Conference Magazine - Deutsches Eigenkapitalforum

Transcription

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Editorial
Dear Readers,
Rarely has equity capital been of such vital importance for
bolstering the growth opportunities of companies. Companies face new challenges in today’s post-crisis economy
and new capital requirement regimes such as Basel III will
increase the cost of loans, while the flow of liquidity through
credit will be scaled down. Indeed, some banks have
already become more reluctant to provide the economy
with capital. For these reasons alone, equity capital must
and will increase its weight in the capital mix, especially for
small and medium-sized companies, which tend to be
insufficiently capitalized to meet their growth needs. The
current situation applies not only to single companies, but
to economies as a whole: the market turbulence over the
past two-and-a-half years has called into question whether
the financial sector does in fact fulfill its role serving the real
economy. One essential aspect of this role is the sector’s
function as a facilitator of capital and it is high time it reactivated that function.
Providing access to equity capital has always been a major
aspect of what exchanges do. We at Deutsche Börse provide
it from the financial capital of Europe’s largest and most
vibrant economy via the Frankfurt Stock Exchange, which
we operate. Our global network with major hubs and activities over the world supports our service role. Companies
listed on the Frankfurt Stock Exchange include global
brands such as Allianz, BASF, Daimler, Munich Re, Siemens
and ThyssenKrupp. Companies listed on the Frankfurt
Stock Exchange thus get the opportunity to join internationally recognized indices such as the DAX index family.
Moreover, companies listed on the Frankfurt Stock
Exchange gain direct access to a global pool of investors
with some 250 trading participants in 18 countries, including all of Europe’s various financial centres. Deutsche Börse
is the most sophisticated equity organization worldwide
and serves the stock markets, the future and options
markets, while also providing clearing and settlement
services and, last but not least, makes market information
available to its customers.
In the stock market we offer three market segments that are
tailor-made to suit the lifecycle of companies: the Entry
Standard as a door opener for firms wishing to take their
first step into the EU capital market, the more ambitious
Dr. Reto Francioni
General Standard in line with EU-wide standards for an
exchange listing, and, finally, the premium-level Prime
Standard for corporations addressing global institutional
investors. Companies may of course go public in anyone of
these segments, depending on their degree of maturity.
Irrespective of their choice, the exchange offers access to
capital not only when a company first enters the market, but
also later, as a platform for capital increases.
Deutsche Börse has always been committed to bringing
investors and companies together, both for their common
good, and for the common good of the economies to which
they belong. Exchanges take their serving role for the real
economy very seriously, as providers of access to capital,
and as organizers of regulated markets for transparent,
unmanipulated and fair price discovery. Which is why we at
Deutsche Börse, together with KfW, organize the German
Equity Forum, thus providing an ideal exhibition floor, meeting place, and learning center for companies, be they small,
medium-sized or large; from Germany, Europe or elsewhere, be they listed or still private. In fact, this is the largest
conference of its kind in Europe to give companies the
opportunity to present themselves to the international
investor and analyst community, something of which we are
very proud. The new conference magazine you have in front
of you, in addition to organizational information, will offer
you background articles that we trust will prove helpful well
beyond the actual event.
Yours sincerely,
Dr. Reto Francioni
CEO
Deutsche Börse AG
Deutsches Eigenkapitalforum Fall 2010
Page 3
Contents
3 Editorial
Dr. Reto Francioni, Deutsche Börse AG
Introduction
8 “China will not win the next 50 years with
its political system”
Interview with Prof. Dr. Norbert Walter, Walter
& Daughters Consult, about China's sustainability, speculative bubbles and overexploitation of its own heritage
12 New investors always welcome
New private equity fund for German SMEs invests long-term
Albrecht Deißner, KfW Bankengruppe
14 “The entrepreneur
will still be the boss”
Interview with
Dr. Axel Nawrath,
member of KfW's
Executive Board
16 Not just another “Mega-Trend”
Sustainability issues will have an increasing impact on financial
business
Marc Bernhof, Steffen Pörner, HSBC Trinkaus
18 “It's the owners who have to decide what they are prepared
to pay”
Interview with Dr. Jens Maßmann, Partner at Ernst & Young,
about pain thresholds, responsibilities and international practices with management board salaries
20 Social media in financial communications
How you can reach investors in social networks
Alexander von Preysing, Edda Vogt, Deutsche Börse Group
24 Future now
Electronic voting boom ahead?
Torsten Fues, Haubrok Corporate Events, Dirk Hesse, Gahrens +
Battermann
Legal
26 “Other challenges already exist alongside
accounting, capital investment and corruption cases”
Interview with Dr. Stefan Heißner, Partner at
Ernst & Young GmbH Wirtschaftsprüfungsgesellschaft, about financial crimes such as
fraud and compliance risks and how to deal with them in practice
28 China SOX
Will Chinese companies adapt to the modern model of corporate governance?
Dr. Gebhard Zemke, BDO AG Wirtschaftsprüfungsgesellschaft
Page 4
30 Commercial due diligence
Requirements and benefits, also for “strategic” investors
Dr. Rainer Mayer, maconda Corporate Development
32 Other ways to go
New securities disclosure rules and their effects on public M&A
transactions in Germany
Stephan Heinemann, Taylor Wessing
34 Driving value in the
boardroom
How to make use of increased
duties to become a proactive
supervisory board
Volker Potthoff, CMS Hasche Sigle
Financing
36 Growth capital for the German
“Mittelstand”
How private equity firms
successfully support German
mid-sized companies
Dörte Höppner, BVK
38 WEPA case study
Growth financing during times of financial distress
Markus Kurzhals, Arndt Rautenberg, RölfsPartner
42 A tactical financing instrument
The right mezzanine can be the better equity solution
Steffen Schneider, Frans-Matthis Pleie, FCF Fox Corporate Finance
46 “Basel III affects the banks and, therefore, it also affects
the SMEs”
Interview with Lutz Weiler, equinet Bank, about the financing
needs of German small and medium enterprises (SMEs), the
effects of Basel III and interest equity options
48 An attractive option
Corporate bonds as a complement to equity financing
Dr. Dietmar Schieber, Close Brothers Seydler Bank
52 HAMBORNER REIT AG
Reloaded
Relaunch
of a Share
Maren Lorth,
WestLB
54 Emergence of mini-bonds
The new trend to bank-independent debt financing for SMEs
Ursula Querette, Haubrok Investor Relations
Contents
Capital Markets
56 It’s all about value
and visibility
Valuation process and
IPO pricing in volatile
market environments
Michael Salcher,
Florian Frei, KPMG AG
Wirtschaftsprüfungsgesellschaft
58 Motives & experiences
Chinese IPOs in Germany
Peter Thilo Hasler, Viscardi
62 GDR Programs in the regulated market of the FSE
Overview of the specifics
Robert Michels, Dr. Alexandra Zech,
BEITEN BURKHARDT Rechtsanwaltsgesellschaft
64 Going public in volatile markets
How to de-risk an IPO
Philip Grosse, Credit Suisse
66 Family IPOs
IPOs as an alternative for family companies
Dr. Elmar Jakob, IPONTIX Equity Consultants
70 Corporate brokerage
Continuous dialogue with investors as success factor for small
and medium-sized enterprises
Oliver Riedel, Nico Baader, Baader Bank
When the world wants to
know what German
business is thinking,
one bank comes to mind.
Industries & Sectors
72 LifeScience Forum
Healthcare reforms
call for innovative
strategic answers
Dr. Christa Bähr,
DZ BANK
76 Far reaching impact of the Euro’s financial crisis
Uncertain outlook for the world’s largest renewable infrastructure investment end markets
Dr. Martina Ecker, Jefferies International Limited
80 “Germany’s cleantech companies need a specific technological
advantage to stay in the running”
Interview with Carsten Klante, Macquarie Capital, about the challenges,
investments and sustainability of Cleantech companies and markets
84 “Long-term potential for the German real estate sector”
Interview with Dr. Christian Schlüter, Credit Suisse, about the
German listed property market, attractive market segments and
the importance of investor sentiment
86 Risking the recovery?
Basel III and the credit crunch
Michael Rohr, Silvia Quandt Research
Page 5
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Achieving more together
Contents
Organizer, Co-Inititiator & Sponsors
Organizer & Co-Initiator
90 Deutsche Börse, KfW
91 Ernst & Young Wirtschaftsprüfungsgesellschaft
Main Sponsors
92 Close Brothers Seydler Bank,
Credit Suisse Securities, DZ Bank
93 equinet Bank
94 FCF Fox Corporate Finance, Jefferies,
LBBW/ Baden-Württembergische Bank
95 Macquarie Capital (Europe), VISCARDI
Sponsors
96 BDO AG Wirtschaftsprüfungsgesellschaft (96), CMS Hasche Sigle
(96), Commerzbank (96), German Venture Capital and Private
Equity Association (BVK) (97), Haubrok (98), Hauck & Aufhäuser
Investment Banking (98), HSBC Trinkaus & Burkhardt (98),
KPMG Wirtschaftsprüfungsgesellschaft (99), Morgan Stanley
(100), RölfsPartner (100), Silvia Quandt & Cie. (100), Taylor
Wessing (101), UniCredit Bank (101), WestLB (101)
Partners
102 bwcon Baden Württemberg: connected (102), Creathor Venture
Management (102), DVFA (102), Gahrens + Battermann (103), HPE
Holland Private Equity (103), PvF Investor Relations (104), STEP
Award (104), Ventizz Capital Partners Advisory (104)
TOP 25 Capital Seeking Companies
116
118
120
121
122
124
126
128
129
130
132
133
134
136
137
138
140
141
142
144
145
146
148
150
151
152
153
Accovion GmbH
AMEOS Gruppe
Artificial Life Inc.
Asklepios Kliniken GmbH
Bard Holding GmbH
Biogest Energie- und Wassertechnik GmbH
caprotec bioanalytics GmbH
Cevec Pharmaceuticals GmbH
CureVac GmbH
Diva Video Access AG
FLABEG Holding GmbH
Glycotope GmbH
IONYS AG
itk group GmbH
Mister Spex GmbH
Novaled AG
Novalung GmbH
pvXchange N.V.
REMOS Aircraft GmbH
RIEMSER Arzneimittel AG
SkySails GmbH & Co. KG
stylefruits GmbH
SULFURCELL Solartechnik GmbH
Torqeedo GmbH
voxeljet technology GmbH
WiredMinds AG
Zentrum Mikroelektronik Dresden AG
Media Partners
105 ABC New Media (105), bne media (105), Börsen-RadioNetwork (105), Börsen-Zeitung (106), DAF Deutsches Anleger
Fernsehen (106), dpa-AFX Wirtschaftsnachrichten (106),
Fachverlag der Verlagsgruppe Handelsblatt (107), FINANCIAL
GATES (108), Frankfurter Allgemeine Zeitung (108), GoingPublic
Media (108), Haymarket Media (109), Institutional Investment
Publishing (110), International Herald Tribune (110), mergermarket (110), n-tv Nachrichtenfernsehen (111), PhoenixCNE (112),
Property Investor Europe – PFE (112), RiD Real Estate Information (112), Swiss Equity Medien (113), VDI Verlag (113)
Supporters
114 Klassik Radio (114), Nespresso Deutschland (114),
Radisson Blu Hotel (114)
Page 6
Service
154 Deutsche Börse Listing Partners
162 Market Segments
An overview
164 Contact Persons at Deutsche Börse Group
165 Imprint
Program Deutsches Eigenkapitalforum Fall 2010
166 Program Overview
Appendix a: Main Level Map
Appendix b: Upper Level Map and Exhibitors’ Index
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Preparing for the
performance of a lifetime:
IPO Competence Center
The Ernst & Young* IPO Competence Center assists with IPOs all around
the world – from the preparation and planning stages, the structuring
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Introduction
“China will not win the next 50 years with its
political system”
Interview with Prof. Dr. Norbert Walter about China's sustainability,
speculative bubbles and overexploitation of its own heritage.
Conference Magazine: Prof. Walter, keyword China: are
we talking here about a developing country or a superpower?
Walter: China is the most important emerging nation,
with catch-up processes and considerable potential,
almost everywhere in the country. China is becoming
Number 2 in the world, it already is economically in this
runner up position, but it is still behind the USA.
Conference Magazine: And what about India?
Walter: In the last three decades, China has provided
more people with the chance of reasonable brighter living
conditions within its system than anywhere else in the
world. I am not observing this in India.
Prof. Dr. Norbert Walter was chief
economist of the Deutsche Bank and
Head of DB Research until the end of
2009. He is now managing director of
Walter & Daughters Consult, his own
company.
Prof. Dr. Norbert Walter
Conference Magazine: The demographic trend is one of
the points which differentiates China from India. How
quickly will China go downhill due to old age?
Walter: Pretty quickly. China is approaching the fatal
situation where it will not have enough young qualified
skilled workers which the country urgently needs for it to
catch up with industrial countries. This will already be the
case in five years. Do not confuse this though with the
overall supply of workers which China will not be short of
due to employees leaving rural areas and State-owned
enterprises.
Conference Magazine: Shouldn't China simply abolish
the one-child policy?
Walter: They will almost certainly do that but it cannot
produce a quick change. Added to this a disproportionate
amount of boys was born in the last few years – 127 boys
were born for 100 girls –, however, future children will be
born by women, thus demographic recovery is a far off
phenomenon.
Conference Magazine: To quote somebody famous in
recent German public debate, is China therefore “abolishing itself”?
Walter: China is a bit too vast to be overwhelmed by
mass immigration. Also, for selective immigration you
would need regions in which there is an excess of
Page 8
Introduction
women. This, however, is not the case in any important country in the world. Also not in India.
Conference Magazine: Welfare losses, direct and
indirect, threaten China not least due to its handling
of public goods, namely water, air, soil.
Walter: The demographic problem is not yet
affecting the country now. China's ecological problems are not new though they are now resulting
in dramatic implications for the food chain and
living circumstances. The next five-year plan will
most certainly systematically adopt these issues.
The measured increase in consumption in China is
becoming more modest, as in future it will have to
reallocate resources for environmental conservation. This means lower growth rates for China
overall in the near future.
Conference Magazine: Is China enlisting help to
cope with this task?
Walter: It's interesting that Germany is an important research, development and industrial partner
in this process. China is very curious and open in
terms of developments which are made in Germany in these sectors.
Page 9
The Taylor Wessing Capital Markets Team is at
the forefront of tomorrows’ financing solutions
www.taylorwessing.com
Introduction
„In certain coastal towns are some luxury amenities which not even Ludwig II would have been able to afford.”
Conference Magazine: Recently a speculative price
bubble on the Chinese real estate market was often
diagnosed from afar, is this true at all?
Walter: There is certainly a hypertrophic development of
real estate prices in some coastal towns. There are some
luxury amenities which not even Ludwig II would have
been able to afford. This needs to be corrected. China is
more though than a few coastal towns. It looks very different in rural areas. If there is anything to find fault with,
then rather that there is an undersupply of reasonable
accommodation for the mass of Chinese people.
Conference Magazine: What's the situation with the
exchange rate which China habitually is massaging?
Walter: Specifically the Anglo-Saxon school of thought
considers it to be the most normal thing in the world to
use exchange rate policy as an instrument of national
economic policy. I have a big problem with this. If there is
the same economic problem all over the world, then
everyone also wants to do the same thing at the same
time. Since the exchange rate reflects the relationship
between two currencies, both sides cannot be helped by
both devaluating, since this is logically impossible. As the
global economic situation currently shows, the exchange
rate cannot be the method of choice.
Page 10
Conference Magazine: China has done
pretty well with its attitude towards the exchange rate.
Walter: China is one
of the few countries
that has controls on
capital movements.
In other words: unlike other countries,
the Chinese can actually effectively implement what they
want regarding the
exchange rate. They
do this, however, at a
price.
Conference Magazine: The dollar currency reserves
accumulated over the last few decades also mustn't lose
too much value though, aren't the USA and China in the
same boat?
Walter: While this at first glance is the case and is coined
the “locking in effect” of big holdings of assets, it cannot
stand in the way of correction, since continued accumulation only increases the cluster risk of investing in one
asset class.
Hong Kong
Introduction
Conference Magazine: Do you suggest this causes
diversification in tangible assets?
Walter: China is purchasing mines, whole companies and
other currencies. By all means tangible assets. This has
implications for the USA as it must then acquire other
depositors to invest in US state bonds etc. It must
persuade them though, it must win them over. They will
certainly not succeed in this with the promise of devaluing
the dollar and offering only low interest rates.
Conference Magazine: That doesn't sound very uplifting. What's your prognosis?
Walter: For the USA this quite clearly means tightening its
belt. It is a thing of the past that the United States is the
only country which produces world currency reserves.
The US savings rate will increase, its consumption growth
will decrease.
Conference Magazine: So does China then possibly
have the better economic system?
Walter: China did well in the last few decades to not give
up certain hierarchical structures and also to not take
over the western finance system and/or parts of it. However, China will not win the next 50 years with its political
system. The best advice would be that Peking should
become like Hong Kong before it was returned to China.
Conference Magazine: Prof. Walter, many thanks for the
extremely interesting conversation!
This interview was conducted by Falko Bozicevic.
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Introduction
New investors always welcome
New private equity fund for German SMEs invests long-term
Many investments in growth and innovation projects cannot be financed with debt capital alone and require private
equity. However, insufficient equity can hinder the growth
of enterprises and prevent them from making investments
in innovation – particularly now, as the economy is on the
upturn.
Albrecht Deißner has been respon
sible for equity financing at KfW since
2004. Beforehand he was the Head of
Department for Start Ups at the
formerly independent Deutsche
Ausgleichsbank, Bonn.
With the new “Eigenkapitalfonds für deutschen Mittelstand” (Private Equity Fund for German SMEs), KfW Bankengruppe and Commerzbank want to address the need
of many small and medium-sized enterprises in Germany
for flexible and entrepreneur-friendly financing offers. The
fund complements the products already available on the
market. Its aim is to sustainably strengthen the equity
base of small and medium-sized enterprises.
Albrecht Deißner, Head of Product Devel
opment and Private Equity Financing,
KfW Bankengruppe
Fund volume of up to EUR 500 million
The private equity fund for German SMEs has an overall
volume of up to EUR 500 million, with the two anchor
investors contributing an initial volume of nearly EUR 100
million each. KfW and Commerzbank are looking to
attract further investors to the fund. Banks, insurance
companies, pension funds or family companies that wish
to participate are welcome to join at any time.
The fund is available to unlisted small and medium-sized
enterprises in Germany across all sectors with an annual
turnover of up to EUR 500 million. An equity investment
can be between EUR 10 and 30 million.
Photo © KfW
Focus on family enterprises
German family enterprises and their sustainabilityorientated corporate development are the focus of the
new private equity fund, which is designed for an investment horizon of up to eight years, a longer-term commitment than is usually customary in private equity funds,
and takes into account the specific private equity
financing requirements of small and medium-sized
enterprises.
To meet these specific requirements, the private equity
fund offers the following key features:
• The minority equity interest is acquired at market conditions and is invested in the enterprise in the form of
genuine private equity. Such additional private equity
enables the enterprise to finance expansion investments and to bolster its sustainable development.
Moreover, the aim is for longer-term equity investments.
Page 12
Introduction
• SME-friendly exit policy that gives first preference to
existing shareholders, for example by granting them a
buyback option.
The private equity fund for German SMEs is quite different
from the leveraged buyout models which are widespread in
Germany as well and usually aim for complete control of the
enterprise and short-term profit maximization.
On the basis of a sophisticated selection procedure, KfW
and Commerzbank have assigned Munich-based Afinum
Management GmbH to be the manager of the private
equity fund. Afinum is an independent investment fund
specialized in equity investments in small and medium-sized enterprises.
Afinum makes independent decisions
Afinum will make investment decisions for the fund independently on the basis of the investment criteria and the
SME-friendly parameters of the fund concept. The fund
manager is also the first point of contact for enterprises
seeking private equity. An Advisory Board composed of
fund investors supervises the investment directives and
decides in the event of possible conflicts of interest.
In Afinum we have found a competent partner for the fund
management who is able to implement the core concept
of the new fund – to create equity investment conditions
that are SME-friendly and individually tailored to the
needs of the entrepreneur.
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Introduction
“The entrepreneur will still be the boss”
Interview with Dr. Axel Nawrath, Member of
KfW's Executive Board
Conference Magazine: Dr. Nawrath, why have KfW and
Commerzbank initiated a private equity fund for German
SMEs?
Nawrath: Many are talking about the equity base of small and
medium-sized enterprises, but hardly anyone is providing
new impetus – we want to change that. The new private
equity fund concept is specially tailored to the needs of
SMEs, so we are setting new standards.
Conference Magazine: What sets the new fund apart from
similar offers available on the capital market?
Nawrath: This private equity fund offers genuine private
equity which remains within the enterprise and is used to
finance its growth. What is important is that the private
equity is acquired without leverage, so no liabilities devolve
on the enterprise. In addition, the fund invests in the long
term and individual shareholdings can be kept for up to
eight years. The overall term of the fund will be a maximum
of 14 years.
Conference Magazine: So KfW will have a say in the
enterprises' business decisions?
Nawrath: Clearly no. We have appointed Afinum Management GmbH, an independent external fund manager, to
manage the fund; it will not interfere with the management
of the companies' operations but rather support them with
expertise and contacts as and when necessary – usually at
Dr. Axel Nawrath has been a member
of the KfW management board since
2009. Before that he was Secretary of
State at the Federal Ministry of
Finance for three years. He has also
held positions at Deutsche Börse AG,
the Federal Fiscal Authority and the
Federal Audit Office.
Dr. Axel Nawrath, Member of
KfW's Executive Board
the level of the existing regulatory and advisory bodies. The
investors, and that includes KfW, will not interfere with this
process nor influence the enterprises in which the fund will
invest.
Conference Magazine: The entrepreneur will remain independent to make decisions?
Nawrath: As the fund will only enter into minority shareholdings, the entrepreneur's autonomy is ensured in any
case. He will continue to be the boss but will give the minority shareholder – in this case Afinum – reasonable rights of
co-determination and control.
Conference Magazine: What returns do you expect this
fund to deliver?
Nawrath: We want to attract additional private investors to
the fund, so we have to offer market-conforming conditions.
The fund wants to offer the enterprises SME-friendly terms
and conditions, but it also wants to meet the return expectations of private investors. Our target is ten per cent and
more after costs.
Conference Magazine: What does the exit scenario look
like?
Nawrath: The fund management and the entrepreneurs will
determine the preferred exit and the exit strategy jointly at
Page 14
Introduction
the start of the equity investment. The preferred scenario is
to have the entrepreneur buy back the shares, but it may
also be the preparation of a successor arrangement. Only
where an entrepreneur himself does not wish or is unable to
buy back the shares, will other exit scenarios come into
consideration.
Conference Magazine: What criteria must a small or mediumsized enterprise meet to obtain equity from the fund?
Nawrath: The enterprises must be structurally sound and
have positive growth prospects. All investment decisions
will be based on an in-depth analysis of the strengths,
weaknesses, risks and opportunities of the respective
enterprise.
Conference Magazine: Is KfW planning any further financing
products in the field of private equity finance?
Nawrath: In our private equity financing, we apply the same
rule as in other areas of promotion – to constantly review
our product range and optimize it in accordance with
changing market conditions. Initiating the new Private Equity
Fund for German SMEs has been an important step in this
direction. We also plan to introduce some innovations in the
area of venture capital in 2011.
Conference Magazine: Dr. Nawrath, thank you for the
interview.
The interview was conducted by Falko Bozicevic.
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Introduction
Not just another “Mega-Trend”
Sustainability issues will have an increasing impact
on financial business
The public, institutional shareholders, the media and Non
Governmental Organizations (NGO) have all increased their
focus on how companies and banks manage sustainability
issues.
Important role for the business relationship
Potential reputational risk has increased, as can be seen
from sustained NGO campaigns against the Royal Bank of
Canada (oil sands) and Nestlé (palm oil) in recent months.
Sustainability or reputational risks arise where banks
provide financial services to clients whose activities have –
or are perceived to have – an adverse impact on the environment or society. Financial services do not only include
lending, but also bond issues and initial public offerings (IPO).
Different organizations monitor financial institutions tracking
the operations of the private financial sector and their effect
on people and the planet. One of them, BankTrack, launched a
benchmark research project to stimulate large, international
banks to develop adequate credit policies for critical sectors
and issues in a transparent and accountable way.
Marc Bernhof, Associate Director,
Credit Sustainability Risk Manager,
HSBC Trinkaus
Steffen Pörner, Director, Head of
Corporate Communications,
HSBC Trinkaus
tors in 2003, including Chemicals, Defense, Energy, Forest
Land and Forest Products, Freshwater Infrastructure and
Mining and Metals. The sector risk policies are based on
international standards of good practice like The Equator
Principles and consider the thoughts of clients, shareholders, NGOs and industry associations. These policies
are applied regardless of the value of the transaction or size
of the business. They set out standards to be followed
when lending or investing in companies or projects and
specify areas where an involvement is prohibited or
restricted. If a customer is currently not compliant with one
of HSBC’s sector policies but shows a credible path to be
so, HSBC will consider supporting the customer. That is
Figure 1: Definition of Sustainability
Economic
Logo used by BankTrack for their benchmark research project in 2007
Source: BankTrack, “benchmarking the credit policies of major international
banks”, 2007
Corporate
Sustainability
HSBC’s approach
HSBC aims to run a sustainable business for the long term
and seeks to embed social and environmental issues into
its daily business. Amongst others it already developed its
own policies for socially and environmentally sensitive sec-
Page 16
Social
Source: HSBC
Environmental
Introduction
Figure 2: HSBC’s Policies
Forest
FreshLand
water
&
Forest
Products
Chemicals
Energy
Mining
&
Metals
Defense
lity Risk Managers in 26 countries, who mainly work in
Credit & Risk. They help to implement HSBC’s sector
policies and ensure that the wider risk management community is trained in sustainability risk.
(Source: HSBC)
because HSBC believes it can make a bigger contribution if
it remains engaged with clients and support them as they
work to improve the environmental and social impacts of
their businesses.
Group Corporate Sustainability is part of Group Management Office (GMO) in London and works closely with other
GMO functions, Customer Groups, Corporate Real Estate,
Purchasing and IT. HSBC reviews the sector policies
regularly and maintains a global network of 49 Sustainabi-
Conclusion
Financial institutions and their customers will do well to
implement sustainability policies and to clearly communicate their intentions. Sustainability will increasingly
gain attention and will not fade away. Policies such as those
of HSBC could help to mitigate reputational risks and to
meet the needs of the shareholders and the wider economy, the environment and society as well. Therefore: mind
the gap!
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12. DEUTSCHER EIGENKAPITALTAG DES BVK
© JMB | Foto: Jens Ziehe
Der Deutsche Eigenkapitaltag des Bundesverbandes Deutscher Kapitalbeteiligungsgesellschaften (BVK) ist die wichtigste Konferenzplattform der
deutschen Private Equity-Branche. Mit seinen Gästen aus Politik und Gesellschaft sowie der Finanz- und Wirtschaftwelt diskutiert der BVK auf seiner
größten Jahreskonferenz aktuelle Herausforderungen und Entwicklungsperspektiven für Private Equity in Deutschland und Europa.
12. Mai 2011
Glashof des Jüdischen Museums Berlin
Lindenstraße 9-14 l 10969 Berlin
The ‘Deutsche Eigenkapitaltag’ of the German Private Equity and Venture
Capital Association (BVK) is the biggest and most important annual conference on private equity in Germany. Together with renowned representatives of political and financial institutions the BVK will discuss current issues
of the private equity industry – for instance if Germany needs a new private
equity culture or how private equity investors see the future of the private
equity business in Germany and Europe.
Introduction
“It's the owners who have to decide what they
are prepared to pay”
Interview with Dr. Jens Maßmann, Partner at Ernst & Young,
about pain thresholds, responsibilities and international
practices with management board salaries.
Conference Magazine: Dr. Maßmann, how do you assess
the current discussions about the appropriateness of
management board salaries including the subsequent
legislative proposals?
Maßmann: There is a difference between the two. German
management boards have actually always earned comparatively moderately, at least seen internationally. Development was always in parallel to the company's economic
development. If you compare the years 2004 and 2008/09,
which had a similar economic situation, then you can see
that salaries are also at a comparable level. It is an inflammatory subject ...
Conference Magazine: ... and it's obviously fun to talk
about.
Maßmann: That's always been the case. As a young
professional footballer you do not only usually earn more
than German managers, but you are also in the job for
longer and almost certainly with less qualifications and
other responsibilities. In the meantime roughly a third of all
management boards is replaced every two years.
Dr. Jens Maßmann has been a partner
since 2003 and is responsible for the
management of Performance & Re
ward in Germany, Austria and Switzer
land as well as the EMEIA area at Ernst
& Young GmbH Wirtschaftsprüfungs
gesellschaft.
Dr. Jens Maßmann, Partner,
Ernst & Young
Conference Magazine: To what extent is this discussion
understood outside Germany, is this another case of
German navel-gazing?
Maßmann: This discussion is currently topical all over the
world, Germany is not an isolated case. What's new is that
due to this synchronicity an international comparison of
salaries and remuneration systems is taking place.
Conference Magazine: It is often claimed that German top
managers must be much better paid because otherwise
they will migrate abroad.
Maßmann: You also have to see management board
salaries as insurance premiums against the risk of failure.
From a company's point of view, the main priority is that it is
well managed. Then it's not as important whether top
managers earn EUR 1 or 2 million more or less. Dax companies
make profits in the billions. Major companies will therefore
always be prepared to also pay certain premiums.
“Major companies will always be prepared to pay certain premiums”
Page 18
Conference Magazine: How far should we go with regulations, where is the pain threshold?
Introduction
Maßmann: It may be that managers
say that it's no longer attractive to be
in management. There is no question
that transparency is important. However, once transparency has been
established, there is no reason to
regulate any further. At the end of the
day it is still a free market economy.
It's the owners who have to decide
what they are prepared to pay.
IPOs / listings
Corporate actions
Alternative financing instruments
Mergers & Acquisitions
Capital markets consulting
International road shows
Conference Magazine: Looking
towards the future: what is still to
come?
Maßmann: There will be more
regulations. At the same time the
desired result will systematically not
be achieved. Anyone calling for
Photo © MACLEG - Fotolia com
Conference Magazine: Shareholders
can already be involved in decisions
about the remuneration system,
although not about the actual amount,
at annual general meetings.
Maßmann: The remuneration amount
is also implicitly agreed. On the whole,
the legislator has remained rather
vague here in its differentiation. The
difference appears somewhat contrived to me.
Conference Magazine: Aren't it
usually the enormous severance
payments which often provoke indignation?
Maßmann: That's not the way I see
it. With involuntary resignation you
at best receive the equivalent pay
out of the remaining term of your
employment contract. At the same
time as management you can't take
on just any other job, i.e. you have
to potentially reckon on longer periods out of work. It is also possible
that your reputation has suffered.
Research
Rights issue
IPO
Rights issue
Sole Lead Manager
Entry Standard
10-2010
Joint Lead Manager
Entry Standard
08-2010
Settlement Agent
General Standard
08-2010
Rights issue
Rights issue
Rights issue
Sole Lead Manager
Entry Standard
08-2010
Sole Lead Manager
Entry Standard
05-2010
Sole Lead Manager
Entry Standard
03-2010
IPO
Research
Rights issue and admission of
new shares with prospectus
General Standard
since 01-2010
Sole Lead Manager and
Sole Bookrunner
Prime Standard / 12-2009
Research
Admission of new shares with
prospectus
Prime Standard
since 12-2008
Sole Lead Manager
General Standard / 05-2008
Research
Research
Research
General Standard
since 02-2008
General Standard
since 08-2007
Prime Standard
since 07-2007
Sole Lead Manager
Entry Standard
02-2010
Share buyback
Sole Lead Manager
Prime Standard
11-2009 until 01-2010
Conference Magazine: Should legal
interference in remuneration systems
be kept restricted?
Maßmann: The new legal regulations force remuneration to be
much more balanced and evenly
distributed. This removes the link
between payment and performance.
This is a dubious idea.
transparency must also allow for the
alignment of German salaries with
international practices.
Conference Magazine: Dr. Maßmann, many thanks for the interesting interview.
References (excerpt)
Representative office of biw Bank fuer Investments
und Wertpapiere AG
Interview conducted by Falko Bozicevic.
Mainzer Landstrasse 61
D - 60329 Frankfurt am Main
Page 19
Dirk Blumhoff / Ralf Hellfritsch
Phone
+49 (0)69-71 91 838-10
E-Mail
Internet
[email protected]
www.bankm.de
Introduction
Social media in financial communications
How you can reach investors in social networks
Social networks such as Facebook, Xing, LinkedIn or Twitter
offer new possibilities for addressing private and
institutional investors. Our thesis is that companies can
reach new groups of people with the help of these strongly
expanding internet services, develop a direct reverse
channel for investors, set up a virtual community. Costs
can be kept relatively low and the related risks are manageable.
A lot of people have become active in social
networks …
User statistics of such services speak for themselves. Here
is just a small selection of the broad range of statistics
which is currently been published in the media: in Germany
42 percent of internet users aged between 14 and 49 are
registered in a social network. The number of users worldwide is expected to be even 60 percent. The market leader
Facebook alone has around 500 million members in the
whole world.1 At present, no other channel of communication
is growing more strongly than this one. Of course, there is
plenty of room for stock exchange-related topics, too.
Alexander von Preysing, Head of Issuer Edda Vogt, XETRA Marketing,
Deutsche Börse Group
Services, Deutsche Börse Group
these (potential) investors everything of importance is
happening in their network. According to US-American
universities, e-mails are deemed to be rather passé these
days.
… and an increasing number of professional
investors
… particularly investors of tomorrow
People under the age of 30 labeled “native digitals”
especially use such Web services to communicate with
their environment and to keep themselves updated. For
Photo © Photojog - Fotolia com
1) Sources: Socialnomics.net, Internet World, Nielsen, Fittkau & Maaß
Social networks such as Facebook, Xing, LinkedIn or Twitter offer new possi
bilities for addressing private and institutional investors.
Page 20
Social networks are no longer exclusively reserved for
private gossip and rumour. Internet services such as the
international LinkedIn or the nationally relevant Xing have
always been recognized as b2b networks. Recently, private
matters are also being discussed here. On Facebook in
turn, which is formerly known as the best location for
exchanging gossip, there are more and more institutional
participants in the field. An estimated 20 percent of Börse
Frankfurt’s 2,000 Facebook friends can be allocated to all
sorts of institutional clients from the financial industry.
FINRA, the U.S. American broker association, has reported
that “a younger generation of U.S. investment advisors is
pushing employers and industry regulators to allow them
to use social networking websites like Facebook and Twitter
to communicate with customers”. Another example is
Deutsche EuroShop AG which is very active in the field of
investor relations in social media. According to them, one
fourth of its Facebook group members are analysts and
investors. (www.facebook.com/#!/desag).
Introduction
Every network has a different mentality
As different as your target groups are, social media services differ just as much. Therefore, companies should
thoroughly consider whom they want to address, how and
with which message.
YouTube: Video clips with comment function
A lot of people still consider YouTube to be an internet
exchange for fun films. In contrast, the world's biggest
online video site has importantly developed a lot since then.
With a daily click rate for videos of more than 1 billion, all
sorts of film content has in the meantime become available
there. After Google, YouTube is the most widely-used
search engine worldwide. The functions to comment on
video clips, to subscribe and recommend them make
YouTube a social network.
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Introduction
Channel Börse Frankfurt at YouTube
Topics: Second-hand utilisation of a film for
newcomers, TV interviews and panel discussions.
Since: April 2008
23 uploaded films
More than 160,000 views since the beginning
150 subscribers
www.youtube.com/user/BoerseFrankfurt
Source: Deutsche Börse
Open for criticism?
date with status messages (and links, pictures or videos, if
you like). Companies operate Facebook pages, and members identify with them. In the meanwhile, many other web
pages have incorporated the “Like”-button on their websites
and users can immediately tell their network what they like.
What makes Facebook an interesting back channel is the
fact that members are much less anonymous than in
forums or on YouTube. They might use fake names, but
they are always visibly present with their networks. They are
real users, there is almost no spam on Facebook and discussions are mostly led constructively. Nevertheless, the
same rules still apply to criticism, namely to approach it
openly and equally.
