Double interview: with VINCI Energies we have the opportunity to grow further, evaluates two generations of Minibergers

Successful family company with almost 20 years of tradition. This was VARS BRNO at the beginning of the last decade. It was then that the Miniberger family, who owned and managed the company, started thinking about bringing in a strategic investor. In 2014, the French group VINCI Energies became the owner of the traditional Czech supplier of solutions for transport infrastructure managers and designers. The key figures in the transaction were the father and son pair of Tomas Miniberger.

What was the impetus for you to consider becoming a partner in VARS?

Tomáš Miniberger Jr.: We had been in existence for eighteen years, we were experiencing a successful period of growth, we were doing well. I was approached by Jiří Hák from CORPIN, an acquisition company, at the business awards where we won.

And he offered to get you an investor?

Jr.: Not directly. He came up with the idea that all growth has its limits and a company built from the ground up will sooner or later hit limits – imposed by processes and also by not having access to foreign markets.

Tomas Miniberger Sr.: It was clear from the beginning that we wanted a strategic partner, not a financial one. The search then took about a year. We wanted a partner for growth, a partner who would help us to enter foreign markets and, above all, a serious partner. Our company was unique in that we were a family business. I was the sole shareholder, my wife was the proxy and my son was the chairman of the board. The concept worked well for us, but it limited the development of the company. This gave rise to the reasons my son named.

What do you mean by “serious partner”?

Jr: It’s a partner that we would be proud to be a part of. They wanted VINCI Energies’ bid to emerge as the winner.

Why?

Jr.: It allowed us to remain our own, gave us security, stability and a lot of autonomy at the same time. The responsibility remains on our shoulders. And that’s the way we wanted it.

Do you remember how the negotiations went?

Jr.: Primarily everything was negotiated by Jiri Hak. I remember especially the final stage, when we spent several nights fine-tuning the contract. I’m very glad that the same people who were there from VINCI Energies are still with us today. That also speaks of stability.

Sr.: We’ve had a few cases around here where a company had similar intentions to ours, but paid the price and went out of business. In contrast, VINCI Energies had developed a detailed concept of procedure that we could build on. What could cause us damage was covered in the contract.

Were there other bidders?

Sr.: At that time, we were also approached by the new owner of one of our partner companies. Mr. Hook strongly warned us about this, and in retrospect I’m glad we took his advice.

Jr.: We have to thank Jiří Hák in general, even after ten years. Having an experienced partner to guide you through the process has proven to be invaluable. An entrepreneur usually sells his company once in a lifetime and the risks are huge. Leaving them to a professional who goes through it twice a year is the best course of action.

What do you think the entry of VINCI Energies has brought to VARS?

Sr.: It increases our seriousness when dealing with business partners, we are more trustworthy because we have the same standards as VINCI. We are not unknown to new customers, but we are a stable partner they can rely on.

Jr.: We’ve definitely learned to do much better math, we have standards for risk management, project management, contracts, economics. These are things that we have adopted and I am very happy for them. At the same time, it’s brought us a name. We’re part of the largest concession and construction company that’s in the transportation infrastructure business. I also feel the benefits in the personnel area. Ambitious people in a smaller company will run into its limits after a while, but they can continue to grow within the group. People have left us for other parts of the Group and have been given the chance to develop further, to change companies, to face new challenges.

Mr Miniberger senior, can you recall your feelings after signing the contract?

Sr.: The signing was the culmination of a contract preparation process that took almost a year. I sent my son a draft of the purchase agreement at the beginning, which did not leave a single thing unresolved. I still have the draft at home. I then went into the signing feeling confident that I was not making a mistake. I knew it was for the benefit of our family.

Jr.: The signing happened on August 1 and was preceded by two days of complicated negotiations. It was not a one-time act; VINCI Energies acquired seventy percent in the first step with an option on the remaining 30 percent.

Mr. Miniberger, even at almost 94 years of age, do you still keep track of what VARS is doing, how it is doing, how it is doing?

Sr.: My son never fails to brag, so I know mostly the positive. (laughs) He keeps the negative worries to himself.

Jr.: Even though my dad has no formal connection to the company, we talk about it together pretty much on a daily basis. He has friendly ties here, attends social events, and is friendly with most of the employees.

If you could go back to ten years ago and decide whether to “sell” VARS again, would you do it again?

Sr.: I would. We were too small a company to prosper. A strong partner allowed us to continue to grow. VINCI is fulfilling that role. It has a very good credo, it is highly valued on the stock market, it is thriving, it is popular with financiers. It was a good decision.

What do you think is the future of VARS?

Jr: The potential of the market in which we operate is increasing. We want to maintain our position as a leader, come up with new technologies and be a partner for transport infrastructure managers. Not only in asset management, where the potential is growing, but also in transport telematics. We see in our clients how their attitude towards new technologies is changing, they are learning to build on our systems, they trust them, they use them. And I would continue to develop this area and move it into rail and air transport, and especially abroad.