “end state” or that there is a rules- Lastly, one of our credit investments based implementation for sustainability. in a shipping company was impacted At Carlyle, we focus on how to make by significant travel restrictions during better decisions over time in pursuit of the COVID-19 pandemic. This presented exceptional outcomes. As our Global difficulties in conducting timely crew Credit platform continues to grow, we changes and led to extended crew have found that ESG integration continues stays on board. The team monitored to be a valuable tool that can give us a the situation and helped to provide more fulsome set of data to make better additional mental health support to decisions and mitigate downside risks. the seafarers. While we frequently have obvious, but potentially significant risk For example, one of our Global Credit diligence information can promote better factors for a new investment. Integrating teams analyzed an investment located investment decisions over time. ESG data and analysis gives us the ability on coastal real estate and identified to properly price deals and ensure we potential material downside physical Our Direct Lending team evaluated are compensated as investors for the risks from climate change, such as the another opportunity in 2020 alongside associated risks, and in certain cases impact from sea level rise or an increase several sponsors to provide financing determine not to make an investment. We in extreme weather events. These to a direct-to-consumer marketer believe this approach, paired with our material risks were one of the factors and installer of home repair and dedicated internal ESG expertise, provides that led to us declining to pursue that remodeling services. The company’s us with a consistent and advantaged particular investment. target demographic was seniors; 81% footing to assess, monitor, and manage of customers were older than age these highly relevant risks, and ultimately Our access to better ESG data and 55 with lower-than-average FICO make better investment decisions. information could lead us to develop scores. Relative to the target customer strategies to mitigate the associated demographic, the cost of revenue from Integrating ESG represents an evolution in risks, or ultimately lead our team to pass the company’s average job—$10,000— our investment process. These factors do on an investment if we do not believe we was very expensive, representing more not necessarily eliminate or prevent us from are appropriately compensated for those than 10% of the average consumer’s considering certain investments, but instead risks. ESG is a lens through which we can annual income and 5 to 10% of the help us to increase the nuance with which focus on material information that when average overall home costs. After we can underwrite and price risk. considered and integrated with other various channel checks and diligence CARLYLE 2021 IMPACT REVIEW 13
SECTION FOUR Global Investment Resources CARLYLE 2021 IMPACT REVIEW 14
GLOBAL INVESTMENT RESOURCES A NETWORK OF SUBJECT-MATTER EXPERTS T he ESG acronym spans so many topics, it would be impossible for any one person or team to be an expert in all of them–from energy management to environmental liabilities, diversity and inclusion, anti- corruption and bribery, cybersecurity, and more. At Carlyle, our dedicated ESG and Impact investment thesis and identify potential team serves a connective function— opportunities to improve portfolio company ensuring the most material ESG topics operations. Post-investment, the GIR team are covered during diligence, engaging also seeks to support portfolio company with third-party specialized expertise management teams to execute these as appropriate, advising companies on objectives, which in some cases may mean sustainability strategies, and tracking and driving transformational change at a reporting on ESG data—but we also have portfolio company. specialized teams of in-house experts for critical functional areas. The GIR team has several critical functional areas in addition to ESG and impact, While these areas are sometimes grouped including talent and organizational under the ESG “umbrella,” we believe performance, digital transformation, they are distinct fields which require information technology, procurement, skilled specialists. To drive better results, transaction support, revenue growth, and Carlyle has institutionalized a number of government affairs. In addition to our ESG these important areas to enhance our and Impact team, Carlyle has a dedicated competitive “edge” in sourcing, diligence, Diversity, Equity and Inclusion (DEI) team. We and value creation at portfolio companies. believe ESG is a team sport, and Carlyle’s Our Global Investment Resources (GIR) team Global Investment Resources capabilities work is a group of more than 20 professionals to ensure that we have our bases covered. dedicated to strengthening operations and creating growth with our portfolio companies. Carlyle’s ESG and Impact function sits within our GIR team, alongside 20+ other areas of functional expertise. The GIR team works collaboratively with Carlyle investment professionals during the deal lifecycle and focuses on creating professionals make up our GIR team, value during the transaction process and dedicated to strengthening and growing our portfolio companies through our partnership. During diligence, the GIR team seeks to understand the CARLYLE 2021 IMPACT REVIEW 15