The comment function on YouTube, a service which is of
course actively used, seems to be a challenge for many
companies there. The YouTube community equally criticizes
and praises contents. Comments aiming below the belt can
easily and understandably be deleted if editorial guidelines
for discussions have been provided. Basically, there is often
a reason why contents get criticized and thus there is the
possibility to respond to it in a suitable manner. In our experience, dealing with critical comments has always stolen
away the thunder of the harshest critics.
Facebook: Building a Community
At the moment, Facebook is the most widely used network
worldwide. If Facebook was a country, it would be number
three after China and India, ranking even higher than the
USA. In this “country” you can keep your network up-to-
Twitter: Disseminator for real-time messages
facebook.com/boersefrankfurt
Topics: Everything worth broadcasting in real-time, e.g.
the IPO of a company featuring pictures from the floor,
the current results from the weekly sentiment, but also
betting games, book reviews etc.
Since: February 2010
1,800 friends, 700 of which active per month.
An average of 20 new friends per day
Page 22
Even though the Twitter world is limited to 140 characters
per message including links, the information service is still
growing. Companies and news services use Twitter for
spreading news of all kinds, and the followers tweet it to
their network. Side effects are unknown.
Our conclusion: It is worth it
It is not yet clear where social networks are going. Things
that work today can be different tomorrow. Nevertheless, we
now have the chance to gain important experience in social
Introduction
networks. The effort is reasonable. However, one has to stick
with it and follow what happens on their accounts in order to
be able to react if necessary. Discussions and gossip – also
about you – are unavoidable in social networks anyway. It is
always better to follow the discussions and contribute to
twitter.com/boersefrankfurt
Topics: Everything worth broadcasting as original
Tweet, market news as feed.
Since: February 2009
1,600 Followers
them if necessary. Authenticity and relevance are best
received. It does not need to be entertaining, but having a little
fun in what you do is helpful. Apart from that, the trial and
error principle applies. In the worst case, nobody clicks the
“Like”-button – and up until now, there is no “Dislike”-button.
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Introduction
Future now
Electronic voting boom ahead?
Do you like paper-based voting procedures? Any adult is
familiar with them, because they are often used for parliamentary elections and shareholders’ meetings. Nowadays,
there are modern alternatives which use environmental
reserves more carefully. Are you in touch with them?
If you do not want to use paper any longer, you might
wonder what alternatives exist. One possibility is to use
radio- or WLAN-based variants. Our most flexible solution
is called “EVOS interactive” – EVOS is the abbreviation for
“Electronic Voting System”. It combines G+B i-nteraktiv,
using modern iPod touches, with our established and successful registration and voting tools. Where can you find
them? Haubrok Corporate Events GmbH, Germany’s second
biggest supporter of shareholders’ meetings, and Gahrens
+ Battermann, one of the leading supplier of technical
media equipment in Germany, are partners for using this
technology at upcoming AGMs. We have an exclusive
cooperation for this use.
At the German Equity Forum you can get a first impression
of this powerful combined system in a conference environment. You can get an iPod touch at the entrance area of the
investor conference (upper level) that is exclusively connected to your person.
German Equity Forum ahead
Check out the “Eigenkapitalforum App” on the iPod touch
screen (if you prefer, you can download this App from the App
Store to your personal iPhone, too). There you can find all
relevant information about the German Equity Forum. You
can access the complete program and arrange your personal
schedule. So you will not miss any interesting events.
Furthermore, you can find basic information about all presenting companies and more detailed information about
capital seeking companies and their representatives. Additionally you can view floor plans of the entire exhibition and
conference area to find the interesting events you would
like to attend.
Additionally, you can use the evaluation function and vote
real-time on the quality of each speech and presentation at
Page 24
Torsten Fues,
Haubrok Corporate Events
Dirk Hesse,
Gahrens + Battermann
the investor conference and any other forum. Those functions are comparable to the voting functions in a shareholders’ meeting, though naturally at Germany Equity
Forum the rule is “One vote per head” instead of “One vote
per share”.
Check it out
You can get an idea of voting in a shareholders’ meeting
from the images. At the beginning you see the company
logo, then the voting screen appears and the agenda item
to be voted on is described at the top of the screen. Then
you decide whether you are for or against the proposal by
touching the “Yes” or “No” button. You can change your
vote until you send it. That is done by touching the tick. The
vote then is finally transferred into the voting report and a
receipt is shown.
Conclusion
There is no question that paper based variants of voting are
in the majority. However, environmental arguments such as
sustainability are becoming more important and electronic
voting systems are becoming simpler to use and more and
more attractive, these systems clear the way. Most people
get used to such tools. They are the future, and we are
proud to be part of it.
UNSER PROGRAMM FÜR DIE ZUKUNFT: ERP-INNOVATIONSPROGRAMM
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erhalten Sie bei Ihrer Hausbank, unter www.kfw.de oder direkt über das Infocenter der KfW.
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Die Zukunftsförderer
Legal
“Other challenges already exist alongside accounting, capital investment and corruption cases”
Interview with Dr. Stefan Heißner, Partner at Ernst & Young GmbH
Wirtschaftsprüfungsgesellschaft, about financial crimes such as
fraud and compliance risks and how to deal with them in practice.
Conference Magazine: Dr. Heißner, could it be said that
during a crisis companies are closest to themselves and,
therefore, fraud cases increase, also because they are then
usually more tolerated?
Heißner: The links cannot be presented in such sweeping
terms. To begin with, during a crisis employees in a company, who for example are responsible for commercial
success in sales, come under increasing pressure for success and thus a tendency towards marginal ethics grows.
Even more, this is also related to the fact that these
employees frequently have variable salary components
which depend on sales success. In a survey which Ernst &
Young carried out last year against the backdrop of the
crisis, 25% of the employees surveyed in Germany alone
admitted that they consider bribery payments to support
the company in a crisis as morally justified, by the way in
Russia 45% of the employees surveyed were of this
opinion. Here in particular, this is the perspective of employees working in areas at risk of corruption and at best
that of lower management.
Conference Magazine: Isn't it interesting that major financial crime cases almost exclusively come to light in times of
crisis, how do you explain that?
Heißner: Well, at Enron and Madoff for example, the rigging
was discovered as a result of insolvency. All major “fraud”
cases have one thing in common which is that the public
asks why rigging to that extent was not recognized at a
much earlier stage. In my experience, and I have already
been working in this field in different roles for almost 20
years, supervisory institutions, legislators and also companies have all been looking for answers, have analyzed
famous cases in great detail and introduced measures over
the years to prevent similar cases in future. The key words
here are SOX regulations, the German Corporate Governance Initiative, the minimum requirements of compliance
management systems in the finance sector and also fraudrelated auditing standards as well as an auditor's proposal
of auditing standards for compliance management systems.
Page 26
Dr. Stefan Heißner manages the
Fraud Investigation & Dispute Ser
vices Germany Switzerland Austria,
Central & South Eastern Europe, CIS
Division at Ernst & Young.
Dr. Stefan Heißner, Partner,
Ernst & Young GmbH
Conference Magazine: How do they work?
Heißner: Leading German companies have compliance
management systems in the meantime which serve as a
standard to other companies worldwide. Fundamental
answers to an increasingly complex business life combined
with incentive structures as well as organization and control
weaknesses with fraud and corruption have been specified.
Now it is all about the continuous further development of
fraud and compliance management systems and their
effective and efficient integration into companies' existing
management systems. However, in the process we must
not ignore that other challenges already exist alongside
accounting, capital investment and corruption cases. Here I
would like to explicitly address data protection, cartel cases
and foreign trade regulation violations and blacklists. In my
opinion, more themes will be added in future.
Conference Magazine: And the Compliance Manager,
who is not officially governed by management: what are
your experiences with such a position?
Heißner: The role of the compliance officer is meanwhile
generally not only seen in companies listed on the capital
market but also in owner-managed SMEs. I believe that
Legal
Conference Magazine: What needs to be considered?
Heißner: What is really crucial in the management of fraud
and compliance risks is that the existing risks, based on an
individual risk analysis of business activities, are systematically recorded and assessed. All typological compliance
risks such as bribery in purchasing, bribery by sales,
accounting fraud, breach of trust cases by management,
data protection violations, cartel violations etc. can have
mitigating sanctions directed at them. For example, this
might include carrying out targeted training of employees in
identified risk areas as well as targeted controls aimed at
individual risk indicators to be able to identify compliance
violations in good time. All these activities must be subject
Foto © iMAGINE – Fotolia com
this position is necessary against the backdrop of a wide
range of compliance requirements as well as the fact that
historically seen fraud and corruption risks particularly
were not really subject to focused management. At the
same time it is not important for companies to now
develop their own compliance departments in addition to
existing organizational forms. The vast majority of elements which make up a compliance management system
usually already exist in companies, even if “compliance” is
not written on it.
to constant monitoring and regular adaptation, also in the
sense of a knowledge management system which constantly develops and adapts to the company's new challenges. And this is a compliance manager's key task.
Conference Magazine: Dr. Heißner, thank you for the
interview.
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typically between Euro 10 to 20 million. Companies we invest in are typically already profitable and have
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Legal
China SOX
Will Chinese companies adapt to the modern model
of corporate governance?
The “Basic Standards for Enterprise Internal Control”
(“C-SOX”) were announced in the summer of 2008 by the
Ministry of Finance, the China Securities Regulatory Commission (CSRC), the National Audit Office, the China Banking Regulatory Commission (CBRC) and the China Insurance
Regulatory Commission (CIRC). The objective of the new
regulations was to align the quality of the corporate governance and internal control systems of Chinese companies
to international standards. It is intended that the regulations
will one day extend to all medium-sized and large entities in
China, and at least to all listed and state-owned companies.
As a first step, only listed companies were to be obliged to
publish reports in accordance with C-SOX by the end of
2010.
Dr. Gebhard Zemke, partner of BDO
AG, is specialized in auditing and con
sulting international publicly listed
companies. He is heading the Com
petence Center China Desk and was
part of the IPO teams of ZhongDe
Waste Technology, Asian Bamboo,
Vtion Technology and Joyou.
Dr. Gebhard Zemke, Partner, BDO AG
The relevant reference framework for China SOX is provided
by the worldwide familiar COSO Standards. Accordingly,
China SOX prescribes five minimum elements for an
effective control system:
3. Control activities
1. Internal environment
Companies should establish a largely standardized corporate governance structure with clear process standards
and clear decision-making and monitoring rules. The interrelationship of the annual general meeting, the board of
directors and the board of supervisors, including the establishment of an audit committee, as well as a special
committee that coordinates the progress on establishing
internal controls, will be regulated. A strong internal audit
function is a firm element of the structure, just as are clear
standards for sustained personnel policies. Special
mention is made of the creation of a modern and internationally acknowledged corporate culture.
A minimum level of control measures and control fields to
be established is demanded. This includes the comprehensive segregation of duties and clearly defined approval processes on the basis of an agreed framework of powers and
responsibilities. Certified standard systems and welltrained staff should be used in the accounting system. A
special catalogue of duties and responsibilities relates to
the head of the accounting department and authorization
systems for access to the accounting system. The control
system furthermore includes a planning and control system
that is to be established with due care, performance appraisals for employees and an early warning system for significant risks.
2. Risk identification and assessment
4. Information and communication systems
On the basis of a comprehensive inventory of the internal
(e.g. in relation to the personnel or the innovative capability)
and external (e.g. in relation to the development of the economic surroundings or the environment) corporate risks,
companies should define individual risk strategies, so as to
be able to keep their risks under control at all times, with
appropriate measures.
For the reliability of information, it is necessary to follow firm
rules for the recording, processing and utilization of information related to the internal control system, which should
if possible be supported by IT. An effective system of internal risk communication is important, and the establishment
of anti-fraud mechanisms, complaints systems and a whistleblower protection system is obligatory.
Page 28
Legal
5. Internal monitoring
In order to anchor a monitoring system that is independent
of the processes, the scope of the committee for the internal monitoring of the board of directors and other organs of
the monitoring system (such as the internal audit) has to be
defined on the basis of powers, the matters to be monitored
and the methods to be employed. The monitoring activity
relates not only to the procedures, but in a much broader
sense to the compliance with or amendment of corporate
strategies, changes to the organization, the good conduct
of executive staff, etc. Finally, regular reports should be
issued to the supervisory bodies on the effectiveness,
existing weaknesses and further development of the
internal control system that has been established.
The internal control system should then be audited once a
year by an external auditor.
the vast majority of listed companies in China had not
established an effective control system or internal monitoring systems. This is connected with a different understanding in practice of corporate and management culture, which
is strongly person-related and less rule-related.
Accordingly, the successful implementation of China SOX will
be closely linked to the readiness of the respective top
management to open itself up conceptually to “modern risk
management ideas” and to allow a change in the corporate
culture. It is proving difficult in practice, particularly in ownermanaged companies, to create transparency in companies
and to utilize this in internal and external communication. We
also frequently encounter similar adjustment processes at
German SMEs that are going public, but in a comparably
more favourable environment with greater general acceptance
of corporate transparency and modern corporate governance.
Conclusion
Far reaching challenges
The implementation of China SOX is associated with
tremendous challenges. Current corporate practice in
China shows that many companies are not prepared for
such a subject. It is well known that, until very recently, even
It is noticeable that those Chinese companies that have
contact with foreign investors and derive benefits from
complying with the wishes and demands of institutional
investors are the ones that are most prepared to get involved with western oriented corporate governance models.
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Legal
Commercial due diligence
Requirements and benefits, also for “strategic” investors
The market for business transactions in Germany has noticeably advanced since the middle of the year. The tenderers in
this process include a large number of financial investors who
primarily want to leverage their own capital with a more or less
high level of external financing. This in turn increases the assessment requirements of the company that a financial investor wants to buy. In the meantime it is common that financial
investors also commission management consultants in addition to financial due diligence and legal due diligence. These
consultants must thoroughly examine the company strategy
and analyse the diverse markets in which the company is
positioned. However, “strategic investors”, which are tenderers
from the same sector as the company to be sold, can benefit
from an intelligently developed commercial due diligence.
Dr. Rainer Mayer is Managing Director
of the Commercial Due Diligences and
operative restructuring specialized
consultancy company maconda
Corporate Development, Cologne.
Since 2005, maconda has carried out
over 150 commercial due diligences
in different industrial sectors.
Dr. Rainer Mayer, Managing Director,
maconda Corporate Development
A view to the future
The cooperation with a specialized consultant for commercial
due diligence is entirely new territory for the majority of companies. Suddenly, one has to comment on their very own business, strategy and markets, which no-one has ever externally
questioned in detail. Even if one would gladly forego commercial due diligence, it has key advantages – which have at least
been confirmed afterwards by companies “affected”.
report they will clearly demonstrate if and why the analysed
company “is moving in the right direction”. Such a report must
therefore correspond with the high standards set by the risk
department of the banks, that is, it must also withstand critical
questions. It is important that the consultants express their
opinion clearly – in the end investors and their banks want to
know where they stand.
Yet what really is a commercial due diligence? At its core it is
the analysis and evaluation of different aspects of the company
and its business field with a clear focus on the future. These
range from relevant markets to the performance of the company
and a strength and weakness profile. In all, it is a question of
critically assessing the business model of the company and
ensuring that it truly can be sustainably profitable. The higher
risk for the capital investor in comparison to a traditional bank
investment (keyword: liable capital) as well as the often complicated financing structure for large transactions with several
banks and mezzanine investors explains the high initial
analysis expenditures.
Commercial due diligence
Vast amounts of data and little time
Commercial due diligence is much more than just purely compiling data. Within a short period of time – less than four weeks
– the consultants must familiarize themselves with a previously
unknown company and its business field. In a summarized
Page 30
If a partner starts a sales process, this, in most cases, brings a
lot of work for the management of the company along with it
and therefore deviates from their daily business. This includes
– almost on a hourly basis – meetings with investor and banks,
telephone conferences with the consultants for commercial,
financial and legal assessments, so-called Q&A lists to answer
more or less detailed questions which are sent back and forth,
and the compiling of requested data by the consultants
amongst much more.
As a consultant for commercial due diligence, a high level of
sure instinct is needed. This requires good and close communication with the company, its management and the “neighbouring” team for financial and legal due diligence, in order to obtain
the essential information for the assessment of a company and
ensure its plausibility. However, this also serves as restricting the
liability of the company. We have often seen that different
Legal
consultants working alongside each other do not coordinate
with each other and often ask the same questions or require the
same detailed documents. The fact that this is neither in the
interest of the company nor the investor, is evident.
Why not also for industry investors?
The ordeal for the company does indeed end at some point. If
experienced consultants were working on commercial due
diligence, the management will make their advantages accessible even though it may often be at a later date. In this way,
the company receives an experienced, critical partner for the
duration of the due diligence. This brings new aspects into discussion and sheds new light on the company. This can also give rise to decisive strategic impetus – the management does
not only become irritated by overtime but is open to new
ideas. Furthermore, the professional analysis creates a high
level of transparency. At best, this can lead to an improvement
of the financial conditions, as previously raised question
marks can be eliminated.
Commercial due diligence is standard for most private equity
investments. However, it is surprising that investors from the
same industry as the company being sold, rarely fall back on
this comprehensive mechanism. Of course, one knows their
own sector, but does one really know the ramifications for the
targeted company? Does one know all of their product brands
and the regions served? Can this perhaps soon new
investment really impose so easily on their own strategy? A
large number of progress reports from companies and managers who are anything but satisfied with their new investment
or their new parent company and expected everything to be
quite different, speak volumes.
Conclusion
A commercial due diligence creates insights in a company
which are extremely valuable for a responsible buying and
financing decision both for private equity sponsors and strategic investors. The quality of the analysis is only beneficial, if it is
presented as open-ended, that is, if commercial due diligence
does not confirm a previously made purchase decision, but
rather if it should result in a distancing from the investment. In
order to make full use of all advantages, including a negative
report, in the search for a “trusted advisor”, interested buyers
should collect references from other investors and banks. The
consultant should hereby have extensive experience in the
differentiated analysis of companies and markets and not shy
away from clear terms. It is better to have no deal than a bad
deal.
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Legal
Other ways to go
New securities disclosure rules and their effects on public
M&A transactions in Germany
A widely discussed topic in the context of public M&A transactions in Germany has been the so-called secret stake
building in advance of a public takeover bid. Although
German capital market laws request rather comprehensively
the public disclosure of direct or indirect shareholdings in
publicly listed companies within a certain threshold system
(starting with 3% shareholding), there are still instruments
available which allow secret stake building without triggering
discloser requirements. The most prominent example for
such instruments are “contracts for difference” (CfD).
Although such instruments technically provide no access to
the underlying shares for the bidder the risk hedging policies
of the banking counterparts combined with the effects of a
public takeover bid on the targets share price, makes it highly
likely that the banking partners consider offering delivery of
the underlying shares instead of cash settlement. The most
visible examples for the utilization of such instruments have
been the public takeover of Continental by Schaeffler and the
attempt of Porsche to take over Volkswagen.
The Government draft
On 22nd September 2010, the German government introduced a draft of an Act on Strengthening Investor Protection and
Improving the Functionality of the Capital Markets. This bill,
amongst other topics, provides for a substantial extension of
the existing obligations to publicly disclose indirect shareholding in publicly listed companies and aims to create more
transparency, in particular, to prevent secret stake building.
The proposed legislation adds a new Sec. 25a to the Securities Trading Act (WpHG Wertpapierhandelsgesetz) which
changes the current system of an enumerative catalog of disclosure obligations by adding a comprehensive general clause
which comprises all instruments which, due to their structure
and commercial logic, give their owners the opportunity to
acquire listed shares. This disclosure obligation is triggered if
the shares attributed to the above referred instruments are
equal to 5% or more of the entire voting rights of the company.
Effects on public M&A transactions
Assessing the proposed disclosure obligation it can be
stated that the intention of the German legislator to
substantially narrow down the possibilities for secret stake
Page 32
Stephan Heinemann is a partner of
Taylor Wessing and heads the Ger
man Capital Markets team. He spe
cializes in on and off market equity
capital finance, listings, capital mar
ket oriented corporate acquisitions
and capital markets compliance.
Stephan Heinemann, Partner,
Taylor Wessing
building in publicly listed companies has been achieved. In
particular the use of the rather general language in the
proposed Sec. 25a WpHG which links the disclosure requirement to a particular economic consequence of an instrument rather than to the instrument itself leads to the effect
that all instruments which give their owner the factual or
economical opportunity to acquire listed shares will fall
within the scope of its applicability. This would in particular
apply for CfD structures, swaps, call options with cash
settlement, put options and similar instruments which so far
have not necessarily been covered by the existing disclosure obligations. However, it is exactly this very comprehensive wording which has lead to the concern that the new
Sec. 25a WpHG may not only become applicable to instruments like CfDs but also to standard preparatory agreements used in the early stage of basically every public M&A
transaction, such as letters of intent, exclusivity agreements or lock-in agreements for major shareholders.
More or less every public M&A process is initiated by a letter
of intent and/or an exclusivity agreement. Both agreements
are preparatory instruments in a process intending to acquire
listed shares and, thus, from a pure literal understanding of
the new law, may open up the opportunity to acquire listed
shares. However, given the very preliminary nature of these
agreements and their intention to initiate negotiations on
share purchases rather than to procure these purchases
Legal
themselves, these types of agreements will usually not trigger
disclosure obligations under the new disclosure provisions.
considered as more likely than before that these types of
agreements may trigger disclosure obligations in the future.
Irrevocable undertakings
Conclusion
Lock-in agreements like irrevocable undertakings or conditioned share purchase agreements (“SPA”) may be more
exposed to the risk of early disclosure. The meaning and
purpose behind irrevocable undertakings and conditioned
SPAs is to secure access to major shareholdings, before
publicly announcing the takeover bid. Therefore, these
agreements ultimately give the opportunity to acquire listed
shares. Although it is argued that the acquisition prospects
which result out of those agreements are very low due to
the numerous conditions usually provided for, it must be
If the proposed Sec. 25a WpHG will become enforceable
law (which is expected to happen in spring 2011), secret
stake building as a tactical measure for enhancing the success of a public takeover bid will become almost impossible. However, also very common preparatory transaction
steps, such as the conclusion of lock-in agreements with
major shareholders, will require careful review and drafting
of the contractual language in order to avoid conflicts with
disclosure rules or the obligation of a usually unwanted
early disclosure of shareholdings in the target.
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Legal
Driving value in the boardroom
How to make use of increased duties to become a proactive
supervisory board
Today’s supervisory board chairs are sitting in the “hot seat”,
whether they serve large corporations such as Siemens and
Deutsche Telekom or smaller ones. Supervisory board duties
have increased due to improvements in the German capital
markets’ international competitiveness underpinned by recent
legislation. Transparency and disclosure, management compensation and accounting law modernization are all issues
that bring about new challenges. Liability issues loom large.
Accordingly, the supervisory board needs to get more involved
in a company’s operations:
• Monitoring compensation means a new level of control
over management.
• As listed companies are now required to have a “financial
expert” on their board, the supervisory board will request
more information from management on financial matters.
• The supervisory board will need to take a greater interest
in strategic issues and topics with a potential impact on
business development.
The proactive supervisory board
Concerns about increased liability raise the risk of excessive
caution or over-zealous interference on the part of the supervisory board. A structured, proactive approach that combines
controlling and advisory functions provides a viable way
forward that can help drive value creation:
• Discuss, agree and monitor quantitative and qualitative
goals with management for each year. Important issues
include financial targets, the action needed to achieve
them, key projects, and assigning the right managers.
• Get a proper picture of human assets – take a critical look
at the middle management, the use of development tools,
and succession planning.
Volker Potthoff is an attorney with CMS
and holds several supervisory board
positions. He is a former executive
board member of Deutsche Börse AG
and was a member of the German
Corporate Governance Commission.
Volker Potthoff, Of Counsel,
CMS Hasche Sigle
• Turn budget discussions into an opportunity to check that
business plans are on track.
• Consider whether the vision and business plans are
sound, and also whether the company has the capacity to
execute them.
• Request regular reporting on cash flow and financial stability,
e.g. regarding possible breaches of financial covenants.
Regular risk assessment is also vital.
• If an exceptional situation arises that has a major impact
on the business, support management in finding an answer;
hold an extraordinary supervisory board meeting if necessary.
The supervisory board (especially the chair) should support, rather than control, and encourage open discussion. A
proactive approach acts as a driver for value and helps
avoid liability issues. Good news for shareholders and other
stakeholders!
Conclusion: Be more proactive
Despite the increasing focus of supervisory boards on operational matters, the legal situation remains that the
management board has sole responsibility for the day-today management of a company; these functions cannot be
transferred to the supervisory board. Nonetheless, recent
legal changes mean that supervisory boards need to act
proactively as well as more independently and, therefore,
may have to tap the expertise of external advisors.
Page 34
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Tailor-made
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Hauck & Aufhäuser is one of the leading German independent banks engaged in Private Banking, Asset Management and Investment
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financial sponsors in German-speaking countries. We offer comprehensive advisory services including Mergers & Acquisitions, Debt
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and Mid Cap research and has excellent access to international institutional investors. The commitment to our clients means independent
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Mail: [email protected]
Hauck & Aufhäuser Investment Banking • Neue Mainzer Straße 28 • 60311 Frankfurt/Main • Tel +49 (0)69 505 00 49 0 • Fax: +49 (0)69 505 00 49 66
Financing
Growth capital for the German “Mittelstand”
How private equity firms successfully support German
mid-sized companies
More and more companies are taking a serious look at the
options private equity provides. And quite rightly so: For
more than two years, the financial and economic crisis has
been dominating companies and capital markets alike. As a
result, many medium-sized businesses are being forced to
revise their corporate financing. In short, equity ratios have
to be increased to improve creditworthiness, helping insulate companies against crises and making them more independent of debt capital providers. Increasingly businesses
are understanding that private equity financing is a possible
alternative.
Dörte Höppner is Managing Director
of the BVK German association of pri
vate equity and venture capital com
panies. Prior to joining the BVK she
headed the information and organiza
tion department at DIW Berlin.
Sufficient capital available
The private equity industry has enough capital to invest in
German companies. After the industry’s investment volumes dropped considerably in 2009, our association is
expecting a considerable rise in business in 2010. The
economy has bounced back and company valuations are
once again possible. Last year saw about 1,200 German
companies being funded with private equity, from startups to large corporations. As a result, the German eco-
Dörte Höppner, Managing Director,
BVK
nomy recorded an inflow of almost EUR 2.7 billion to fund
urgently needed growth. According to a survey among
BVK members, the trend to minority investments and
higher equity ratios is continuing. Unsurprisingly, one of
the first larger-scale transactions this year was a minority
Figure 1: Quarterly investment in Germany since 2008
2008: m€ 9,282
1,330 Companies
4,500
2009: m€ 2,738
1,208 Companies
600
4,000
500
3,500
3,000
400
2,500
300
2,000
3,944
1,500
1,000
200
2,407
1,714
1,258
1,217
500
346
353
I/09
II/09
1,569
780
100
673
0
0
I/08
II/08
III/08
Private Equity Investors (m€)
IV/08
III/09
IV/09
I/10
Funded Companies
Source: PEREP Analytics/BVK, Market Statistics = investments in Germany regardless of the nativity of financing Private Equity Investor
Page 36
II/10
Financing
stake assumed by KKR in the family-run business Rudolf
Wild GmbH.
Demand among German companies for new forms of corporate finance remains strong. The ratings of many companies are unlikely to improve in 2010, in many cases they
may even take a turn for the worse as banks base ratings on
2009 figures. This is very likely to compound the financing
situation of companies even further. Another funding issue
faced by German medium-sized businesses relates to
refinancing and follow-up funding for expiring standardized
mezzanine program. The recipe for such program entering
the market from 2004 on was simple: favourable mezzanine
terms thanks to securitization.
Outlook
These program have, however, now fallen victim to the
capital market crisis. And they won’t be back any time soon
in this shape and form as the securitization market has collapsed around the globe and a more significant recovery
isn’t on the cards. Mezzanine program are expiring over the
course of the coming years. And this marks another
significant challenge for medium-sized companies. The
objective is to find new follow-up financing solutions for
these funding components. Equity will gain even more
significance against this backdrop and private equity firms
will lend their full support to companies, helping them
master the challenges ahead.
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Financing
WEPA case study
Growth financing during times of financial distress
As one of the consequences of the global financial and economic crises, small and medium sized entities found it difficult to obtain financing through bank loans and mezzanine
capital. Private equity has become a more common source
of financing in the last decade and is getting more important
for the German “Mittelstand”. WEPA has set yet another
example for a successful growth financing strategy in the
mid-market. It shows how a family-owned business can
improve its financial leeway through a private-equity fund
after a large leveraged acquisition.
Market consolidation and the importance of growth
The WEPA Group, a leading German producer of hygiene
paper, initiated the strategy “Growing instead of yielding” in
order to maintain and expand its position in a capital-intensive and fast-changing market segment. Through organic
growth and targeted acquisitions, the WEPA Group nearly
doubled its sales by 2007 from EUR 180 million in 2000. In
2008, WEPA faced the possibility of further strengthening its
market position as one of the main European tissue suppliers.
By acquiring the Kartogroup with production facilities in
Germany, France and Italy, the WEPA management made
clear that it was serious about not just being a regional supplier
but also being an international player in the market that
follows its main customers with their own growth strategy.
Markus Kurzhals, Partner, CPA and
Tax Consultant, RölfsPartner
Arndt Rautenberg, Partner, Head of
Competence Center Transactions,
RölfsPartner
side investor. RölfsPartner and other specialized consultants
were appointed by WEPA to advise on the financing process
and the following implementation of the new financing structure together with WEPA’s legal advisors. In doing so, they
also assisted in negotiations with prospective lenders and
investors. A major key was to indentify partners with longterm commitment to WEPA’s strategic direction and values.
Debt financing backed by guarantees
Photo © Photodisc
Although the tissue industry was not as affected by the
financial and economic crises, WEPA had to face a challenging
environment for debt financed acquisitions. The management reacted by pursuing a financing strategy which combined bank loans and equity capital which, for the first time
in the history of the family business, was provided by an out-
WEPA management attracted a banking syndicate of
WestLB, Commerzbank and HVB to provide debt financing.
KfW provided additional financing through its programme
“Sonderprogramm für Großunternehmen (special programme
for major enterprises)”, partly secured by guarantees provided by the state of NRW. In return for their engagement
the banks required increased transparency through monthly
banking reports and regular bank meetings. The planning
and reporting processes, as well as the liquidity and working
capital management, were reviewed. RölfsPartner supported
WEPA throughout this transitional period.
Growth opportunities through private equity capital
The WEPA Group case shows that external support can help to get the right mix
of debt and equity financing for a successful growth strategy.
Page 38
To capitalize on future growth opportunities, WEPA management decided for the first time in the family history to have
a third party invest in the company. WEPA mandated
Anzeige
Die Baader Bank treibt Ausbau des Investment Bankings voran –
Kapitalmarktberatung für den Mittelstand
Autor: Nico Baader, Mitglied des Vorstands der Baader Bank AG
Die Baader Bank treibt den Ausbau des Investment Bankings
voran und verstärkt die gesamte Wertschöpfungskette von
der Beratung institutioneller Anleger und dem Kundenhandel,
über Aktien Research bis hin zur Beratung von Unternehmen
in den Bereichen Eigen- und Fremdkapital. In der Überzeugung, dass die Bedeutung kapitalmarktbasierter Finanzierungen im Nachgang der Finanz- und Wirtschaftskrise auch für
kleine und mittlere Unternehmen in Deutschland und Österreich an Bedeutung gewinnen wird, beschließt das Unternehmen mit Sitz in Unterschleißheim bereits Ende 2009 den
sukzessiven Ausbau des Investment Bankings.
Nico Baader, Mitglied des Vorstands
Ressort Kunden & Produkte
Oliver Riedel, Bereichsleiter
Equities & Derivatives
Klares Ziel der Baader Bank ist es,
die führende Positionierung als
Wertpapierspezialist in Deutschland
zur Rolle eines unabhängigen Beraters für institutionelle Anleger in
Deutschland, Großbritannien, Kontinentaleuropa und dem Mittleren
Osten auszubauen und auf diese
Weise eine leistungsfähige Plattform
zu schaffen, den deutschen und
österreichischen Mittelstand bei der
kapitalmarktbasierten Finanzierung
zu begleiten. „Wir verstehen uns als
regionaler Kapitalmarktspezialist,
der aus Deutschland heraus das
Kapitalmarktgeschäft betreibt und
als eigentümergeführte Bank Unternehmen den Zugang zum internationalen Kapitalmarkt sichert“, so
Nico Baader.
Hierzu hat sich die familiengeführte
Baader Bank in den letzten Monaten
ein Team von erfahrenen Spezialisten
der relevanten Bereiche zusammengestellt. Das Geschäftsfeld wird von
Christian Bacherl,
(ab 01.01.2011) Bereichsleiter
Oliver Riedel, als Bereichsleiter
Kapitalmarktdienstleistungen
Equities and Derivatives, und ab dem
1. Januar 2011 gemeinsam mit Christian Bacherl, als Bereichsleiter Kapitalmarktdienstleistungen, aufgebaut und verantwortet. In seiner Funktion berichtet das erfahrene Gespann
an Nico Baader als zuständiges Vorstandsmitglied.
Neben den Handels- und Kapitalmarkteinheiten wird ein
Team renommierter und erfahrener Research Analysten den
Ausbau des Bereichs komplettieren. Zunächst werden insbesondere die Sektoren Automobil und Automobilzulieferer,
Bau und Bauzulieferer, Nahrungsmittel und Handel, Immobilien, Industriegüter und Service, Maschinenbau sowie
Versorger abgedeckt. Die Kompetenz des Research Teams
wird nicht zuletzt durch die zahlreichen Team- und Einzelauszeichnungen der Analysten in den letzten Jahren belegt.
Mit dem Ziel unabhängige Kapitalmarktberatung anzubieten,
verstärken insgesamt über 40 erfahrene neue Mitarbeiter die
bislang mehr als 275 Wertpapierspezialisten der Baader Bank.
Die Mehrheit der neuen Mitarbeiter war in den vergangenen
Jahren in vergleichbaren Positionen im Investment Banking
einer europäischen Großbank tätig. Die Baader Bank freut
sich, ihren Kunden mit einem ebenso eingespielten Team wie
klarem Fokus unmittelbaren Mehrwert bieten zu können.
Als Sektorspezialist mit regionalem Fokus profitieren Investoren und Emittenten gleichermaßen von der auf Erfahrung
und Marktnähe basierenden Qualität der Beratung. Hierbei
gewährleistet die Baader Bank als ausgewiesener Kapitalmarktspezialist eine hohe Unabhängigkeit in ihrer Beratung.
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die Bank so in die Lage, den Bedarf mittelständischer Unternehmen aus einzigartiger Perspektive zu erfassen.
Die Erfahrungen aus der Finanzkrise erfordern vom langfristig agierenden Unternehmer ein grundlegendes Überdenken
der Finanzierungsstruktur. Eine bankenunabhängigere und
damit stärker kapitalmarktorientierte Finanzierungsstruktur
erleichtert die unternehmerische Unabhängigkeit insbesondere in Zeiten hoher Unsicherheit. Die Baader Bank versteht
sich dabei als Partner des Unternehmens und deckt mit Eigenund Fremdkapitaltransaktionen wesentliche Bausteine der
Unternehmensfinanzierung ab. Bank und Team greifen dabei
auf die Erfahrung aus mehr als 150 in den letzten Jahren
durchgeführten Transaktionen zurück.
„Es gilt das gesprochene Wort“ gilt auch weiterhin als
Philosophie für die Kapitalmarktdienstleistungen der
Baader Bank
Die verbindliche Einhaltung des gesprochenen Wortes als
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weiterhin untrennbar mit der operativen Arbeitsweise der
Baader Bank verbunden. Als eignergeführte Bank prägt die
unternehmerische Denkweise der verantwortlichen Personen
eine nachhaltige Geschäftstätigkeit im Sinne unserer Kunden.
