STEP Capital. Business mission. We rely on

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2 STEP Capital Business mission STEP Capital is a specialist for equity investments into growth companies in the sectors renewable energy, energy efficiency and sustainable resources management. Our clients are financial and strategic investors as well as companies in the sector. For international investors seeking exposure to the German CleanTech industry we provide a full range of services including deal sourcing, transaction support and portfolio management. We rely on Longstanding experience as investment managers Extensive inside market experience and network in the CleanTech sector Established network in the private equity and venture capital industry Longstanding entrepreneurial and management experience 2

3 Services Our services for investors We actively screen the German market for attractive investment targets following a top down approach: based on ongoing market research we identify promising industries and market sectors and directly approach selected companies and multipliers such as industry federations and research institutions. In parallel we are open to assess any CleanTech investment opportunity presented to us by our network partners or directly by companies. We provide international investors with a full range of services including: Deal Sourcing Market research Structured search for potential investment targets Preliminary evaluation of potential investee companies 3

4 Services (continued) Transaction support Support in the search for co-investors, syndications, loan and subsidy programs Valuation Detailed due diligence Support in negotiation and drafting of shareholders agreements Business development, portfolio and exit management Hands-on support in the development of portfolio companies Ongoing monitoring, controlling and reporting Representation in supervisory or advisory boards Exertion of shareholders rights and duties Structuring and implementation of follow-on financing rounds Support and advisory on exits 4

5 Investment Sectors STEP Capital focuses on all industries engaged in the sustainable management of energy and other natural resources Target Sectors Renewable Energies Energy Efficiency Sustainable Resources Management Wind Solar thermal Photovoltaic Bio energy Geothermal Combined heat and power (CHP) Heat pumps Energy efficient heating and cooling Building insulation Fuel cells Energy storage Water purification and desalination Efficient water management Waste treatment technologies White biotech Green chemistry 5

6 Investment Cases Investment situations Our target universe comprises different types of enterprises such as technology-driven companies needing financing for the ramp up of production and marketing, project developers expanding geographically and asset-based companies such as energy contractors. Possible investment situations include: Growth financing for SMEs for upscaling and internationalisation Spin-offs / MBOs / MBIs Buy & Build strategies Pre-IPO financings Investment in undervalued listed companies (PIPE transactions) Special situations / turn-arounds 6

7 Investment Process Contact, preliminary due diligence Investment Ongoing support Exit Understand business model, market as well as mechanisms of a private equity engagement Check: does an equity investment make sense for both partners? Assess market, product, strategy, management, financial data Verify business plan, discuss modifications Assess company value, negotiate conditions for engagement Take board seat Support development of strategy, organisation and controlling where appropriate Support further financing rounds, M&A deals or joint-ventures if appropriate Structured search for exit opportunities Trade sale to strategic investor IPO MBO / MBI Legal and financial due diligence Draft and negotiate investment contract Investment 7

8 Team Profile Combined experience of management team Equity investments Having executed a large number of transactions in the past 15 years, including more than 25 equity investments as investment managers, numerous follow-on financing rounds, IPOs, exits, M&A- transactions as well as project financings totalling > 400m we are experienced in the investment business and in company financing. Clean technologies We have longstanding entrepreneurial experience in renewable energies dating back to the early nineties with established networks in the industry. Our focus on Clean Technologies enables us to understand the relevant complex markets and technologies more in depth than a generalist. Entrepreneurial experience We know the perspective of the entrepreneur out of our own experience ranging from company set-ups, different growth cycles up to international operations and stock market quotation. With STEP Capital AG we again act as entrepreneurs. 8

9 Geographic scope Covering the D.A.CH region Based in Munich and Freiburg, STEP Capital is ideally located to cover Germany as well as Austria and Switzerland (D.A.CH). Southern Germany is one of the industrial powerhouses in the European Union: The regions of Baden-Württemberg (Freiburg) and Bayern (Munich) hold the first and fifth place (out of 68) in the European innovation index. Numerous well-known relevant research institutes (e.g. Fraunhofer Institut, ZAFH, ZAE, Steinbeis Institute) as well as several leading German universities are based along the Munich Stuttgart Freiburg line. The majority of the relevant German VC players are located in Munich - most of them within walking distance from our Munich office. 9