SECTION FIVE Perspectives on ESG-linked Financing Tools A CONVERSATION WITH MEGAN STARR, GLOBAL HEAD OF IMPACT, AND SAM LUKAITIS, DIRECTOR, CAPITAL MARKETS GROUP CARLYLE 2021 IMPACT REVIEW 16
PERSPECTIVES ON ESG-LINKED FINANCING TOOLS E SG-linked financing aligns investment and sustainability outcomes in innovative ways. We’re proud to be an early adopter of integrating environmental and social considerations into financing arrangements. Megan Starr, Carlyle’s Global Head of Impact, and Sam Lukaitis, a Director in Carlyle’s Capital Markets Group, discuss our firm’s evolution in the ESG space and the impact the firm has on elevating the ESG agenda across the private equity industry. MEGAN STARR Global Head Q SAM LUKAITIS Director, Carlyle of Impact at Carlyle Capital Markets Group Q: Why is Carlyle interested in integrating ESG continues to grow in prominence across industries, a trend that has accelerated recently with the pandemic. ESG considerations into its financing arrangements? At the same time, we work alongside several portfolio companies with sophisticated sustainability strategies, such as Jeanologia, We increasingly see a developer of eco-efficient technologies SAM LUKAITIS ESG incorporated into for the denim industry, and Logoplaste, a financings across the corporate investment manufacturer of rigid packaging solutions, grade world demonstrated by the growing and consistently consider how to drive number of green bonds, green loans, further progress. We therefore saw a real and other green “use of proceeds” deals. opportunity to take these strategies and But the leveraged debt issuance coming formalize them into the portfolio companies’ out of the private equity ecosystem has capital structures for the first time, and thus been historically slower to engage with created new, financially accretive methods ESG themes in the same way. That has to incentivize even stronger performance changed over the last couple of years as on quantitative ESG metrics. CARLYLE 2021 IMPACT REVIEW 17
PERSPECTIVES ON ESG-LINKED FINANCING TOOLS PORTFOLIO AND FUND-LEVEL TRANSACTIONS SINCE 2018 MEGAN STARR These financings are prime examples of three of our ESG priorities. First, our Q: How long has Carlyle focused on ESG board diversity and we believe it is a critical issue for us to prioritize. firmwide framework for identifying integration and what are the AlpInvest has also secured an ESG-linked 20 1 8 2020 material ESG issues in due diligence credit facility for its Co-Investment Fund is grounded in the Sustainability milestones achieved so far? VIII. The results are tied to objectives Accounting Standards Board (SASB) at both the fund and AlpInvest level, JEANOLOGIA LOGOPLASTE standards. This framework provides In the last few years, providing an effective incentive to further SAM LUKAITIS our investment professionals with a we believe Carlyle ESG integration across AlpInvest’s business Margin ratchet linked to Margin ratchet linked to CO2 savings. structured guide for focusing on the has really pioneered integrating and through its wider spheres of influence. water savings. most material ESG issues during the environmental and social considerations Represented the first European sponsor-backed financing with debt pricing directly linked to ESG factors. Represented the first institutional term loan with ESG metrics issued by a private equity sponsor. investment process. These issues, in turn, have formed the basis for many of the ESG-linked financings we’ve structured. into financing arrangements of portfolio companies in Europe. Examples include Jeanologia (2018), Logoplaste (2020), Flender (2021), and Acrotec (2021) Q: What are the benefits of these transactions for Second, Carlyle is focused on driving highlighted on to the left. the different stakeholders? positive ESG change over time at our portfolio companies and we believe There has been a unique angle to each On a macro level, 202 1 MEGAN STARR ESG-linked financings provide an of these transactions. We secured pricing ESG-linked financings effective tool to further structure that on the company’s debt tied directly to further incentivize strong progress on change thesis into our deals. This is how material environmental ESG factors, material ESG issues and drive better FLENDER ACROTEC we incentivize additional progress on such as water (Jeanologia) and CO2 financial outcomes for our portfolio Margin ratchet linked to the “Use of proceeds” margin material ESG issues that are important (Logoplaste) savings. On the Flender companies and our key stakeholders. installation of new gearboxes ratchet which can be accessed