Baader Bank AG
Weihenstephaner Straße 4 / 85716 Unterschleißheim / www.baaderbank.de / www.baadermarkets.de
Financing
Figure 1: Transaction Process
Output
Transaction Process
1
Disposal Preparation
2
Initiation
n of Disposal Process
3
Selection of Potential Buyers
4 Due Diligence and Revised Offers
5 Contract Negotiations and Closing
Time and action schedule
Business plan and indicative valuation
Data room preparation
Fact book and management presentation
Long list
Contacting
Non disclosure agreement (NDA)
Tender evaluation
Selection of buyers for DD process
(Short list)
Data room set up
Q&A sessions
Revised offers
Selection of prospects
Prepared negotiations
Contracts
Assistance in negotiations
Closing of the transaction
Source: RölfsPartner
RölfsPartner and other specialized consultants for the M&A
process to ensure that a partner was found who understood the business and supported the owners’ and management’s growth visions and values. The services encompassed the complete M&A process, such as investor
screening and approaching, management presentations and
Q&A sessions as well as the preparation of financial information and the data-room set-up.
Following talks with a number of interested parties and in
the wake of an intensive M&A process, WEPA reached an
agreement with Pamplona Capital Management. Pamplona’s
bid was accepted because of its long-term commitment,
shared strategic vision and its know-how brought into the
WEPA Group. Not least, the investment provided capacity
for additional debt financing and growth.
Factors for successful growth financing
Banks have increased their requirements on lending with
respect to the reporting quality, covenants and collateralization. Companies striving for external funding need to be
aware of the increased requirements and need to prepare
early. Key factors are effective reporting structures and
Page 40
transparent communication with the lending banks. Change
processes that often need external support due to a lack of
internal resources or time restrictions. Companies seeking
funding from private equity investors will face similar reporting
and transparency requirements. They will also have to consider the fact that a Merger & Acquisition process requires
time, personnel resources, knowledge in the fields of finance,
tax, legal, commercial and operational and due to the diversity
of private equity investors often foreign language skills. For
many small and medium sized entities this raises the bar to
perform a M&A process on their own.
Summary
The WEPA Group case shows that external support can help
to get the right mix of debt and equity financing for a successful growth strategy. The company, the owner family and Pamplona will continue to pursue their vision and corporate strategy
as a value-based and profit-orientated family company, despite the prevailing financial and economic cycle. This example
has shown that especially for family-owned business engaging private equity funds, it is important to have common goal
setting and that the private equity management understands
the company’s culture and the operating business.
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Financing
A tactical financing instrument
The right mezzanine can be the better equity solution
During the last few years, mezzanine capital has gained a
mixed reputation. On the one hand, as an attractive and
highly flexible instrument to find financing even in complex
situations. On the other hand, as an instrument which
disappointed investors’ return and performance expectations as well as companies’ expectations as an equity
surrogate.
Currently, mezzanine capital is especially known from the
refinancing discussion surrounding the so-called Standard
Mezzanine Programs, e.g. PREPS or H.E.A.T. Furthermore,
mezzanine facilities are often associated with the financing
of LBOs. Hence, mezzanine capital is seen as an “on-top”
financing instrument for private companies. However, in the
form of convertible bonds, mezzanine is also often used by
public companies.
Steffen Schneider, Managing Director,
FCF Fox Corporate Finance GmbH
Frans Matthis Pleie, Analyst,
Definitions
Debt mezzanine
Mezzanine can be structured as debt, equity or hybrid. The
definition depends on the actual structure and the respective GAAP. The most important characteristic of each alternative mezzanine structure is its high flexibility. Therefore,
mezzanine facilities are perfectly suited to be “tactical”
financing instruments.
Typically, “debt mezzanine” can increase the financial leverage of a company by approx. 1.0x EBITDA. While senior
debt is currently in general capped at approx. 3.0-3.5x
EBITDA, “debt mezzanine” provides additional “on top”
financing capacity raising the maximum leverage up to
4.0-4.5x EBITDA.
Equity mezzanine
Figure 1: Potential Manifestations of Mezzanine Capital
Sources: FCF Fox Corporate Finance GmbH
Page 42
“Equity mezzanine”, however, provides a company with an increased
equity base. Although mezzanine
investors require a risk premium for
assuming equity risk, market experience has shown that such mezzanine
risk premiums are usually still significantly cheaper than the cost of “classic” equity. In addition to the cost of
capital advantage, “equity mezzanine”
entails several other benefits. One of
the most important is the ability to
avoid dilution for existing shareholders. Especially for public companies, a
necessary capital increase at a low
valuation can be onerous as existing
Financing
shareholders will be significantly diluted. A company could
partially overcome this dilution by issuing convertible bonds.
However, the success of such a structure depends on the
conversion price and the larger size requirements of most
convertible investors. Mezzanine capital such as “Genussscheine” helps to avoid such a dilution. Furthermore, in
contrast to “classic” equity investors who like to exert some
form of influence on a company’s strategy as an active shareholder in the “passenger seat”, mezzanine investors are
usually more flexible and take a passive approach from a
“backseat” or “silent shareholder” position.
Moreover, the investment horizon of these “silent shareholders” is highly flexible, enabling both early and late
repayment. The most elegant refinancing solution is
certainly amortization using corporate cash flows. Other
options include a later refinancing with senior debt and/or a
future capital increase at a higher valuation. Regardless of
the sources of refinancing, mezzanine can be a temporary
and as such a “tactical” financing instrument at the discretion of a company.
Recent transactions have shown that mezzanine facilities
can cover ranges from EUR 3.0 up to 300 million. While
smaller facilities are generally provided by single funds,
larger transactions can be structured through a group of
mezzanine funds or direct investors. Given the need by
both institutional and retail investors to find attractive
investment opportunities in the current market environment, there is significant demand for mezzanine instruments.
Investments and services offered by securities affiliates of Morgan Stanley. In the UK, issued and approved by Morgan Stanley & Co.
International PLC, regulated by the FSA. © 2010 Morgan Stanley.
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Financing
order to avoid disappointment as a failed placement could
add additional pressure on the share price.
Figure 2: Sources of Mezzanine Capital
Mezzanine
Public Sources
Institutional Investors
Retail Investors
Private Sources
Specialized Mezzanine
Funds
Private Equity Funds
Sources: FCF Fox Corporate Finance GmbH
Pros & cons
Conclusion
Overall, it can be stated that the possible applications of
mezzanine capital are vast. The ultimate success of mezzanine financing depends on the specific needs of the respective company and the chosen mezzanine structure. Mezzanine facilities are especially interesting if used as a tactical
or intermediate financing solution to “bridge” a need for
capital. Currently, the high liquidity in the capital market
translates into sufficient volumes of mezzanine financing
and number of mezzanine investors, making it an attractive
option compared to alternative financing solutions.
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Both types of mezzanine investors have distinct pros and
cons. The preferred route ultimately depends on the individual needs and objectives of a company. Issuing a mezzanine facility directly to a group of direct investors enables a
company to structure the transaction in its preferred way. In
addition, a company can exclude certain investors if sufficient demand can be generated. However, there are also
potential downsides with such an approach. Depending on
the number of investors addressed in a placement, a
prospectus might be required. The most important risk is
the market reception, as investors might not be willing to
invest at the proposed terms. It is therefore important to
sense the demand well ahead of a “public” road show in
If a public mezzanine offering is not desired or if the amount
of work is disproportionate to the potential proceeds, a
company should individually approach mezzanine funds in
a private transaction. The clear advantage of a mezzanine
fund approach is the confidentiality and greater transaction
certainty. A transaction will only be announced once it has
been signed, thus effectively excluding market risk. Additionally, the transaction size can potentially be increased at
short notice, depending on the mezzanine fund’s capability.
However, advantages of private transactions also have associated costs. A particular downside of just one investor is
the relative strong negotiation and control position compared to a group of institutional and/or retail investors as a
single investor will exert more influence to manage and
protect his investment.
Regardless of the sources of refinancing, mezzanine can be a temporary and as such a “tactical” financing instrument at the discretion of a company.
Page 44
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Financing
“Basel III affects the banks and, therefore,
it also affects the SMEs”
Interview with Lutz Weiler about the financing needs of
German small and medium enterprises (SMEs), the effects
of Basel III and interest equity options
Conference Magazine: Mr Weiler, equity is in demand
again, specifically by smaller companies. How do you
assess the current situation?
Weiler: As an universal bank we have a good overview of
the private equity needs of our customers and a close ear to
the financial markets. Therefore, we can tell you that getting
equity wasn’t an issue for smaller companies for a long
time. Up until the financial and economic crisis, banks
happily provided easy financing – then they suddenly faced
big financial problems themselves. This led banks to
change their policies with regard to equity financing, which
puts up new obstacles for companies.
Conference Magazine: With what effect?
Weiler: Companies do not only have to think about their own
equity but about their whole equity structure. With PREPs,
roughly EUR 5.5 billion is probably wandering like a ghost
through the country coming to maturity in 2012 or 2013.
Even if it is only half of that, this amount finally has to be replaced by equity. That’s a rather large chunk. Many of those
affected haven’t really thought about follow-up financing yet.
Conference Magazine: What about private equity as an
alternative?
Weiler: The tables have turned. Before the crisis I would
have been able to only name five or six private equity companies that would have been satisfied with a minority stake.
Now the whole private equity market is saying: of course we
also do minority shareholdings! However, some are only
apparent minorities, granting themselves disproportionate
rights in return. One has to find a balance here.
Conference Magazine: Why is that a problem?
Weiler: No, don’t get me wrong. In general private equity
issuers develop the company with the best of intentions
and in line with company interests. Nevertheless, negative
examples are picked out. In fact, it is the professionalization
of supervisory bodies or the placement of advisory councils
through private equity issuers that position a medium sized,
fast growing company well to excel in the future.
Page 46
Lutz Weiler is CEO of equinet Bank
AG. The universal bank offers its cus
tomers tailor made solutions for all fi
nancing and capital market issues
with a special focus on medium sized
companies.
Lutz Weiler, CEO, equinet Bank AG
Conference Magazine: Company bonds are currently the
instrument of choice – the market is booming.
Weiler: Yes, company bonds are increasingly gaining
importance. Investors prefer listed bonds, a developing
phenomenon still in the early stages as seen by Bondm in
Stuttgart, for example. We welcome such a development in
the market since now also bonds with a volume from EUR
30 to 150 million are accepted in the market.
Conference Magazine: And bonus certificates?
Weiler: They actually fit into this repertoire but are not
desired by investors at all times. I think a standardised
bonus certificate with sufficient liquidity and reasonable
profitability is also attractive.
Conference Magazine: Basel III will probably require some
banks to first of all take care of themselves. Does this
support the argument per stock exchange listing?
Weiler: A very important point. Small and medium sized
enterprises discovered Basel II quite late. They practically
slept through it. After the financial crisis, sensitivity to and
awareness of it has heightened. Companies know: Basel III
Financing
Weiler: A listed competitor simply has another option up his
sleeve. After the death of the new market, the Entry Standard
was created. This tool should appeal to SMEs and help them
to obtain equity without facing major obstacles. In the USA it
is almost certain that one will go public at some point in time.
affects the banks and, therefore, it also affects us. Entrepreneurs know that in the future they must in some way
market themselves to their bank.
Conference Magazine: Specifically in the USA, listing is
used far more aggressively, for example in the case of a
takeover. A double disadvantage for German SMEs?
Conference Magazine: Have you already told a potential
public offering candidate that he should do his homework
first?
Weiler: Of course, several in fact! In certain cases, we
would be poor advisors if we didn’t. We explicitly tell some
companies to do their homework first so that in two years,
we can look at the listing option again. Throughout this
process we fully support the company.
Conference Magazine: Mr Weiler, many thanks for the
interesting interview.
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Financing
An attractive option
Corporate bonds as a complement to equity financing
The collapse of the US mortgage market in 2008 started a
financial crisis where banks tightened the lending terms
and restricted access to credit. German mid-sized (Mittelstand) companies were especially affected by this development. In Germany, despite the avoidance of a credit crunch
and normalising bank lending, the issuance of corporate
bonds increased significantly in 2009. This was driven by
the credit demand of publicly listed corporations – many of
them in the automobile and telecom sector. In the last
couple of months, a number of smaller companies have
started to follow this lead and have become active in this
market.
Dr. Dietmar Schieber is Executive
Director Equity & Debt Capital Markets
at Close Brothers Seydler Bank AG,
Frankfurt. From 2001 to July 2010 he
was Director Equity Capital Markets at
a major German bank. Prior to that he
worked for the German Institute for
Share Promotion (Deutsches Aktien
institut e.V.).
Dr. Dietmar Schieber, Executive Director
Equity & Debt Capital Markets,
Close Brothers Seydler Bank AG
Driven to a large extent by low government bond yields, institutional investors welcomed these sub-investment grade
bonds offering substantially higher coupons. Furthermore,
a portion of these bonds were sold in a public offering,
hence tapping the hitherto rarely accessed retail market.
The inclusion of private investors in an offering has the
advantage of addressing a less price sensitive investor
base with a longer investment horizon than the investment
period of institutional investors usually is.
pany’s ability to borrow, to distribute dividends or to sell
and pledge assets. The absence of such covenants gives
the issuer a great deal of flexibility not offered in other
markets.
A minimum of covenants
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Compared to other high yield bond markets, especially in
the US, publicly offered bonds in Germany have been
structured with a minimum of covenants. US-style high
yield bonds generally limit, amongst other things, the com-
Page 48
However, a public offering requires a prospectus approved
by the German Federal Financial Supervisory Authority
(Bundesanstalt für Finanzdienstleistungsaufsicht – BaFin)
or another competent authority of an EEA member state.
The prospectus contains foremost the description of the
issuer, a list of risk factors, an overview of the business and
the relevant markets, as well as audited historical financial
information for the two most recent financial years including
interim financial information.
Need for rating opinions
Most of the issuers chose to mandate a rating agency for a
rating opinion. Usually institutional investors have caps on
the amount to be invested in different classes of bonds,
e.g. unrated vs. rated issues and investment grade vs.
non-investment grade. Some institutional investors even
require a bond and/or an issuer to be rated in order to
participate in the offering. The selection of one of the three
international rating agencies S&P, Moody’s or Fitch seems
a safe bet when accessing institutional investors. The
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Financing
rating is also an important tool when marketing the offering
to retail investors. However, the latter group accepts rating
opinions from less well-known agencies. Hence, in order to
access a larger investor audience, attaining a rating could
be worthwhile.
Marketing to retail investors may involve advertising the
offering in financial media, including specialized websites
as well as promoting the issuance by way of press releases,
interviews and other public relation activities. Retail investors are targeted far more easily if the issuer is widely
known with a brand or a recognised household name. A
German stock exchange recently launched its retail trading
platform for marketing new bond issues and accessing the
exchange’s registered private investor base besides banks
as distributors for their retail customers. Taking advantage
of a specialized market segment targeted to private
investors will help issuers with less well-known brands in a
placement wich may lower marketing costs significantly.
With oder without prospectus?
Most of the bonds issued have generally been admitted to
the regulated unofficial market (Freiverkehr). The admission
does not require a prospectus or any obligation by the
issuer, thus bonds placed without a prospectus are equally
qualified to trade. A liquid aftermarket, however, does require a market maker willing to take on risk by actively buying and selling securities if no other market participant is
active. Since institutional investors require a minimum level
of liquidity in order to buy the issuance, the issuer should
take note of the mandated syndicate bank’s relevant market making track record.
Page 50
The process involved for a publicly offered corporate bond
from preparation to placement takes approximately four
months. The most critical part of the transaction is the preparation of the prospectus, a process which requires
around three months, including the approval process with the
supervisory authority. The rating process takes about six to
ten weeks, depending on the complexity of the company,
but is carried out in parallel to the prospectus preparation.
Pre-sounding with institutional investors takes another one
or two weeks – followed by prospectus approval and a subscription period of usually up to two weeks.
Successful recent examples
One of the first issues offered on a stock exchange’s retail
platform was a EUR 150 million, 7.25%, 2010/15 senior unsecured bond of Dürr Aktiengesellschaft, the German automotive production system supplier. The offer consisted of a
public offering in Germany and Austria as well as a European
institutional private placement among European institutional investors conducted by Close Brothers Seydler Bank
AG. The bond was unrated, although Dürr already had a
corporate rating (S&P: B, Moody’s: B2). The preparation for
the issue started in mid June. Feedback collected by the
syndicate bank during a one week pre-marketing roadshow
in early September was used to determine the coupon and
the final terms. Due to institutional investor indications of interest, the company and the syndicate bank were able to
secure a full placement of the bond issue before the offer
period even began. Books opened on September 13th and
were closed early on the same day with the issuance being
three times oversubscribed. Institutional investors accounted for approximately 61% of the order book.
Conclusion
The issuance of a corporate bond is an effective complement to equity finance. The current market environment
enables issuers to secure attractive bond terms, especially
if retail investors are included in the offering. However, in
order to anticipate a successful bond placement earlier in
the process, it is advisable to include an institutional
investors’ tranche.
Financing
HAMBORNER REIT AG reloaded
Relaunch of a share
HAMBORNER REIT AG has been listed on the German
Stock Exchange since 1954. Having never approached
the capital market before meant raising interest
amongst institutional investors for a so far “hidden
champion”.
Getting ready for the capital market
Notwithstanding a market cap of nearly EUR 200 million
the commercial real estate company was still relatively
unknown to most capital market participants in 2008.
Therefore, HAMBORNER’s management decided to
start marketing the HAMBORNER share more actively.
Important steps were the change from the German
exchange segment General Standard to Prime Standard
in 2009 as well as the announcement to become a
Deutsche Börse REIT at the beginning of 2010. WestLB
supported HAMBORNER’s intentions by setting up a
comprehensive marketing concept including regular
research reports and a roadshow plan for 2009/2010.
Great interest was raised amongst European institutional investors in the HAMBORNER share but due to its
low trading volume, investors were waiting for a transaction enabling them to buy significant stakes.
Since 2006, Maren Lorth has been
working as Executive Director in the
Equity Capital Markets Department at
WestLB. Before, she worked 5 years
at BNP Paribas (London) & 3 years at
Dresdner Kleinwort. WestLB was sole
lead manager and sole bookrunner of
the HAMBORNER REIT AG capital
increase.
Maren Lorth, Executive Director Equity
Capital Markets, WestLB AG
Innovative transaction structure maximising
issue proceeds
After having significantly increased their real estate portfolio, HAMBORNER needed additional equity to finance
further property. When HAMBORNER planned to increase
Figure 1: Timetable and Regional Demand Breakdown
TIMETABLE – MILESTONES
23.09.
REGIONAL BREAKDOWN PRE-PLACEMENT
Announcement of transaction
Publication of prospectus
04.10.
Start Pre-placement
07.10.
End Pre-placement
12.10.
Start subscription period
13.10.
1st Settlement
25,2%
15,3%
(Shares w/o claw-back)
25.10.
End subscription period
28.10.
2nd Settlement
(Shares with claw-back and
subscribed shares respectively)
Source: WestLB AG
Page 52
11,9%
42,1%
UK
Belgium
5,5%
Germany
Rest of Europe
Netherlands
Financing
INTEGRATED.
ADVANCED.
its capital by 50%, the major
shareholder HSH Real Estate
(52.7%) decided that it would not
exercise any of its subscription
rights. Therefore, a transaction
structure was chosen that has
never been used for a German real
estate company before: a rights
issue with a pre-placement and
claw-back structure. The transaction was divided into two phases.
During the first phase all new
shares were pre-placed to investors in a private placement prior to
the start of the subscription period.
However, only the new shares
assigned by HSH Real Estate could
be firmly allotted at that time leading to a potential claw-back of up
to 47% for the rest of the new
shares that might be subscribed for
during the subscription period by
the other shareholders. Due to intense marketing and the transaction structure a placement price of
EUR 7 was achieved which was also
served as subscription price; only
2.4% discount on the closing price
before bookbuilding started. The
transaction volume of EUR 79.5
million was oversubscribed and
raised high demand from international institutional investors.
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In phase two, 96% of the other
shareholders (excluding HSH Real
Estate) exercised their rights during
the subscription period. As a result,
54% of the new shares were finally
allotted to the investors taking part
in the pre-placement.
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Conclusion
Entwicklungszeiten inte-
The extensive marketing concept
as well as an innovative transaction
structure helped to maximize the
proceeds generated by the capital
increase, diversify the investor base
from a very German to a much more
international one and well establish
HAMBORNER REIT AG alongside
other listed German real estate
companies.
grierte und kundenspezifische Lösungen realisieren.
Und wann beteiligen
Sie sich an unserem
Erfolg?
Object from the HAMBORNER Portfolio: Johann Krane Weg in Münster
Photo: HAMBORNER REIT AG
Page 53
Telefon +49 7082 7916-190
www.stratec-biomedical.de
[email protected]
ISIN DE0007289001
WKN 728 900
Financing
Emergence of mini-bonds
The new trend to bank-independent debt financing for SMEs
Despite the very much improved market outlook for the
German “Mittelstand”, combined with a recently very positive development of small and mid cap shares, initial public
share offerings of such companies remain rare. At the same
time, the issue volume of corporate bonds seems to remain
at a very high level.
Price Base 100 for Germany Prime/Pharmaceuticals & Health –
SEC (DE) in EUR as of 05/11/10
110
110
100
100
90
90
80
80
70
70
60
60
50
50
Ursula Querette joined Haubrok In
vestor Relations in 2010, after six
years of investor relations work for
AIXTRON. From 1996 to 2002, she
worked in investment banking, with a
focus on equity transactions.
Ursula Querette, Senior Consultant,
Haubrok Investor Relations
40
40
Sep 07 Dez 07 Mrz 08 Jun 08 Sep 08 Dez 08 Mrz 09 Jun 09 Sep 09 Dez 09 Mrz 10 Jun 10 Sep 10 Dez 10
Prime Pharmaceuticals & Health
STOXX Healthcare
DAX
Source: Bloomberg
Especially interesting this year is the increasing demand for
“mini-bonds” issued by small and mid cap companies
with investment grade or lower (or no) ratings. Some of
these companies, like the solar provider Solarwatt AG, do
not even have shares listed on the stock market. Nevertheless, they were obviously having no problems in placing
an issue volume of EUR 30 million. Other examples of nonpublic issuers of small bonds are the wind energy operator
Windreich AG (placement volume of EUR 50 million), or the
health food store supplier Schneekoppe (EUR 10 million).
All of these bonds are now listed and can be traded on the
open market.
Own issue – own communication
These type of bonds are placed on an “own issue” basis
by the company itself, i.e. without the help of an
underwriting bank. Like institutional investors, private
investors can directly subscribe the bonds before the
Selected bonds, “own-issues” in 2010
Issuer
Windreich AG
KTG Agrar AG
Schneekoppe
Beginning
of term
01.03.2010
14.09.2010
20.09.2010
Dürr AG
28.09.2010
Nabaltec AG
14.10.2010
Solarwatt AG
31.10.2010
WGF Westfälische Grundbe- 15.06.2010
sitz und Finanzverwaltung AG
Energiekontor GmbH & Co. KG30.03.2010
%
Volume
End
% Yield
Rating
Coupon (EUR m) of Term (28/10/10)
6,50
50
01.03.2015
6,56
BBB
6,75
50
14.09.2015
5,43
BBB
6,45
10
20.09.2015
5,31
7,25
6,50
7,00
4,875
150
30
30
100
28.09.2015
14.10.2015
31.10.2015
14.12.2010
5,24
6,15
7,00
5,25
BBBBB+
BBB-
Stuttgart/bondm
Stuttgart/bondm
Düsseldorf,
Frankfurt
Stuttgart/bondm
Stuttgart/bondm
Stuttgart/bondm
Düsseldorf, Frankfurt
6,00
10
01.04.2015
5,34
-
Frankfurt
Sources: Börse Stuttgart, Anleihen Finder GmbH
Page 54
Listing
Financing
listing starts. Therefore, within a short period of
time before and during the placement period, the
company needs to generate a maximum investor
interest – ideally supported by a professional
capital markets communication partner. After the
placement, sufficient investor relations measures
must be kept in place to retain and maintain the
investor base.
www.reits-in-deutschland.de
High yield for the investor
An investment in corporate bonds currently offers
comparably high yields. Some of the “Mittelstand”bonds, recently issued, are yielding between 5 and
7%, while a 10-year Bundesanleihe currently yields
2.5%. Of course, the risk profile is different. Both,
a potential price risk and the risk of bankruptcy,
must be considered. Before investing, the investor
needs to inform himself about the issuer and its
financial results, e.g. by consulting the issuer fact
sheet, the issue prospectus and (if available) the
rating report.
Catch up on all you need
to know on REITs and
real estate investment
in Germany.
Various advantages for the issuer
From the issuer’s point of view, a bond is interesting
for various reasons. Firstly, the issuer can profit from
the currently low interest rates for refinancing (the
bond rate might even be lower than a bank credit
rate). Secondly, he might be able to optimize his
total capital costs by a positive financial leverage
effect. Thirdly, he can diversify his sources of liquidity and become more independent from financial institutions. Fourthly, he will gain access to a
variety of interested investors. And last but not
least, he can develop and extend his capital markets
competence.
Conclusion
In times of low interest rate levels, like today, debt
financing through a corporate bond seems to make
more and more sense even for small and mid cap
companies. With an open market listing, guaranteeing fungibility, and a good enough communication
concept, sufficient and sustainable investor interest
may be generated. And who knows, by getting
acquainted with the investor relations tasks and the
capital markets’ world in general, a non-public bond
issuer might even be tempted to place equity
through the stock market at a later stage.
Page 55
REITs in Deutschland is initiated by ergo Kommunikation,
a leading German communications consultancy specialising
in business, finance and politics.
Capital Markets
It’s all about value and visibility
Valuation process and IPO pricing in volatile
market environments
To determine and achieve an appropriate price for shares,
in volatile market environments, is a challenging task, but
one of the most important issues – especially during an
IPO. In recent years, several IPO projects have been aborted, the price and the lack of demand being announced as
decisive factors for the decision to stop the process. What
went wrong? Do we need more effective IPO pricing strategies for today’s markets – or are market orientation and
driving demand the bigger challenges?
Volatile markets lead to massive complications and uncertainty in setting the right share price when going public
these days. Especially family-owned businesses, particularly in Germany, tend to be reluctant regarding IPOs as risk
and costs of failure seem too high, even though investment
capital or new ownership structures are often desperately
needed. And they are not the only ones.
Michael Salcher, Partner, KPMG AG
capital increase. On the other hand, forthcoming shareholders prefer a relatively low share price which increases
their chance for a positive share price development and
enables a cheaper purchase price. The challenge is to
price the asset in a market-oriented way, balancing the
intentions of all parties: issuers, owners and investors.
This includes spreading the risk of placement to all
parties evenly. Therefore, investment banks or the underwriters of the IPO are acting as advisor and arbitrator
to all parties, determining a balanced placement structure
and strategy.
Three aspects that include both methodological and process issues can help IPO candidates to gain a safer ground
and succeed in capital markets:
Market orientation: Balancing different parties’
intentions
Photo © Deutsche Börse AG
IPO candidates as well as their owners basically aim to
realise a high offering price, thus maximizing the cash
inflow from the disposal of shares as well as from the
Especially family owned businesses, particularly in Germany, tend to be
reluctant regarding IPOs as risk.
Page 56
Florian Frei, Partner, KPMG AG
Evidence based valuation: backing pricing with
facts, not just visions
Valuation approaches like market multiples and discounted
cash flow methods are, unvaried, most commonly applied and will remain as such. Whereas market multiples
consider the actual situation of the capital market and
enable a direct comparison to guideline companies, a
fundamental discounted cash flow valuation approach
based on the company´s business prospects and planning lead to the value of the company, which should ideally
be realized on the occasion of the IPO. It is evident that in
times of volatility both benchmark prices and planning
figures show respective uncertainties. Thus, today, an
IPO candidate is more than ever requested to thoroughly
Capital Markets
prepare the business planning and underlie the
value-determining assumptions with analyzes and
fact based information prepared during an IPO
readiness assessment and preparation phase.
Particularly factors like contractual-based revenues,
stable margins, diversified product portfolio etc.
should be emphasised as they make an enterprise
independent from economic cycles.
Pre-IPO relations management: Providing
investors with relevant information
Market prices are not determined by fact based
asset values only – valuation is also a process of
comparison of the asset by investors, on the basis
of available information. To reduce uncertainty
regarding both the placement risk and the pricing
in today’s volatile markets, it is usual to get in contact with investors at a very early stage, which is
known as “pilot fishing” or “anchor marketing” –
the former to assess opinions pre-IPO in order to
customize plans and initiate potential changes;
the latter to also have institutional investors commit to subscribe to a certain amount of shares.
After all, an easy and not unusual way to raise the
appetite of investors is to consider a certain IPO
discount of the listed shares compared to peer
companies.
What’s next
Uncertainty and volatility of capital markets have
to be accepted and cannot be influenced by both
IPO candidates and investors. However, it is
essential to prepare all relevant documentation
prior to the IPO phase, particularly the unique factors of a company, the sustainability of the business model and the equity story and, on this
basis, a well-documented business plan as basis
for a valuation. And it is necessary that all information with impact on pricing is based on valuedetermining factors of the business model, the
profitability and the prospects of the business set
out in the business plan.
Page 57
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Capital Markets
Motives & experiences
Chinese IPOs in Germany
Three years ago, it looked as if a new trend was emerging.
After the first Chinese company – ZhongDe Waste – had
ventured onto the German regulated capital market in July
2007, the second – Asian Bamboo – followed just four
months later. Today (October 2010), a total of 23 Chinese
companies are listed in Germany. What have been their motives for going public in Frankfurt and what experiences have German investors made so far with Chinese equities?
Peter Thilo Hasler joined Viscardi AG
as Director Research in 2006. He has
over 17 years of experience as a re
search analyst in a variety of sectors.
During his career, he was responsible
for more than 20 IPOs and SPOs.
Motives for going public in Germany
In an environment characterized by buoyant economic
growth, both former state-owned companies and startups are vying for access to capital. Larger issuers mostly
obtain listings in their home market, but Frankfurt has
also been a focus of interest since 2007. Although a
listing on the Shanghai stock exchange is likely to regularly
generate higher valuation ratios than an IPO on the
German financial market, most companies have no
access to the Chinese exchanges. There is even a multiyear waiting list for potential IPO candidates, and regulatory approvals are, as a basic principle, difficult to obtain
for private companies. What is more, an IPO abroad also
allows companies to tap coveted international investor
groups, and a balanced regulatory and tax framework
likewise offers benefits in overseas IPOs. Last but not
least, management and existing shareholders hope to
gain prestige by going public abroad, thereby enhancing
their image on the domestic market. Unlike similar moves
in New York or London, an IPO in Frankfurt has the
distinct benefit of generating high publicity and media
impact. At the same time, direct IPO expenses and the
follow-up costs of being public are much lower than in
Anglo-Saxon financial hubs.
Off-shore structure of Chinese IPOs
Shares in Chinese companies are not tradable abroad.
For this reason, a Chinese company cannot be listed
directly on a German stock exchange. Instead, a foreign
holding company – in the form of a “special purpose
vehicle” or SPV – must be interposed. A three-tier model is
used here: the former founding shareholder (in many cases
an individual who is a Chinese national) switches to a
Page 58
Peter Thilo Hasler, Director Research,
Viscardi AG
merely indirect shareholding in the Chinese company via a
foreign entity. The structure involving an overseas holding
company turns the former Chinese domestic entity into a
“wholly foreign owned entity” (WFOE) – without any change
in the ultimate shareholder. This is also known as the ”redchip model”, referring to the official color of the Communist
party.
The preferred market segments
The placement volume of the 23 Chinese companies listed
in Germany to date totals approximately EUR 445 million.
With EUR 109 million, ZhongDe Waste staged not only the
first, but also the hitherto largest IPO, followed by JoYou
with EUR 105 million. By far the largest transactions have
taken place in the Prime Standard segment, where the average issuance volume has come to EUR 88 million. The Entry Standard and First Quotation Board segments have
seen significantly lower average volumes of EUR 12 million
and 3 million, respectively. Eight companies preferred to
purely list their shares in the First Quotation Board without
any proceeds.
So far, more than half of the Chinese companies opting in
favor of this step have preferred a pure listing with low
publication requirements. This allows them to circumvent
Händler an der New Yorker Börse
Capital Markets
the obligation to prepare a time-consuming and
cost-intensive prospectus prior to offering their
shares to the public. In some instances, efforts to
also keep the being-public expenses as low as
possible go as far as not even fulfilling the financial
markets' most basic requirements, such as the
publication of audited annual financial statements.
Figure 1: A total of 23 Chinese companies have gone
public in Germany since 2007
Prime
Standard
4
14
5
Entry
Standard
First Quotation
Board
Sources: Deutsche Börse AG, VISCARDI AG, October 2010
The reluctance to pursue a professional IR and PR
strategy displayed by some companies is also
reflected in the underperformance of the shares
listed in the Open Market: whereas the capitalization-weighted index of equities included in the
Prime Standard is trading an average of 6% above
its inception price, the index of Entry Standard
stocks is trailing its inception level by 11%. The
shares included in the First Quotation Board of the
Open Market have shown significantly poorer
performance: on average, they have lost more
than 85% of their value. Nevertheless, the capitalization-weighted China All Share Index of companies of Chinese origin and listed in Germany is
trading more or less around the level recorded on
its launch date.
Page 59
Der Nachrichtensender.
Nichts bewegt mehr als die Wirklichkeit – jede Stunde live und aktuell bei n-tv.
Capital Markets
Figure 2: Poor performance of shares traded in the Open Market
160
140
120
100
80
60
40
China FQB Index
China All Index
20
China PS Index
20/11/2007=100
China ES Index
0
Sources: Capital IQ, VISCARDI AG
Shortcomings
The geographical separation of the exchange trading location and a company's registered office is not free of conflicts. Inadequate language proficiency on the part of Chinese management – English is not the first language of
business in China – and a time difference of eight hours
make confidential communications difficult. If this is aggravated by the fact that the transparency of the company's
reporting leaves room for improvement, a dubious situation
might easily arise, leading to lackluster after-market performance. It does not have to be that way – as evidenced by
Asian Bamboo, which can hold its own against anyone in
the sphere of public relations.
track to becoming a satisfactory year, not only in terms of
the number of IPOs, but also with respect to issuance
volume. The timing of Chinese transactions thus seems to
follow the lead of German companies' issuance activities,
although Chinese IPOs will probably show significantly
stronger momentum this year.
Figure 3: 2010 might turn out to be another record-setting year
m€
8
250
7
200
6
5
150
First Quotation Board
Entry Standard
Prime Standard
Nr. of companies (right hand scale)
100
Expectations for 2011
4
3
2
50
With an issuance volume of EUR 234 million, 2007 still
marks the peak of Chinese IPOs on the German capital
market. After a pronounced decline in 2008 und 2009 to
EUR 36 million and 56 million, respectively, 2010 seems on
Page 60
1
0
0
2007
2008
Sources: Deutsche Börse AG, VISCARDI AG
2009
2010
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Capital Markets
GDR Programs in the regulated market of the FSE
Overview of the specifics
On 9 November 2010, with IBS Group Holding Limited, the
Frankfurt Stock Exchange (FSE) welcomed the first global
depositary receipts (GDR) program in the regulated market
(General Standard).1 In connection with such a listing, a securities prospectus for depositary receipts was, for the first time,
filed for approval and approved by the German Federal
Financial Supervisory Authority (BaFin Bundesanstalt für
Finanzdienstleistungsaufsicht).
A survey regarding Russian companies on the FSE
Russian companies access the international capital markets
either through so-called “dual listings” (listings of the Russian
original shares on a Russian stock exchange and of the corresponding depositary receipts (GDRs/ADRs) on a foreign exchange) or through the issue of securities (shares/GDRs/ADRs)
by a holding company incorporated outside of Russia and the listing of these securities exclusively on a foreign stock exchange.
C.A.T. Oil AG (with a holding in Austria) can be named as an
example of a Russian group of companies listed on the FSE
through a non-Russian holding with original shares, such
shares being admitted to trading on the regulated market
(Prime Standard) of the FSE. The GDR program of IBS (with a
holding in the Isle of Man) was included for trading in the
Open Market (First Quotation Board) in 2007. Numerous
depositary receipts programs of Russian companies such as
Aeroflot, Gazprom, Lukoil, Rostelecom and Sberbank, the
original shares of which are listed on MICEX and/or RTS in
Moscow, are furthermore included in trading in the Second
Quotation Board of the Open Market.
With IBS’ GDR program, for the first time, GDRs have been
admitted to trading on the regulated market of the FSE and a
securities prospectus for GDRs has been approved by BaFin.
