Over the years, the De Jaeck family
gradually built the family lighting business, Massive, into a European market
leader in the consumer lighting sector. The group has consolidated sales of EUR
342 million and 4,790 employees worldwide. In 2004 Modular Lighting Instruments,
specialist in architectural design lighting joins the group. In 2006, this was
followed by the acquisition of the German Trio Leuchten, giving PLI access to
the furniture store segment.
Centralised cash management: not
without its problems
Jean-Pol Van de Velde, Legal & Banking
Manager of Partners in Lighting International, explains how Massive turned to a
centralised cash management.
The family business has undergone a
number of radical changes in just a few years. Its financial policy has been
overhauled. In the past, Massive’s policy used to be based upon a decentralised
structure, giving the local management autonomy to determine not only their
sales policies, but also their financial policies. Because each country had its
own banking traditions and practices, Massive often worked with local banks:
Commerzbank in Germany, La Caixa in Spain, etc.
“Everyone could handle as they wished,
but locally the finances were optimised. Because the parent company was sitting
on a mountain of cash and there was hardly any long-term debt, we were given
very favourable rates everywhere, and as a result we saw no reason to centralise
our finances.”
The acquisition of Massive by CVC
Capital Partners totally altered the financial picture, because a higher burden
of debt on the balance sheet meant that favourable rates became a thing of the
past.
“The margin on our short-term debt
immediately rose to 2.25%, which meant that five years ago we were obliged to
centralise our cash management. This was an extremely difficult exercise because
after many years of being autonomous the local finance departments had to give
up part of their autonomy.”
Zero balancing: the best option, but
labour intensive
There are a number of methods for
centralising and, therefore optimising, cash management. In the case of zero
balancing, all of the group’s accounts are swept daily into one master account.
In this way, the credit and debit balances offset each other, thereby avoiding
unnecessary debit interest. This method therefore makes the group’s cash
management as efficient as possible, but the disadvantage is that it involves
considerable additional administration. For example, the group has to repost all
of the transactions every day. In addition, this method means that more time has
to be spent on the resulting tax issues.
Notional pooling: user-friendly, but
less flexible
In the case of notional pooling, the
funds remain on the local accounts instead of being transferred to the master
account daily. Interest is calculated on the merged balance.
“This is not the best solution because
let’s say that you have a debit balance of EUR 5 million in one country and a
credit balance of EUR 5 million in another country, then you will pay a charge
to the bank because it is carrying a debit balance on its books. In the case of
zero balancing you will pay no charges in the same situation.”
Another drawback of this method is the
fact that credit lines have to be allocated.
“As part of the syndicated loan, we have
a credit line of EUR 35 million to cover our working capital requirements. Of
this, EUR 2.5 million has been allocated to Massive Germany and the same amount
to Massive Italy. If there is a need for additional working capital in Germany,
while the credit line in Italy is not fully utilised, then it is not possible to
simply allocate the surplus in Germany to Italy and the surplus credit line has
to be formally reallocated through the bank.”
Juggling with different currencies
In spite of these drawbacks, Massive
nevertheless opted for the notional pooling method because it is an
international player with many foreign operations. Its local entities are often
fairly small and therefore the group deals with a large number of foreign
currencies: dollars, Swiss francs, Polish zloties, Slovakian koruna, Czech
koruna, pounds sterling, etc. Because all funds are actually transferred to a
central account under a system of zero balancing, each foreign currency must
actually also be converted into euros and the next day must be converted back
into the local currency. In practice, this meant an even heavier administrative
burden. Notional pooling, however, allows you to work with a number of
currencies in the same pool. The foreign currencies are converted into euros
purely for interest calculation purposes, without the need for physical
conversion.
Greater local involvement
The principal reason for choosing
notional pooling was a psychological one, however.
“In order to centralise cash management
successfully, you always need the full support of the local people, particularly
given the decentralised structure of the group. If the local entities get the
feeling that they no longer have a say, there is a risk that they will neglect
their working capital management (debtor and stock management, supplier
payments, etc.), which will have an adverse effect on working capital and on the
group’s cash position. At the same time, cash is an important measure of value
for a shareholder-venture capitalist. The temptation to ignore working capital
management is particularly high in the case of zero balancing because the
balance on the local account is transferred every evening to the central
account, which means that the local account is closed every day with a nil euro
balance. Local people will be less inclined to make the effort because they
don’t see the results of their efforts. In the case of notional pooling, the
management of the account and the monitoring of the local credit line are still
carried out at local level, which means that the involvement of the staff is
much greater.”
An efficient Internet platform
Jean-Pol Van de Velde is more than
satisfied with the working relationship with Fortis International Notional
Pooling.
“In parallel we also have a small pool
made up of a few Eastern European companies where we co-operate with another
financial partner, but this system is much less user-friendly; at the end of the
month we receive a package of interest calculations on paper, whereas with
Fortis we have an efficient Internet platform that we can use to monitor our
positions on a daily basis. For example, we can look at the interest amount for
each country with and without the pooling system and in this way, are able to
demonstrate the benefits of the system to each country’s management team.”
Cost savings
Experience shows that a cash pool
operates most efficiently if debits and credits offset each other as far as
possible. For Partners in Lighting International, the countries whose accounts
are traditionally in credit are Spain, Switzerland, and the Netherlands, while
Germany and Italy regularly have debit balances.
“However, every country benefits from
pooling. In order to be acceptable from a tax perspective, the entities that are
in debit continue to pay interest, but pay slightly less than in the absence of
a pool, while the entities that are in credit receive slightly more interest
than before.”
The switch to a centralised management
system was a very smooth one.
“As soon as the decision had been taken
to centralise cash management, all of the group’s finance directors were invited
to the head office (Kontich, Belgium) to have the new method explained to them.
In the final analysis, not that much has changed. With regard to operations, the
local entities are allowed to continue to work with their local financial
partners if there is a need to do so, such as petty cash requirements, and local
payment practices (e.g. “recibos” and “pagares” in Spain). In addition, we have
opened a Fortis account in each country to accumulate surplus cash.”
Using the Fortis Internet tool it is
easy to show the cost savings.
“Assuming a debit interest rate of 8%
and a credit interest rate of 0.5%, our system delivered cost savings of EUR
53,000 in September. Admittedly, we have assumed fairly extreme rates, but even
if the cost savings had only been half of what they were, it would still have
been worth our while to use cash pooling.”
Cash pooling outside Europe
The merging of accounts from different
countries will be confined to the group’s European operations for the time being
because legal restrictions mean that cash pooling systems cannot be set up in
China or Hong Kong. The disadvantages for Partners in Lighting International
should not be underestimated because major manufacturing facilities in China
mean that there is also a large amount of cash is circulating in China and Hong
Kong, which is not currently included in the notional pool.
“Fortis is currently setting up a
structure in Hong Kong. The intention is to set up a notional pool there and to
build a bridge to the European systems from there.”
Optimum cash management is evolving
Even though Jean-Pol Van de Velde is
very satisfied with the existing notional pooling system, he does not rule out
the possibility of Massive switching to zero balancing in due course. In recent
years, Massive has evolved from being a decentralised to a more centralised
group, which has also brought about a change in the mentality of the local
employees. A test project has even been started this year involving a pool that
includes Massive France and Modular Lighting Instruments. Mr Van de Velde is
also playing with the idea of bringing Germany into this pool.
“Three factors are important if zero
balancing is to be implemented successfully: efficient administration systems,
compliance with internally agreed procedures (e.g. keeping within internal
credit lines), and, above all, local people who pay attention to the interests
of the group as well as those of the local entity.”