across our portfolio, from climate change transaction, we incentivized management Our portfolio companies are excited by in wind turbines. Company for initiatives that improve and the energy transition to diversity to accelerate a business line that helps these structures. Management teams also plans to pass on a environmental performance. and inclusion, and resource efficiency. to deploy wind power, while at Acrotec are increasingly focused on sustainability portion of interest savings to environmental charities. a “green use of proceeds” was structured and recognize its importance in creating And finally, we continuously assess into its revolving credit facility to help business value. These transactions Represented one of the largest what is next in the ESG space. As incentivize capital expenditure projects create tangible examples of aligning ESG-linked loans in the Term previously mentioned, there is a with a significant environmental benefit. business priorities with quantitative ESG Loan B market at the time. concept of dynamic materiality in the metrics. We believe that progress on field of ESG as new, important issues While each financing was structured environmental and social targets clearly constantly emerge for companies to differently, these loans all seek to align leads to costs savings. We’re excited by notice and manage. We’re eager to incentives and reward management teams the broad uptake and to see companies ESG-LINKED CREDIT ESG-LINKED CREDIT innovate by using the traditional for positive environmental progress. using these transactions to further their FACILITY FOR CARLYLE’S FACILITY FOR tools of private equity and these sustainability strategies. Anecdotally, AMERICAS CORPORATE ALPINVEST CO- financings are a great example of how More recently, we have we’ve also seen increased demand MEGAN STARR PRIVATE EQUITY INVESTMENT FUND VIII we take a creative lens to advance looked at ESG-linked for debt issuances that have this ESG PLATFORM Margin ratchet linked to ESG the intersection between profitability, financings at the fund level. In February linkage, which is another helpful outcome. Margin ratchet linked to board metrics at both the Fund and environmental, and social outcomes. 2021, we secured the largest ESG-linked diversity of portfolio companies. AlpInvest level. private equity credit facility in the U.S.—a Management teams SAM LUKAITIS $4.1 billion facility for our Americas across our portfolio are Represented the largest ESG- Represented the first ESG-linked credit facility for a private Corporate Private Equity platform. In this keen to strengthen and highlight their linked private equity credit facility in the U.S. ($4.1 billion). equity fund-of-fund. facility, the price of debt is directly tied to impressive sustainability credentials. Now, our goal of having 30% diverse directors we can provide them with an effective on the boards of Carlyle-controlled tool to formalize these concepts into companies within two years of ownership. capital structures and the increased We believe this is the first facility of its external visibility has been empowering Portfolio Transaction Fund Level Transaction kind to focus exclusively on advancing and rewarding for these businesses. CARLYLE 2021 IMPACT REVIEW 18
SECTION SIX Our Impact at Carlyle CARLYLE 2021 IMPACT REVIEW
OUR IMPACT AT CARLYLE ADDRESSING CYBER THREATS and minimize the impact of critical exfiltration are important attributes of A a successful cyber-attack response. We s the world recovers from the challenges presented work closely with companies to ensure by COVID-19, businesses are experiencing a rapid that effective business continuity plans and data protection programs are in transformation in how their customers, employees, and place. Our experience with cyber threats has also taught us that education is key suppliers interact. While these changes have unlocked in the ability to effectively respond to and mitigate the harmful effects of a new opportunities, we also believe they have enabled an cyber incident. To ensure an effective and coordinated response to cyber unprecedented number of cyber threats. incidents, we provide training and support resources tailored to our technical, financial, and operational portfolio company leaders. Carlyle seeks to ensure that our portfolio a prerequisite for executing an effective companies have the capabilities necessary to cybersecurity strategy. Starting in the protect against and respond to cyber threats. diligence process, we take a standardized IMPLEMENTING This key tenant of our technology strategy approach to assessing cyber risk in ONGOING IMPROVEMENT is also embedded across multiple material- potential investments within our Global issue categories in the SASB framework, Private Equity portfolio. Our findings We do not view cybersecurity as a one- from data security to customer privacy and are fed into a value creation plan that time exercise and recognize that cyber critical-incident risk management. provides a prioritization summary and threats