10 Management Team Peter Harter, Managing Partner, Munich 11 years of venture capital, corporate finance, M&A Numerous transactions, IPOs and growth financings with a total transaction volume of > 150m Partner of Knorr Capital Partner AG led a team of investment managers managed more than 10 investments with a total investment volume of ~ 35m Co-founder and partner of SAXO Equity Management GmbH; corporate finance advisory for growth companies; co-founder and CEO of SAXO Invest GmbH Several years with Mannesmann AG and Price Waterhouse in the audit and advisory team for mid-sized and international industrial clients MBA (University Nürnberg) 10

11 Management Team Jochen Sautter, Managing Partner, Freiburg Co-founder and managing partner of Das Grüne Emissionshaus, a pioneer and leading specialist in renewable energy project development and financing Structured and raised 13 funds with > 400m investment volume. Initiating international project development activities in Spain and France Initiator and CEO of REG Entwicklungs-KG, a windpower project developer: raising 3m of equity and realizing windfarms with an investment volume of > 100m Advisory activities and CleanTech market screening in Germany for AIM-listed London Asia plc Software development for scientific and financial applications in entrepreneurial partnership Physics (Tübingen and Berlin) 11

12 Management Team Dr. Sonja Legtmann, CFO/Legal, Munich 18 years in venture capital, corporate finance and M&A in Germany, Austria and London Numerous international M&A transactions, IPOs and equity issues Partner of Knorr Capital Partner AG Responsible manager for Knorr IPO Recruited and led investment team Responsible for > 15 investments / ~ 35m CEO of 2 group companies, one listed Co-founder and partner of SAXO Equity Management GmbH Management and sale of portfolio of > 30 international companies MBA/PhD (University Vienna) Sonja Legtmann will be available with 50% of her resources 12

13 Venture Partners (I) A team of Venture Partners with strong entrepreneurial track records provide STEP Capital with access to their networks, specific market know how, dealflow, and advise for investee companies where appropriate Jörg Bold, Freiburg Günter Mayer, Munich Tobias Schwind, Freiburg 11 years of management experience in fundraising, marketing and financial product development in the renewables sector. Former Managing Partner of Das Grüne Emissionshaus. Successful serial entrepreneur with CleanTech companies as well as other sectors. Co founder and 5 years as CEO of Inge AG, today a global leader of water purification technology. Many years of CleanTech experience as investment manager with Fraunhofer-Venture-Group. Involved in various start-ups in the fields of renewable energy, water treatment, microelectronics and new materials. Co-Founder and Managing Director of Mirroxx GmbH, an innovative solar heating start-up. 13

14 Venture Partners (II) Marcello Alberti, Bolzano/Italy Dr. Claudine Janes, Zurich Managing Partner of a tax consultancy and auditing firm with a client focus on Northern Italy. Advised numerous CleanTech companies on project financings, international taxation as well as M&A in Italy, Austria, Germany. Member of the board of Südtirol Volksbank, various mid-sized companies and public institutions. Many years of experience in building and managing as well as fundraising for high-growth technology companies, including CleanTech enterprises. 14

15 Contact Information Munich Marienplatz 2 D Munich Peter Harter [email protected] Tel Freiburg Goethestraße 20 D Freiburg Jochen Sautter [email protected] Tel

16 Appendices A1 A2 A3 A4 A5 A6 Team experience Venture Partners Supervisory board CleanTech market drivers CleanTech made in Germany Selected target sectors 16

17 A1 Team experience Financial transactions Private equity and venture capital investments Sourcing, evaluation, structuring and management of more than 25 equity investments in various industries totalling 70m as investment managers Execution of numerous follow-on financing rounds and exits through trade sales or IPOs. Taking on supervisory and advisory board seats Advisory on >20 equity financings of > 45m for growth companies in various stages Project financings Structuring, placement and management of 13 renewable energy retail funds with > 100m of equity and ~ 300m of debt financing M&A and capital market transactions Preparation, structuring and advisory on around 15 IPOs with a total volume of more than 450m Advisory on >20 M&A transactions totalling > 200m, including arrangement of financing Advise and support on secondary placements, capital increases and capital markets communication concepts for listed companies 17