We trust that this transaction has paved the way for GDRs of
other Russian companies and also for companies from other
regions, which are targeted by the FSE, and from which issuers
typically access the international capital markets through GDR
programs, for example India.
What are depositary receipts?
Depositary receipts represent a single share, several shares
or fractions of a share in a foreign issuer, who is, as a general
rule, restricted for regulatory or other reasons from directly
Page 62
Robert Michels, BEITEN BURKHARDT
Rechtsanwaltsgesellschaft mbH
Dr. Alexandra Zech, BEITEN BURK
HARDT Rechtsanwaltsgesellschaft mbH
listing the shares outside of their home country. The underlying
shares are generally deposited with a depositary (in most
cases a subsidiary of the US-depositary) in the home country
of the issuer and then issued as depositary receipts by such a
US-depositary. On the international capital markets, American
depositary receipts (ADRs) and global depositary receipts
(GDRs) are well-established financial instruments.
Specifics of the securities prospectus
One pre-requisite for the admission of securities to trading on
the regulated market is a securities prospectus approved by the
competent authority. The securities prospectus must at least
contain the information which has to be included in the prospectus pursuant to Regulation (EC) No. 809/2004 of 29 April
2004 (Prospectus Regulation). With Annex X, the Prospectus
Regulation provides a separate annex for depositary receipts
regulating the minimum content of the securities prospectus.
Pursuant to this Annex, information has to be included in the
securities prospectus for depositary receipts with respect to the
issuer of the underlying shares and the securities, which are the
subject matter of the prospectus, as well as information relating
to the depositary, which has issued the depositary receipts.
In accordance with the interpretation by BaFin of the word
”issuer” as contained in the German Securities Prospectus
Act (WpPG Wertpapierprospektgesetz), the issuer of the
depositary receipts has to take responsibility for the prospectus.
Financial authorities in other member states, where FSE
1) Beiten Burkhardt advised IBS on all matters of German and Russian law in
connection with this listing.
Capital Markets
competes with stock exchanges for issuers from
emerging markets, may have a different interpretation
and certainly does not mean that the relevant depositary bank needs to assume responsibility for the
prospectus. However, BaFin permits, that the responsibility statement of the depositary (in contrast to the
responsibility statement of the issuer of the underlying
shares and the applicant for the admission of the securities) may be limited to the prospectus information
imposed by Annex X items 26 and 28 of the Prospectus Regulation. Such provisions deal with the required
information relating to the issuer of the depositary
receipts and the relevant securities. It has to be noted,
that the information required according to items 26
and 28 of Annex X might not be covered by the information contained in the Terms and Conditions of the
GDRs which are displayed in the prospectus.
Das hören !
Investoren
Specifics of post-listing obligations
Within the IBS transaction, BaFin made it clear that
only the issuer of the underlying shares and not the
issuer of the GDRs is required to fulfil the post listing
obligations according to the German Securities
Trading Act (WpHG Wertpapierhandelsgesetz). There
was a degree of uncertainty in this regard due to the
fact that the clarification contained in the Directive
2004/109/EG of the European Parliament and of the
Council dated 15 December 2004 (Transparency
Directive) has not been implemented in the WpHG.
Regarding the applicable post listing obligations it
needs to be added that there are considerable differences between post listing obligations for shares and
GDRs, especially in the General Standard. An issuer
of shares, for example, is not obliged to publish its
half-yearly financial reports or to make any interim
management statements. In case the underlying
shares are not admitted to trading on an organized
market pursuant to section 2 para. 5 WpHG, the
provisions on disclosure of directors’ dealings (section
15a WpHG) and the provisions on voting rights notifications (sections 21ff WpHG) shall not apply.
Outlook
Besides IBS, other Russian companies announced
their plans to seek a stock exchange listing in the
coming months. Due to its various market segments
and its services portfolio, the FSE is considered to be
well-positioned to attract new issuers from target
regions such as Russia/the CIS region and India. The
future will show whether the IBS transaction was an
“ice-breaker” for the FSE in this regard.
Page 63
BÖRSE
HÖREN.
www.comdirect.de · www.sbroker.de
www.postbank.de · www.brn-ag.de ...
Capital Markets
Going public in volatile markets
How to de-risk an IPO
IPO activity in Europe has picked up considerably in
2010. However, the IPO market went through various
phases driven by sovereign risk in Europe; concerns with
respect to economic growth in certain areas; monetary
policy and the perceived stability of the banking sector.
This has resulted in volatility metrics for equities moving
within a wide range. As sentiment for IPOs is closely correlated with volatility, many offerings have been cancelled
– in EMEA almost 30% until the end of October 2010
according to Bloomberg. Improving transaction certainty,
i.e. “de-risking” an IPO has therefore been a crucial
element of the IPO preparation process. The article describes important elements of “de-risking”, namely securing support from anchor/cornerstone investors, differentiation of the equity story and optimizing the IPO offer
structure.
IPO preparation
The targeting of anchor or cornerstone investors is done
through a pre-sounding process, which has become an
integral part of the IPO preparation. There are various
ways in which the commitment of a particular investor
and the level of associated prospectus disclosure can be
structured: in its simplest form an anchor investment is an
order on the first day of bookbuilding without disclosure
of the investor name. In some instances investors may
Philip Grosse is Director Equity
Corporate Finance and Austria at
Credit Suisse.
Philip Grosse, Director, Credit Suisse
accept disclosure of their name as anchors. Alternatively
an investor may be willing to participate as a cornerstone
at the IPO price with a pre-agreed order size disclosed in
the prospectus and may consider a lock-up post IPO in
return for a guaranteed allocation.
Being able to disclose support for the transaction is a key
mechanism to de-risk execution and provides the ability
to negotiate from a position of strength with investors by
encouraging competition for the shares on offer. Engaging anchor or cornerstone investors also validates the
issuers’ equity story and emphasises credibility of the
management. Credit Suisse has successfully managed to
deliver anchor or cornerstone investors in several recent
IPOs, with average demand representing approx. 20% of
total demand for all such investors targeted in the presounding.
IPO execution
Differentiating the issuer’s equity story is another key
element to de-risk the IPO execution. It summarizes the
issuer's investment case and growth prospects. Shaping
the equity story in the right way is crucial for transaction
certainty. Credit Suisse’s proprietary HOLT framework
links corporate actions to valuation; it is an extremely
valuable tool to provide pre-IPO capital markets pers-
Page 64
Capital Markets
pectives on the issuer and to identify the key value drivers
to fine tune the equity story. This tool is used by many
institutional investors worldwide and was applied successfully in many IPOs, where Credit Suisse was a bookrunner.
Investor appetite will also be significantly affected by the
IPO offer structure. In order to get leading fund managers
engaged, it is important to give visibility of expected liquidity of the stock in the secondary market, particularly in a
market where volatility levels are high. Consequently,
most issuers with large offerings and therefore more
liquid stocks have outperformed the average for all issuers, both in absolute terms but also relative to the benchmark index. Secondly, investors scrutinize an issuer’s
capital structure in the current market. De-risking an IPO
includes an analysis of the issuer’s leverage and refinancing risk against the background of its peers; cyclicality of
the business and investors’ risk appetite. Finally, choosing the right window is critical for achieving optimal IPO
execution in volatile markets. Being well prepared is
therefore important for “de-risking” by creating optionality
for an opportunistic launch.
Conclusion
The current IPO market environment is still affected by
increased uncertainty. Issuers and the advising banks
need to address the above topics early on in the process
to maximize transaction certainty.
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Capital Markets
Family IPOs
IPOs as an alternative for family companies
Many family companies and/or their shareholders were
not really keen on going public. The loss of influence, fear
of opposing non-family shareholders and the publicity
associated with going public were often the disadvantages that were stated for an IPO. However, times change.
Family companies are also increasingly considering going
public and establishing that when looked at more closely
it's not actually that bad. Some entrepreneurs actually see
solid advantages having concretely examined the “IPO
option”.
Dr. Elmar Jakob is a managing partner
at IPONTIX Equity Consultants GmbH
in Frankfurt am Main. He primarily ad
vises SMEs and family companies on
corporate finance topics. He was pre
viously employed at the BHF BANK
and McKinsey.
Many reasons for more equity
Family companies today see themselves as facing a whole
range of challenges. Some are in an industry which has a
strong trend towards consolidation. Anyone who wants to
actively use this consolidation, also in an international context, must show a healthy financial balance and sufficient
equity.
However, it is often also internal family matters which
prompt the question of equity. Heirs are sometimes more
interested in a payout than being an entrepreneur in the
long-term. This also frequently results in full-bloodied disputes which can only be solved by paying out to a group of
shareholders. The remaining shareholders must in this case
Dr. Elmar Jakob, Managing Partner,
IPONTIX Equity Consultants GmbH
often spend significant amounts which are not available
without more liquidity. A pressing special topic: many family
companies borrowed standard mezzanine programmes
which have to be paid back from the middle of 2011. Many
CFOs from these mezzanine holding companies who have
switched on their “financial planning high beam headlights”
are also taking into account an IPO as an alternative worth
considering.
Figure 1: IPONTIX study on family companies: Would your company consider going public in the next three years*?
7
1) Yes; concrete measures/preparations have already been introduced
2) Yes; preparations will begin in 2011
Going public is a realistic
option in the medium term
for 28% of family companies
13
3) Yes; in principle we could imagine going public
27
4) Total yes (total of 1 to 3)
47
No opinion: have not discussed going public before
45
76
No
0
10
20
30
40
50
*Results from a survey of German family companies during the period August September 2010 (168 family companies participated)
Source: IPONTIX Equity Consultants GmbH
Page 66
60
70
80
Capital Markets
FinanceAsia has become
the world’s foremost
information source on the
Asian financial markets
for top decision makers.
Private equity as an equity source?
If takeovers are envisaged and the banks are signaling that there is no major leeway for acquisition
financing with a given equity amount, venture capital companies are occasionally rightly being conceived as a financing alternative. These provide equity
for a fixed period and become temporary shareholders. Many family companies find individual
private equity companies' contractual restrictions
and the exit fixing which often exists as unsuitable
for their own company situation. A possible solution
can be family offices which usually act somewhat
more informally than a pure private equity company
and yet are particularly well accepted if the family
offices' wealth background perhaps even comes
from the same industry in which the target company
is active. Many family offices are also long-term
focused and – provided there are ample dividend
payments – they can also imagine a so-called long
term equity partnership. And yet: there is a new shareholder at the table who also has a say according to
his percentage of investment and contractual
arrangements.
Family companies are increasingly
considering the stock exchange
In the last two years, the tendency has significantly
increased that family companies are actively considering the option of going public. The change in
generation has brought with it a positive contribution.
Many family companies have also become more
aware through the financial crisis and their changed
relationship with the banks that capital market
financing and thus a certain degree of independence
from the banks has become more important. A study
carried out by IPONTIX in the late summer of 2010
confirmed that many family companies are considering
going public.
It has also become clear to companies that equity
is an ever increasing competitive factor. The theme
of strengthening equity is therefore increasingly
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Page 67
FinanceAsia is published by haymarket media limited
Capital Markets
Figure 2: IPONTIX study on family companies: What are the significant reasons for possibly going public*?
Equity increase to finance growth/strengthening of equity base
81%
Sale of shares for the (partial) realization of the company value
49%
Greater (entrepreneurial) independence compared to incorporating
private equity or selling the company
36%
Higher value of company compared to selling company/private equity
23%
Equity increase, sales of shares
(diversification of assets) and
preservation of company inde
pendence are the main reasons
for family companies going public
21%
Management and staff participation
Positive external effect/increased recognition
17%
Easier use of capital market for further financing options
15%
Share as "acquisition currency" for planned takeovers
6%
Other reasons
9%
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
*Percentage of family companies who see going public as a realistic option in the medium term (47 companies); multiple answers possible
Source: IPONTIX Equity Consultants GmbH
appearing on management's agenda; the changing role and
often stronger position of financial management and/or CFOs
in many companies also support this trend. When weighing
up between the incorporation of a PE investor or an IPO, the
IPO often wins the upper hand. Why is this the case?
which are increasingly establishing themselves as legal
forms of incorporation. Depending on the organization, the
family influence can be preserved in these legal forms and
co-determination is restricted, with simultaneous acceptance of investors on the capital market.
Tangible advantages of going public
Prospects
From the family company's perspective it is sometimes
“more pleasant” not to have a private equity issuer on
board but to have a number of smaller shareholders. With
the right issuing concept, the majority can be kept in family
hands not just with an IPO but also with one or more capital
increases. Going public brings about the fungibility of company shares. Individual family shareholders can reduce
their share in the company with an IPO and thus diversify
their assets. At the same time they still have a share of the
company and can profit from company growth.
2010 was also not a year for celebrations for IPOs in Germany. The German IPO market is running behind those abroad, where numerous companies also went public in 2010.
For 2011 and subsequent years it can, however, be assumed
that more companies will again also go public in Germany:
an increasing percentage of stock exchange candidates
will be family companies who want to increase their equity
base in this way. Family companies, whether well-known
brand items or much-lauded hidden champions have
nothing to fear with the stock exchange: with the right preparation and corresponding organisation, an initial public
offering might not be a walk in the park, but it is a promising
financing option with lots of opportunities for the future.
Family companies today are more frequently asking about
KGaA (partnership limited by shares) and the new SE,
Page 68
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Capital Markets
Corporate brokerage
Continuous dialogue with investors as success factor for
small and medium-sized enterprises
Queuing, tea with milk, warm beer and corporate broking are
readily quoted in continental Europe as anachronistic features
of the United Kingdom. In this context, the tradition of corporate
broking does not fall short of the seemingly bizarre culinary
delicacies from the home country of capital markets.
Despite the demise of “Gentlemanly Capitalism” the City of
London has always remained loyal to the concept of corporate
broking. With good reason: corporate broking stands for a
comprehensive long-term corporate finance advisory partnership with the clear aim to optimise the terms of capital market
funding. In the aftermath of the recent global financial crisis, a
dire outlook on heightened capital adequacy ratios for financial
institutions and as such more restrictive bank lending behaviour
is likely to force companies to diversify their sources of funding
via the capital markets. Particularly in the traditionally loan
financed countries in continental Europe, a financing bottleneck and a fierce competition for (equity) funding has emerged
in the recent past. Generally, with the gradual opening of capital
markets and a likely demand overhang for capital marketbased funding, close ties to key investors and as such the role
of corporate brokerage is expected to gain in importance.
Enabling frictionless communications between companies and
(institutional) investors and thus improving the terms of capital
market financing builds the foundation of a corporate brokerage
mandate. It has to be emphasised that the engagement of the
corporate broker is not limited to marketing of a stock as part of
a primary market transaction, but primarily focuses on extensive
support in the secondary market. Usually, the corporate broker
commences his work well in advance of transaction providing
comprehensive pre-IPO advisory services. The gradual introduction of the company to capital markets through a bond or
share placement typically constitutes the basis for a series of
transactions.
Nico Baader, Member of the Board,
Baader Bank
Oliver Riedel, Head of Institutional Equities
and Derivatives, Baader Bank
acceptance of the company's strategy with financiers. This is
important since a volatile investor base may significantly increase financing costs as the company may not be able to rely on
its key investors to raise additional funding. Furthermore, the
corporate broker upholds a constant dialogue with opinion
leaders and is therefore ideally positioned to enhance the company's market perception and to improve the acceptance of
the company’s strategy with existing and potential investors.
Advantages of corporate broking for small and
medium-sized enterprises
A better understanding of the company’s strategy and a more
precise definition of the investment profile not only lower the
company's financing costs through an increase of transparency,
but also enhance demand in the secondary market. Similarly to
the real economy, improving a product's perceived positioning
and visibility may lead to an increase in demand relative to other products competing in the same market. In addition, a
company's valuation in the secondary market is also based on
the liquidity of a stock, as investors deliberately discount illiquid
investments. An increase in the liquidity on the back of corporate broking activities is also advantageous as the size of
institutional investors' positions in a stock and thus their
demand generally grow with the liquidity of the shares.
The corporate broker's central task is to keep abreast with the
latest developments in the capital markets on behalf of the
company: The corporate broker analyses the company’s profile
from a capital market perspective, investigates investors'
assessments and expectations and critically examines the
Unlike large companies, small and medium-sized enterprises
are neither the focus of both the financial press and the
research departments of numerous banks, nor are they represented in well-known stock indices. Therefore an active and
transparent communication with capital market participants is
Page 70
Capital Markets
of critical importance to these companies to gradually increase the
awareness of investors and analysts
for their traded shares.
Engaging in a continuous dialogue
with investors via a corporate broker,
like Baader Bank, increases the probability of a successful placement since
demand and supply of shares, price
sensitivity and timing can be duly identified prior to launching a transaction.
Areas of interactions between
the corporate broker and market
participants
The interactions with market participants occur on three levels:
1) The corporate broker's equity
research is the backbone for the dialogue with institutional investors independent of the direct involvement of
company officials. The initiation of the
research coverage through the corporate broker's research analysts improves the appreciation of a firm’s operations with investors and the general
public as more information on the
company’s operation are made available on a regular basis. In addition, the
distribution of company research
enables the corporate broker to explicitly target new key investors with the
aim to expand and diversify the investor base. Clearly, research reports are
not an end in itself, but open the door
for an ongoing dialogue with investors
and as such constitute the basis for
meaningful investor feedback. As
such, a comprehensive research coverage allows companies to compare
and potentially align their corporate
strategy according to market feedback
and analysts’ perception. The market
impact as a reaction to the release of
research and the access to opinion
leaders amongst the institutional investors predominantly depend on the
reputation of the respective analyst.
2) A direct dialogue between company officials and institutional investors
is facilitated through national and international roadshows. In addition,
investor conferences with focus on
specific sector and firms sizes are
organised periodically by the corporate broker to provide a platform
where dedicated specialist investors
and companies both prosper from
exchanging the latest developments
and industry trends. Usually, roadshow activities are not limited to the
marketing of less frequent primary
market transactions, but are applied
regularly to convey relevant company
information to market participants
efficiently.
3) Contracting of a market maker and
a designated sponsor ultimately ensures the availability of market quotes
and provides stock supply and
demand in the absence of an appropriate counterparty. Since the
designated sponsor is the prime
dealer in a company’s stock, information on share positions, share
demand of selected investors and
price sensitivity can be easily determined prior to a possible equity
transaction.
Die INDUS Holding AG
G
hat durch ihr Geschäftsmodell
den „Stresstest 2009“ hervorragend bestanden
G
ist ein attraktiver
Wachstumswert
G
vereint im Portfolio aktuell
40 erfolgreiche mittelständische hidden champions
G
ist mit ihren Beteiligungsunternehmen technologisch
führend und hoch spezialisiert in attraktiven Nischenmärkten tätig
G
löst Nachfolgeprobleme
im deutschsprachigen
Mittelstand
G
setzt 2010 über 900 Mio. €
um und erreicht ein EBIT
von mehr als 80 Mio. €
G
hat seit Beginn 2010 eine Kursperformance von +60 % erzielt
G
liefert seit Jahren attraktive
Dividendenrenditen bis 6%
Conclusion
Scarcity of available bank financing
has forced Anglo-Saxon companies
to nurture a close dialogue with existing shareholders in order to bank on
their financial support. In contrast,
companies in continental Europe have
largely relied on classic bank loans.
As a consequence of the international
financial crisis the equity requirements of banks are expected to increase in the near future, particularly
with a view to Basel III. Restrictive
lending behaviour in particular to
small and medium-sized companies
is considered to be a major outcome
following the introduction of higher
capital adequacy ratios. It is therefore
reasonable to assume that demand
for capital market-based financing is
likely to increase. In times of heightened competition for funding the role of
a corporate broker will gain in importance to draw on investors’ support to meet financing needs.
Page 71
INDUS Holding AG
Kölner Str. 32
51429 Bergisch Gladbach
Telefon: (02204) 4000-0
Telefax: (02204) 4000-20
Email: [email protected]
Internet: www.indus.de
WKN 620 010
ISIN: DE 000 620 01 08
LifeScience Forum
Healthcare reforms call for innovative strategic answers
Healthcare around the world is currently the target of
government reforms aimed at achieving rapid spending
cuts and fundamental structural changes since demand for
healthcare provision is growing at a time of tight public
finances. Healthcare companies able to find the right strategic answers to these reform efforts should have good
access to financing on the capital market and be among the
winners on the stock market.
Healthcare reforms in Germany
In the last few years, the German healthcare sector has
been confronted on an almost yearly basis with fresh reform
efforts such as:
• GKV-Modernisierungsgesetz (GMG – Modernisation of the
Statutory Health Insurance System Act) in 2004
• GKV Wettbewerbsstärkungsgesetz (GKV-WSG – Act to
strengthen competition in the statutory health insurance
system) in 2007
• Krankenhausfinanzierungsrahmengesetz (KHRG – Hospital
Finance Act) in 2009
• GKV-Finanzierungsgesetz (GKV-FinG – reform of statutory
health insurance) in 2011
In view of the threat of a financing deficit of EUR 11 billion in
2011, reform measures currently under discussion in the
German healthcare sector are aimed at achieving spending
cuts in the short term as well as continuing with fundamental
Dr. Christa Bähr is Head of Life
Science Team, Lead Analyst Health
care and Group Leader in Equity
Research at DZ BANK. She is a
CEFA Investment Analyst/DVFA,
Chartered Financial Analyst (CFA)
and chairwoman of the DVFA Life
Science Commission.
Dr. Christa Bähr, Equity Research,
Head of Life Science, DZ BANK
structural measures. Once the GKV-Finanzierungsgesetz
(GKV-FinG – reform of statutory health insurance) has come
into effect, it should lead to total healthcare savings of EUR
3.5 billion in 2011 and around EUR 4 billion in 2012, especially
in terms of administration costs and expenditure on drugs,
physicians and hospitals. The structural reform – which has
been under discussion for some time – is aimed at creating
a healthcare system for the future that is “fair, stable, competitive and transparent for all”. The draft law currently under
discussion (GKV-FinG, AMNOG) is expected to come into
force on 1.1.2011.
Promising company strategies
These political reforms call for forward-looking strategies
on the part of healthcare companies, such as extending
their value chain, internationalisation and innovation, as
well as providing cost-efficient high-quality medical care.
Personalized medicine
In the last few years, the German healthcare sector has been confronted on
an almost yearly basis with fresh reform efforts.
Page 72
In view of the huge costs of treatment in oncology, the
savings potential through personalized medicine is likely to
play an ever greater role. The aim of personalized medicine
is to allow doctors to prescribe a customized and hence
promising treatment to their patients early on, which takes
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Diese Schwierigkeiten lassen sich mit unseren Ideen und rechtssicheren
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Frankfurt am Main vom 22.- 24.11.2010, Stand 7.15R.
tive impact from cost-cutting than stand-alone facilities
and, secondly, that efficiency reserves in the healthcare
system can be tapped.
Figure 1: Sector Performance – Three-Year Comparison
120
Emerging markets
100
80
60
40
Nov 07
May 08
Nov 08
May 09
Prime Pharmaceuticals & Health
Nov 09
May 10
STOXX Healthcare
Nov 10
DAX
Sources: FactSet, DZ BANK
into account their individual genetic profile. Patients benefit
from this type of made-to-measure treatment through
greater chances for treatment success and fewer side
effects, which also offers companies a chance to reduce
R&D costs through smaller, pre-selected patient groups
and a smaller failure risk in clinical trials. The close interconnection between diagnosis and treatment presents
major opportunities not only for big pharmaceutical companies
which offer diagnostic tests together with a treatment, but
also for many smaller companies involved in the development and distribution of genetic tests and biomarkers.
Integrated healthcare concepts
The idea of tapping into efficiency reserves through integrated
care concepts in the area of healthcare services entered into
a new dimension with the GMG (2004). Among other things,
the act has opened up hospitals to out-patient treatment and
made it possible to set up MVZs (multi-disciplinary healthcare centres) with the aim of improving the quality of medical
provision. Since then, the number of MVZs has risen sharply
and the boundaries between acute, rehabilitation and care
and between in-patient and ambulatory healthcare facilities
are becoming increasingly fluid. Horizontal and vertical
integration as well as cooperations are opening up substantial rationalization and synergy potential for efficient
healthcare operators. This means firstly that integrated
companies are in a much better position to offset the nega-
Page 74
A greater focus on value-for-money in medical technology
is leading to opportunities for innovative products such as
telemedicine and molecular diagnostics. However, the sector
is depressed by spending cuts in healthcare systems and
by a change in demand behavior on the part of hospitals
and pharmaceutical companies – especially in developed
markets. Many companies are therefore focusing on the
emerging markets where the main aim of healthcare
reforms is to secure basic care for the population as a whole
and to raise the level of medical care. This is opening up
opportunities, especially for medical technology companies
with a product portfolio that is geared to such countries and
with the relevant distribution channels.
Conclusion
In healthcare, political reforms are part-and-parcel of the
business model. Healthcare companies have to prove themselves over and over again and come up with the right
strategic answers to reform efforts aimed at dampening
costs and at structural reform in the healthcare market.
Healthcare companies in particular which help tap into
efficiency reserves in healthcare systems and which ensure
affordable, high-quality medical care for all, are likely to have
good access to financing on the capital market and outperform on the stock market; this also applies to innovative
companies which are concentrating successfully on the
treatment of unmet medical needs and the development of
customized treatments in nichebuster indications such as
cancer.
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in connection with the first listing of GDRs
in the Regulated Market of the Frankfurt
Stock Exchange
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Far reaching impact of the Euro’s financial crisis
Uncertain outlook for the world’s largest renewable
infrastructure investment end markets
The 2010 Euro sovereign debt crisis has caused turbulence across the Cleantech sector, spawning a changing
regulatory landscape, volatile public and private capital
markets, as well as foreign exchange turbulence across
an increasing global supply chain. The outlook for the
world’s largest end markets for renewable infrastructure
investment remains uncertain.
Sovereign debt and capital markets
The “credit crunch” and global economic downturn have
led countries around the world to apply fiscal and monetary stimulus packages in order to soften the impact of
reduced credit supply. Resultant Eurozone policy decisions across the economic region highlight regional complexity due to the tension of a common monetary policy
without a unified fiscal strategy. Whereas in 2008 and
2009 company and country-level policy decisions were in
the spotlight, towards the end of 2009 the focus changed
as it became increasingly clear that Greece’s sovereign
debt levels were not sustainable, and markets shortly
thereafter realized that other countries may also be heading for fiscal trouble. Major European countries entered
the financial crisis in 2007 with an average budget deficit
of 1.1% of national income. By mid-2010, this figure had
risen nearly eight-fold with countries such as Spain showing more extreme deficits (shifting from a budget surplus
of approximately 1% to a projected deficit of 10.4% over
the same period). Ultimately, the EU’s rescue package
has helped to restore investor confidence in Eurozone
debt. However, concerns remain around countries such
Page 76
Martina Ecker is a Managing Director
at Jefferies International Ltd. in the
Frankfurt office with more than 15
years of experience with Cleantech
and industrial companies. Prior to
joining Jefferies in 2007, she spent ten
years with KPMG.
Dr. Martina Ecker, Managing Director,
Jefferies International Limited
as Spain, Ireland and Italy as shown by widened spreads
over German sovereign debt.
Investor confidence weakens
Against the backdrop of European government efforts to
counteract rising public debt levels and nervous financial
markets, generous government subsidies for the Cleantech sector have come under increased scrutiny. While
some changes to feed-in tariffs (FiTs) had been planned
for some time, the pressure on governments to cut spending may have led to an additional revision of targets.
Government regulation still plays a major role in shaping
industry developments, particularly in the solar industry,
thus these announced changes, coupled with the
ongoing uncertainty regarding the evolution of potential
tariff plans over the next 12-18 months, have made investors cautious. Spanish government evaluation of retroactive cuts for PV tariffs on assets commissioned in 2007
and 2008 caused havoc in the market and forced T-Solar
and Engyco to put their IPOs on hold. The idea has fallen
out of favor as retroactive cuts would likely have had a
ripple effect that would have been felt across the wider
renewable energy sector and may have caused a significant loss of investor confidence in FiTs more broadly. As
of now, discussions around reducing the government
subsidies retroactively have been doused, although go-
vernments throughout Europe are proceeding with plans
to reduce FiTs for new installations.
Reduced capital availability
In the European public equity capital markets (including
IPOs, follow-ons and convertible issues) monthly total
deal volumes had increased by 40% from 2008 to 2009 to
USD 30.4 billion issuance. However, this uptick in deal
activity reversed in 2010, with year to date monthly average
deal total of approximately USD 11.1 billion, down about
60% year on year. These statistics are mirrored across
the Cleantech sector. The number of completed IPOs in
Europe peaked in Q4 2007 with around 12 deals (total
deal value of approximately USD 8.6 billion). The total
deal value of European Cleantech IPOs in 2009 and 2010
(year to date) was approximately USD 21.8 million and
456.6 million, respectively. Similarly, venture capital as
well as private equity investment volumes into Cleantech
have been flat compared to last year. In 2010, European
VC/PE investments totaled around USD 1.2 billion, year
to date; this compares with investments of approximately
USD 2.1 billion in the same period in 2008. European high
yield bond activity was one of the few bright spots, surging in April with EUR 5.6 billion of new issues, the second
largest monthly total this year and the third largest
monthly number in terms of volume since the beginning
of 2008. On the debt financing side, the number of large
project deals closed in the first half of the year has been
disappointing, despite an increase in the general availability
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Agent im Sinne des § 2 Abs. 10 Kreditwesengesetz
(KWG) namens und auf Rechnung der biw Bank für
Investments und Wertpapiere AG, soweit sie Dienst-
leistungen erbringt, die der Anlage- und Abschlussvermittlung sowie dem Platzierungsgeschäft im Sinne
des § 1 Abs. 1a Satz 2 Nr. 1, 1c und Nr. 2 KWG
zuzurechnen sind.
Figure 1: European equity capital markets activity (September 2009 – September 2010)
$m
60.000
50.000
40.000
30.000
20.000
10.000
0
2009
2009
2009
2009
2010
September October November December January
Deal Value
2010
February
2010
March
2010
April
2010
May
2010
June
2010
July
2010
August
2010
September
1 Year Cumulative Moving Average
Source: Dealogic
of debt1. Q2 2010 total Cleantech asset finance in Europe
was around USD 6 billion, versus approximately USD 14
billion in Q2 2009. Project finance has also been affected,
with average spreads on debt finance for onshore wind
and PV projects in Europe being at around 235 basis
points (bps)2. This is still far below the 80bps level
reached during 2007. Spreads are not consistent across
Europe; worries about public spending cuts in general
and reduced support for Cleantech projects in particular
have tended to keep margins higher in Southern European countries.
Is the European crisis over?
It seems that the European rescue measures, such as the
European Financial Stability Facility (EFSF) package, have
eased the immediate pressure from capital markets, but
Page 78
the environment will continue to be challenging for Cleantech companies. The meltdown of the financial system in
September 2008 put an end to the illusion that Cleantech
companies can operate unaffected from the broader
financial and economic environment. Two years later,
Cleantech companies continue to be heavily impacted –
the wind sector due to a particularly challenging project
financing environment, the solar sector because of
ongoing discussions around FiT decreases – the lifeblood
of the industry. Successfully navigating this environment
means a relentless focus on cost and a stable financing
base, which allows for the seizing of opportunities for
growth as they present themselves in a consolidating
sector.
1) Source: Bloomberg New Energy Finance, July 2010.
2) Source: Bloomberg New Energy Finance, July 2010.
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“Germany’s cleantech companies need a specific
technological advantage to stay in the running”
Interview with Carsten Klante about the challenges,
investments and sustainability of Cleantech companies
and markets
Conference Magazine: Mr Klante, how do you define the
generic term “cleantech” or clean technologies?
Klante: They are predominantly companies with the aim of
sustainably producing energy from renewable resources.
Plus also those who help to save energy or raw materials
and resources in general. These include sectors such as
photovoltaics, wind, solar thermal energy.
Conference Magazine: Cleantech and capital market, this
hasn't been such a great combination this year when you
think about local solar technology companies. Am I wide of
the mark?
Klante: In the short term that may be right. Overall though
it is a success story. There is currently a strong headwind
on the solar market, which is making it mainly difficult for
European companies. China in comparison is constantly
rapidly expanding. We are seeing a time of profound
change.
Conference Magazine: This year and also before in 2009,
companies from these industries were no longer found on
the German stock exchange, why the reservation also this
year?
Carsten Klante is Head of Equity
Capital Markets, Germany and Austria
at Macquarie Capital (Europe) Limited,
Frankfurt. He has many years of
experience with IPOs and SPOs.
Carsten Klante, Head of Equity Capital
Markets, Germany and Austria, Macquarie
Capital (Europe) Limited, Frankfurt
Klante: The state of the market is still not intact. That would
be the prerequisite for further IPOs. Especially fast-growing
companies are often rather small, in view of the market
environment investors, however, prefer larger, liquid investable
companies. This fits with all of the most recent capital market
activity, cleantech is no exception.
Conference Magazine: Last year the share markets climbed
significantly, the base rate is almost zero, volatility is falling,
how much more ideal could the environment be?
Klante: Investors' appetite for risk is still limited. Volatility
had already decreased by the start of the year, but then
returned again in April and May. At the end of the day it is
this which attracts or deters investors. Therefore, there
were several major initial public offerings in Germany in the
spring with Kabel Deutschland and Brenntag, afterwards
though only a few with small volumes.
Conference Magazine: Against this backdrop do you
consider wind energy to be more exciting?
Klante: Growth in the wind energy sector is also currently
quite clearly in Asia. The market is, however, very isolated.
Page 80
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“In my view solar thermal energy production is the industry with the largest medium term potential.”
Topics like offshore wind energy are certainly exciting,
although the risks at the moment are still too unclear for
investors to want to commit yet. Therefore, this sub-item
has not reached the capital markets yet. Investments are
restricted to major energy suppliers or here and there
through private equity.
Conference Magazine: Doesn't insurances also need to
take a totally different stance in terms of investments?
Klante: This is certainly an issue. On the one hand, German
insurance companies practically have an all-time low in terms
of investment in stocks but on the other hand insurance
companies have opportunities of getting involved in different
projects. This is also happening.
Conference Magazine: Many investors are a little afraid of
this industry because the cloud of subvention sticks to it,
political regulatory basic conditions are constantly changing.
How can this conflict be solved?
Klante: Anglo-Saxon investors specifically are concerned
about investing in industries which depend on subvention
pots. The funding mechanisms must be clear.
Conference Magazine: … how can that be achieved, are
you suggesting a change in legal framework?
Page 82
Klante: It's not so much a
question of how funding is
organized but that it must be
reliable. This is why the
current problems lie elsewhere. German and also
European companies are finding it difficult at the moment
due to competition from the
Far East, they already need a
specific technological advantage to stay in the
running. SMA Solar would be
such an example. Therefore,
some are offering visible
ratings and even opportunities for investors in the cleantech sector.
Conference Magazine: China has to do something in terms
of environmental protection, in its own interest. Can we expect
the right foreign issuers from this sector, even in Germany?
Klante: Some wind energy producers are currently going
public on the Hong Kong stock exchange. There is also
some activity in the USA: I am confident that we will also
have some more examples again in Europe.
Conference Magazine: What is the best way to invest if
you are thinking about imminent climate change? – direct
investments, funds etc.?
Klante: Institutions have the option of directly investing in
infrastructure projects. Private investors should contemplate
investing in leading technology companies using the stock
market. If we look to the future in a visionary way, I believe
that in perhaps ten years we will most probably support
ourselves using solar thermal energy production. In my
view this is the industry with the largest medium-term
potential. In Germany we have several of these leading
technology companies like Solar Millennium and Schott Solar.
Conference Magazine: Mr Klante, many thanks for the
interesting interview.
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“Long-term potential for the German real
estate sector”
Interview with Dr. Christian Schlüter about the German listed
property market, attractive market segments and the importance of investor sentiment
Conference Magazine: Dr. Schlüter, the German Real
Estate Investment Trust, in short G-REIT, still seems to be a
complete non-event, why is that?
Schlüter: The number of G-REITs, market capitalization
and the low level of investor interest in the G-REIT segment
is definitely not what many market participants had expected.
One reason for this is the volatile market conditions, driven
by the negative sentiment resulting from the real estate crisis.