will increase in frequency and roadmap for addressing opportunities for complexity. To meet these challenges, We’ve made cybersecurity a central improvement. To ensure that these efforts we have established a program for focus of how we evaluate investments are having a material effect, several continuous improvement anchored by an and support our portfolio companies in portfolio companies are regularly scored interconnected community of portfolio developing their technology strategies. and benchmarked against their industry company cybersecurity professionals. Our Global Investment Resources peers by an independent third party. At Resources available through our (GIR) Technology team established a the portfolio level, these evaluations are program include leveraged agreements cybersecurity platform for our portfolio combined with other key business metrics with providers of security products companies that enhances their internal to provide an overall threat assessment and services, expert-led webinars on capabilities with a global network that is leveraged for data-driven critical cyber issues, playbooks and of experts, risk transfer tools, and decision-making. standardized guidance for cybersecurity leveraged supplier agreements. Through strategy and architecture, a continuous engagement, we provide collaboration platform for cybersecurity portfolio companies with support to professionals, and an in-house assess their level of cyber risk, protect PROTECTING CRITICAL ASSETS intelligence function for soliciting and critical assets, and implement programs sharing best practices. Our offering in for ongoing improvement. Occasionally, cyber incidents still occur this area continues to grow guided by despite the measures in place to cyber experts from leading advisors prevent them. We partner with leading and direct feedback from the portfolio insurance carriers to provide our portfolio companies combatting threats daily. ASSESSING CYBER RISK companies with best-in-class cyber policies and resources to respond and In a constantly evolving threat recover. We recognize that the ability environment, understanding cyber risk is to quickly restore business operations CARLYLE 2021 IMPACT REVIEW 20
OUR IMPACT AT CARLYLE IMPACT AT CARLYLE C arlyle’s purpose is to invest wisely and 800+ $580K+ 250+ 26 create value on behalf of our investors, portfolio donations matched by Carlyle up to $2,000 per employee in 2020 donated by Carlyle employees in 2020 non-profit organizations recieved donations from Carlyle in 2020 employees have been hired through Carlyle’s partnership with Year Up companies, and the communities we serve. In addition to capital raised and donated 5 LUXEMBOURG Holiday food and by our employees for COVID-19 relief efforts toy drives. profiled in last year’s Impact Review and the work done in partnership with our 6 BEIJING & SHANGHAI Fundraisers portfolio companies to provide support in to buy hand wash for Tibetan children local communities during the pandemic, we during the pandemic. donated more than $580,000 to over 250 non-profit organizations during the pandemic. 7 TOKYO Junior Achievement and Carlyle matched over 800 of these donations Learning for All collaboration to provide up to $2,000 in philanthropic gifts to educational services to low-income charitable organizations per employee each families; Food drive and online charity run. year under our corporate matching policy. We also instituted a special program to provide 8 GLOBAL Virtual volunteer an additional $1,000 in matching funds for workshops with Rumie in Washington, each employee for donations to a set of social DC, New York, London, Miami, and Los justice and criminal reform non-profits in Angeles. 8 4 response to recent events. 2 8 5 We furthered our partnership with Year 1 8 6 Our employees also participated in a variety Up, an organization that provides young 7 of volunteer activities across our global adults from underserved communities 8 6 8 offices, including: with the skills, experience, and support 3 to help reach their full potential 1 WASHINGTON, DC Community of Hope through professional careers and higher back-to-school drive and a holiday toy education. Carlyle has provided more drive for Boys & Girls Club than a hundred Year Up internships of Greater Washington, DC. since 2007. While this partnership originated with our Global Technology & 2 NEW YORK Holiday toy drive to Solutions (GTS) team, Carlyle expanded support the students at Carter G. the internship program to additional Woodson School in Brooklyn, NY. teams in 2018. As of 2020, 38 employees have been hired full-time or brought 3 HONG KONG Junior Achievement on in extended contract positions at virtual volunteer workshop. Carlyle through the Year Up partnership. 4 LONDON Fundraisers for multiple organizations and virtual tutoring for students. CARLYLE 2021 IMPACT REVIEW 21