18 A1 Team experience CleanTech references Renewable energy project development and -financing Financing and management of 17 renewable energy projects (wind energy and photovoltaic) with more than 200 MW installed capacity and an investment volume of more than 400m in total Foundation, financing and management of REG Entwicklungs-KG, a wind energy project developer in cooperation with EADS (at that time Dasa ). Developed a portfolio of wind farms totalling approximately 100m Initiation of wind energy project developments in Spain and France (Intervent SAS) Equity investments in CleanTech companies Management of a 3.3m venture capital financing round for Clean Mobile AG with Earlybird and Silicon Valley Technology Group (SVTG) as lead investors and including the existing investor HTGF (High-Tech Gründerfonds) Advisory activities for investors and companies in various CleanTech sectors including biogas, photovoltaic, solid biofuels / CHP and biomass reactors 18

19 A1 Team experience Entrepreneurial experience Set up and management of Das Grüne Emissionshaus GmbH, a leading German project finance and project development company focused on projects in the field of renewable energies Partners and founding shareholders of Knorr Capital Partner AG, a listed venture capital company of the Neue Markt age with a market capitalisation of > 250m. Managed the growth of the company to over 60 employees working from 7 offices internationally with a portfolio of more than 50 equity investments Set up and management of SAXO Equity Management GmbH, a Corporate Finance- and M&A-boutique as well as SAXO Invest GmbH, a privately-held investment vehicle with several seed investments in technology companies. Initiation of, seed financing and support in building up several start-up companies 19

20 A2 Venture Partners Jörg Bold, member of the supervisory board and Venture Partner, Freiburg More than 11 years of entrepreneurial experience in fund raising, marketing and research in the renewable energies sector Partner of Das Grüne Emissionshaus (DGE) since Senior management position with responsibility for marketing and placement of >100m of equity in closed-end renewable energy funds 5 years as managing director of EE-direct, the retail subsidiary of DGE Entrepreneurial engagement in development and financing of photovoltaic projects Work in the securities departement of Sparkasse Freiburg Studied environmental economy in Freiburg and Münster 20

21 A2 Venture Partners Günter Mayer, Munich Successful Co-Founder of several companies in the CleanTech and IT sector Co-founder and 5 years as CEO and COO of Inge AG, today one of the global leaders in water purification technology Founder and today chairman of Active Mining AG, a business intelligence software specialist Activities as management consultant and interim manager, focusing on process management and business development for SMEs Prior to his entrepreneurial activities 13 years at e.on group Studied information management at Pinneberg and Stuttgart 21

22 A2 Venture Partners Tobias Schwind, Venture Partner, Freiburg Co-Founder and Managing Director of Mirroxx GmbH, the technology leader of solar fresnel collector systems for process heat Active in the CleanTech investment area for over five years as an investment manager with Fraunhofer-Venture-Group where he was involved in various technology start-ups in the fields of renewable energy, water treatment, microelectronics and new materials Track record includes 21 new incorporations and investments with 6 board positions and successful exits via IPOs/Trade Sales Gained over five years operational experience in business development and key account sales in Western Europe in medium-sized businesses Holds an MBA (Paris) 22

23 A2 Venture Partners Dott. Marcello Alberti, Venture Partner, Bolzano/Italy Managing Partner of Studio Associato Alberti, a tax consultancy and auditing firm with a client focus on Northern Italy Specialises in company financings, international M&A, corporate restructurings, incorporations and general taxation issues Advised numerous companies in the CleanTech area on project financings, international taxation as well as M&A in Italy, Austria and Germany Member of the board and of the loan committee of Südtirol Volksbank Gen.m.b.H Member of the board of various mid-sized companies and public institutions Worked for M&A Bank Aktiengesellschaft in Vienna as a project Manager in the field of international M&A Holds a diploma of Università Commerciale L. Bocconi in Milano 23

24 A2 Venture Partners Dr. Claudine Janes, Zurich Many years of experience in building and managing high-growth technology companies as senior executive Managed fund raising for several renewable energy- and wasteto-energy projects Extensive experience in implementing growth strategies, international alliances, M&A transactions, product commercialisation, technology management & transfer as well as process improvement and restructuring Founder and managing director of International Executive Advisory Services GmbH Accredited associate of the Institute for Independent Business (IIB) Holds a Ph.D. in physics from the Free University of Berlin and a Masters degree in International Management from Denver University 24