Although this was not nearly as marked in Germany as in
other countries, the conditions are still unfavourable. Investor confidence first needs to be rebuilt for this to happen.
Conference Magazine: How do you do that?
Schlüter: With sensible business models, management
teams, deals and capital structures. Sensible in this context
would mean: sustainable value creation for all stakeholders.
This is the only way to revive the sector. Non-value creative
transactions will not be considered in the future.
Conference Magazine: Are you hinting at several companies that went public in 2006 and 2007?
Schlüter: Some companies were not actually in the best
position to do this. Access to the German capital market will
be challenging for many of these companies going forward.
Conference Magazine: Does that mean the G-REIT regime
is okay per se, but it is the real estate companies themselves causing the problem?
Schlüter: The public debate alongside the legal process
took far too long. At one point, nobody was able to understand what the discussion was all about. For instance, the
debate on the exclusion of residential property was held in
a rather irrational way. And once the bill had been passed,
the market suddenly started turning. In summary, the whole
timing was simply very unfortunate.
Conference Magazine: Why are such large discounts to
net asset value, in short NAV, still being observed with German
real estate stocks, is there a general explanation for this?
Schlüter: Discounts to NAV are not as high as they used to
be even just a few months ago. Investors have started to
take a different view on the listed property company universe.
Page 84
Dr. Christian Schlüter is a Director of
Credit Suisse and heads the bank's
Real Estate Investment Banking fran
chise for Germany, Austria and Swit
zerland. He joined Credit Suisse in
2005.
Dr. Christian Schlüter, Director,
Credit Suisse
Some players recorded significant devaluations in their
2008 and 2009 accounts and have also been actively
addressing their upcoming debt refinancings. Investors
appreciate this approach and the NAV gap has narrowed
down to a range of perhaps 10-15% discount for these
companies.
Conference Magazine: And how about the others?
Schlüter: Those companies which are still perceived by
investors to not have done enough of their homework to
date, continue to show NAV discounts of 30% and more.
Conversely, higher NAV discounts may indicate in part a
higher share performance potential from an investor
perspective, provided that the respective companies will
clearly address their issues.
Conference Magazine: Is the German market any different
from the ones of our neighbouring countries?
Schlüter: If you consider how few listed real estate companies there are in existence in Germany compared with the
size of the economy, there is a real opportunity. Austria and
Switzerland, for instance, have a higher developed listed
real estate sector relative to their national economies. To us,
this is clearly an indicator of the long-term potential of the
German market.
Conference Magazine: Which segments do you
favour?
Schlüter: What matters is what investors favour.
The office and special purpose real estate segments are likely to continue to suffer given their characteristics as long as there remains uncertainty
about the current economic environment. In contrast, the two most resilient property segments have
been residential and retail. In both segments, we are
observing investor demand which could lead to
increased transaction activity in the listed sector in
the medium-term.
Conference Magazine: Where are the AngloAmerican investors now who were once so enthusiastic about the German real estate market?
Schlüter: Most of them are still around, but they
have been focusing on asset management. The
ones who came in late and whose fingers got burnt
at the 2006/2007 peak are unlikely to be making
many new investments in the short term. The ones,
however, who already invested in 2003/2004 did
good business. Lesson learned: either one gets the
timing of playing the cycle right, or one needs a
longer-term horizon and a business plan that is not
just based on yield compression.
Conference Magazine: The German real estate
market did not have a speculative bubble like many
others – is this an advantage for the future?
Schlüter: The bubble has by far been less excessive in Germany. In this respect, you are right. Lower
price volatility than in other places is testimony to
Germany’s defensive and long-term focused real
estate culture. This is something that market participants – domestic as well as international ones –
may appreciate and be able to benefit from going
forward.
Conference Magazine: Dr. Schlüter, many thanks
for your revealing insights!
Page 85
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Risking the Recovery?
Basel III and the credit crunch
Following our analysis of Basel III rules, we see a manageable impact on capital ratios of most German listed banks.
While Aareal Bank should be able to pay back the state aid
already by 2011 and Postbank will now be recapitalized
through Deutsche Bank, we see Commerzbank having to
raise at least EUR 4.8 billion of capital to pay back its state
aid by 2018 at the latest. However, we believe that new
regulatory requirements will not lead to a shortage of credit
supply in Germany. This is based on three key observations
in the German banking market.
Michael Rohr joined Silvia Quandt
Research GmbH in September 2010
to become Head of Financials, main
taining his local focus in a European
context. Former stations were Main
First Bank and AMB Generali Asset
Managers.
Fragmented market structure
We believe the fragmentation of the German banking sector
will help to digest potential lending supply cuts thanks to a
stable savings and co-operative banks sector pooling a
combined 40% market share in non-bank loans. While this
market structure led to lower returns in the German banking
market, we now believe it is a structural advantage against
those markets where the banking system is mainly geared
towards capital markets e.g. UK or Ireland. The German
market is still characterized by a high proportion of retail
deposits (thanks to a high savings rate and the risk-averse
German consumer) while other EU banking markets were
much more geared towards wholesale funding in the past.
Of course, the Landesbanks remain over-invested in highrisk corporate loans and structured credit vehicles limiting
their credit supply function. However, we believe that future
Michael Rohr, Head of Financials,
Silvia Quandt Research GmbH
consolidation will see a shift in market shares towards savings
banks and larger private banks taking up the missing supply
from the Landesbanks. In essence, we do not see a major
credit crunch in Germany, further supported by the emergence of alternative forms of funding.
Lending capacity restored
German banks increased their capacity to lend based on our
assumptions and Bundesbank data, mainly due to a reduction in risk-weighted assets outside their core lending
Figure 1: Total lending capacity (risk-weighted assets, €bn)
of German banking sector 1995-2010
Figure 2: German corporate deposits stabilize on high levels
(Sight, Term and Saving deposits, 1999-2010, €m)
400,000
1,200,000
300,000
1,000,000
200,000
800,000
100,000
0
600,000
100,000
400,000
200,000
Large Corporates
200,000
300,000
400,000
1995
0
2000
2005
Sources: Deutsche Bundesbank, Silvia Quandt Research GmbH
Page 86
2010
2000
Source: Deutsche Bundesbank
2005
2010
Photo © Markus Gössing - Fotolia com
activities for corporate and retail clients. We were
also struck by the fact that corporate lending
makes up only 14% of German banks’ total balance
sheet.
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Alternative forms of funding emerge
Global high-yield corporate debt is poised to set
another record year in 2010. Albeit the high-yield
market seems to be in a near-bubble state, we
believe it to be continuously fuelled by highly liquid
investors looking for yield pick-ups. Therefore, we
believe this market to remain a strong source of
funding for many corporates. In addition, we were
positively surprised to see that two years into the
crisis, corporates continued to build up deposits in
German banks. Total corporate sight deposits has
grown by EUR 54.7 billion or 5% since Lehman
Brothers went bankrupt. We believe this shows
how liquid German corporates still are, helping
them to self-finance a certain part of any missing
credit supply during the crisis.
Firma
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www.deutsche-boerse.com/listing
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Germany
Infocenter der KfW Bankengruppe
+49-(0) 18 01 24-11 24
[email protected]
www.kfw.de
Palmengartenstraße 5-9
60325 Frankfurt
Germany
As one of the world’s leading exchange organizations,
Deutsche Börse Group provides investors, financial institutions and companies access to global capital markets. Our
business covers the entire process chain from securities
and derivatives trading, clearing, settlement and custody,
through to market data and the development and operation
of electronic trading systems. With a high value on stock
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KfW Bankengruppe gives impetus to economic, social and
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areas which include small and medium-sized enterprises,
business start-ups, environmental protection, housing, infrastructure, education, project and export finance and development cooperation. KfW Bankengruppe provides one-stop
finance for SMEs and business start-ups. Its financing programs and advisory products make it a competent partner
in all matters concerning company finance. Long-term promotional loans at favourable conditions play a central role as
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barriers and to strengthen the financing structures of SMEs
and business start-ups. It promotes innovative projects with
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that work today on the technologies of tomorrow. KfW
regards the improvement of business advice provided to
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essential task. Entrepreneurs can obtain personal advice on
financing programmes from the Infocenter as well as from the
advisory centers in Frankfurt, Bonn and Berlin, and during the
periodic Open Days for Consultations at the chambers of
commerce. Specific services for entrepreneurs such as startup coaching round off its range of activities.
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Main Sponsors
Contact Person
Dr. Dietmar Schieber
Phone
+49-(0) 69-9 20 54-1 96
E-mail
[email protected]
Website
www.cbseydler.com
Address
Schillerstraße 27-29
60313 Frankfurt
Germany
Credit Suisse Securities
Contact Person
Phone
E-mail
Website
Address
DZ Bank AG
Contact Person
Phone
E-mail
Website
Address
Page 92
Close Brothers Seydler Bank AG focuses on mid-sized
companies. Core business areas are Designated Sponsoring, Corporate Finance, Equity & Fixed Income Sales &
Trading, Research and Floor Specialist Trading on the
Frankfurt Stock Exchange. It is market leader in Designated
Sponsoring with more than 190 mandates. The Equity &
Debt Capital Markets team assists with the planning, structuring and placement of transactions. Institutional investors
are serviced by the Equity & Fixed Income Trading team,
offering access to leading institutional investors in the key
European markets. Close Brothers Seydler Research AG
provides expert analysis on mid-sized German companies.
Close Brothers Seydler Bank AG offers corporate clients
professional management of their securities and associated services.
In its Investment Banking business, Credit Suisse offers
securities products and financial advisory services to users
and suppliers of capital around the world. Operating in 57
locations across 30 countries, Credit Suisse is active
across the full spectrum of financial services products
including debt and equity underwriting, sales and trading,
mergers and acquisitions, investment research, and correspondent and prime brokerage services.
Boris Kögel
+49-(0) 69-75 38-21 16
[email protected]
www.credit-suisse.com
Junghofstraße 16
60311 Frankfurt
Germany
Kersten Schmitz
+49-(0) 69-74 47-9 20 99
[email protected]
www.dzbank.de
Platz der Republik
60325 Frankfurt
Germany
DZ BANK forms part of the German cooperative financial
services network, which comprises more than 1,100 local
cooperative banks. Within the cooperative financial
services network, DZ BANK AG functions both as a central
institution for over 900 cooperative banks and their 12,000
branch offices and as a corporate bank. DZ BANK offers a
full range of equity capital markets products and services.
The business activities include i.a. initial public offerings,
capital increases, convertible bonds, participation certificates, equity-research and corporate actions like designated
sponsoring, employee participation programs, share-buyback-programs, public take-over, going private, delisting,
squeeze-outs, block trades, paying and depositary agent as
well as the conversion into registered shares.
Main Sponsors
equinet Bank offers tailor-made solutions for all financing
and capital market issues. As the entrepreneurs among
bankers, we are a partner of credibility and integrity with a
special grasp for mid-sized companies. With our corporate
finance and M&A expertise, combined with an universal
bank status, we develop and implement individual solutions. Financial investors and banks value our advanced
trading and sales services and research products of the
highest quality. equinet Bank is the exclusive partner for the
European Securities Network (ESN) in Germany.
equinet Bank AG
Contact Person
Phone
Fax
E-mail
Website
Address
Gerald Diezel
+49-(0) 69-5 89 97-2 00
+49-(0) 69-5 89 97-2 99
[email protected]
www.equinet-ag.de
Gräfstraße 97
60487 Frankfurt
Germany
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Main Sponsors
Contact Person
Arno Fuchs
Phone
+49-(0) 89-2 06 04 09-1 00
E-mail
[email protected]
Website
www.fcfcompany.com
Address
Burgstraße 8
80331 München
Germany
Jefferies
Contact Person
Phone
E-mail
Website
Address
Dr. Martina Ecker
+49-(0) 69-71 91 87-7 90
[email protected]
www.jefferies.com
Bockenheimer Landstraße 24
60323 Frankfurt
Germany
LBBW/ Baden-Württembergische Bank AG
Contact Person
Jobst Bartmer
Phone
+49-(0) 7 11-1 27-2 50 21
E-mail
[email protected]
Website
www.lbbw.de
Address
Am Hauptbahnhof 2
70173 Stuttgart
Germany
Page 94
FCF is a Corporate Financing Boutique specializing in
arranging, structuring and placing equity and debt capital
for privately owned and publicly listed small-/midcap companies. FCF provides its clients with growth-financing,
acquisition-financing and/or refinancing advice and
services, supporting them in implementing an effective,
capital markets-oriented capital structure while reducing
their dependency on traditional bank financing.
Jefferies, a global securities and investment banking firm,
has served companies and their investors for nearly 50
years. Headquartered in New York, with offices in more than
25 cities around the world, as the largest independent
investment bank, we strive to add value and create opportunity in all that we do. Our transparent and client-centric
approach, combined with wide-ranging experience, deep
industry and product expertise and extensive relationships
help distinguish Jefferies from competitors. The firm offers
a full spectrum of investment banking providing clients with
capital markets and financial advisory services, institutional
brokerage, securities research and asset management.
Landesbank Baden-Württemberg (LBBW) is a universal
bank with regional roots. In approx. 210 branches and
offices in Germany as well as in more than 20 international
offices, more than 13,000 employees cultivate customer
relationships. Together with the legally dependent institutions Baden-Württembergische Bank, Rheinland-Pfalz Bank
and Sachsen Bank LBBW is active in a variety of banking
activities. LBBW assists companies in equity financing and
provides support in IPOs, capital increases, convertible
bonds, public takeover bids as well as secondary and
private placements. Since 1996, it has taken part in more
than 200 equity issues, of which more than 100 were initial
stock market listings.
Main Sponsors
Macquarie Group (Macquarie) is a global provider of
banking, financial, advisory, investment and funds
management services. Macquarie’s main business focus is
making returns by providing a diversified range of services
to clients. Macquarie acts globally on behalf of institutional,
corporate and retail clients and counterparties. Founded in
1969, Macquarie operates in more than 70 office locations
in 28 countries. Macquarie employs approximately 14,600
people and has assets under management of approximately EUR 221 billion at 31 March 2010.
VISCARDI is an independent full service investment bank
and provides a broad product offering covering the entire
range of investment banking services for small and mid cap
companies. Our Corporate Finance practice includes
Equity Capital Markets, Mergers & Acquisitions and Private
Financing transactions for both listed and private companies. Moreover, VISCARDI offers Sales & Trading, Equity
Research and Designated Sponsoring services to its institutional clients. VISCARDI primarily is active in six industry
sectors: Technology, Renewable Energy & Infrastructure,
Industrial Goods & Services, Healthcare & Life Sciences,
Consumer Goods & Retailing and Real Estate. With a separate subsidiary we also focus on the Chinese market.
Macquarie Capital (Europe) Limited
Contact Person
Carsten Klante
Phone
+49-(0) 69-50 957 8000
E-mail
[email protected]
Website
www.macquarie.com
Address
Niederlassung Deutschland
Untermainanlage 1
60329 Frankfurt
VISCARDI AG
Contact Person
Phone
E-mail
Website
Address
Markus Fischer
+49-(0) 89-2 55 58-1 33
[email protected]
www.viscardi.com
Brienner Straße 1
80333 München
Germany
Sponsors
BDO AG Wirtschaftsprüfungsgesellschaft
Contact Person
Dr. Gebhard Zemke
Phone
+49-(0) 40-3 02 93-5 25
E-mail
[email protected]
Website
www.bdo.de
Address
Ferdinandstraße 59
20095 Hamburg
Germany
CMS Hasche Sigle
Contact Person
Phone
E-mail
Website
Address
Commerzbank AG
Contact Person
Phone
E-mail
Website
Address
Page 96
Dr. Andreas Zanner
+49-(0) 69-7 17 01-1 39
[email protected]
www.cms-hs.com
Barckhausstraße 12-16
60325 Frankfurt
Germany
Ute Gerbaulet
+49-(0) 69-1 36-2 29 74
[email protected]
www.commerzbank.de
Mainzer Landstraße 153
60327 Frankfurt
Germany
BDO is one of the leading companies for audit and auditrelated services, tax and business law consulting as well as
advisory services. Over 1,900 employees work at 25 locations in Germany. BDO attends to domestic and internationally operating companies of all industries and sizes. In
addition, our clients include municipal contractors, public
authorities and private individuals. BDO is founding member of the international BDO network, existing of legally
independent entities since 1963. BDO network operates in
over 100 countries with approximately 46,000 employees
and is the only one of the five globally operating accountancy
groups with a European tradition.
CMS Hasche Sigle is one of the leading commercial law
firms in Germany. From small and mid-sized companies to
major groups, more than 600 lawyers, tax consultants and
notaries assist our clients with all aspects of national and
international commercial law. As a member of CMS, the
organisation of nine independent European law firms and
tax consultancies, we offer access to a network with a special focus on supporting companies, banks and organisations that operate in Europe or wish to extend their activities
to Europe. Highly qualified lawyers and personal integrity
are crucial aspects of this service. CMS Hasche Sigle combines outstanding expertise and commercial knowledge
with a comprehensive full-service offering that covers all
areas of the law.
Commerzbank is the leading bank for private and corporate
clients in Germany. With the segments Private Clients,
Mittelstandsbank, Corporates & Markets, Central & Eastern
Europe as well as Asset Based Finance, the bank offers its
customers an attractive product portfolio and is a strong
partner for the export-oriented SME sector in Germany and
worldwide. With a future total of some 1,200 branches,
Commerzbank has the densest network of branches
among the German private banks. It has above 60 sites in
more than 50 countries and serves approximately 14 million
private clients as well as one million business and corporate
clients. In 2009 it posted gross revenues of EUR 10.9 billion
with some 63,000 employees.
Sponsors
BVK is the association of private equity and venture capital
firms operating in Germany. BVK has 223 full members
(private equity and venture capital firms and institutional
investors) and 106 associate members (e.g. law firms,
auditors, etc.) as of October 2010. We aim to create the
best possible conditions for private equity and venture
capital in Germany and to promote public understanding
for the role of private equity firms. Therefore, we cooperate
closely with media, policymakers, universities and associations. We support our members in communicating their
business and promoting cooperation between different
members. BVK members work in four specialist groups:
Venture Capital, Small and Medium Sized Enterprises, SME
Private Equity and Venture Capital firms and Large BuyOuts.
German Venture Capital and Private Equity Association (BVK)
Contact Person
Dörte Höppner
Phone
+49-(0) 30-30 69 82-0
E-mail
[email protected]
Website
www.bvkap.de
Address
Reinhardtstraße 27c
10117 Berlin
Germany
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Sponsors
Since 1990, Haubrok Investor Relations partnered over 40
companies through their stock exchange listing, and
assumed responsibility for communications with the financial community on their behalf. Haubrok Investor Relations
still acts for many of these companies, and advises them on
their communications with the capital markets.
Haubrok AG
Contact Person
Phone
E-mail
Website
Address
Dorothea Schneider
+49-(0) 89-2 10 27-5 20
[email protected]
www.haubrok.de
Landshuter Allee 10
80637 München
Germany
Hauck & Aufhäuser Investment Banking
Contact Person
Phone
+49-(0) 69-5 05 00-49 95
E-mail
[email protected]
Website
www.ha-ib.com
Address
Neue Mainzer Straße 28
60311 Frankfurt
Germany
Hauck & Aufhäuser is one of the leading German independent banks engaged in Private Banking, Asset Management and Investment Banking. Our Investment Banking
division provides financial advisory services to mid-market
companies, Family Offices and financial sponsors in
German-speaking countries. We offer comprehensive
advisory services including Mergers & Acquisitions, Debt
Advisory as well as Equity Capital Markets. In addition, our
recognised equity brokerage team publishes highly respected Small and Mid Cap research and has excellent
access to international institutional investors. The commitment to our clients means independent quality advice firmly
based on thorough and comprehensive expertise in financial and capital markets.
HSBC Trinkaus with its long tradition as a German bank
offers comprehensive capital market know-how of a global
operating investment bank with a local highly-personalized
service culture. Our customers benefit from the resources
and the international network of one of the world’s largest
and most capable banking groups, HSBC.
HSBC Trinkaus & Burkhardt AG
Contact Person
Mark Kahlenberg
Phone
+49-(0) 2 11-9 10-44 66
E-mail
[email protected]
Website
www.hsbctrinkaus.de
Address
Königsallee 21/23
40212 Düsseldorf
Germany
Page 98
For their long-term capital markets success our corporates
can expect tailored and consistent solutions in all areas of
equity support. We have been one of the leading designated sponsors in Germany for many years now. The large
number of our client base also reflects the outstanding
quality of our services for mid-cap and small-cap enterprises.
Sponsors
KPMG is a global network of legally independent professional firms with 140,000 employees in 146 countries. In
Germany too, KPMG is one of the leading auditing and
advisory firms and has about 8,500 employees at over 20
locations. Our services are divided into the functions Audit,
Tax and Advisory. Our Audit services are focused on the
auditing of consolidated and annual financial statements.
The Tax function incorporates the tax advisory services
provided by KPMG. Our high level of specialist know-how
on business, regulatory and transaction-related issues is
brought together within our Advisory function. We have
established teams of interdisciplinary industry specialists
for key sectors of the economy. These pool the experience
of our specialists around the world.
KPMG AG Wirtschaftsprüfungsgesellschaft
Contact Person
Robert Gutsche
Phone
+49-(0) 30-20 68-42 82
E-mail
[email protected]
Website
www.kpmg.de
Address
Ganghoferstraße 29
80339 München
Germany
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Sponsors
Morgan Stanley
Contact Person
Phone
E-mail
Website
Address
RölfsPartner
Contact Person
Phone
E-mail
Website
Address
Morgan Stanley, one of the world’s largest financial services
firms, has been active with clients in Germany for more than
20 years. We have steadily built our relationships and
expanded our offerings in the region: our comprehensive
range of services includes mergers and acquisitions,
corporate finance, equity and debt capital markets, and
sales and trading activities, as well as asset management
and private wealth management.
Silke Hofmann
+49-(0) 69 2166 1827
[email protected]
www.morganstanley.com
Junghofstraße 13-15
60311 Frankfurt
Germany
Markus Kurzhals
+49-(0) 2 11-69 01-2 76
[email protected]
www.roelfspartner.de
Grafenberger Allee 156
40237 Düsseldorf
Germany
Our firm’s local presence is enhanced by our broad reach in
the global capital markets, innovative thinking and unwavering focus on meeting our clients’ needs. Together
these have made Morgan Stanley an especially strong
name in the German marketplace. By providing first class
advisory and corporate finance services we have earned
leading roles in historic equity, debt and M&A transactions.
RölfsPartner, with a business volume of EUR 100 million
and over 700 employees at 11 German locations, is one of
the leading independent accountancy and consulting firms
in Germany. Team orientation and a holistic basic approach
towards consulting are the characteristics of the professional work of RölfsPartner: accountants, lawyers, tax
advisors, management consultants and restructuring
specialists work together closely and in an interdisciplinary
way. RölfsPartner is, by being a member of Baker Tilly International, represented in all major industrial countries. Baker
Tilly International, with 26,000 employees in 114 countries,
is the eighth biggest international network of independent
accountancy and consulting firms.
Investment Banking is based on trust.
Silvia Quandt & Cie. AG
Contact Person
Phone
E-mail
Website
Address
Page 100
Joachim Paech
+49-(0) 69-95 92 90 93-0
[email protected]
www.silviaquandt.de
Grüneburgweg 18
60322 Frankfurt
Germany
The owner-managed Silvia Quandt & Cie. AG offers comprehensive Investment Banking services for the Mittelstand. The provided services include Institutional Brokerage, Investment Research, Corporate Finance and Debt
Advisory. Silvia Quandt & Cie. AG’s success is founded on
its excellent equity market expertise with a solid track
record, a broad network providing access to private and
public equity, and strong placement power. Our entrepreneurially thinking employees see themselves as advisory
partners who will follow from the first strategy discussion to
the conclusion of the transaction and beyond.
Sponsors
Taylor Wessing is a European full service law firm with over
750 lawyers in Germany, France and the UK as well as
further offices in Belgium, China and the U.A.E. Our capital
markets practice is one of the largest in Europe, with
genuine cross-border capability, offering a flexible onestop-shop service through our network of partners and
offices on pan-European matters. We act for clients from
the technology and know-how fields, leading investment
banks, financial services companies, bidders and target
companies at a national and international level through all
phases of public takeovers. Our particular expertise in
capital markets law and regulation allows us to effectively
deal with the increasing notification and reporting obligations of quoted companies in various jurisdictions.
UniCredit is a major international financial institution with
strong roots in 22 European countries as well as representative offices in 27 other markets, with over 10,000 branches. UniCredit Corporate & Investment Banking gives
companies, from small and medium Corporates to multinationals and institutional clients, access to the largest network of banks in Central and Eastern Europe, as well as to
branches in major financial centers worldwide. The
successful collaboration between our relationship managers and specialists in our product lines (Financing & Advisory, Markets, Leasing, Global Transaction Banking)
enables UniCredit to respond promptly to our clients’ entrepreneurial requirements. Thus, UniCredit supports the
growth and internationalization of the Group’s clients.
WestLB AG is a European commercial bank with firm roots
in North Rhine-Westphalia, Germany’s largest federal state.
WestLB’s key strengths include the close and strategic
alliance with the savings banks and a distinctive expertise
in the development of innovative capital market products
and customized structured financings for German and
international clients. WestLB employs 4,780 staff (full time
equivalents as of June 30, 2010). With an integrated equity
approach, WestLB offers the whole range of investment
banking products including private placements, IPOs, capital increases and mezzanine products. With more than 100
equity capital markets transactions and 50 mezzanine
transactions during the past years, WestLB is one of the key
players for equity solutions.
Taylor Wessing
Contact Person
Phone
E-mail
Website
Address
UniCredit Bank AG
Contact Person
E-mail
Website
Address
WestLB AG
Contact Person
Phone
E-mail
Website
Address
Stephan Heinemann
+49-(0) 69-9 71 30-0
[email protected]
Senckenberganlage 20-22
60325 Frankfurt
Germany
Peter Schaede
[email protected]
www.unicreditgroup.eu
Arabellastraße 12
81925 München
Germany
Christian Fuest
+49-(0) 2 11-8 26-86 12
[email protected]
www.westlb.de
Herzogstraße 15
40217 Düsseldorf
Germany
Deutsches Eigenkapitalforum Fall 2010 Page 101
Partners
bwcon Baden Württemberg: connected
Website
Address
Creathor Venture Management GmbH
Website
Address
DVFA GmbH
Contact Person
Phone
E-mail
Website
Address
Page 102
www.bwcon.de
Breitscheidstraße 4
70174 Stuttgart
Germany
www.creathor.de
Marienbader Platz 1
61348 Bad Homburg
Germany
Karin Wenzel
+49-(0) 69-26 48 48-0
[email protected]
www.dvfa.de
Mainzer Landstraße 47a
60329 Frankfurt
Germany
Baden-Württemberg: Connected e.V., or bwcon for short, is
the top business initiative promoting Baden-Württemberg
as a high-tech location. As one of the most successful
European technology networks, bwcon connects more
than 460 companies and research institutes. Currently
more than 4,600 experts are benefiting from systematic
networking via the bwcon hub. With its fields of activity
bwcon: ICT network, bwcon: creative and bwcon: Health
Care, bwcon is creating a base for the cross-sectoral usage
of technologies and an interdisciplinary cooperation which
is unique in Baden-Württemberg. The network promotes
young and growing companies via the bwcon: CyberOne
High-tech Award and the extensive counselling and
coaching program Coach&Connect plus+ in the Network
for Business Excellence.
CREATHOR VENTURE is an independent fund company
with offices in Bad Homburg (Germany) and Zurich (Switzerland).
CREATHOR VENTURE has 25 years of venture capital
experience, acting as lead investor for more than 200
companies and participating in over 20 IPOs. CREATHOR
VENTURE provides not only capital but also industry
knowledge, expertise at building companies, and the
network to develop a sustainable business model with a
globally competitive advantage. The investment focus is on
fast growing high-tech companies in global technology
markets such as telecommunications and information technology, internet/media, life science, nanotechnology, new
materials, electronics and cleantech.
Examples current portfolio: Doodle (CH), Diva.AG (CH),
Stylefruits, aka-aki, netbiscuits, Mobiles Republic (F),
Sofialys (F), Phenex Pharmaceuticals, caprotec bioanalytics, CEVEC Pharmaceuticals, Accovion.
DVFA is the Society of Investment Professionals in Germany, founded in 1960. Currently, DVFA has more than
1,200 individual members representing over 400 investment firms, banks, asset managers, consultants and counseling businesses. DVFA is a leading qualifier for the capital
market in Germany with more 3,500 graduates altogether.
DVFA is also a leading platform for financial communication
(organizer of analyst conferences and forums). DVFA offers
investment professionals access to a worldwide network
via EFFAS – European Federation of Financial Analysts
Societies, with more than 17,000 investment professionals
in Europe, and ACIIA – Association of Certified International
Investment Analysts, with more than 60,000 investment
professionals worldwide.
Partners
Gahrens + Battermann has been a successful provider of
event technology for more than 27 years. Our rental pool consists of design-oriented video, audio, lighting and IT equipment for any project volume. Locations nationwide guarantee
short methods and fast services. Our range of services
includes consulting, planning, realisation and stand-by
service on location. Technical experts are available for every
area of technology. Our top expertise and maximum commitment are at your disposal. Gahrens + Battermann guarantees
customised solutions and professionalism down to the last
detail.
Holland Private Equity is a private equity firm focused on
late-stage growth investments in small and mid-cap technology companies within the Netherlands, Germany and
Belgium. Per transaction we deploy typically between EUR
10 to 20 million in exchange for a minority stake. Companies we invest in are typically already profitable and have
the ambition to accelerate growth through additional sales
and marketing, internationalization, back-office professionalization, product differentiation and M&A (buy-andbuild). As an equity partner with a hands-on approach, we
have built an advisory network of financial and operational
veterans which we put at the disposal of our portfolio
companies through long lasting partnerships.
Gahrens + Battermann GmbH
Contact Person
Phone
E-mail
Website
Address
HPE Holland Private Equity
Contact Person
Phone
E-mail
Website
Address
Markus Busch
+49-(0) 89 614557 55
[email protected]
www.gb-rental.com
Lustheide 77
51427 Bergisch Gladbach
Germany
Tim van Delden
+31-(0) 20 7143400
[email protected]
www.hollandprivateequity.com
Gustav Mahlerplein 109/111
1082 MS Amsterdam
Netherlands
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Partners
PvF Investor Relations
Contact Person
Phone
Fax
E-mail
Website
Address
Dr. Alexander Serfas
+49-(0) 61 96-7 77 99-22
+49-(0) 61 96-7 77 99-66
[email protected]
www.pvf.de
Hauptstraße 129
65760 Eschborn
Germany
STEP AWARD
Spirit to expand
STEP Award
Contact Person
Phone
E-mail
Website
Address
Michael Klapproth
+49-(0) 69-75 91-30 28
[email protected]
www.step-award.de
Mainzer Landstraße 199
60326 Frankfurt
Germany
Ventizz Capital Partners Advisory AG
Contact Person
Phone
E-mail
Website
Address
Page 104
Dr. Helmut Vorndran
+49-(0) 211-862-86910
[email protected]
www.ventizz.com
Graf-Adolf-Straße 18
40212 Düsseldorf
Germany
PvF Investor Relations provides advice and support in
financial communications with corporate clients in all fields
of business. PvF offers the full range of IR and PR services,
in terms of content and strategy, in the identification of specific target groups and the implementation of individual
communication methods and measures, as well as the preparation of annual, interim financial and sustainability/CSR
reports. Based in Eschborn next to Deutsche Börse as well
as in Berlin, in the Rhein-Neckar region, and in Jinan
(Shandong Province), China, expertise, experience, independence, and a high quality standard define PvF’s way of
working. Both partners act as lecturers at the Frankfurt
School of Finance for the professional training of future
Certified Investor Relations Officers C.I.R.O.
The STEP Award is a competition designed to recognize
growth companies in Germany, Austria and Switzerland.
The STEP Award is being presented for the second time.
The initiators, Infraserv Höchst and F.A.Z.-Institut Innovation Projects, are pursuing the same goal together with
numerous sponsors and partners of the competition: to
give companies in their growth phase an important boost in
their successful development. The STEP Award focuses on
the pharmaceutical, chemical, life-science, biotechnology,
nanotechnology, medical engineering and greentech
industries – businesses that are considered the sectors of
the future.
Ventizz Capital Partners exclusively advises the Ventizz
private equity funds that offer equity capital for the growth
of high-tech companies in German-speaking Europe.
Ventizz advises four funds with capital under management
totaling EUR 675 million. Ventizz Capital Fund IV L.P. has a
capital volume of EUR 450 million and is one of the largest
private equity funds for growth capital and medium-sized
tech buy-outs in German-speaking Europe. To date, the
Ventizz funds have invested in 35 companies focusing on
renewable energy, medical technology, information and
communication technology and on other industries offering
high value-add. In addition to a large number of trade sales,
Ventizz has successfully taken three of its portfolio companies public (ersol, SAF, PV Crystalox Solar).
Media Partners
FinanzNachrichten.de is the leading financial news portal
in German language and one of the biggest financial
websites on the German market. Whilst financial portals
usually only offer news gathered from their own in-house
journalists, FinanzNachrichten.de offers a wide spectrum
of news from different media in different countries.
FinanzNachrichten.de offers around 11,000 financial news
per day, in German or English, from more than 300 different
media sources. The website has 14 million page impressions and 3.4 million visits per month (IVW) by 600,000
users (AGOF). According to surveys, 87% of the users are
men, around 41% of the users hold an academic title and
half of the users are buying/selling shares at least once a
week. FinanzNachrichten.de – www.finanznachrichten.de
business new europe (bne) is the only magazine covering
business, economics, finance and politics in the dynamic
new markets of central, eastern and southeast Europe.
bne’s veteran team of journalists has more than 50 years
of collective experience of reporting on this dynamically
growing region and can explain the “why” of “what” is going
on. Meet the captains of industry that are building the new
European economies, receive up to the minute commentary and analysis of breaking news events and spot the
slow-moving trends as they appear. bne is available online
at businessneweurope.eu or as a print issue. SIGN UP
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ABC New Media AG
Contact Person
Phone
E-mail
Website
Address
Markus Meister
+41-(0) 4 46 83-11-01
[email protected]
www.finanznachrichten.de
Zollikerstraße 27
8008 Zürich
Switzerland
bne media Ltd.
Contact Person
E-mail
Website
Address
Viktoria Chupina
[email protected]
www.businessneweurope.eu
Shluterstraße 19
10707 Berlin
Germany
Börsen Radio Network AG produces radio reports and podcasts around the stock market, with executives, analysts
and market observers. We deliver this content bank portals,
e.g. comdirect.de, sbroker, rzb.at etc.
Börsen-Radio-Network AG
Contact Person
Phone
E-mail
Website
Address
Peter Heinrich
+49-(0) 9 21-7 41 34 00
[email protected]
www.brn-ag.de
Denzenlohestraße 47
95500 Heinersreuth
Germany
Media Partners
Börsen-Zeitung: Profit from your reading
Daily Newspaper for the financial markets
Börsen-Zeitung
Contact Person
Phone
E-mail
Website
Address
The Börsen-Zeitung compiles facts and researches background information to give you a daily information edge.
The Börsen-Zeitung covers banking and finance, capital
markets, companies and sectors as well as economy and
policy.