OUR IMPACT AT CARLYLE CARLYLE’S ANNUAL SUSTAINABILITY WORKSHOP O ur ESG and Impact team’s strategy includes building connectivity across our portfolio companies and sharing best practices and collaborative problem-solving techniques. In April 2021, we hosted our Annual regulatory landscape, climate strategy Sustainability Workshop and welcomed development, energy management, more than 60 guests from over 30 sustainability strategy talent and portfolio companies. Our virtual format organization performance, and board- allowed us to host the event with a larger level ESG competencies. Speakers included reach and include companies from across our Chief DEI Officer Kara Helander, Chief the globe. The workshop covered some Performance Officer Mindy Mackenzie, of the most pressing ESG topics facing Board of Directors member Janet Hill, as companies today such as Diversity, Equity, well as external partners such as Business and Inclusion (DEI), the evolving ESG for Social Responsibility, Ropes & Gray, and Latham & Watkins. The event served as an opportunity to discuss a broad range of ESG topics, but 60+ also spurred specific value creation work for our portfolio companies. For example, following the workshop our team started to work with a portfolio company in attendees at the the shipping industry to define a robust Sustainability Workshop sustainability strategy as they face the material impacts of climate change on their business, and a rising influx of ESG questions from their stakeholders. 30+ portfolio companies attended the Sustainability Workshop CARLYLE 2021 IMPACT REVIEW 22
SECTION SEVEN Portfolio Company Case Studies WE HIGHLIGHT SOME OF THE RESULTS OUR PORTFOLIO COMPANIES HAVE ACHIEVED ACROSS THE KEY DIMENSIONS OF IMPACT AT CARLYLE. CARLYLE 2021 IMPACT REVIEW 23
AMP ENERGY CLIMATE RESILIENCE Amp Energy Amp is a global energy transition platform that develops, builds, owns and operates renewable energy and battery storage projects, in addition to serving as a disruptive grid-edge technology platform, reimagining the future of the grid. Amp has become one of the leading global renewables companies having successfully developed over 1.8 gigawatts of distributed and utility-scale renewable generation, hybrid generation plus storage, and standalone battery storage projects around the world. Sector RENEWABLE AND SUSTAINABLE ENERGY Region Acquisition Date NORTH AMERICA DECEMBER 2020 Lead Fund GLOBAL INFRASTRUCTURE OPPORTUNITY FUND AND RENEWABLE & SUSTAINABLE ENERGY FUND CARLYLE 2021 IMPACT REVIEW 24
AMP ENERGY AMP ENERGY 2020 METRICS C limate change is one of the most pressing issues of our time, state-of-the-art smart transformer that enables real-time autonomous games and trivia to serve as a networking and socializing space 192,551 247 MW creating unprecedented risks as well management and optimized dispatch for employees. as opportunities for businesses across of all forms of distributed generation all industries. As a firm, we believe that and loads across the grid. RSEF and Seeing the impact of COVID in the MTCO2e better understanding and managing CGI’s investment will help catalyze communities in which Amp operates, total installed capacity these emerging risks and opportunities is the continued rapid growth of both during the end-of-year 2020 integral to creating long-term value for Amp’s asset base and Amp X, within its holiday season, Amp supported our investors and shareholders. As a core core markets of North America, Japan, three organizations operating in the 199 MW CO2e averted from the grid pillar of our firmwide strategy on climate Australia, Spain, and the UK. community: change, we launched our Renewable and Sustainable Energy Fund (RSEF) to Amp’s core strategy–to develop, own FRED VICTOR, HOMELESS SHELTER This is equivalent to... capture the opportunities created by and operate, global solar and wind In-kind food and clothing donations new installed capacity 212,823,442 the energy transition and commit to power generation assets and associated collected from Amp employees and a invest globally in the renewable and utility scale battery energy storage cash donation of $10,000. sustainable resources sector. systems (BESS)–is consistent with RSEF’s 58 pounds of coal burned overarching impact thesis. BESS helps HORIZONS FOR YOUTH, YOUTH The RSEF team is focused on identifying mitigate some of the existing constraints SHELTER Amp provided a $5,000 21,666,592 investment opportunities where a for large-scale deployment of renewables, cash donation and $5,000 in public successful financial outcome is convergent allowing greater penetration of solar transportation cards. full-time jobs created with a successful climate outcome: the and wind electricity on the grid, and a gallons of gasoline consumed more renewable energy and storage reduction in overall carbon emissions. SECOND HARVEST FOOD RESCUE projects successfully developed and For example, BESS in conjunction with AND DELIVERY Amp purchased turkeys 445,796 operationalized, the more megawatt Amp X’s autonomous platform solution for 400 families for the end-of-year hours (MWh) of clean energy generated can be used to store excess electricity festivities. for the grid, and the more