« Lapeyre, there are not two », Said the advertising slogan. Unfortunately, in a few years, there may not be any at all. The Paris Commercial Court could indeed approve in the coming weeks – on the basis of a hearing held on Monday, May 10 – the sale of Lapeyre to the German fund Mutares, specializing in ” turnaround »Companies in difficulty. Sale that makes fear a disguised liquidation to the 3,500 employees of the company specializing in household equipment (doors, windows, bathrooms, kitchens, etc.), and which has 10 factories and 126 stores in France.
In loss for ten years, Lapeyre suffers from a commercial positioning that is difficult to identify – neither high-end, nor low cost -, and faces fierce competition from Ikea and other Leroy Merlin. It therefore needs to be revived. Problem: Saint-Gobain, its owner since 1996, and therefore the main responsible for the explosion of Lapeyre, no longer wants to put back to the pot, arguing that it is no longer part of the ” activities at the heart of its strategy “. The French building materials giant has therefore decided to sell Lapeyre, with the bonus of a dowry of 243 million euros, to the German fund Mutares, which for its part has committed to injecting between 15 and 20 million euros.
Sulphurous reputation
When the name of the buyer was announced in November, the blood of the unions of employees of Lapeyre has only turned. Mutares is indeed preceded by a sulphurous reputation on French territory: the files Pixmania, Artmadis, and Grisbill, in particular, have all led to social damage. On these last two cases, legal proceedings are even in progress and Mutares concedes in its annual report, page 154 what ” the maximum risk linked to these lawsuits amounts to approximately 34 million euros ».
« We’re running to our doom Almost resigned Jean-Marc Sferrazza of the CFE-CGC. « This fund will lead us straight to legal redress “, Fears for his part Nicolas Bodot, of the CGT. A spokesperson for the German fund, however, assures Marianne qu’« a majority “Mutares operations” resulted in successful turnarounds “, and ” the Lapeyre takeover project is consistent with the DNA of Mutares, already present in neighboring sectors of activity: keeeper (objects for the kitchen), Carglass Maison (services for the home), Norsilk (production of wood for professionals, supplier of Lapeyre), Donges Group. »
19 stores and four factories threatened with closure?
Insufficient to convince the employees of the company. They who discovered, thanks to a leak, a document detailing the terms of the recovery plan of the German fund. And there, amazement: we learn that Mutares intends to close at least 19 stores and four factories near Metz, Lyon, in Vendée and in the North, that is to say more than 700 jobs cut. A butcher shop. Faced with the sling, Mutares calmed the game: ” This working document is obsolete », Assures us his spokesperson. In a letter sent to employees, the “future president” of Lapeyre placed by Mutares, Marc Ténart, even wrote ” that no decision was made, neither for the factories nor for the stores “. He even pledged not to close ” no stores and industrial sites by the end of 2022 ».
Another worrying point: Mutares’s strategy is to sell Lapeyre’s commercial real estate for more than 90 million euros, in order to fully cover the company’s financing needs, according to the report by the accounting firm Altinea, mandated by the Lapeyre CSE. The company would then become a tenant of the sites sold. A purely financial logic. But for Altinea, in the longer term, this economic strategy is bad: “ a struggling retailer does not have the ideal profile “For such an operation, which would come” increase your occupancy costs, which are already too high “. Especially since selling your family jewels is never a good bet on the future: ” The loss of property will reduce the attractiveness of the brand in the event of bankruptcy, causing additional social risk. », Judges the cabinet.
Commissions rather than capital gains
Worse, if we look at the economic model of the German fund, there is cause for concern. Its object: to buy out companies in difficulty for almost nothing, while receiving dowries upon signature, to then straighten them out and generate capital gains on resale. So far, nothing incredible for a recovery fund. But on reading Mutares social accounts, we realize that its economic model is hanging by a thread. In fact, he is having difficulty generating value on the investments he resells: in 2020, his cash flow was negative by just over 30 million euros. (page 5 of the document). To keep it, on the one hand, it takes on debt on the financial markets: for 70 million euros in 2020 – which has, by the way, allowed it to distribute comfortable dividends of 15 million euros, including one much of it went to its top management who owns 40% of the capital.