Thorsten Dieterle
+49-(0) 69-27 32-5 63
[email protected]
www.boersen-zeitung.de
Düsseldorfer Straße 16
60329 Frankfurt
Germany
DAF Deutsches Anleger Fernsehen AG
Contact Person
Thomas Eidloth
Phone
+49-(0) 92 21-90 51-6 71
E-mail
[email protected]
Website
www.daf.fm
Address
Kressenstein 15
95326 Kulmbach
Germany
dpa-AFX Wirtschaftsnachrichten GmbH
Contact Person
Marion Köhler
Phone
+49-(0) 69-9 20 22-4 57
E-mail
[email protected]
Website
www.dpa-AFX.de
Address
Gutleutstraße 110
60327 Frankfurt
Germany
Page 106
Deutsches Anleger Fernsehen is a German television
station covering the stock markets. The program can be
viewed via satellite and cable and online. The DAF accomplished to establish one of the largest free video on demand
archives in the financial sector in Germany. The mission is
to inform especially private investors about the stock markets as well as new trends with focus on the investor’s value
of benefit. Therefore, the DAF provides the viewers with
access to up to date news and professional opinions. In order to offer the viewers the best information possible, the
DAF continuously searches for new interview guests every
day. Every hour the DAF-correspondents also report live
from the Stock Exchange in Frankfurt and the NYSE. DAF
– up to date – close to the markets – comprehensible.
dpa-AFX Wirtschaftsnachrichten GmbH is one of Germany’s leading realtime financial news agencies. dpa-AFX
reports independently, reliably and fast about the international finance events and economic events – in text, audio and
video. Via intranets, websites or terminals, the dpa-AFX
news reach daily more than 12 million private and professional investors. dpa-AFX is part of a worldwide network of
1,500 journalists and so is represented in the most important financial locations of the world. Among the customers
are banks, brokers, analysts, financial specialists as well as
websites, corporates and the financial press. Business
partners are dpa – Deutsche Presse-Agentur, Hamburg,
APA – Austria Presse Agentur, Wien, and awp Finanznachrichten, Zürich.
Media Partners
For all financial pros: build your knowledge with the CORPORATE FINANCE COMPETENCE PORTFOLIO! Ensure
that as a financial pro you have access to the most important specialist information on the topics of financial
management, corporate rating, capital markets and private
equity and venture capital. Articles by real-world experts
and highly reputed authors, in-depth analysis, the latest
reports from the financial sector supply the key knowledge
to meet your discerning information needs. The CORPORATE FINANCE COMPETENCE PORTFOLIO includes the
two magazines CORPORATE FINANCE biz and CORPORATE FINANCE law completed with comprehensive online
data bank CORPORATE FINANCE fachportal, the up to
date CORPORATE FINANCE weekly e-mail newsletter and
the top-class industry event CORPORATE FINANCE
summit.
Fachverlag der Verlagsgruppe Handelsblatt GmbH
Contact Person
Andreas Walter
Phone
+49-(0) 2 11-8 87-14 57
E-mail
[email protected]
Website
www.corporate-finance-fachportal.de
Address
Grafenberger Allee 293
40237 Düsseldorf
Germany
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DER NEWSLETTER FÜR ANLEIHEEMITTENTEN UND INVESTOREN
INSTITUTIONAL INVESTMENT PUBLISHING GMBH
www.fixed-income.org, +49 (0) 81 71 / 4 18 04-91
Media Partners
FINANCIAL GATES GmbH
Contact Person
Phone
E-mail
Website
Address
Contact Person
Phone
E-mail
Website
Address
GoingPublic Media AG
Contact Person
Phone
E-mail
Website
Address
Page 108
Dione Bork
+49-(0) 60 31-73 86-17 03
[email protected]
www.finance-magazin.de
Bismarckstraße 24
61169 Friedberg
Germany
Annette Rückert
+49-(0) 69-75 91-14 01
[email protected]
www.faz.net
Hellerhofstraße 2-4
60327 Frankfurt
Germany
Daniela Gebauer
+49-(0) 89-2 00 03 39-13
[email protected]
www.goingpublic.de
Hofmannstraße 7a
81379 München
Germany
Since its founding in 2001, the FINANCIAL GATES has
grown into a leading publishing house of finance-related
cross-media platforms. We are majority-owned by the
F.A.Z. Group, the publishing house of Germany’s leading
daily F.A.Z. We have successfully staked out a relevant
position in the financial services ad market through our
flexible and efficient positioning services. Our flagship
publications speak to three distinct core target groups:
->CFOs of private-sector companies (the German magazine “FINANCE” and the English “FINANCE Emerging
Europe”, “FINANCE Europe” magazines) ->treasurers of
municipalities and public-sector companies (newspaper
Der Neue Kämmerer) ->shareholders, founders and CEOs
of large family owned businesses (“wir” magazine, as well
as “Markt und Mittelstand”).
The FAZ is one of the leading national newspapers in
Germany. It is published 6 days a week and counts as one
of the clearest and consistent journalistic voices in Germany. The paper is held in very high regard due to the comprehensive and exclusive background reporting. The FAZ has
won a number of prizes for the business coverage. On a
daily basis over 277,000 managers and senior executives
reach for the FAZ (LAE 2009). The Sunday edition is a
forward-looking, lively and entertaining read and has been
named world’s best designed Newspaper for several years
running. With the FAZ and the Sunday edition, you reach
1.90 million readers (AWA 2010). It has one of the world’s
largest correspondent networks and Europe’s most comprehensive archives. www.faz.net
GoingPublic Media AG is one of the leading publishers of magazines on capital markets, corporate finance and technology
trends. In addition to the monthly issued “GoingPublic Magazin”, the “VentureCapital Magazin” is likewise published monthly
and it stands as a hub for the German speaking private equity
and venture capital industry. Since 2003, the monthly issued
magazin “Smart Investor” addresses retail investors. The
quarterly published “HV Magazin” focuses on shareholder
meetings. The bi-monthly publication “Unternehmeredition”
addresses small and medium-sized entrepreneurs. With more
than 15,000 recipients, “DIE STIFTUNG” is the magazine with
the highest coverage in the foundation system market within the
German-speaking area. GoingPublic Media’s share is listed in
the Open Market of Frankfurt Stock Exchange.
Media Partners
FinanceAsia was established in September 1996 and
during the past decade has become one of the world’s
foremost information sources on the Asian financial
markets. Published monthly from our Asia Pacific office in
Hong Kong, FinanceAsia magazine provides our readers
with the latest financial trends, interviews, features and
investigative reports. The publication has a monthly circulation of more than 23,000 copies, including key decision
makers at corporations, governments, investment and
commercial banks, institutional investors and financial
intermediaries. FinanceAsia also publishes the region’s
foremost daily updated financial website:
www.financeasia.com.
Haymarket Media Ltd
Contact Person
Richard Santoro
Phone
+852-(0) 3175 1980
E-mail
[email protected]
Website
www.financeasia.com
Address
23/F, The centrium, 60 Wyndham Street
Central, Hong Kong
China
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Media Partners
Institutional Investment Publishing GmbH
Contact Person
Christian Schiffmacher
Phone
+49-(0) 81 71-4 18 04-91
E-mail
[email protected]
Website
www.fixed-income.org
Address
Bahnhofstraße 28
82515 Wolfratshausen
Germany
Contact Person
Phone
Website
Address
Mergermarket
Contact Person
Phone
E-mail
Website
Address
Page 110
Jörg Müller
+49-(0) 69-71 67 79-0
global.nytimes.com/
Friedrichstraße 52
60323 Frankfurt
Germany
David Kubatzky
+49-(0) 30 889 222 61
[email protected]
www.mergermarket.com
80 Strand
London WC2R 0RL
Great Britain
Founded in October 2006, Institutional Investment
Publishing GmbH is an independent publisher of magazines on institutional asset management and corporate
finance topics. Its most well-known publication is “Institutional Investment Real Estate Magazin”, which is positioned
at the point of intersection between the real estate industry,
asset management and the corporate finance industry.
October 2009 saw the publication of “BONDBOOK”, the
first independent bond magazine in German-speaking
Europe. A complement to BONDBOOK, “bond magazine”,
is published bimonthly and addresses current topics
(bond issues and investments). www.fixed-income.org,
www.realestate-magazin.de
The International Herald Tribune, the global edition of The
New York Times, creates, collects and distributes world
news, information, entertainment and opinion of the highest
journalistic integrity. Its balanced perspective addresses all
areas of human interest and is trusted and enjoyed by
people in all corners of the globe. global.nytimes.com, the
home on the Web for the IHT’s unique brand of international
journalism means that the IHT is able to provide you with a
round-the-clock source for world news, business, sports,
style and opinion from a truly global perspective, plus give
you access to all the innovative, interactive tools that make
nytimes.com a multi-award winning site.
mergermarket is an independent Mergers and Acquisitions
(M&A) intelligence service with an unrivalled network of
dedicated M&A journalists based in 62 locations across the
Americas, Europe, Asia-Pacific, the Middle-East and Africa.
Unlike any other service of its kind, mergermarket specializes in providing forward-looking origination and deal flow
opportunities integrated with a comprehensive deals database – resulting in real revenues for clients.
Visit www.mergermarket.com
Media Partners
n-tv is Germany’s first news channel standing for reliable,
fast, comprehensive and independent news: 24 hours a
day, 365 days a year. For 18 years, n-tv has been informing
round-the-clock and, due to the mobile services, also any
time and everywhere. Day-to-day, n-tv offers cutting-edge
stock market news, enterprise news and service-formats –
investigated solidly, processed understandably and presented competently. Up-to-date political talks, high-quality
magazines and documentations from a wide range of
topics complete the n-tv-program.
n-tv Nachrichtenfernsehen GmbH
Contact Person
Phone
E-mail
Website
Address
Bettina Klauser
+49-(0) 2 21-45 63-13 00
[email protected]
www.n-tv.de
Picassoplatz 1
50679 Köln
Germany
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Auch bei Sichtweiten
unter 10 Metern.
Einzeln:
im gut sortierten Zeitschriftenhandel
Immer wieder:
www.finance-magazin.de/abonnement
Media Partners
PhoenixCNE
Contact Person
Phone
E-mail
Website
Address
Pingping Luo
+49-(0) 69-35 35 78-26
[email protected]
www.pcne.tv
Neue Mainzer Straße 75
60311 Frankfurt
Germany
Property Investor Europe – PFE GmbH
Contact Person
Gaby Wagner
Phone
+49-(0) 69-2 44 33 31 12
E-mail
[email protected]
Website
www.pie-mag.com
Address
Friedrich-Ebert-Anlage 36
60325 Frankfurt
Germany
As a bridge connecting Europe and China, Phoenix
Chinese News & Entertainment Channel (PCNE) brings to
its audience the major political and business news and
entertainment programs through a wide distribution
network.PCNE broadcasts its program 24/7 across Europe
via transponder Eurobird D9S. Phoenix CNE is dedicated to
promote economic partnerships and cultural exchanges
between China and Europe, creates waves for Chinese
enterprises and provinces in their efforts to open up new
trade and investment opportunities. Apart from serving the
needs of the European Chinese communities, PCNE also
offers a window of opportunity for investors to target the
most affluent and educated European Chinese as well as
for European companies to generate publicity as they
charge into the China market.
The mission of Property Investor Europe is to bring transparency to Mainland Europe real estate for US & global investment professionals. Via a magazine, Online Weekly, HTML
Letter, daily intelligence and events, its hard news-analysiscommentary fosters investment capital flows in and around
the continent. A subscription-based service founded in
2005, PIE is uniquely published in English from Frankfurt,
Germany, with editors around Europe. Weekly, PIE reaches
over 50,000 institutional professionals via the PIE Letter,
and once per month goes to 4,000-5,000 targeted subscribers and others in print. PIE is written for investing institutions, capital allocators and managers, banks, global REITs
and other funds, corporate treasurers, academics and
private investors.
REITs in Deutschland (www.reits-in-deutschland.de) is the
information portal on Real Estate Investment Trusts and
other investment vehicles linking real estate and capital
markets.
RiD Real Estate Information GmbH
Contact Person
Matthias Freutel-Thoms
Phone
+49-(0) 69-27 13 89-18
E-mail
[email protected]
Website
www.reits-in-deutschland.de
Address
Münchener Straße 36
60329 Frankfurt
Germany
Page 112
We create transparency, provide independent in-depth
reports, and promote an effective dialogue between
investors and issuers. REITs in Deutschland is an initiative
of ergo Kommunikation (www.ergo-komm.de), one of the
leading communications consultancies and PR agencies in
Germany. ergo is focused on Business, Finance and
Politics. With ergo are more than 70 employees, the
agency’s offices are located in Cologne, Frankfurt/Main,
Munich and Berlin.
Media Partners
Swiss Equity magazine provides monthly coverage of
public companies traded on the SIX Swiss Exchange, the
BX Berne eXchange, over-the-counter or private equitybakked companies. It features the latest market
developments, company profiles, and interesting investment advices. Readers are provided with a decisive
information advantage based on the magazine’s in-depth
financial news, analysis, backgrounder stories, as well as
an informative statistics section. And this already since 18
years. Since January 2008, Swiss Equity Media Ltd. is 75%
owned by Neue Zürcher Zeitung AG.
VDI nachrichten is the leading opinion-forming weekly
magazine for engineers and technical management. It provides up-to-date, comprehensive and competent information on trends in technology, the economy and society.
The newspaper book Technik & Finanzen describes and
illustrates with examples how finances can be used to
expand and increase efficiency in business. Panels of
experts and surveys keep you informed of the capital
market, start-up initiatives as well as financial and investment strategies. And analysts and market observers offer
an assessment of trends. According to the 2010 Allensbacher Communication Media Analysis, the VDI nachrichten reaches around 298.000 readers every Friday. It is
published by VDI Verlag GmbH.
Swiss Equity Medien AG
Contact Person
Phone
E-mail
Website
Address
VDI Verlag GmbH
Contact Person
Phone
E-mail
Website
Address
Björn Zern
+41-(0) 43-3 00-53 81
[email protected]
www.se-medien.ch
Freigutstraße 26
8002 Zürich
Switzerland
Ulrike Gläsle
+49-(0) 2 11-61 88-0
[email protected]
www.vdi-nachrichten.com
VDI-Platz 1
40468 Düsseldorf
Germany
Supporters
Klassik Radio AG
Phone
E-mail
Website
Address
+49-(0) 0821-5070-0
[email protected]
www.klassikradio.de
Imhofstraße 12
86159 Augsburg
Germany
The Klassik Radio AG operates in the broadcasting of a
nationwide radio programme, sale of radio-advertising,
distribution of merchandising products and entertainment
news as well as book publishing. More than 1.6 million
people listen to Klassik Radio every day.
With more than 1.6 million listeners per day it is one of the
leading German communication mediums for decisionmakers. Its special mix of film-music, new classics, classic
hits, and lounge-music makes the programme unique,
modern and innovative.
Klassik Radio can be received in more than 270 German
cities, in Austria, Innsbruck, via VHF, and worldwide via
satellite and internet.
Klassik Radio AG is the only publicly listed radio station in
Germany.
NESPRESSO Business Solutions
Perfect coffee for your business
Nespresso Deutschland GmbH
Contact Person
Phone
Website
Address
Vincenzo Di Fina
+49-(0) 800-026 34 66
www.nespresso-pro.com
Zollhof 8
40221 Düsseldorf
Germany
Radisson Blu Hotel
Contact Person
Stephanie Schomburg
Phone
+49-(0) 69 77 01 55-3646
E-mail
[email protected]
Website
www.radissonblu.com/hotel-frankfurt
Address
Franklinstraße 65
60486 Frankfurt
Germany
Page 114
Offering a coffee is a daily gesture. However, when this
coffee is one of absolute perfection, it expresses all the
esteem that you have for your customers and your
employees. This daily gesture then carries a message: your
company recognizes quality.
Nespresso reinvent the coffee break with a selection of high
quality coffees, stylish business machines designed to
create a consistently perfect cup of coffee and services
customized to the specific needs of business customers.
With 8 Grand Crus, the Nespresso range offers a huge
variety of profiles and aromas. You can enjoy an excellent
cup of coffee to suit your taste, whatever the time of day.
Designed to be different! A hotel made of glass. 428 Rooms
and four different interior styles, from warm and modern to
bold and unconventional, create an innovative living
ambience. The unforgettable view of the Frankfurt skyline
or the mountains from the panoramic window, assure the
perfect room for each guest. With 1,000 square metres of
space, the Radisson Blu Hotel is the perfect place for
conferences, meetings and celebrations. All 9 meeting
rooms are fully air-conditioned, equipped with the latest
technology and contain a Nespresso coffee machine.
Floor-to-ceiling panoramic windows provide maximum
daylight and create a pleasant environment. All participants
are provided with free wireless internet access.
Top 25 capital seeking companies
Company
Accovion GmbH
AMEOS Gruppe
Bard Holding GmbH
Biogest Energie- und
Wassertechnik GmbH
Page
116
118
120
121
122
124
126
128
CureVac GmbH
FLABEG Holding GmbH
Glycotope GmbH
IONYS AG
itk group GmbH
Mister Spex GmbH
Novaled AG
Novalung GmbH
pvXchange N.V.
129
130
132
133
134
136
137
138
140
141
REMOS Aircraft GmbH
stylefruits GmbH
Torqeedo GmbH
WiredMinds AG
Zentrum Mikroelektronik
Dresden AG
142
144
145
146
148
150
151
152
153
Capital Seeking Companies
Accovion GmbH
Healthcare
Profile
Business Field
Year of establishment
Number of employees
Equity (in m€)
Financing needs (in m€)
Positive result since
Revenues 2008 (in m€)
Revenues 2010e (in m€)
2002
>200
0.086
none
2002
23.6
22.3
22.0
23.0
Contact
Contact Person
Phone
E-mail
Website
Address
Dusan Kosijer
+49-(0) 61 96-77 09-2 69
[email protected]
www.accovion.com
Helfmann-Park 10
65760 Eschborn
Germany
As a European full-service CRO, ACCOVION supports local
and global projects of all types and phases for the Pharmaceutical, Biotechnology and Medical Device industries. Our
premium services include study planning and management, clinical monitoring, pharmacovigilance – including
post-marketing safety –, data management, biostatistics,
statistical programming, medical writing and electronic
publishing.
Our customers benefit from ACCOVION’s comprehensive
experience spanning all stages of product development as
well as a significant contribution to a large number of NDAs,
BLAs and MAAs in all major therapeutic areas. ACCOVION
is known for its expertise in managing and conducting large
international clinical trials.
Strategic Market Position
Global Reach – Personal Touch
We support the clinical development of drugs, devices and
biotechnology products. But also gene therapies, orphan
drugs, human growth hormones, monoclonal antibodies,
biopharmaceuticals, advanced therapies and biosimilars.
We operate internationally.
Management
Martin Schröder, Chief Executive Officer
Ivana Waller, Chief Operating Officer
Dusan Kosijer, Chief Financial Officer
Regina Freunscht, Director Clinical Operations, Marketing
and Communication
Helmut Sayn, Director Statistical Services
Martin Schröder, CEO
Ivana Waller, COO
Planned Investment, Shareholders/Investors
Shareholders are:
- The management and senior staff of Accovion
- HeidelbergCapital-Private Equity
- Creathor Venture
Page 116
Jet engine
Inventor: Hans Joachim Pabst von Ohain
Germany, 1936
Drive. Made in Germany.
Also with equity capital procurement.
As one of a bank in Germany with many years of experience in the field
of equity capital procurement, we offer you unrivalled access to capital
markets. Benefit from our individual advice service covering Equity
Capital Markets and our comprehensive know-how with IPOs, share
placing, capital increases, takover bids, going private and designated
sponsoring. Equity Capital Markets: telephone +49 711 127-25021.
2010
Capital Increase
2010
Capital Increase
2010
Stake Replacement
2010
Stake Replacement
2010
Capital Increase
2009
Capital Increase
10,2 Mrd. EUR
Co-Bookrunner
420 Mio. EUR
Co-Lead-Manager
21 Mio. EUR
Sole-Lead-Manager
504 Mio. EUR
Co-Lead-Manager
4,2 Mrd. EUR
Co-Bookrunner
25 Mio. EUR
Joint-Lead-Manager
2009
Capital Increase
2009
Convertible
2008
Capital Increase
2008
Capital Increase
2008
IPO
2008
Capital Increase
156 Mio. EUR
Co-Lead-Manager
361 Mio. EUR
Co-Lead-Manager
61 Mio. CHF
Lead-Manager Bookrunner
86 Mio. EUR
Sole-Lead-Manager
190 Mio. EUR
Co-Lead-Manager
39 Mio. EUR
Lead-Manager
Bookrunner
2007
Capital Increase
2007
IPO (Wien)
2007
IPO
2007
Convertible
2007
IPO
98 Mio. EUR
Lead-Manager
1.325 Mio. EUR
Co-Manager
43 Mio. EUR
Co-Lead-Manager
200 Mio. EUR
Joint-Lead-Manager
185 Mio. EUR
Co-Lead-Manager
2007
Stake Replacement and
Capital Increase
48 Mio. EUR
Lead-Manager
2007
Stake Replacement
2007
Capital Increase
2007
IPO
2007
IPO
2007
IPO
91 Mio. CHF
Joint-Lead-Manager
23 Mio. EUR
Lead-Manager
76 Mio. EUR
Co-Lead-Manager
16 Mio. EUR
Lead-Manager
214 Mio. EUR
Co-Lead-Manager
Landesbank Baden-Württemberg
2007
Advisory and
Financing of
Acquisition of
Parsytec AG
30 Mio. EUR
AMEOS Gruppe
Healthcare
Profile
Number of employees
Equity (in m€)
2002
6,700
70
200
2008
324
336
360
400
Contact
Contact Person
Phone
E-mail
Website
Address
Dr. Volker Wendel
+41-(0) 87-8 35 33 66
[email protected]
www.ameos.eu
Bahnhofplatz 14
8021 Zürich
Switzerland
AMEOS is among Europe’s leading health service providers, focusing mainly on German-speaking regions. AMEOS
hospitals, nursing and social integration facilities offer highquality medical and nursing services that are cost-effective
while still putting people first. AMEOS institutions offer full
in- and outpatient services and a wide range of medical
treatment and nursing care in regional networks – the
AMEOS regions. This is where AMEOS stands out from its
competitors. With its growth strategy, AMEOS is aiming to
establish new healthcare regions and expand existing ones.
AMEOS has become a highly distinctive brand in the health
market.
Management
The AMEOS group is lead by a management team of five:
Dr. Axel Paeger (CEO), Dr. Volker Wendel (CFO), Michael
Dieckmann (COO), Dr. Stephan Zahn (CTO) und Dr. Marina Martini (CDO).
Business Field
The AMEOS business model includes the acquisition, the
reorganisation as well as the sustainable management of
hospitals, nursing homes, social reintegration facilities and
psychiatric clinics for the general public (to the highest level
of service quality). AMEOS operates in four business divisions: AMEOS Medical Services, AMEOS Psychiatric
Services, AMEOS Nursing Services and AMEOS Reintegration Services. AMEOS provides medical services for the
general public and focuses on major regional medical
centres with 400-600 beds offering various medical specialties, but also runs network hospitals offering general
care. AMEOS is a major private operator of psychiatric facilities in Europe with broad expertise in the field of operating
forensic facilities. The nursing homes and reintegration
services of AMEOS complement the integrated healthcare
approach of an AMEOS Region. Therefore, many of the
nursing facilities specialize in psycho-geriatric care, thus
complementing psychiatric services.
Page 118
from left to right: Stephan Zahn, Marina Martini, Axel Paeger, Michael Dieck
mann, Volker Wendel
Institutional investors with a long-term investment horizon
such as pension funds and life insurances indirectly make
the majority of the shareholders; furthermore the members
of the management team are personally invested. Because
AMEOS follows a growth strategy, future growth will require
both private and debt capital.
We believe in German Mittelstand
Capital demands new ideas. Entrepreneurs need capital.
Bringing the two together – that is what we do successfully.
Equity & Debt
Capital Markets
Dr. Dietmar Schieber
+49 (0) 69-92054-196
Institutional Sales
Raimar Bock
+49 (0) 069-92054-115
Silke Schlünsen
+49 (0) 69 92054-140
Wireless Telecommunication
Profile
Business Field
Number of employees
Equity (in m€)
1994
ca. 80
44.5
100
2007
17.4
21.3
40+
60+
Contact
Contact Person
Phone
E-mail
Website
Address
Eberhard Schöneburg
+852-(0) 31 02 28 00
[email protected]
www.artificial-life.com
Franklinstraße 12A
10557 Berlin
Germany
Artificial Life, Inc. is a leading, global, full-service provider of
mobile content and technology for smart phones (3G/4G)
providing broadband technology, mobile participation TV,
mobile and social gaming, augmented reality and m-commerce.
As a focused medium-sized mobile media company,
Artificial Life, Inc. focuses particularly on the mobile smart
phone content market which will reveal its huge potential
within the next few years.
Management
Eberhard Schöneburg, CEO
Ernest Axelbank, CTO
Frank Namyslik, CFO
Funding 50 Mio EUR
Key investors
Eberhard Schöneburg (founder): 15%
Directors and executive officers: 4%
3M Corp: 9%
Free float, others: 75%
Eberhard Schöneburg, CEO
Page 120
Healthcare
Management
Profile
Number of employees
Equity (in m€)
1984
33,000
580
2,022
2,163
2,300
-
Highly experienced and committed management team:
Dr. Tobias Kaltenbach (CEO, Chairman of the Group
Management Board)
Stephan Leonhard (CFO, Member of the Group Management Board)
Dr. Peter Coy (Member of the Group Management Board)
Family owned background with sole shareholder
Contact
Contact Person
Phone
E-mail
Website
Address
Stephan Leonhard
+49-(0) 61 74-90-11 20
[email protected]
www.asklepios.com
Debusweg 3
61462 Königstein
Germany
Business Field
With a market share of over 20%, the Asklepios Group is
one of the three largest operators of private hospitals in
Germany. The group’s strategy – which focuses on highquality, innovation and sustainable growth – has been
rewarded with dynamic growth since its formation 25 years
ago. At the end of 2009, Asklepios ran a total of 66 hospitals
with over 18,000 beds.
Stephan Leonhard, CFO
Asklepios has a strong growth record, is profitable and
generates stable cash flows on the basis of a long-term
orientated business model. The group also has a sound
financial structure and a strong capital base. Asklepios is
thus excellently positioned, both strategically and commercially, to actively shape the structural transformation of the
German healthcare system.
Bard Holding GmbH
Basic Resources
Profile
Business Field
Number of employees
Equity (in m€)
2003
1,300
-
Contact
Contact Person
Phone
E-mail
Website
Address
Klaus F. Gründel
+49-(0) 4 21-5 96 60-4 09
[email protected]
www.bard-offshore.de
Am Freihafen 1
26725 Emden
Germany
Klaus F. Gründel, Executive
Director Corporate Finance
Renewable Energies/Offshore Wind Power
BARD, headquartered in Emden (Germany), was founded in
September 2003 with a focus on developing and operating
offshore wind projects. The Company has since then grown
to a fully integrated turnkey manufacturer of Offshore Wind
Power Plants (OWPPs), adopting an end-to-end approach
– from offshore wind component design and manufacturing
to OWPP development, installation, operation, maintenance
and management.
Management
BARD is led by an experienced, dedicated and young management team, combining strong project management
skills with deep knowledge of the wind energy market and
wind technology. The family of Dr. Arngolt Bekker –
BARD’s founding shareholder, a former supervisory board
member at Gazprom and founder of construction company
Stroytransgaz – is highly committed to success in the offshore wind market and contributes a wealth of experience,
especially in the realization of large-scale projects in the
energy sector; in addition, the family background creates a
highly dynamic corporate culture, evidenced by entrepreneurial spirit and rigorous business execution in the tradition
of German mechanical engineering.
Klaus F. Gründel, Executive Director Corporate Finance,
BARD Holding GmbH. Responsible for corporate financing
activities within the BARD Group. Extensive corporate
finance, M&A, capital markets, and IPO experience with a
number of international companies. Joined BARD in 2010.
The Company is 100% owned by the Bekker family and intends to raise a significant amount of equity to strengthen
its manufacturing and installation capacities and to enable
the realization of a number of offshore wind farms.
Page 122
Biogest Energie- und
Wassertechnik GmbH
Multi-Utilites
Profile
Number of employees
Equity (in m€)
2007
19
0.47
5
5.98
4.44
12.60
15.90
Contact
Contact Person
Phone
E-mail
Website
Address
Christian Riel
+43-(0) 22 43-2 08 40-00
[email protected]
www.biogest-biogas.com
Inkustraße 1-7/5/2
3400 Klosterneuburg
Austria
construction of sewage treatment plants in Austria and in
CEE. Since the management buyout in 2007, the company
has focused solely on biogas in CEE and SEE. In addition,
Biogest will set up and operate biogas plants in the new
business unit “Own plant operations”. Due to its pioneer
role, Biogest had early access to the markets, which is why
the already constructed reference plants represent key
growth drivers for the future.
Management
Christian Riel; CFO, responsible for Finance, HR
and Law (for 9 years with
Biogest); Education: Vienna
University of Economics,
University of Vienna; Graduate degrees in Economics and Business Administration, Law
Christian Riel; CFO
Business Field
Biogest is an international biogas plant manufacturer with
headquarters in Austria and subsidiaries in the Czech
Republic, Romania and Hungary. Biogest spans the entire
biogas value chain from project development, engineering
design and turnkey construction to providing biological and
technical services for operational plants. Biogest has already
entered the biogas markets of most CEE/SEE countries, including the Czech Republic, Hungary, Poland, Romania,
Slovakia, Bulgaria and the Ukraine. It has more than 40
reference projects in the region to its name, and is aiming
for leadership in these markets. Biogest has an attractive
project pipeline in the target markets.
Biogest is a pioneer in biogas plants in the emerging
markets for biogas. The main business was originally in the
Page 124
Martin Schlerka; CEO, responsible for Sales and Distribution, R & D (for 11 years with Biogest); Education: University
of Natural Resources and Applied Life Sciences/Vienna;
Graduate Engineer in Environmental Engineering
Gerald Bartl; CTO, responsible for Project Execution and
Operations (for 13 years with Biogest); Education: University
of Natural Resources and Applied Life Sciences/Vienna;
Graduate Engineer in Environmental Engineering
Biogest is looking for an investment of EUR 5 million in
Biogest Energie- und Wassertechnik GmbH (equity and
similar long-term financial instruments) to be paid in two
tranches (EUR 3 million in 2010 and EUR 2 million in 2011).
The capital will support the balance sheet structure for the
expansion of the engineering business and will be used to
finance the investments in the own plant operation business.
We open up new vistas
High quality commercial due diligence
for responsible investors
Hands-on operational and strategic
realignment of distressed companies
A wealth of experience from numerous successful projects,
large sector expertise, the right toolbox for precise analysis
and reliable findings plus a passion for service combine to
ensure your success!
You can count on our professional expertise in the following
commercial sectors: consumer goods, food, retail, wholesale and e-commerce, franchised business, various service
industries, hospitality, healthcare, media & entertainment,
telecommunications and IT. In Germany and throughout
Europe.
If you are interested in very clear messages supported by
robust detail – please feel free to contact us!
Please contact Dr. Rainer Mayer
+49 / 2 21 / 5 69 64 - 0
[email protected]
www.maconda.de
Germany · Poland · Czech Republic ·
The Netherlands
Biotechnology
Profile
Business Field
Number of employees
Equity (in m€)
2006
24
1.1
5.0
> 0.5
0.5
1.0
2.0
1. Kits & Devices: Kit-based analysis of biological samples
for identifying proteins; devices to ensure reproducible
binding of substances to proteins.
2. ImproMed (improved medicines): Collaboration with
pharma companies for identifying proteins that are responsible for side effects (off-targets) and for the desired effect
(targets) of drug candidates. Optimization of these candidates in order to reduce attrition rates in clinical trials – the
pharmaceutical industry's most daunting problem.
Contact
Contact Person
Phone
E-mail
Website
Address
Prof. Dr. Hubert Köster
+49-(0) 30-63 92-39 88
[email protected]
www.caprotec.com
Volmerstraße 5
12489 Berlin
Germany
caprotec's USP rests on its robustly patented CCMS-technology (capture compound mass spectrometry) consisting
of 19 issued patents and numerous applications. The technology offers advantages over established “pull-down”technologies (e.g. smaller biological sample sizes and
identification of weakly interacting proteins). A further
expansion of the market position will be pursued by
launching several new kit products and by expanding pharma collaborations. In addition, proprietary drug optimization programs will be initiated on the basis of known drugs
that are efficacious but toxic. caprotec aims to create new
IP on such optimized drug candidates and to commercialize these assets through out-licensing.
Management
Prof. Dr. Hubert Köster, Founder and Managing Director;
founder and ex-CEO of Sequenom (NASDAQ: SQNM);
long-term experience in top-management
Target financing: EUR 3 million
Prof. Dr. Hubert Köster
Founder and Managing Director
Page 126
Investors:
Creathor Venture Capital, Funds managed by IBB Beteiligungsgesellschaft, KfW, experienced private investors from
the biopharmaceutical industry
1,168,499 shares
Placement price: €5.10
Placement volume: €6.0 m
Sole Leadmanager
Sole Bookrunner
1,701,912 shares
Placement volume: €6.8 mio
euromicron AG
Frankfurt/Main
465,999 shares
Placement volume: €7.7m
Mai 2010
Apr 2010
Jun 2010
Geneart AG, Regensburg
Acquisition of a majority stake
by
SINGULUS TECHNOLOGIES AG
Kahl am Main
3,694,640 shares
Placement volume: €15.15m
Sole Leadmanager
Sole Bookrunner
Life Technologies Corp.
Carlsbad, CA, USA
Sole Leadmanager
Sole Bookrunner
Sole Leadmanager
Sole Bookrunner
Cross Equity Partners AG Zurich,
Switzerland
Jun 2010
Sell-side Advisory
SÜSS MicroTec AG
Garching
Sale of
spirella s a.
Embrach, Switzerland to
Possehl Mittelstandsbeteiligungen
GmbH & Co. KG, Lübeck
Jul 2010
Capital Increase
Capital Increase
Jul 2010
Sale of
Kleine Wolke Textil GmbH & Co. KG
Bremen to
LEIFHEIT AG, Nassau
Capital Increase
Sole Leadmanager
LEIFHEIT AG, Nassau
Sell-side Advisory
Solar-Fabrik AG
Freiburg im Breisgau
Sell-Side Advisory
1,842,936 shares
Placement volume: €35 9 m
Capital Increase
Capital Increase
PC-Ware Information
Technologies AG, Leipzig
Apr 2010
Mar 2010
(selected transactions)
Corporate Finance
G
G
G
G
G
Research & Sales
Mergers & Acquisitions
Initial Public Offerings/
Capital Market Transactions
Private Equity Advisory
Debt Advisory
Corporate Evaluations
G
G
G
G
G
Trading
Research
Support for Institutional Clients
Share Placements
Bond Placements
Roadshows
Exclusive member of the
European Securities Network
(ESN)
G
G
G
G
G
Brokerage
Lead Brokerage
Electronic Order Routing
Stock Exchange Access
equinet Bank AG
Frankfurt/Main
www.equinet-ag.de
Tel. 0049 (0)69 58997-0
Biotechnology
Profile
Number of employees
Equity (in m€)
2001
17
2.1
6.0
0.01
0.03
0.2
1.9
Contact
Contact Person
Dr. Rainer Lichtenberger
Phone
+49-(0) 2 21-46 02 08-00
E-mail
[email protected]
Website
www.cevec-pharmaceuticals.com
Address
Gottfried-Hagen-Straße 62
51105 Köln
Germany
Business Field
CEVEC is a global solution provider for the production of
biopharmaceuticals (vaccines, therapeutic proteins, antibodies) focusing on the development of top notch human
cell expression systems with highest ethical standards. Our
platform expression technologies CAP and CAP-T are
based on specific, amniocyte derived human cell lines.
With the increasing regulatory hurdles, price pressure from
reimbursement systems and product quality demands
pharmaceutical and vaccine producers are constantly looking to improve their production platforms with respect to
product attributes (glycosylation pattern, human homology)
safety (i.e. avoiding virus contamination), IP protection
(protection via production process), yield improvement etc.
Page 128
Through its human cell based CAP/CAP T expression platform CEVEC addresses the needs of its pharma, biotech
and vaccine company customers and is in the unique position by not being bound to a large pharma company.
Management
Rainer Lichtenberger (CEO) has more than 20 years of
management experience in renowned pharmaceutical
companies. Within Merck KGaA, he held various positions
of increasing responsibility in R&D, project management
and global marketing, among them head business unit
“Osteoporosis & Women’s Health” and vice president of
global marketing. In 2002, Dr. Lichtenberger joined the
Merckle/Ratiopharm group on executive board level.
Wolgang Kintzel (Chief Commercial
Officer) has more than 16 years of experience in different roles within the pharmaceutical, medical device and biotech
industry in leading European and USbased organizations with full P&L
responsibility up to EUR 100 million.
From 2000 til 2008 he built up amaxa
AG as global VP Marketing & Sales from
a true start-up situation to a successfull
M&A in 2008.