greenhouse and bridge intermittency issues inherent barrels of oil consumed gas (GHG) emissions avoided from to renewable power sources and enable carbon-intensive energy sources. connectivity to grids that would otherwise 41,876 vehicles driven for one year In 2020, RSEF announced a $47 million strategic growth investment in Amp be inaccessible. Energy as part of Carlyle’s total $374 million commitment to Amp, an COVID-19 RESPONSE 34,975 homes’ electricity use for one year international renewables development and energy transition company. Amp’s core business is to develop, build, own, In April 2020, Amp introduced Employee Health & Wellness Benefits and operate renewable energy and to assist with the physical, mental and battery storage projects globally. general wellbeing challenges caused by the COVID-19 global pandemic. An Since 2009, Amp Energy has successfully allowance of 100 CAD per month was 249,222 developed over 1.8 gigawatts of distributed and utility-scale renewable generation projects, hybrid generation allocated to all members of the team globally, with a bonus of three months upfront to be used for purchasing MWh total energy generated plus storage projects, and stand-alone battery storage projects around the world. Amp Energy’s proprietary digital energy platform, Amp X, also provides home fitness equipment. The allowance continues to date and can be used for health and wellness-related activities at the employee’s discretion. At the a diverse portfolio of disruptive and same time, Amp also introduced Virtual interoperable solutions, including a Thursday meetings with scheduled CARLYLE 2021 IMPACT REVIEW 25
AMP ENERGY PROJECT SPOTLIGHT: NEMAIAH VALLEY Nemaiah Valley is a remote community located 250km north of Vancouver and approximately 100km from the nearest electricity grid. 250kW solar photovoltaic (PV) system A centralized diesel Genset house installed in March 2021 generator is the main electricity source for the community, which consists of 74 active residents and a commercial/administrative subdivision zone located in the 50% center of the valley. In 2015, the First Nation community contacted Amp to explore ways of developing a micro-grid on-site to reduction in Nemaiah Valley’s reduce their diesel dependency. diesel dependency Upon extensive due diligence, Amp determined that a commercial arrangement was not feasible with the community. Amp, however, decided to provide pro bono support for the development of the micro- “This transaction grid, bringing on board additional demonstrates our continued development partners, acting as their Engineering, Procurement and focus on identifying and Construction (EPC) manager and executing upon attractive supporting submissions for grants and debt. investment opportunities such as solar projects and In March 2021, the micro-grid system battery storage technologies became operational, consisting of a 250kW solar photovoltaic (PV) around the world that are system. The micro-grid reduces the being propelled by the community’s dependency on diesel by over 50%, or by roughly 150 liters of energy transition.” diesel fuel daily. POOJA GOYAL Co-Head of Carlyle Infrastructure Group Nemaiah Valley 100km from the nearest electricity grid CARLYLE 2021 IMPACT REVIEW 26
DEPT STRONGER COMMUNITIES, ENGAGED EMPLOYEES Dept Based in Amsterdam, Dept is an award- winning international agency with over 1,500 experienced thinkers and makers in 13 countries across Europe and the Americas. One agency uniting creativity, technology, and data. Sector TECHNOLOGY AND Region EUROPE BUSINESS SERVICES Acquisition Date JANUARY 2020 Funds CARLYLE EUROPE TECHNOLOGY PARTNERS IV AND CARLYLE EUROPE PARTNERS V BETTER BUSINESSES | BETTER RESULTS: BECOMING A CERTIFIED B CORPORATION MEGAN STARR DIMI ALBERS Global Head Chief Executive of Impact at Carlyle Officer at Dept A Conversation with Megan Starr, Global Head of Impact at Carlyle, and Dimi Albers, CEO at Dept. Listen to a podcast about the why of Dept’s sustainability strategy and in particular, why they focused on B Corp certification. Megan Starr and Dimi Albers discuss the results a business can expect from obtaining B Corp certification and our impact through partnership. CARLYLE 2021 IMPACT REVIEW 27
LIBERTY TIRE RECYCLING SUSTAINABLE GROWTH Liberty Tire Recycling Liberty Tire Recycling is the premier provider of tire recycling services, based in the United States. By reclaiming more than 33% of the nation’s discarded tires, Liberty Tire annually transforms more than 190 million tires per year into raw materials for smart, sustainable products that improve people’s lives. Sector INDUSTRIAL Region NORTH AMERICA Acquisition Date DECEMBER 2017 Exited 2021 Lead Fund CARLYLE STRATEGIC PARTNERS IV CARLYLE 2021 IMPACT REVIEW 28