25 A3 Supervisory board Dr. Ingo Meyer, chairman of the supervisory board, Munich Specialist solicitor for trade and corporate law Strong background in private equity, venture capital and the software industry Advises on M&A transactions and structures closed-end funds for private equity and real estate investors in Canada, Germany and the US Provides general corporate advice to German, British, Canadian, Chinese and US companies, including renewable energy enterprises Studied law in Berlin, Lausanne and Geneva 25

26 A3 Supervisory board Dr. Christian Epp, member of the supervisory board, Munich Project manager for international rural development and renewable energy projects Responsibility for several publicly funded projects in Eastern Europe and the Mediterranean Lecturing at conferences addressing the development and financing of renewable energy projects Managed several photovoltaic as well as energy efficiency projects Co-initiator and project manager for the development of a sustainable model district in Freiburg (Vauban) Law degree and PhD of the University of Bremen 26

27 A4 CleanTech market drivers What is unfolding is nothing less than a fundamental transformation of the world s energy infrastructure Achim Steiner, Head of UN Environment Programme (UNEP) Annual investment in renewable energy worldwide (US$bn) CAGR % 27

28 A4 CleanTech market drivers Growing global economy meets limited natural resources The global demand for energy and other natural resources such as water is rising steadily, while supply for many of these resources is declining rapidly. This development is already reflected in the rising prices for commodities such as oil or gas. The climate change caused by CO2 emissions makes the extensive use of fossil fuels all the more prohibitive. There is a huge unexploited potential for renewable energies worldwide and many studies show that a fully sustainable supply with energy, food, water and other resources is not only necessary, but also feasible. The technologies and industries enabling this fundamental structural change are our target market. Economics of renewable energies Today the combustion of fossil fuels is still the cheapest way to generate energy. But their prices are rising steadily, while major renewable energy technologies see decreasing generation costs due to technological progress and economies of scale. In the short- to mid-term most low carbon technologies will still require a supporting policy framework, but in the longer run more and more technologies will become fully competitive. 28

29 A4 CleanTech market drivers Clean technologies benefit from high public awareness of climate change and other environmental issues, resulting in sustainable political support EU public opinion on energy 29

30 A5 CleanTech made in Germany Sales of German renewable energy industry ( bn) Germany was a pioneer in implementing a solid legislative framework favouring renewables and sustainable development A new, fast growing sector of innovative technology- and service providers developed Excellent research infrastructure and public funding for R&D Prognos predicts average growth rates of 8% over the next two decades for the German CleanTech industry and expects the sector to outperform the engineering and automotive industry by

31 A5 CleanTech made in Germany Germany s share of global CleanTech markets Starting from the German domestic market, export becomes increasingly important for many companies Today Germany is a global leader in many CleanTech domains, such as wind, PV, biogas and many others The wind energy industry for example already reached an export quota of >70% The German CleanTech industry is also leading with innovations: at the European patent office more applications are registered by German companies (23%) than by US (22%) or Japanese companies (19%) 31

32 A5 CleanTech made in Germany Number of VC-funded clean energy start-ups Many companies with proven technologies seek capital for expansion Generally modest valuations of private growth companies But the German venture capital and private equity sector is still underdevelopped: Despite the leading position of the German CleanTech industry, the US and UK see by far more and larger deals There is a large potential for attractive investments in the German CleanTech industry 32

33 A6 Selected target sectors Industry sector Technologies Potential targets Market driver Value driver Energy efficiency Heat pumps, CHP, airconditioning, others Innovative technology providers, project developers Oil-, gas price, policy Low generation cost (often below market price) Solar thermal Collectors, key components Leading manufacturers, innovative technologies Oil-, gas price Generation cost near market price (oil price) Biogas Fermentation technology Peripheric equipment Manufacturers, project developers Oil-, electricity price, CO2 cred. Large potential, can replace natural gas Solid biomass Combustion, gasification small CHP solutions Manufacturers, project developers Oil-, gas price Near or below market price for fossil energy Photovoltaic Modules, peripherical equipment Technological innovation (cost reduction) Policy, electricity price Highly profitable due to favourable policy Wind energy Turbines, components Manufacturers of components, project developers Policy, electrecity price Low generation cost (near market price) Air conditioning Absorption cooling using heat, other technologies Manufacturers of innovative technologies Electricity price Cost reduction at or below market prices Water treatment Filters, thermal purification, desalination Manufacturers, innovative solution providers Water demand, pollution, policy Strongly increasing international demand 33