Wolgang Kintzel, CCO
Cevec is currently raising EUR 6 million from internal and
external investors. Current investors include Creathor, NRW
Bank, KfW and others.
CureVac GmbH
Biotechnology
Profile
Management
Number of employees
Equity (in m€)
2000
68
approx. 65
-
Ingmar Hoerr, PhD, MBA, CEO
Florian von der Mülbe, PhD, MBA, COO
Karl-Josef Kallen, MD, PhD, CSO
Oliver Schlüter, PhD, CFO
dievini Hopp BioTech holding GmbH&Co. KG
Contact
Contact Person
Phone
E-mail
Website
Address
Oliver Schlüter, Ph.D.
+49-(0) 70 71-9 20 53-20
[email protected]
www.curevac.com
Paul-Ehrlich-Straße 15
72076 Tübingen
Germany
Business Field
Oliver Schlüter, CFO
CureVac, a biopharmaceutical company, is developing therapeutic and prophylactic vaccines as well as adjuvants.
The company is pioneering the therapeutic application of
messenger RNA (mRNA), opening up an entirely novel class
of drugs. Two tumor immunotherapeutics for the treatment
of prostate and non-small cell lung cancer are currently in
phase IIa clinical development. CureVac set up a proprietary cGMP production facility for mRNA-based compounds.
CureVac is seeking strategic alliances and partnerships in
order to fully exploit the potential of its technology platform
and its maturing product pipeline.
Movies & Entertainment
Profile
Number of employees
Equity (in m€)
2007
12
1
3.4
2009
0.2
0.7
1.3
6.1
Contact
Contact Person
Phone
E-mail
Website
Address
Kai Henniges
+41-(0) 44-5 86 66 71
[email protected]
www.diva.pro
Holbeinstraße 25
8008 Zürich
Switzerland
Diva has deals with the most important sales channels in its
market: Google, Hulu, iTunes, LG, Philips, Sony, Samsung,
Sharp, Netflix and 90 further customers. Diva aggregates
premium entertainment programming from 120 different
Hollywood based suppliers and holds exclusive VoD rights
to the majority of its 3,000 items strong library. Across its
sales channels Diva currently has 7 million monthly video
views. Diva has built a proprietary media asset and content
management system allowing it to easily integrate and manage new sales channels. End users pay to watch Diva’s
movies or view dynamically inserted video advertising. Diva
has created entry barriers: Diva holds a VoD exclusivity to
most of its current catalogue of 3’000 titles; Diva has signed
deals with sales channels for 30+ territories that are
extremely hard to replicate; Diva has built a proprietary VoD
software platform that allows us easy integration and
management of new partners; Base 100+ existing customers give Diva unique insights and reduce the risk of offering an end-to-end solution. Diva has achieved break even
within twelve months of its Series A financing; existing
revenue streams & 3-5 year contracts.
Management
Business Field
The TV market is undergoing the most fundamental change
in 50 years: in the age of broadband Internet filmed entertainment is increasingly provided when and how users want
it. The total video on-demand market is expected to reach
CHF 5.7 billion by 2013. Diva’s market segment, ‘over the
top’ VoD, is growing 300% annually. Diva has its seat in
Switzerland, was founded in March 2007 and today is an
integrated video on demand powerhouse.
Diva’s head office is in Zurich with a management team of
four; a team of six in Berlin processes contents and seasoned
media professionals based in London and the Silicon Valley
handle business development.
Page 130
Diva's founders are both serial successful entrepreneurs
and have both previously had exits from growth stage companies. Jörg Boksberger, Diva's COO, holds an engineering degree from ETH in Zurich. Kai Henniges, Diva's CEO,
holds an MBA and LLM from the University of St. Gallen.
Diva is looking for investors to contribute a total of CHF 4.5
million in form of a contribution in cash. Existing institutional investors will participate proportionately. Closing of the
private placement planned for End 2010.
Die Namensaktie.
Bewährte Verfahren,
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Sie kennen die Namen Ihrer Aktionäre,
ADEUS kennt alle Facetten der Namensaktie.
Wir bieten Ihnen Full Service zur konsequenten
Nutzung aller Vorteile der Namensaktie
für Ihr Unternehmen.
Registerführung
Aktionärsstrukturanalyse
Proxy Solicitation
IR-Reporting
Hauptversammlung
STARvote ®
STARiX®
www.adeus.de
FLABEG Holding GmbH
Glass finishing
Profile
Number of employees
Equity (in m€)
2000
1800
71.1
2000
167.5
151.1
183.7
210.0
Contact
Contact Person
Phone
E-mail
Website
Address
Axel Buchholz
+49-(0) 9 11-9 64 56-1 01
[email protected]
www.flabeg.com
Waldaustraße 13
90441 Nürnberg
Germany
Business Field
The FLABEG-Group is divided into three Business-Lines (BL):
The BL Automotive includes all types of mirrors used today in
motor vehicles (exterior mirrors, interior mirrors, and sunvisor
mirrors). In the BL Solar our activities are combined in the
market segment “concentrated solar applications” (parabolic
mirrors, mirrors for solar towers, heliostats and Stirling dish
systems). The BL Technical Glass includes high-tech special
glass, finished with special coating technologies that give the
glass properties such as conductivity or anti-reflection.
FLABEG has significant market shares in the relevant
markets. In the BL Automotive the company is market
leader in supplying exterior mirrors, interior mirrors, and
sunvisor mirrors as well as cover glass for display instruments. As pioneers in the sector solar mirrors FLABEG has
Page 132
been the market leader for over thirty years. Almost all solar
thermal power plants in operation today are equipped with
solar mirrors from FLABEG. The BL Technical Glass includes,
along with TV screens, traffic safety mirrors, display glass
and other special glass, picture glass where FLABEG ranks
among the top 3 in Europe. These market shares are to be
maintained and extended.
Management
CEO Axel Buchholz, who
holds a degree in business
studies, has presided over
the FLABEG Group since
2002 after holding executive
positions with, among others,
Metzeler Automotive Profiles,
Magna Spiegeldivision and
the Heyde AG. From 1991 to
2000 CFO Peter Brauer,
who also has a degree in
business studies, worked as
European Chief Financial Of- Axel Buchholz, CEO
ficer for the Pilkington-Group
and, in 2000, initiated the
Management Buy-Out; from then on, with a two year interruption, he worked as CFO for the FLABEG Group. With a
degree in plastics engineering COO Rainer Gsell, after
holding executive positions with BTR Automotive, Metzeler
and Hymer Leichmetallbau, has been responsible for the
FLABEG Group factories worldwide since April 2005.
IK Investment Partners (formerly known as Industri Kapital)
is a European private equity firm with Nordic roots, managing
EUR 5.7 billion in fund commitments. IK acquires and develops companies with the objective of delivering attractive
returns to its investors. The company creates lasting value
by applying a hands-on operating approach in working with
FLABEG and its management team. Together, FLABEG and
IK strive to significantly improve the performance of their
business and to create a strong, focused company with
excellent, long-term prospects.
Glycotope GmbH
Biotechnology
Profile
Number of employees
Equity (in m€)
2001
112
54
100-150
2.1
1.9
3.0
30
Contact
Contact Person
Phone
E-mail
Website
Address
Dr. Steffen Goletz
+49-(0) 30-94 89-26 00
[email protected]
www.glycotope.com
Robert-Roessle-Straße 10
13125 Berlin
Germany
Business Field
Glycotope is one of the leading companies in the development & production of biotherapeutics with an optimized
glycosylation. Based on GlycoExpress, Glycotopes
proprietary and regulatory approved technology platform,
glycooptimized therapeutic proteins exhibit a manifold
increased activity, elongated half-life time and reduced immunogenicity, permitting more effective treatments at lower
dose and higher patient comfort. Glycotope's proprietary
pipeline of such glycooptimized products currently consists
of 2 novel antibodies and 2 improved versions of already
marketed antibodies for the treatment of cancer – and an
improved protein-hormone for the treatment of infertility.
Further application of the GlycoExpress-technology to
Bloodfactors and enzyme replacement therapy is in early
development stages.
GlycoExpress is surpassing existing glycosylation technologies in its applicability to the entire class of glycosylated
proteins, allowing adjustment of multiple glycosylation
components in a fully human setting, thereby increasing the
therapeutic potential while avoiding immunogenic sideeffects typical for therapeutics produced in non-human cell
lines. The technology is made available to external partners
within the scope of a licensing agreement. Regading its
product-pipeline, Glycotope is in advanced negotiations
regarding outlicensing of some of it's projects to reknowned
partners in the pharmaceutical industry for the further
development until market approval. The remaining projects
are planned to be fully developed by Glycotope itself.
Management
Dr. Steffen Goletz, CEO, CSO & Founder; Dr. Franzpeter
Bracht, CFO & CBO; Dr. Hans Baumeister, COO
App. EUR 100 million – a) Advancement of Glycotope's
pipeline through further clinical stages. By end of 2011, two
products are scheduled to have reached phase II, three
products should have entered phase I. b) Further expansion
of Glycotope-Biotechnology’s GMP production site to
supply demands of later clinical trial stages.
Major Shareholders:
Jossa Arznei GmbH; Eckert Wagniskapital und Frühphasenfinanzierung GmbH; Dr. Steffen Goletz
Management of Glycotope GmbH
IONYS AG – chemistry in engineering for durable constructions
Chemicals, Specialty
Profile
Number of employees
Equity (in m€)
2008
10
0.072
1
2008
0.043
0.200
0.400
0.800
Contact
Contact Person
Phone
E-mail
Website
Address
Dr. Rüdiger Werp
+49-(0) 7 21-9 13 45-33
[email protected]
www.ionys.de
Hermann-von-Helmholtz-Platz 1
76344 Eggenstein-Leopoldshafen
Germany
IONYS AG develops and markets high performance materials allowing for a substantial extension of construction life
cycles. Due to IONYS’s close links to the Karlsruhe Institute
of Technology (KIT), cutting-edge research results are used
for product innovations and can usually be protected by
patents. IONYS AG currently develops new products in the
area of mineral materials and surface protection systems.
Besides own product developments, IONYS AG maintains
strategic partnerships with leading construction chemistry
companies and other partners along the value creation
chain to accelerate the market launch of product innovations. IONYS AG additionally strengthens its market position
by the business field services in which construction analysis
are carried out and prevention concepts are created.
Management
CEO: Dr. Rüdiger Werp; supervisory board: chairman:
Prof. Dr. Andreas Gerdes (KIT, Hochschule Karlsruhe),
vice chairman: Guido Hillebrandts (CEO innoveas AG),
Dr.-Ing. Peter Fritz (president of KIT)
Business Field
Due to changing environmental conditions and stress scenarios public infrastructure is increasingly exposed to external impacts. These impacts result in substantial damages
which occur earlier than planned in the infrastructure’s life
cycle and need to be repaired in a time-consuming, ecologydamaging and expensive process. Thus, there is a growing
demand among public authorities and private investors for
technologies and concepts by means of which construction repairs can be avoided. This can be achieved by utilizing
new effective and innovative materials in construction
industry. IONYS AG is a leading company in the area of
development of innovative high performance materials for
preventive, sustainable and cost-effective building.
financial requirements: EUR 1 million to extend our business
field design of high-performance construction materials;
shareholders: Prof. Dr. Andreas Gerdes, engage AG, KIT,
Hochschule Karlsruhe
Dr. Rüdiger Werp, CEO
Page 134
Prof. Dr. Andreas Gerdes,
supervisory board chairman
Wer kann dem
Alter schon ein
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forschen mit Hochdruck an neuen wirksamen und sicheren Medikamenten – für Gesundheit und
Lebensqualität bis ins höchste Alter. Die Entwicklung entsprechender Innovationen ist zwar aufwändig und erfordert Ausdauer, doch bringt sie schliesslich allen Gewinn: Patienten, Spitälern
und Kassen, aber auch Herstellern und Investoren. Die Spezialisten von BB Biotech haben die
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alt aussehen. Investieren Sie jetzt in den Markt der Zukunft – und in den medizinischen Fortschritt.
ISIN: CH0038389992
Biodays 2010 – Frankfurt, Hamburg, Stuttgart
Anmeldung unter: www.bbbiotech.com/biodays-2010
Die BB Biotech AG ist im TecDAX notiert.
Obige Angaben sind Meinungen der
BB Biotech AG und sind subjektiver Natur.
Die vergangene Performance ist keine
Garantie für zukünftige Entwicklungen.
itk group GmbH
Telecommunication Services
Profile
Number of employees
Equity (in m€)
2003
60
0.75
3.5
2004
1.5
7
15
25
Contact
Contact Person
Phone
E-mail
Website
Address
Dirk Walla
+49-(0) 30-8 89 11 99-2 55
[email protected]
www.itk-group.de
Gotzkowskystraße 20/21
10555 Berlin
Germany
Business Field
The itk group GmbH offers individual solutions for business
customers in the voice and data environment and is one of
the leading ICT service provider in the corporate customer
segment in Germany. Beside the support of several 1,000
locations in the subsidiary and corporate group customersegment also medium-sized companies count to their customers. The focus in large enterprise lies on customized unfied
communications-solutions. In the SME the focus is on
“cloud-” solutions. With the itk voice solution the itk group
GmbH developed its own “hosted” phone system. This complete telephone service is offered as managed service and is
available for the customer in his own network via VoIP. That
way the company offers a complete “phone system on the
Internet”, which will replace the traditional telephone system
in the mass market (especially in medium-sized businesses)
on long term. Inter alia Gartner, Berlecon Research, IDC,
BNA, VATM see a very dynamic growth in this market. It’s the
company’s premise to help business customers with intelli-
Page 136
gent and personalized communications solutions to work
more efficiently. From the headquarters in Berlin, the itk group
GmbH is currently coordinating more than 300 sites employing over 3,500 technicians nationwide.
The itk group GmbH focuses on two different customer
segments in the business environment:
Large enterprise customers: For this segment individual UC
solutions are being developed.
Medium-sized enterprises: Here the own hosted solution, itk
voice solution, meets the customer needs exactly. The itk
group GmbH is one of the fastest growing ICT solutions providers in Germany. In October 2010 this success was awarded
the Deloitte Fast 50 Award.
In the years 2005 to 2009, the company grew more than 50%.
From 2009 to 2010 the revenues and earnings increased
again by 100%.
Management
The Company is directed by two Managing Directors: Dirk
Walla who is also the founder of itk group GmbH and speaker
of the management board and Björn Stange, who was
ordered three years ago. Both manage the company with a
strong entrepreneurial spirit.
Dirk Walla, Managing Director
Björn Stange, Managing Director
The existing, very strong growth was almost entirely financed
from the company’s cash flow. To permit such a strong
growth further on and to be able to make an IPO, the itk group
GmbH requires capital of EUR 3.5 million to invest in sales
expansion and internationalization.
Mister Spex GmbH
Retail, Internet
Profile
Number of employees
Equity (in m€)
2007
100
aprox. 10
10
0.5
4.5
13
30
Mister Spex to the end consumer are: a large selection of
branded glasses (more than 5,500 models from over 90 different labels and designers), prices for complete prescription
glasses including lenses are up to 60% cheaper (in
comparison with standard high street opticians) and Mister
Spex offers comprehensive help, service and information to
the customers via the website and its other communication
channels. Mister Spex wants to bring about change in the
current optical industry, which has so far been characterized
by intransparent prices for customers, high profit margins for
opticians and dominant chains with focus on own brands.
Management
Contact
Contact Person
Phone
E-mail
Website
Address
Dirk Graber
+49-(0) 30-4 43 12 30-1 20
[email protected]
www.misterspex.de
Greifswalder Straße 156
10409 Berlin
Germany
Dirk Graber (founder, CEO, former BCG consultant, HHL
graduate), Björn Sykora (founder, head of marketing, former Jamba employee, HHL graduate), Philipp Frenkel
(founder, head of IT, programmer), Thilo Hardt (founder,
head of product management, programmer), Tobias Jörk
(CFO, former employee at Arthur Andersen and Lafarge),
Stefanie Budesheim (head of operations, former Spreadshirt employee), Eva Nöll (head of HR, co-initiator of the
Startup-Lounge), Martina Dier (head of PR, former employee of Mars and Asstel, EBS graduate)
Business Field
Mister Spex is the largest online retailer of branded eyewear
in Germany. Via its Internet shop http://misterspex.de the
company sells prescription glasses (including varifocals),
sunglasses, sports eyewear and contact lenses from wellknown brands and suppliers at favorable prices. Mister
Spex provides a number of interactive tools on the website,
as well as personal support by a competent team of opticians, to help its customers to find the right pair of glasses
for them. Mister Spex is currently expanding abroad and is
planning to build the leading online optician in Europe.
The main investors are the venture capitalists DN Capital,
Xange, Grazia Equity and High-Tech Gründerfonds. Also involved are multiple Business Angels such as Lukasz Gadowski
(Team Europe Ventures), Oliver Beste and Karsten Schneider.
Mister Spex has positioned itself as a retailer of high quality
branded products with value for money prices – not as a discounter. This differentiates the company from the competition
– both online and offline. The main advantages offered by
Dirk Graber, CEO
Novaled AG
R&D Technology Provider
Profile
Business Field
Number of employees
Equity (in m€)
2001
100
6.8
7.3
8.1
-
Novaled AG is a world-class technology provider in organic
light-emitting diode (OLED) technologies. Together with its
proprietary materials, Novaled markets its advanced Novaled PIN OLED® technology to display and lighting makers
preparing their entry into this promising new field.
Harry Böhme
+49-(0) 3 51-7 96 58-65
[email protected]
www.novaled.com
Tatzberg 49
01307 Dresden
Germany
Today, the company is well positioned in the display as well in
the lighting industry, and delivers materials, technology and/or
services to many of the major players in these industries
Contact
Contact Person
Phone
E-mail
Website
Address
In operation since March 2003, the company has developed
into a leading technology provider with a strong intellectual
property position. In this short time Novaled has attained
various world records in power efficiency of OLEDs.
Management
Gildas Sorin, CEO
Harry Böhme, CFO
Gerd Günther, CMO
Gildas Sorin, CEO
Harry Böhme, CFO
Gerd Günther, CMO
TechnoStart, Credit Agricole Private Equity, eCapital, TechFund, CDC, DresdenFonds, KfW and others
Page 138
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Fordern Sie unser Investment Banking-Team:
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www.quirinbank.de
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Novalung GmbH
Medical Technology
Profile
Business Field
Number of employees
Equity (in m€)
2003
50
10
3.3
4.9
6.0
10.3
Contact
Contact Person
Phone
E-mail
Website
Address
Dr. med. Georg Matheis
+49-(0) 71 31-27 06-1 24
[email protected]
www.novalung.com
Im Zukunftspark 1
74076 Heilbronn
Germany
Development and introduction of novel solutions for lung
failure with the potential of an organ-protecting and lifesaving approach in pulmonary support that is superior to
current concepts. Novalung’s goal is to replace mechanical
ventilation for improving the patient’s outcome and quality
of life.
Novalung is the first and exclusive developer, manufacturer
and distributor for medical devices that breathe outside the
human lung for pulmonary assist and replacement. The
company receives a broad interest and support among the
international key opinion leaders in critical care. Novalung
is the driver of a paradigm shift in mechanical ventilation
and covers a multi bn US $ market. More than 5,000
patients have successfully been treated in the last years
with Novalung devices.
Management
Georg Matheis, Priv. Doz. Dr. med., Prof. h.c., CEO
Hannes Wetscher, Lic. Oec. HSG, COO
Nicholas Strout, EVP Global Sales and Marketing
Novalung is funded by Zukunftsfonds Heilbronn, Landeskreditbank Baden-Württemberg and Business Angels.
Novalung is looking for strategic investors and/or financial
investors with profound experience in the MedTech
business focused on the introduction of innovative
therapies in the US market.
Georg Matheis, CEO
Page 140
Hannes Wetscher, COO
Investment volume: EUR 10 million
pvXchange N.V.
Renewable Energies
Profile
Number of employees
Equity (in m€)
2004
40
0.6
5
2005
1.8
2.6
5.7
5.8
Contact
Contact Person
Phone
E-mail
Website
Address
its liquidity, it offers customers greater transparency, more
information and a wider range of products than classical
distributors. Pricing, products, and volumes are visible at a
glance. Products from over 200 manufacturers have been
listed in the last two years and are offered to more than
4,500 registered customers.
Management
CEO and founder, Kai Malkwitz: E-commerce background
with experience in renewable energy sector since 2002
Director Product Development and founder, Martin
Schachinger: More than 16 years experience in solar
energy industry
Director Sales Development, Florian Meyer-Delpho: More
than eight years experience in solar energy industry
Michael Maximilian Müller
+41-(0) 79 22-7 75 02
[email protected]
www.pvxchange.com
Obentrautstraße 57
10963 Berlin
Germany
Business Field
pvXchange operates in the photovoltaic industry. The value
chain stretches from the refining of sand into silicon to the
development and management of power plants and retailing of electricity. The company provides a unique solution
to the distribution step of the value chain by providing a
direct exchange between module manufacturers and
installers/project developers.
pvXchange is the globally leading broker for photovoltaic
modules. It was established to bring transparency to the
market through a brokerage model facilitated by an online
B2B exchange. The exchange forms a liquid spot market
offering players a flexible alternative to bilateral and/or
long-term agreements between sellers and buyers. Due to
from left to right: Kai Malkwitz, Florian Meyer Delpho and Martin Schachinger
pvXchange is funded by the founders, friends and family
and seeks capital to further its international expansion build
out its market position by continuing its growth path of
>100% revenue CAGR between ’06 and ‘10 into the future.
REMOS Aircraft GmbH
Aircraft
Profile
Business Field
Number of employees
Equity (in m€)
2005
93
8.6
10
2012
5.8
4.9
6.1
10.6
Contact
Contact Person
Phone
E-mail
Website
Address
Ed Roberto
+49-(0) 39 73-22 55 19-55
[email protected]
www.remos.com
Franzfelde 31
17309 Pasewalk
Germany
REMOS manufactures and markets advanced carbon-fibre
aircraft from its modern factory facility in Pasewalk, north of
Berlin in Germany. REMOS has a fully industrialized and
scalable production operation including an established
supply-chain and proven processes. The company sells
directly to end customers as well as through its dealer
channels in the US and in Europe. The current REMOS
model is the GX aircraft. The GX features contemporary
aesthetic design built to exacting German engineering
standards, and features modern avionics and excellent
flight handling characteristics. REMOS has sold up to now
about 400 aircrafts in its global markets.
Despite the young company history, REMOS is one of the
top 5 leaders in the market with over 21% market share.
REMOS enjoys the role as one of the emerging players of
General Aviation, with strong support from its existing customer base and influential aviation advocacy groups such
as the Aircraft Owners and Pilot Association (AOPA).
Management
During the second quarter, the management was considerably strengthened and new organizational and leadership
structures were established, setting the prerequisites for a
high productive industrial manufacturing and international
growth. Edward P. Roberto, CEO, brings 25 years of experience in the area of company growth in high tech companies. Gretchen Jahn was appointed to the team as COO.
She can look back to more than 30 years entrepreneurial
experience in manufacturing, IT and leadership in aviation
companies.
Edward P. Roberto, CEO
Gretchen Jahn, COO
REMOS is seeking a funding commitment with EUR 6 million to be provided for working capital to fund the growth
phase to break-even and additional EUR 4 million to be
available for strategic investments in either additional
markets and/or strategic partnerships.
Page 142
Pharmaceuticals
Profile
Business Field
Number of employees
Equity (in m€)
1991
600
42
1991
84
103
n/a
n/a
RIEMSER Arzneimittel AG is a mid-sized specialty pharmaceutical company that markets primarily branded specialty/
niche products mainly for the area of Human Rx Specialties.
Founded in 1991, RIEMSER has acquired more than 200
drugs and marketing authorisations from leading pharmaceutical companies. Recent acquisitions include the antiinfectives package RIFA from Grünenthal GmbH (2010).
The Company's headquarters is located in Greifswald on
the Isle of Riems. RIEMSER has about 600 employees
mainly in Germany and a subsidiary in the United States
(North Carolina).
Contact
Contact Person
Phone
E-mail
Website
Address
Dr. Michael Mehler
+49-(0) 3 83 51-76-59
[email protected]
www.riemser.com
An der Wiek 7
17493 Greifswald-Insel Riems
Germany
RIEMSER is an international specialty pharmaceutical company, focussed on attractive niches in selected therapeutic
areas with high medical need, blending hands-on Mittelstand-culture with top industry processes and standards,
thereby delivering sustained top-tier growth rates, driven by
targeted acquisitions, organic growth and geographic
expansion.
Key strategic areas comprise oncology, dermatology, antiinfectives and oral surgery technologies.
Management
Dr. Michael Mehler, Chief Executive Officer, joined RIEMSER
in 2009. He has 20 years of industry experience in leading
pharmaceutical companies, such as Merck-Sharp & Dohme,
Novartis AG and Actelion Pharmaceuticals. Dr. Michael
Mehler managed worldwide successfully blockbuster and
specialty/niche product portfolios.
Dr. Michael Mehler, CEO
Page 144
59.4% of the shares are held by family Braun, founders of
the company. The remaining shares are held in equal parts
by General Electric Equity and TVM Capital.
Green Technology/Shipping
Profile
Number of employees
Equity (in m€)
2001
76
2.5 (31.12.2009)
5-10
2013
-
Contact
Contact Person
Phone
E-mail
Website
Address
SkySails is the market and technology leader for automated
towing kite systems. Due to its universal design, the
SkySails-System has a great market potential: a major part
of the existing world merchant fleet (approx. 60,000 ships),
as well as new builds, superyachts and fishing trawlers over
60m in length can be retro-/outfitted with SkySails propulsion. Yet, Shipping is not the only application area for the
SkySails technology: The existing know-how can serve as
technology platform for different additional product lines.
This opens up further promising markets for the future.
Management
Dipl. Wirtsch.-Ing. Stephan Wrage
+49-(0) 40-7 02 99-4 44
[email protected]
www.skysails.com
Veritaskai 3
21079 Hamburg
Germany
The business and operations of SkySails
GmbH & Co. KG are led by the managing directors Stephan Wrage (founder and chairman of the executive
board), Martin Lohss (COO), HannsUlrich Hasse (CFO) and Stephan
Brabeck (CTO). They are supported
by an advisory board of five renowned
experts from the fields of shipping,
corporate development/financing, and
investors of the company.
Stephan Wrage, CEO
Business Field
The Hamburg-based company SkySails GmbH & Co. KG is
developing, producing and selling an internationally patented wind propulsion system based on large towing kites.
The SkySails-System is the highest-performance wind propulsion system for cargo ships and thus enables commercial shipping to harness wind power again. Depending on the
prevailing wind conditions, a ship’s average annual fuel
costs can be reduced by 10 to 35% by using the SkySailsSystem. The latest product has a propulsion power of more
than 2 MW (> 3.000 horse powers; equivalent ship engine)
and can save 2-5 tons of oil per day – this equals US-$
1,000-2,500. For comparison: A normal family home needs
2 tons of oil for heating and warm water – per year!
To date, over EUR 45 million have been invested in the
development of the SkySails technology and the establishment of the company. Lead investors are the well known
ship financing company Oltmann Gruppe and the highly
respected marine engine supplier Zeppelin Power Systems.
Besides private investors, the group of SkySails investors
also includes numerous notable shipping companies.
SkySails seeks to raise a) EUR 5-10 million as convertible
loan to faster develop the different international marine
markets and build up production. b) EUR 5-10 million equity
capital to further develop the technology for a promising
new business area.
stylefruits GmbH
Retail, Internet
Profile
Business Field
Number of employees
Equity (in m€)
2008
25
10
5-10
2011
3
15
50
stylefruits is an innovative Social Commerce Platform,
which provides internet users with inspiration recommendations and entertainment when shopping for fashion
online. With its self-developed, scalable software as well as
a comprehensive data mining process, stylefruits is able to
recommend matching fashion products from a great variety
of suppliers, thus supporting its target group in their purchase decision. The company’s business model is based
on transactions, with a commission fee for every sale.
Contact
Contact Person
Phone
E-mail
Website
Address
Ingo Heinrich
+49-(0) 89-5 40 41 29-11
[email protected]
www.stylefruits.de
Lucile-Grahn-Straße 37
81675 München
Germany
stylefruits is the leading social commerce site for fashion in
Germany. The company is seeing continous strong growth
in reach and revenues, having already overtaken all established online fashion magazines as the leading source for
fashion inspiration on the internet.
Management
Ingo Heinrich
Michael Vietze
Mathias Ziegler
Ingo Heinrich
Michael Vietze (left) and Mathias Ziegler
Shareholders are the founders and the investor Creathor
Venture. stylefruits is planning a later stage investment
round for its upcoming internationalization.
Page 146
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Thin-Film Solar Modules
Profile
Business Field
Number of employees
Equity (in m€)
2001
240
-
Contact
Contact Person
Phone
E-mail
Website
Address
Dagmar Strauß
+49-(0) 30-467777-193
[email protected]
www.sulfurcell.de
Groß-Berliner Damm 149
12487 Berlin
Germany
Sulfurcell has been manufacturing and developing thin-film
solar modules based on chalcopyrite-type semiconductors
(CIS/CIGSe) since 2003. As an industrial company in Berlin,
Sulfurcells origin is at the Helmholtz-Zentrum Berlin,
Europe’s largest research institute on thin-film photovoltaics.
Sulfurcell is one of the world’s three leading companies in
the development and production of thin-film solar modules
based on CIS semiconductors. The Berlin company offers
innovative solar power technology whose quality and
appearance have already received many awards.
Management
Dr. Nikolaus Meyer (CEO and founder)
Dr. Rüdiger Stroh (COO)
Henrik Krüpper (CSO)
Sulfurcell can rely on a broad basis of renowned investors.
In addition to Intel Capital (Santa Clara) and Climate
Change Capital (London), these also include the BEU (Berlin) (a joint investment fund of Vattenfall Europe and GDF
Suez), along with Ventegis Capital (Berlin), Demeter (Paris),
Zouk (London), AIG (Zürich), BankInvest (Copenhagen), IBB
(Berlin), Engelbert Giesen (Berlin) and Masdar (New York).
from left to right: Dr. Rüdiger Stroh, COO, Dr. Nikolaus Meyer, CEO, and
Henrik Krüpper, CSO
Page 148
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Torqeedo GmbH
Energy Efficiency & Reduction of Emission
Profile
Number of employees
Equity (in m€)
2005
32
0.4
4 to 5
4.1
5.0
6.2
8.3
Contact
Contact Person
Phone
E-mail
Website
Address
Dr. Christoph Ballin
+49 (0) 8151 268 67-60
[email protected]
www.torqeedo.com
Petersbrunner Straße 3a
82319 Starnberg
Germany
build an international consumer brand for clean outboards.
As the global pioneer in this field, Torqeedo stands already
today for clean high-tech drives with superior performance.
Management
Christoph Ballin, Co-Founder and Managing Director
(Sales, Marketing, Finance) – prior positions include
Managing Director Gardena Deutschland GmbH, Corporate
Sales Director Gardena AG, Engagement Manager
McKinsey & Company Inc.
Friedrich Böbel, Co-Founder and Managing Director (R&D,
Sourcing, Supply Chain, Quality) – prior positions include
COO Gardena AG, COO Müller Milch (Müller Dairy), VP Production Infineon AG, Team Manager Fraunhofer IIS
Business Field
Torqeedo is the leader in clean outboards (for boats). Due to
its unique characteristics, the boating market is very
suitable for a pioneering role in e-mobility.
Dr. Friedrich Böbel (left) and Dr. Christoph Ballin
Torqeedo outboards convert the limited battery supply better into propulsive power than any other outboard on the
market. In addition they offer product-specific advantages
like ultra-lightweight design, integrated GPS-based range
calculation, competitive price-points etc. Drivers for
Torqeedo’s unique performance are unique technological
advantages with regards to module-technologies (motor-,
battery-, propeller-technology) as well as system-technologies (e.g. safety, user-interface, corrosion resistance).
Torqeedo is leveraging the unique product advantages to
Page 150
Main current investors: Wheb Ventures, Brose Trust AG,
Extorel AG
Advanced Industrial Equipment
Profile
Number of employees
Equity (in m€)
1999
60
2.5
2.0
2004
7.0
6.5
7.0
10.0
Contact
Contact Person
Phone
E-mail
Website
Address
Dr.-Ing. Ingo Ederer
+49-(0) 8 21-74 83-1 00
[email protected]
www.voxeljet.com
Paul-Lenz-Straße 1
86316 Friedberg
Germany
earning a doctorate in piezo dosage of liquids. Dr. Ederer is
recognized as a renowned rapid prototyping expert and
acts in this capacity as a consultant for the Bavarian Research Foundation and other organizations.
Rudolf Franz: Chairman of the Advisory Board of voxeljet
technology (born in 1967). The qualified industrial engineer
Rudolf P. Franz has been active in the world of venture capital for over 15 years – currently in the capacity of business
angel. Previously he was a member of the management
board of 3i Deutschland Gesellschaft für Industriebeteiligungen mbH, where he was responsible for technology
investment business in Germany, Austria and Switzerland.
Franz Industriebeteiligungen AG has been a shareholder of
voxeljet since December 2003. Within the company, Mr
Franz is responsible for marketing and sales as well as
finance.
Business Field
voxeljet is a technology company that specialises in the development, production and marketing of generative production systems. The company's core know-how lies in the
area of high-performance ink jet technology.
Dr. Ingo Ederer
Rudolf Franz
voxeljet is the market leader for industrial 3D printing systems.
Management
Dr. Ingo Ederer: Founder, partner and managing director of
voxeljet technology (born in 1967). After graduating from
the Technical University of Munich with a degree in mechanical engineering, he completed his university studies by
The company needs growth capital in order to open up the
international markets.
Dr. Ingo Ederer, 38%
Franz Industriebeteiligungen AG, 17%
Bayern Kapital GmbH, 11%
WiredMinds AG
Internet
Profile
Number of employees
Equity (in m€)
2002
13
0.2
4
2010
0.50
0.63
1
1.5
Contact
Contact Person
Phone
E-mail
Website
Address
Albert Denz
+49-(0) 7 11-58 53 31-29
[email protected]
www.wiredminds.de
Immenhofer Straße 21
70180 Stuttgart
Germany
customers with behavioral and searching profiles. Based on
this data, WiredMinds generates instantly leads and reports
to relevant sales channels or integrates in CRM systems.
Ad a)
Web analytics & tracking of smart web applications: Standard products offer to be launched based on existing platform.
Ad b)
Online Sales & Marketing Automation: WiredMinds is the leading Plug & Play webanalytics solution company in Germany;
successful start in UK with around 15 customers & recently
closed contract with an international web hosting platform.
Management
Albert Denz, CEO: Former IBM and SAP executive and
experienced start-up manager
Markus Müller, CTO and Co-Founder: 15 years experience in developing Internet Business Solutions
Business Field
Planned investment: EUR 4 million
Shareholder/Investor: Creathor Venture
a) Web analytics & tracking of smart web applications
The market for mobile applications grows by 90% per year
worldwide and is expected to show a revenue growth up to
EUR 700 million by 2013 in Germany. Worldwide there will
be more than 600,000 applications by 2013. To exploit this
market potential there is an urgent need of intelligent software, which allows to monitor and analyze the behaviour of
consumers who use these apps. Based on classical webanalytics, WiredMinds’ technology is adjusted to the requirements of the app environment and allows to track behavior patterns and statistical data. Assuming a 10% market
share of this widely uncovered potential, WiredMinds could
generate EUR 15 million additional revenue in 2013.
b) Online sales & marketing automation. WiredMinds’ technology identifies visitors of a website and augments potential
Page 152
Albert Denz, CEO
Zentrum Mikroelektronik
Dresden AG
Semiconductors
Profile
Number of employees
Equity (in m€)
1961
284
65.24
Refinancing liabilities
2007
55.8
43.2
52
60
Contact
Contact Person
Phone
E-mail
Website
Address
Thilo von Selchow
+49-(0) 3 51-88 22-2 04
[email protected]
www.zmdi.com
Grenzstraße 28
01109 Dresden
Germany
enterprise into a growing global Fabless player. He holds a
degree in Economics from the University of Munich. Between
1991 and 1999, he served several Managing Director- and
Chairman positions in the Heitkamp & Thumann Group. He
is a cofounder of “Silicon Saxony e.V.”, serves as Chairman
of the Board at Novaled AG and is member of the Advisory
Board to the Microelectronics Group of the Fraunhofer
Association.