LIBERTY TIRE RECYCLING R esource efficiency and the circular economy—designing out waste and keeping products and materials in the As a first step, LTR and Carlyle developed an Impact Opportunities Assessment with the support of Bridge House Advisors, an Ultimately, the quantification of environmental impacts was an important part of the sale process. “By working with the Carlyle ESG and Impact team and value chain through multiple use cycles—are ESG and sustainability advisory firm who Bridge House Advisors, we concepts that have surged to the forefront specializes in the measurement of impact. With an improved understanding of its were able to successfully of sustainability discussions. The challenge to implementing these concepts, however, The goal of the assessment was to define the company’s impact pathways, operational and product level footprint, LTR utilized the findings to enhance its position Liberty Tire as a 190MN+ has been finding ways to profitably recycle and then determine and measure overall sustainability strategy. Carlyle leading ESG platform able to and reuse a broad range of goods. The performance on key, material ESG and collaborated with a cross-functional LTR ability to successfully implement this impact metrics to better understand the team to identify long-term sustainability divert tire waste from landfills 135MN+ concept was a key component of Carlyle’s operational and product environmental objectives and develop a renewed and produce higher value investment thesis when we acquired Liberty footprint. This data provided three main corporate level sustainability vision. This Tire Recycling (LTR) in 2017, and a significant benefits to the company: effort enabled the company to clarify key beneficially reusable products. part of our sale of the business to Energy focus areas and ensure alignment with That positioning was key to our Capital Partners, completed earlier this year. Identified opportunities to reduce evolving customer expectations. carbon emissions and energy usage; successful sale of the business.” LTR was a premier provider of tire LTR CEO Thomas Womble believes recycling services in the United States Enabled LTR to better articulate the that “while sustainability has always EVAN MIDDLETON and Canada. With innovative tools, sustainable value proposition of its been paramount to us, the partnership Co-Head of North America for technologies, and processes, LTR was products and services; and with Carlyle has helped the firm to Carlyle Strategic Partners 2019 2020 dedicated to finding new and better employ a more comprehensive approach ways to reclaim, recycle, and reuse scrap Helped LTR address customer inquiries on with the recognition that going forward, tires for eco-friendly products, keeping ESG, which are increasingly an important this will increasingly hold an even closer billions of pounds of waste material out part of how customers select partners. tie to profitability.” of landfills. LTR’s core business of recycling tires was predicated on the sustainability While ESG has long been a part of growth theme of resource efficiency. Under Carlyle’s investment due diligence and Carlyle’s ownership, the company achieved BETTER RESULTS value creation over the hold period, its meaningful impact by diverting waste from relevance continued to expand out to landfills, collecting and recycling 190 million These results have the potential to other parts of the investment lifecycle— tires per year, and transforming more generate cost savings and provide a more LTR is an example of how ESG growth than three billion pounds of rubber into fulsome picture of the company’s overall themes are increasingly influencing deal innovative, sustainable products. footprint—an important requirement of sourcing, and potential exit viability and LTR’s strategic customers and potential pricing as well. Resource efficiency is The company has increasingly buyers. The analysis revealed that: increasing investment efficiency. received questions from customers to demonstrate the performance of its ESG LTR recycled over 135,000,000 tires in program, with a focus on sustainable 2019 and over 190,000,000 tires in 2020, practices in the supply chain, operations, which helps preserve landfill capacity. packaging, and product footprint. In response, Carlyle’s ESG and Impact From 2019 to 2020, the application of team partnered with LTR to enhance LTR’s Playground Mulch product helped the company’s sustainability strategy avoid approximately 41 injuries due to while quantifying the footprint of their falls from height. products and operations, which we believed would strengthen their core In 2020, the use or application of LTR’s business and potentially increase the products (88% of total volume sold) avoided company’s attractiveness to a wider almost 900,000 metric tons of CO2-e. range of potential buyers. CARLYLE 2021 IMPACT REVIEW 29
NOVOLEX CLIMATE RESILIENCE, DIVERSE AND INCLUSIVE TEAMS Novolex Novolex is a leading manufacturer of paper and plastic flexible packaging products, primarily serving customers in the food service, grocery, retail, and commercial end markets. Sector INDUSTRIAL Region NORTH AMERICA Acquisition Date DECEMBER 2016 Lead Fund CARLYLE PARTNERS VI CARLYLE 2021 IMPACT REVIEW 30
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