And on the other hand, he relies on a commission system (management fees in English) which are returned to him by the companies he takes over, in exchange for various services. Concretely, Mutares suggests to the management of the newly acquired company to call on its own teams to support their recovery. A deployment of Mutares teams which gives rise to invoicing. This model will apply to the Lapeyre case: the firm Altinea, which had access to the sales contract, revealed that Mutares will have the possibility of recovering 14 million euros in commissions paid by Lapeyre during the first three years.
So, ” given its poor performance in terms of value creation, management fees are clearly a very important resource for Mutares », Notes an expert in the sector. ” This may explain why Mutares is increasing the number of business acquisitions currently – about fifteen in the last two years. “. This, in order to collect more and more commissions after each redemption. But beware of the cavalry! By dint of having eyes bigger than the belly, doesn’t Mutares risk forgetting the appropriate turnaround for the ailing companies that it is buying? Yet an eminently complicated art. Regarding Lapeyre, Mutares assures us however that he wishes ” succeed in Lapeyre’s recovery over time ».
Saint-Gobain washes its hands of it
Moreover, in this affair, the role of Saint-Gobain questions even more. In recent years, the group “ has not reinvested enough in Lapeyre to upgrade its industrial facilities and stores » summarizes Jean-Marc Sferrazza of the CFE-CGC. And recently, patatras, ” Lapeyre was subjected to the strategy of Mr. Benoit Bazin, Deputy CEO of Saint-Gobain, who is refocusing the group’s activities. And unfortunately we are part of the cart … », Adds Jean-Marc Sferrazza. On the side of the CGT, we do not go four ways: ” Saint-Gobain chose Mutares to be sure of liquidating the Lapeyre group, and thus eliminate a competitor from its subsidiaries: the Maison de Saint-Gobain, Point P and the Plateforme du Bâtiment », Considers Nicolas Bodot.
This hypothesis took shape when Lapeyre’s works councils learned in March, after several months of opacity, of the two competing offers to Mutares formulated by the French fund Verdoso and the Algerian industrialist Cevital. Offers rejected by Saint-Gobain in the fall of 2020. And again, astonishment: the two offers were “ more economically serious “, And” socially better Altinea sums up. « There is something wrong with this filefrom the beginning », Plague Nicolas Bodot. Why did Saint-Gobain prefer the German fund? ” We chose Mutares because of its extensive experience in recovery as well as its financial capacities, but also and above all for its commitment to the project, its understanding of the issues and challenges to be met. », Replies the CAC 40 company to Marianne.
Future liquidation
What is all the more intriguing is Saint-Gobain’s desire to approve the transaction at the Paris Commercial Court, although it is not obliged to do so. AT Marianne, the construction giant assures that its objective is ” to give safety to Lapeyre. It is an optional external validation process that ensures that the process took place in a structured way and that the interests of the company are well defended. The probate will allow the establishment of the trust “, In which the dowry of 243 million euros will be paid so that this cash is not” not paid directly to the purchaser ».
But for several observers questioned, Saint-Gobain actually wants legal protection in the event that Mutares sends the Lapeyre company to the scrapping. In this note experts, we can for example read that thanks to the homologation procedure, ” the assignor as well as the assignee protect themselves from any subsequent questioning of the deed of sale, while discouraging any subsequent questioning of their liability by interested third parties, whoever they are, employees or public entities for example, thanks to the approval judgment “. In other words, ” Saint-Gobain is fully aware of the outcome of the Mutares project and that is why it is requesting approval from the Commercial Court to protect itself from the consequences of the future liquidation. », Considers Nicolas Bodot.
The State with absent subscribers
In short, this issue is hot and very sensitive. It has industrial and territorial issues. So what is the state doing in this story? Faithful to its doctrine, Bercy does not intend to intervene within the framework of a mutual agreement procedure between private operators. Contacted by Marianne, the delegation in charge of industry at Bercy even tells us that this file is not a procedure handled by the Interministerial Committee for Industrial Restructuring (Ciri). The ministry is satisfied with ” pass messages “, nothing more. No question, therefore, of rushing the powerful Saint-Gobain in this matter.
And we then wonder where have gone the great speeches on the reindustrialisation of France and its economic sovereignty, faced with an attempt to take over a French company by a foreign company, which moreover belongs to the German financial sector. Sector little known for its tight-knit ethics, which has multiplied scandals these last years. Unfortunately, nothing seems to worry Bercy, and the company founded in 1931 by engineer Martial Lapeyre is in great danger. Unless, perhaps, the Commercial Court decides otherwise …
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