MONEY & IDEAS FOR HIDDEN CHAMPIONS. Company Presentation

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1 MONEY & IDEAS FOR HIDDEN CHAMPIONS Company Presentation

2 TABLE OF CONTENT Who we are Our advisory services Our investment approach Our brokerage service Our projects and partners How to reach us 2010 COMPANY PRESENTATION 2

3 WHO WE ARE - A clear focus Bülow Industries is an independent partnership of seasoned entrepreneurs, consultants, investment bankers and private equity professionals Bülow Industries is highly focussed on companies with a significant potential to improve their performance ( hidden champions ) Bülow Industries is an advisory company that helps hidden champions to explore their growth opportunities by means of an integrated service of management consulting and corporate finance services (e.g. M&A, equity placement) Bülow Industries is an investment house that provides entrepreneurial equity for hidden champions (e.g. growth, distressed, re-start) 2010 COMPANY PRESENTATION 3

4 HOW WE ARE Important business principles We are as energetic and result driven as affable and humorous We only staff senior people with a hands-on approach We deliver insights but we also require an open atmosphere We operate on a client first basis and avoid all kind of conflicts of interest We cultivate our independent investment thinking, irrespective of sudden market volatility, constant noise flow and short-term investment fashion We benchmark our activities against the profit-to-sleepratio of every stakeholder involved in our assignment 2010 COMPANY PRESENTATION 4

5 WHO WE ARE A dedicated team with more than 50y of experience Stephan Bülow Jürgen Wartmüller Bettina Haagson Anthony Frazer- McKenzie Managing Director, Starnberg Director Advisory, Starnberg Director Investment, Starnberg Director Originations, London borne 1967, borne 1960, borne 1964, borne 1955, Master Economics Master Physics Master Engineering BA Arts Ph.D Finance/Strategy MBA (Insead) MBA (Kellogg) CFA 2010 COMPANY PRESENTATION 5

6 ADVISORY The typical point of departure Take action to stop a long period of EBITA negative years ( strategic consulting ) Analyze a diversified portfolio of non-quoted companies and deliver meaningful advice from a best owner point of view ( corporate development ) Sell a non-core business under the restriction of a provident owner who takes care of his empoyees even beyond his own departure as entrepreneur ( sell-side M&A ) Identify an attractive and fragmented market, execute a number of acquisitions and prudently explore cost and sales synergies ( buy-and-build ) Help to integrate a new daughter company in the areas of finance/reporting, sales and production ( post-merger integration ) Carve out an unloved business unit, incl. attracting the appropriate equity sponsor and assist in executing an ambitious business plan for a limited period of time COMPANY PRESENTATION 6

7 ADVISORY Ways of co-operation Project Assignment Interim Management Single expert or a team of complementary experts Retainer or time & material Success fees required On management board of off board CRO/CFO/CEO Success fees required Tailor-made solution with a high benefit for the client 2010 COMPANY PRESENTATION 7

8 INVESTMENT Our search profile Revenues > EUR 15m, profitability: irrelevant Transaction volume: EUR 0,5m 10m Located preferably in Germany, Austria, Switzerland, geographical expansion desired Controlling stake (100% preferred, co-investors nevertheless appreciated) Investment in debt only on an occasional basis if an equity swap is likely to create value Share and asset deals (even out of insolvency) Only friendly take-overs Across all kind of industries with limited technological and regulatory risks Success does not highly depend on single person, product, project, supplier or customer Industrial core of the hidden champion (reputation, assets, staff) is still valid Evergreen approach (no exit pressure) 2010 COMPANY PRESENTATION 8

9 INVESTMENT Opportunistic Approach Deal Backround Value Management Substitute a shareholder who is no longer in favour of the company (succession, dispute, non-core, exit) Carve out a business unit within a conglomerate Enable growth, incl. acquisition Bail out in an undisclosed fire-sale Continue business after insolvency Actively consolidate a fragmented industry As a new shareholder we act as a catalyst of change and unlock the existing entrepreneurial spirit within the company We help to explore new opportunities by giving input in certain areas (e.g. marketing, sales, organization, finance, controlling) Only our comprehensive turnaround management with respect to strategy, operating margins, working capital and CAPEX enables the company to survive Investment beyond the obvious 2010 COMPANY PRESENTATION 9

10 BROKERAGE Our services to complete transactions Transaction volume < EUR 15m We are specialized in the sale and purchase of small and medium companies We act as dual broker who represents neither party as an agent, but works to facilitate the transaction and therefore deals with both parties on the same level of trust We establish a valuation that maximizes the probability of a successful transaction We develop a comprehensive Information Memorandum on the company (8-20 pages), outlining the business itself as well as its financial performance in previous years We conduct buyer searches (incl. the check of their financial muscles) and initiate the marketing to prospective buyers in a very focused way (no pellet gun approach) We help to coordinate negotiations and provide overall deal management advice (incl. structuring and financing, if necessary) Our network of experienced and well trained agents covers important D-A-CH regions to ensure first choice local services and the upmost attention needed to complete every deal COMPANY PRESENTATION 10

11 BROKERAGE Transparent pricing policy Retainer Success Fee A minimum amount of EUR is charged to the initiator of the transaction It helps to cover a small portion of our upfront costs to perform services (incl. Info Memo) and shows a commitment on the part of the client (seller or buyer) that they are serious A 1,5-5% commission upon the closing of the deal In general, both parties are charged an equal percentage of the enterprise value The retainer fee will be handled as an advanced payment and will therefore be set off against the success fee (to reduce the overall transaction costs for the parties involved) Best results for both the selling and buying parties 2010 COMPANY PRESENTATION 11

12 COMPANY PROJECTS A selection PROJEKTE Diskretion und Schnelligkeit SUCCESS FACTORS Metal Procession Group Revenue: EUR 300m Plant Engineering Company Revenue: EUR 130m Business Service Holding Revenue: EUR 300m Fast Moving Consumer Goods Provider Revenue: EUR 35m Engineering Specialist Revenue: EUR 45m Investment Company Revenue: EUR 200m Vendore due diligence, full scale sell-side M&A, negotiation of deal terms Optimize project selection, improve through-put time, cost flexibilization) Design and execute buy-and-build strategy (> 10 deals, EUR 200m sales, secure LBO financing, brand mgmt) Streamline product portfolio, outsourcing of production and logistics, headcount reduction, raise fresh equity Resolve shareholder dispute, bank debt restructuring, profitability mgmt, controlling, mezzanine fund raising Disposal of non-core assets to reduce bank debt, design growth strategy, optimise 2010 COMPANY PRESENTATION 12

13 PARTNERS - A selection COMPANY PRESENTATION 13

14 CONTACT Bülow Industries GmbH Dr. Stephan Bülow Bozener Strasse 5, D Starnberg phone: +49 (0) fax: +49 (0) COMPANY PRESENTATION 14

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