Steffen Wollek (CFO)
Steffen Wollek joined ZMD AG in March 2005 as Head of
Finance, Controlling & Treasury and became CFO of ZMD
AG in 2007 and since 2009 he is member of the executive
board. He has been working for several SMEs in Berlin
before, basically being responsible for Corporate Finance,
International Accounting & Controlling. He studied at the
Technische Universität Berlin and at the University of
Berkeley in California and holds a Diploma in Business
Administration.
Business Field
Analog mixed-signal based products for energy efficient
solutions in electronics. ZMDI focuses on ICs for sensors
and Power Management as well as LED.
Leading in signal conditioning and processing of sensors.
USP in LED through dimming capability and operation on
rectified line power option (230 V). USP in Digital Power
Management through several patents.
Thilo von Selchow, CEO & President
Steffen Wollek, CFO
Restructuring of liabilities (see presentation).
Management
Thilo von Selchow (CEO & President)
Thilo von Selchow is CEO & President since 1999. He
turned the company around from a struggling state-owned
Service
Deutsche Börse Listing Partners
ACON Actienbank AG
China Expert
Contact Person
E-mail
Phone
Web
Christoph Weideneder
[email protected]
+49-(0) 89-24 41 18-3 00
www.aconbank.de
China, Russia & CIS
and Entry Standard Expert
Allen & Overy LLP
Contact Person
E-mail
Phone
Web
Dr. Oliver Seiler
[email protected]
+49-(0) 69-26 48 50 00
www.allenovery.com
Ashurst LLP
Bayerische Landesbank
Contact Person
E-mail
Phone
Web
BDO Deutsche
Warentreuhand AG
Sergei Ostrovsky, Reinhard Eyring
[email protected]
[email protected]
+44-(0)207-638-1111, +49-(0) 69-97 11 26
www.ashurst.com
Phone
Web
Asiasons WFG Financial
China Expert
Phone
+65-(0) 6319 4999
AWT Horwath GmbH
Contact Person
E-mail
China and
Entry Standard Expert
Manuel Rauchfuss, Günter Wörl
[email protected]
[email protected]
+49-(0) 89-76 90 63-27, -28
www.awt-horwath.de
Phone
Web
Contact Person
Dr. Gebhard Zemke, Andrea Bilitewski
E-mail
[email protected], [email protected]
Phone
+49-(0) 40-302 93-525, -209
Web
www.bdo.de
Beiten Burkhardt
Rechtsanwaltsgesellschaft mbH
Contact Person
E-mail
Baader Bank Aktiengesellschaft
Contact Person
E-mail
India and
Nico Baader, Ulrich Drumm
[email protected]
[email protected]
+49-(0) 89-51 50 0
www.baaderbank.de
Phone
Web
Phone
Web
BHF - BANK AG
Contact Person
E-mail
Phone
Web
Cornelius Clotten
[email protected]
+49-(0) 69-71 80
www.bhf-bank.com
Blättchen & Partner AG
E-mail
Web
BNP Paribas
Bankhaus Lampe KG
Contact Person
E-mail
Brunswick Group
Bankhaus Main AG
Phone
Web
Russia & CIS Expert
Rainer Bergmann, Klaus Armbrust
[email protected]
[email protected]
+49-(0) 69-59 76 76-105, -106
www.bankhaus-main.com
BankM – Representative Office of biw Bank for
Investments and Wertpapiere AG
Contact Person
E-mail
Phone
Web
Page 154
Ralf Hellfritsch, Peter Sang
+49-(0) 69-719 18 38-32, -11
www.bankm.de, www.biw-bankm.de
Contact Person
E-mail
Phone
Web
Prof. Dr. Wolfgang Blättchen
Dr. Stephan Mahn
www.blaettchen.de
Contact Person
E-mail
Phone
Web
Ludger Meckenstock, Dr. Carsten Lehmann
[email protected]
[email protected]
+49-(0) 2 11-49 52-6 33, +49-(0) 69-33 99 51-0
www.bankhaus-lampe.de
China, India, Russia & CIS
Robert Michels, Dr. Dirk Tuttlies
[email protected]
[email protected]
+49-(0) 69-75 60 95-0
www.bblaw.com
Contact Person
Contact Person
E-mail
China, Russia & CIS
Russia & CIS Expert
Contact Person
E-mail
Phone
Web
Alf Niezold, Helmut Steinhauser
[email protected]
[email protected]
+49-(0) 89-2 17 12 39 60
www.bayernlb.de
Lars Stiewe
[email protected]
+44-(0) 207-5 95 20 84
www.bnpparibas.com
China Expert
Christian Weyand, Gundolf Moritz
[email protected]
[email protected]
+49-(0) 69 24 00 55 10
www.brunswickgroup.com
Business Wire - A Berkshire Hathaway Company
Contact Person
E-mail
Phone
Web
Susanne Minneker, Henrik Adelmann
[email protected]
[email protected]
+49-(0) 69-91 50 66-0
www.businesswire.de, www.businesswire.com
Service
CdC Capital AG
Contact Person
E-mail
Phone
Web
Jörn J. Follmer, Alexander Schwaab
[email protected]
[email protected]
+49-(0) 89-480 580 6-0
www.cdc-capital.com, www.trust-research.com
Citigate Dewe
Rogerson GmbH
Contact Person
E-mail
Phone
Web
China, Russia & CIS
Hanning Kempe, Ilka Schwarz
[email protected]
[email protected]
+49-(0) 69-90 50 0-0
www.citigatedr.de, www.citigatedr.co.uk
China, Russia & CIS
Clifford Chance
Contact Person
E-mail
Phone
Web
Markus Pfüller
[email protected]
+49-(0) 69-71 99-01
www.cliffordchance.com
Contact Person
E-mail
Phone
Web
China Expert
Thomas Kaufmann
[email protected]
49-(0) 69-9 20 54-0
www.cbseydler.com
CMS Hasche Sigle
Contact Person
E-mail
Phone
Web
cometis AG
Dr. Andreas Zanner
andreas.zanner@cms-hs-com
+49-(0) 69-71 70 10
www.cms-hs.com
China, Russia & CIS and Entry Standard Expert
Contact Person
E-mail
Phone
Web
Michael Diegelmann
[email protected]
+49-(0) 611-20 58 55-0
www.cometis.de
Commerzbank AG
Contact Person
E-mail
Phone
Web
Ute Gerbaulet
[email protected]
+49-(0) 69-136-2 29 74
www.commerzbank.com
Computershare Deutschland GmbH & Co. KG
Contact Person
E-mail
Phone
Web
Steffen Herfurth
[email protected]
+49-(0) 89 - 30 90 3 - 0
www.computershare.de
Cortent Kommunikation AG
Contact Person
E-mail
Phone
Web
Russia & CIS Expert
Volker Siegert , Nikolai Zhur
+49-(0) 69-5 77 03 00-61
www.cortent.de
Advertisement
Service
Deloitte & Touche GmbH
China, Russia & CIS Expert
Financial Dynamics GmbH
Contact Person
Daniel Döpfner, Mike Braun
E-mail
Phone
+49-(0) 69-7 56 95-01
Web
www.deloitte.de
Contact Person
Dr. Lutz Golsch, Markus Breidenstein
E-mail
Phone
+49-(0) 69-9 20 37-0
Web
www.fd.com
Deutsche Bank AG
fischerAppelt, ziegler GmbH
Contact Person
Georg Hansel, Theodor Hertfelder
E-mail
Phone
+49-(0) 69-910-3 89 30, -3 88 13
Web
www.deutsche-bank.com
Contact Person
Ulf Ziegler, Dr. Matthias Larisch
E-mail
Web
www.fischerappelt.de
Fortune China Financial Holdings Ltd.
Dewey & LeBoeuf LLP
Contact Person
E-mail
Phone
Web
Philipp von Ilberg
[email protected]
+49-(0) 69-36 39-30
www.dl.com
Johnny Chen
[email protected]
+86-(0) 21 6887 2995
www.goipo.cn
Goldman, Sachs & Co. oHG
DGAP Deutsche Gesellschaft
für Ad-hoc-Publizität mbH
Contact Person
E-mail
Contact Person
E-mail
Phone
Web
Robert Wirth
[email protected]
+49-(0) 89-21 02-1 98 49
www.dgap.de
Phone
Web
Contact Person
E-mail
Svenja Weber, Andra John
[email protected]
[email protected]
+49-(0) 40-3 02 17-0
www.donner-reuschel.de
Phone
Web
DZ BANK AG
Contact Person
E-mail
Phone
Web
Andreas John
[email protected]
+49-(0) 69-74 47 01
www.dzbank.de
Ebner Stolz Mönning Bachem
Contact Person
E-mail
Phone
Web
Christian Fuchs, Jan Maertins
[email protected]
[email protected]
+49-(0) 711-20 49-12 76, +49-(0) 40-3 70 97-1 47
www.ebnerstolz.de
China and Entry Standard Expert
Contact Person
E-mail
Phone
Web
Jürgen Parr, Christian Fuchs
+49-(0) 69-91 30 43-39, -17
www.golinharris.de
Grant Thornton GmbH
Contact Person
E-mail
Phone
Web
equinet Bank AG
Contact Person
Lutz Weiler, Götz Gollan
E-mail
Phone
+49-(0) 69-58 99 70
Web
www.equinet-ag.de
EquityStory AG
Russia & CIS Expert
Contact Person
E-mail
Phone
Web
Marcus Sultzer
[email protected]
+7 (495) 916 62 74
www.equitystory.de
China Expert
Friedrich Graf von Kanitz, Tim Robinson
[email protected]
[email protected]
+49-(0) 221 912 84-535, +49-(0) 40 415 22-143
www.grantthornton.de
Halter Financial Group
Contact Person
E-mail
Phone
Web
China Expert
Jennifer Guan
[email protected]
+86-(0) 21-50120990-193
www.halter.com.cn, www.halterfinancial.com
Haubrok AG
India, Russia & CIS
Dr. Christoph Stanger, Dr. Philip Schnedler
[email protected]
[email protected]
+44-(0) 20 77 74-47 33, -99 17
www.goldman-sachs.de
GolinHarris
Donner & Reuschel AG
China Expert
Contact Person
E-mail
Phone
Web
Contact Person
E-mail
Phone
Web
Axel Haubrok
[email protected]
+49-(0) 2 11-30 12 60
www.haubrok.de
Hauck & Aufhäuser
Contact Person
E-mail
Phone
Web
[email protected]
+49-(0) 69-50 500 49 95
www.ha-ib.com
Helaba Landesbank Hessen-Thüringen
Ernst & Young GmbH
China, Russia & CIS
Contact Person
Heinrich Lind, Philipp Turowski
E-mail
Phone
+49-(0) 211-9352 10327,+7-(0) 495-7 55-96 95
Web
www.de.ey.com
Page 156
Contact Person
E-mail
Phone
Web
Albrecht von der Chevallerie, Thorsten Kiwitz
[email protected]
[email protected]
+49-(0) 69-91 32-41 85
www.helaba.de
Service
Hogan Lovells
Contact Person
E-mail
Phone
Web
Dr. Karsten Müller-Eising
[email protected]
49-(0)69-962 36-341
www.hoganlovells.com
Holme Roberts & Owen Germany LLP
Contact Person
E-mail
Phone
Web
Contact Person
E-mail
Phone
Web
ICF Kursmakler AG
Independent Research GmbH
Contact Person
E-mail
Phone
Web
Ulrich Barnickel, Manuel Knaus
+49-(0) 69-9 54 54-0
www.ipontix.com
JP Capital
China Expert
Contact Person
E-mail
Phone
Web
Jane Wang
[email protected]
+86-(0) 21-61650998
www.jpc-i.com
JP|KOM GmbH
China Expert
Contact Person
E-mail
Phone
Web
Boris Bolwin
[email protected]
+49-(90) 69 921019-36
www.jp-kom.de
Dr. Ralf Neuhaus, Mark Kahlenberg
[email protected]
[email protected]
+49-(0) 2 11-9 10 25 90
www.hsbctrinkaus.de
Contact Person
E-mail
Phone
Web
Contact Person
E-mail
Phone
Web
Jens Röhrborn
[email protected]
+49-(0) 89-38 39 80-0
www.hro.com
HSBC Trinkaus Burkhardt AG
IPONTIX Equity
Consultants GmbH
JPMorgan
Rainer Roubal, Sascha Rinno
[email protected]
+49-(0)60-92 877-316,-501
www.icfag.de
Pierre Drach
[email protected]
+49-(0) 69-971 490 0
www.irffm.de
Contact Person
E-mail
Phone
Web
Dr. Karl Georg Altenburg, Klaus H. Hessberger
[email protected]
+49-(0) 69-7 12 40, +44-207-3 25 16 49
www.jpmorgan.com
Kepler Capital Markets
Contact Person
Dr. Serge Ragotzky, Andrej Kirschke
E-mail [email protected], [email protected]
Phone
+49-(0) 69-756 96-380
Web
www.keplercapitalmarkets.com
Advertisement
Service
Kirchhoff Consult AG
Contact Person
E-mail
Phone
Web
China, India and Entry Standard Expert
Klaus Rainer Kirchhoff, Jens Hecht
+49-(0) 40-6 09 18 60
www.kirchhoff.de
KIT Finance
Elnur Kurbanov, Sergey Shlyuger
+7-(0) 495 641 4414 (ext. 51034, ext. 51370)
www.kf.ru/eng
KMO – Kestler Mielert & Partner
Contact Person
E-mail
Phone
Web
Contact Person
E-mail
Phone
Web
Hubertus Kestler
[email protected]
+49-(0) 69-97 16 00
www.kmo-legal.de
KPMG Deutsche
Treuhand-Gesellschaft AG
Michael Salcher, Thorsten Amann
+49-(0) 89-92 82 12 39, +49-(0) 30-20 68 11 44
www.kpmg.de/emergingmarkets
Landesbank BadenWürttemberg (LBBW)
Contact Person
E-mail
Jobst Bartmer, Jan Schwendemann
[email protected]
[email protected]
+49-(0) 711-1 27-250-21,-40
www.lbbw.de
Phone
Web
Lang & Schwarz Broker GmbH
Contact Person
E-mail
Phone
Web
Peter Zahn, Marc Evertz
+49-(0) 211-13 840-410, -893
www.ls-d.de
Latham & Watkins LLP
Contact Person
E-mail
Phone
Web
Dr. Roland Maass, Rudolf Haas
+49-(0) 69-6062-66-24, -04
www.lw.com
Linklaters LLP
Contact Person
E-mail
Dr. Herbert Harrer, Christoph F. Vaupel
[email protected]
[email protected]
+49-(0) 69-71 00 30
www.linklaters.com
Phone
Web
Luther Rechtsanwaltsgesellschaft mbH
Dr. Ulrike Binder, Patrick C. K. Wong
[email protected]
[email protected]
+49-(0) 69-79 41 0
www.mayerbrown.com
Phone
Web
Merrill Lynch International
Bank Limited
Contact Person
E-mail
Phone
Web
Dr. Julia Petersen, Dr. Angelika Yates
[email protected]
[email protected]
+49-(0) 30-5 21 33-2 11 46, +49-(0) 221-99 37-2 57 97
www.luther-lawfirm.com
Russia & CIS Expert
Magnus von Schlieffen, Riccardo Orcel
[email protected]
+49-(0) 69-58 99-50 00, +44-(0) 20-9953203
www.ml.com
M.M.Warburg & CO KGaA
Contact Person
E-mail
Phone
Web
Till Wrede
[email protected]
+49-(0) 40-32 82 - 22 98
www.mmwarburg.com
Morgan, Lewis & Bockius LLP
Contact Person
E-mail
Phone
Web
Dr. Christian O. Zschocke
[email protected]
+49-(0) 69-71 40 07-11
www.morganlewis.de
Morgan Stanley Bank AG
Contact Person
E-mail
China Expert
Klaus Froehlich, Mille Cheng
[email protected]
[email protected]
+44-(0) 207-425-23 12
www.morganstanley.com
Phone
Web
mwb fairtrade
Wertpapierhandelsbank AG
Contact Person
E-mail
Phone
Web
news aktuell GmbH
Contact Person
E-mail
Phone
Web
Noerr LLP
Phone
Web
Norton Rose LLP
Phone
Web
Lars Müller
[email protected]
+49-(0) 40-41 13-28 59
www.newsaktuell.de
Contact Person
E-mail
Contact Person
E-mail
China Expert
Elke Fürstenau, Alexander Tietze
[email protected]
[email protected]
+49-(0) 89-85852-300, -100
www.mwbfairtrade.com
China, India and
Contact Person
E-mail
Page 158
China Expert
Contact Person
E-mail
Russia & CIS Expert
Contact Person
E-mail
Phone
Web
Phone
Web
Mayer Brown LLP
Dr. Laurenz Wieneke, RA Dr. Tobias Bürgers
[email protected]
[email protected]
+49-(0) 69-9 71 47 70, +49-(0) 89-28 62 80
www.noerr.com
Dr. Frank Peter Regelin, Dr. Sascha Grimm
[email protected]
[email protected]
+49-(0)69-50 50 961-97, -91
www.nortonrose.com
Service
Omiris AG
Contact Person
E-mail
Phone
Web
Sam Winkel, Robert Zeiss
+49-(0) 89 - 5457 8550
www.consult.omiris.de
O&R Oppenhoff & Rädler AG
Contact Person
Dieter Heidemann, Ralf Otto
E-mail
Web
www.or-ag.com
Riemann Investment Holdings Ltd.
China Expert
Contact Person
E-mail
Web
Qianping Huang
[email protected]
www.shrminvest.com
Rödl & Partner
China Expert
Contact Person
Michael Wiehl, Björn Stübiger
E-mail
Phone
+49-(0) 911-91 93-13 00
Web
www.roedl.com
Sal. Oppenheim jr. & Cie. KGaA
Orrick Hölters & Elsing
Contact Person
E-mail
Phone
Web
Dr. Olaf Müller-Michaels, Edwin Luk
+49-(0) 211-3 67 87-0, +85-(0) 2-22 18 9138
www.orrick.com
[email protected]
+49-(0) 69-71 34 - 51 95
www.oppenheim.de
SALANS LLP
Contact Person
PricewaterhouseCoopers
Contact Person
E-mail
Christoph Gruss, Nadja Picard
[email protected]
[email protected]
+49-(0) 69-95 85 34 15, +49-(0) 211-981 29 78
www.pwc.de
Phone
Web
quirin bank AG
Contact Person
E-mail
Phone
Web
Johannes Eismann
[email protected]
+49-(0) 30-890 21-372
www.quirinbank.de
China Expert
E-mail
Phone
Web
E-mail
Phone
Web
Dr. Hermann Meller,
Dr. Benjamin Kroymann
+49-(0) 30 2 64 73-405, -219
www.salans.com
Shearman & Sterling LLP
China Expert
Contact Person
Dr. Stephan Hutter, Dr. Hans Diekmann
E-mail
Phone
+49-(0) 69-97 11-12 30, +49-(0) 211-17 88 8-818
Web
www.shearman.com
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Service
Silvia Quandt & Cie. AG
Contact Person
E-mail
Phone
Web
Robin Huber, Didier Beltai-Menth
+49-(0) 69-95 92 90 93-04, -08
www.silviaquandt.de
Skillnet GmbH
China Expert
Contact Person
E-mail
Sabine Böhmer, Bodo Kräter
[email protected]
[email protected]
+49-(0) 40-2 80 15 4-0
www.skillnet.com
VISCARDI AG
WestLB
Phone
Web
Sparkasse KölnBonn
Contact Person
E-mail
Phone
Web
Ralf Braun, Simone Schulze Zumloh
[email protected]
[email protected]
+49-(0) 221-226-2215, -2076
www.sparkasse-koelnbonn.de
China and Entry
Standard Expert
Süddeutsche Aktienbank AG
Contact Person
E-mail
Phone
Web
Hartwig Traber, Lin Liu
+49-(0) 711-229 315-0, +86-(0) 10 5169 0690
www.sab-bank.com
Taylor Wessing
China, India Expert
Contact Person
E-mail
Phone
Web
Stephan Heinemann
[email protected]
+49-(0) 69-9 71 30-0
Klaus Schinkel, Dr. Barbara Böhnlein
[email protected]
[email protected]
+49-(0) 69-17006-228, -383
www.rbs.de
Phone
Web
UBJ. GmbH
Contact Person
E-mail
Phone
Web
Ingo Janssen
[email protected]
+49-(0) 40 - 6378 5410
www.ubj.de
UniCredit Bank AG
Contact Person
E-mail
Phone
Web
Peter Schaede
[email protected]
+49-(0) 89 378-11650
www.unicreditgroup.eu
VEM Aktienbank AG
Contact Person
E-mail
Phone
Web
Page 160
Justus Linker, Markus Becker
[email protected]
[email protected]
+49-(0) 89 3 09 03 48-60, -85
www.vem-aktienbank.de
Markus Fischer, Dr. Liming Ge
[email protected]
+49-(0) 89 25 558-0, -127
www.viscardi.com
Contact Person
Christian Fuest, Heiko Trapp
E-mail
Phone
+49-(0) 211-8 26-8612, -2592
Web
www.westlb.de
WGZ BANK
Contact Person
E-mail
Phone
Web
Dr. Reiner Selbach
[email protected]
+49-(0) 211-7 78-28 81
www.wgzbank.de
White & Case LLP
Contact Person
E-mail
Phone
Web
Russia & CIS Expert
Dr. Lutz Robert Krämer, Dr. Benedikt Gillessen
[email protected]
[email protected]
+49-(0) 69-29994-1132
www.whitecase.com
Willkie Farr & Gallagher LLP
Contact Person
E-mail
Phone
Web
Prof. Dr. Michael Schlitt
[email protected]
+49-(0) 69-79302-170
www.willkie.com
Wolfgang Steubing AG
Contact Person
E-mail
The Royal Bank of Scotland N.V.
Contact Person
E-mail
China Expert
Contact Person
E-mail
Phone
Web
Phone
Web
youmex AG
Contact Person
E-mail
Phone
Web
Dr. Jochen Grossmann, Kai Jordan
[email protected]
[email protected]
+49-(0) 69-297 16-168, -112
www.steubing.com
Andreas Wegerich
[email protected]
+49-(0) 69-79 53-98-0
www.youmex.de
IT IS WHAT
YOU KNOW
Our people have the deepest knowledge in key
sectors: resources and energy, infrastructure,
real estate and financial institutions. They
understand the dynamics of the global markets
in which our clients operate and offer a range
of capital markets, advisory, trading and other
financial services. It’s that knowledge and
expertise which gives our clients the advantage
of having a global yet specialised perspective.
40
years of
growth
70
international
offices
Corporate advisory
Capital markets
Securities
FICC
2400
stocks under
coverage
Asset and wealth
management
14,600
people
€62 billion
of M&A activity
advised*
Know more
*During the 12 months
to 31 March 2010
macquarie.com/forwardthinking
Service
Market Segments
An overview
Figure 1: Issuers have the choice
In Europe, there
are two points of
access to the capiRegulated Unofficial Market
EU-Regulated Market
Two ways to access the
tal market: access
(Exchange Regulated Market)
capital market
via markets regulated by the EU
Entry Standard
Prime Standard
Deutsche Börse
(EU-regulated
Primary Market Segments
markets) and acGeneral Standard
First Quotation Board
cess via markets
(Open Market)
regulated by the
stock exchanges
Source: Deutsche Börse AG
themselves (regulated unofficial markets). At Deutsche
Börse, operator of the FSE (the Frankfurt Stock Exchange), a • The anticipated market value of the shares to be admitted
listing on the EU-regulated market leads either to the General
or – if an estimate is not possible – the equity of the comor to the Prime Standard. A primary listing on the Open
pany amounts to at least EUR 1.25 million.
Market (regulated unofficial market), on the other hand, can • The minimum number of shares is 10,000 for no-par value
lead to the First Quotation Board or Entry Standard.
shares.
• Free float of at least 25%. According to § 9 BörsZulV
(Stock Exchange Admission Regulation) exceptions are
The EU-regulated market
possible.
The EU-regulated market is an organized market in the • The admission document is a listing prospectus with
information about the actual and legal circumstances
sense of § 2 para. 5 German Securities Trade Act (WpHG).
which are essential for the assessment of the issuer and
Prior to trading, the issuer of the securities must file an apthe security. The listing prospectus must be accurate and
plication for admission to the EU-regulated market together
complete and must include the balance sheets, income
with a bank, a financial service provider or a company
statements and cash flow statements of the last three
which operates in accordance with § 53 para. 1 clause 1, or
fiscal years and the notes as well as the management
§ 53b para. 1 clause 1 of the German Banking Act, to the
report of the last fiscal year.
Management Board of FWB Frankfurter Wertpapierbörse
(Frankfurt Stock Exchange). The bank or company must be • The language of publication is German, for foreign issuers
English.
admitted to a domestic stock exchange with the right to
participate in trading and submit proof of a liable capital of • The decision-making body is the Management Board of
the Frankfurt Stock Exchange.
EUR 730,000. If the issuing company itself fulfils these
conditions, it may file the application for admission alone.
The legal principles of admission are regulated in detail in
the German Stock Exchange Act, the Stock Exchange
Admission Regulation, the Prospectus Act and the
Exchange Rules for the Frankfurt Stock Exchange.
Main criteria for the first admission of shares to the
EU-Regulated Market:
• The issuer must have existed as a company for at least
three years, exceptions are possible.
Page 162
Service
Figure 2: “Roadmap” to an IPO at Deutsche Börse
An IPO covers the following steps:
Phase 1: Planning and preparation
Phase 3: Realization and marketing
Initial consultation with Deutsche Börse
Prepare IR activities (establish an IR department;
Form an IPO team within the company
draft a catalogue of IR procedures)
Recruit advisors (e.g. Deutsche Börse Listing
Publish EU prospectus
Partner)
Allocate research coverage
Choose the right syndicate bank
File application for admission
Meet legal requirements within the company
Brief analysts
Contact investors
Main follow-up obligations for the issuers of
shares:
• publication of annual financial statements
• publication of an interim report for the first six
months of the fiscal year
• ad-hoc disclosure in accordance with §15
Securities Trading Act (WpHG)
• duty of notification in accordance with §21
Securities Trading Act (WpHG).
Phase 4: Price determination secondary market
Phase 2: Structuring
Set up time plan
Price determination and delivery process
Create business plan and IPO strategy
First price determination (fully electronic price de-
Due diligence for key business areas
termination on Xetra or price determination using
Prepare EU prospectus
market makers)
Structure of the first trading day by Deutsche Börse
with media presence on the floor of the
Frankfurt Stock Exchange
Continuous trading on the Xetra electronic
trading system
Source: Deutsche Börse AG
Open Market (regulated unofficial market)
The Open Market (regulated unofficial market), which is
organized by Deutsche Börse, is divided into the First
Quotation Board and the Second Quotation Board. It represents the second German market segment regulated by
law, besides the EU-regulated market. However, in contrast
to the EU-regulated market, the Open Market is not an
official market segment, but is governed by private law. A
stock exchange may choose to provide this type of segment in accordance with article 48 of the Stock Exchange
Act (BörsG Börsengesetz), if the securities included herein
are neither listed nor included in the EU-regulated market
and as long as orderly trading and business conduct can be
guaranteed.
Besides German shares, mainly international shares, bonds
of German and international issuers, and certificates and
warrants are traded on the Open Market. Shares from more
than 80 countries are listed on the Open Market. According
to article 2, para. 5 of the Securities Trading Act (WpHG
Wertpapierhandelsgesetz), the Open Market does not
represent an organized or EU-regulated market. The inclusion
of securities on the Open Market is governed by the Directives
for the regulated unofficial market of Deutsche Börse AG.
The inclusion of securities in exchange trading on the Open
Market represents one of the easiest and fastest ways to
the stock exchange. A registered trading member of the
Frankfurt Stock Exchange files the application for inclusion
in exchange trading. As the organizing body of the Open
Market, Deutsche Börse AG makes the decision about
inclusion. Issuers must fulfil only a few formal inclusion
requirements and no follow-up obligations.
Main inclusion criteria for the Open Market:
Application for inclusion:
• It must include an accurate designation of the security to
be included and information as to the domestic or foreign
organized market where prices are already fixed for this
security.
• If the securities are not already traded on an organized
market, the applicant must provide more detailed information about the issuer in the form of a prospectus or an
issuer data form, which allows proper assessment.
• A company already admitted to the trading on Frankfurt
Stock Exchange must make the application for inclusion
of an issuer.
• The applicant must inform Deutsche Börse AG immediately and in writing about important circumstances
concerning the included securities and/or the issuer.
• The decision-making body for the inclusion is Deutsche
Börse AG as the operating body of the Open Market.
• Publication language: German or English. The Open
Market provides an alternative to the EU-regulated
segment, the EU-regulated Market, as a point of access
to the capital market. Small and medium-sized companies, in particular, benefit from easy, fast and costeffective admission to exchange trading.
The Open Market provides an alternative to the EU-regulated Market, as a point of access to the capital market. Small
and medium-sized companies, in particular, benefit from
easy, fast and cost-effective admission to exchange
trading.
Learn more about the Deutsche Börse market segments at:
www.deutsche-boerse.com/listing e > market structure
Service
Contact Persons at Deutsche Börse Group
Barbara Georg
Head of Listing & Issuer Services
Telephone: +49-(0) 69-2 11-1 72 97
E-mail: [email protected]
Alexander von Preysing
Head of Issuer Services
Telephone: +49-(0) 69-2 11-1 72 71
Dr. Albrecht Bürger
Key Account Manager: Russia & CIS
Telephone: +49-(0) 69-2 11-1 58 85
Nicole Koludrovic
Key Account Manager: Consumer, Media,
Retail, Food & Beverages
Telephone: +49-(0) 69-2 11-1 26 83
Stefan Höfer
Key Account Manager: Chemicals, Pharma & Healthcare,
Deutsche Börse Listing Partner, Russia & CIS
Telephone: +49-(0) 69-2 11-1 57 03
Susanne Lotz
Key Account Manager: Automobile, Financial Services/Real
Estate, Transportation & Logistics, India, REITs
Telephone: +49-(0) 69-2 11-1 52 71
Michael Rieß
Key Account Manager: Basic Resources, Banks, Construction,
Financial Services, Industrials, Insurance, Software, Telecommunication, Utilities, Deutsche Börse Listing Partner
Telephone: +49-(0) 69-2 11-1 49 03
Marian Valkov
Key Account Manager: Russia & CIS
Telefon: +49-(0) 69-2 11-1 93 47
Page 164
Yuxing Ruan
Key Account Manager: China
Telephone: +49-(0) 69-2 11-1 52 32
Service
Index of Advertisers
Advertiser
ADEUS
Baader Bank
BankM
BDO Wirtschaftsprüfungsgesellschaft
Beiten Burkhardt
Bellevue Asset Management
BNE Business Europe
Börsen Radio Network
Börsen-Zeitung
Buse Heberer Fromm
BVK e.V.
Close Brothers Seydler Bank
CMS Hasche Sigle
Commerzbank
Creathor Venture Management
Credit Suisse
Currenta/Chempark
DAF Deutsches Anleger Fernsehen
Deutsche Börse
DZ Bank
equinet
Ernst & Young
Fachverlag der Verlagsgruppe Handelsblatt
FCF Fox Corporate Finance
FinanceAsia
Financial Gates
FinanzNachrichten
Gansch & Partner
GoingPublic Media
Haubrok
Hauck & Aufhäuser
Heuking Kühn Lüer Wojtek
Holland Private Equity
HSBC Trinkaus & Burkhardt
ICF Kursmakler
INDUS
Institutional Investment Publishing
IPONTIX Equity Consultants
Jefferies & Company
KfW Bankengruppe
KPMG
Landesbank Baden-Württemberg
maconda
Macquarie Group
Morgan Stanley
n-tv Nachrichtenfernsehen
Neue Zürcher Zeitung
Osborne Clarke
Phoenix CNE Channel
Property Investor Europe
quirin bank
REITs in Deutschland
RölfsPartner
Silvia Quandt & Cie.
Stratec Biomedical Systems
Swiss Equity magazin
Taylor Wessing
UHY
UniCredit Bank
VDI Verlag
Ventizz Capital Partners Advisory
Viscardi
WestLB
youmex
Page
131
39
19
33
75
135
99
63
87
31
17
119
69
5
29
51
41
109
U4
45
127
7
97
91
81
67
111
155
79
103, 159
83
35
49
27
11
123
71
107
85
149
88
25
15
117
125
161
43
59
147
73
157
93
139
55
23
77
53
57
9
47
21
65
13
143
37
61
Imprint Conference Magazine
Publisher:
Deutsche Börse AG
Mergenthalerallee 61, 65760 Eschborn, Germany
www.deutsche-boerse.com/listing
[email protected]
Tel. +49-(0) 69 211 1 88 88
Publishing Partner:
GoingPublic Media AG
Hofmannstr. 7a, 81379 Munich, Germany
www.goingpublic.de, [email protected]
Tel. +49-(0) 89-2000 339-0
Project Management:
Nicole Koludrovic, Deutsche Börse AG
Carola Lübbing-Raukohl, Deutsche Börse AG
Editorial:
Falko Bozicevic, Maximiliane Worch, Oliver Bönig
Editorial assistance:
Valentyna Byelkina, Tatiana Larina, Stefan Leisner, Alexander
Novikov, Alexandra Rößer, Iona Ursachi
Authors:
Nico Baader, Dr. Christa Bähr, Marc Bernhof, Albrecht Deißner,
Dr. Martina Ecker, Dr. Reto Francioni, Florian Frei, Torsten Fues,
Philip Grosse, Peter Thilo Hasler, Stephan Heinemann, Dirk
Hesse, Dörte Höppner, Dr. Elmar Jakob, Markus Kurzhals,
Maren Lorth, Dr. Rainer Mayer, Robert Michels, Frans-Matthis
Pleie, Alexander von Preysing, Volker Potthoff, Steffen Pörner,
Ursula Querette, Arndt Rautenberg, Oliver Riedel, Michael Rohr,
Michael Salcher, Dr. Dietmar Schieber, Steffen Schneider, Edda
Vogt, Dr. Alexandra Zech, Dr. Gebhard Zemke
Interviewees:
Dr. Stefan Heißner, Carsten Klante, Dr. Jens Maßmann, Dr. Axel
Nawrath, Dr. Christian Schlüter, Prof. Dr. Norbert Walter, Lutz Weiler
Layout:
Holger Aderhold, Elisabeth Bayer, Robert Berger, Andreas
Potthoff
Picture editing:
Robert Berger, Andreas Potthoff
Proofreading:
Ade Team, Magdalena Lammel
Printing:
Kastner & Callwey, Forstinning, Germany
Reproduction:
All rights reserved, © 2010 Deutsche Börse AG, Eschborn,
Germany
Order number 1110-4023
[email protected]
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!S OF .OVEMBER Deutsches Eigenkapitalforum Fall 2010
Appendix b
-AIN ,EVEL #
&ORUMS
%XHIBITION
/NE /N /NES
0LENUM
Hong Kong
Beijing
Internet Lounge
Coffee Bar
Speaker Lounge
Moscow
Bar
Frankfurt
Bar
Capital Seeking
Companies Gallery
(8.01- 8.26)
1on1
FACTory
Berlin
One on Ones (A-C)
One on Ones (D-F)
$6&!
Plenum
4URN PAGE FOR %XHIBITORS@ )NDEX
Appendix a
Innovative business ideas grow in
innovative capital markets.
Think ahead today, move the world tomorrow. The IPO success of innovative companies
requires an innovative environment. Deutsche Börse strategically positions your company
alongside international peers. This way you join first class sector coverage, encounter demand
and interest on the part of investors, and experience high valuation. Beyond participating in
the most exciting market for leading innovative industries, as a listed company you profit from
raising capital world-wide and staying independent at the same time. Add to this our modern
primary market segments and cutting edge trading technology, worldwide investors, and you’ll
understand why Deutsche Börse is your most fitting match for a successful future.
Please contact our IPO experts: E-mail [email protected]
Phone +49-(0) 69-2 11-1 88 88, www.deutsche-boerse.com / listing _ e
Deutsche Börse Listing: Welcome to Your Future

Conference Magazine - Deutsches Eigenkapitalforum

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