Clarity on Mergers & Acquisitions
Clarity on Mergers & Acquisitions
Switzerland: China’s new European hub?
January 2017
22 China’s approach Syngenta and SIGG share insights into what makes Chinese investors tick.
26 2016 activity and 2017 outlook M&A analysis for each of Switzerland’s major industry sectors, together with our outlook for 2017.
68 2016 deal summary View the year’s M&A deals involving Swiss buyers, targets or sellers. METHODOLOGY
This study is based on the University of St. The M&A REVIEW and the M&A DATABASE are Gallen’s M&A DATABASE and KPMG desktop two valuable sources of merger & acquisition research, focusing on deals announced in 2016 information from the Institute of Management at but also providing historical data drawn from the University of St. Gallen. previous editions of the Clarity on Mergers & Acquisitions (formerly M&A Yearbook). The The M&A REVIEW is a professional monthly consideration of individual transactions and their journal founded in 1990 by Prof. Günter Müller- allocation to specific industry segments are Stewens and deals with company takeovers and based on our judgment and are thus subjective. mergers, divestments and strategic alliances in We have not been able to extensively verify all Germany, Austria and Switzerland. The M&A data and cannot be held responsible for the REVIEW has two parts. The first part contains absolute accuracy and completeness thereof. articles from M&A experts. These articles cover a Analysis of different data sources and data sets wide range of M&A topics such as Strategy & may yield deviating results. Historical data may Visions, Law & Taxes, Valuation & Capital Markets differ from earlier editions of this Clarity on and Industry Specials. In addition, reviews of Mergers & Acquisitions as databases are updated M&A developments in Switzerland, Austria and retroactively for lapsed deals or for transactions worldwide appear regularly. The second part of that were not made public at that given time; we the M&A REVIEW systematically tracks M&A have also aligned some of the selection transactions in 18 sectors, from Energy to parameters and industry segmentation more Automotive and from Financial Services to closely to those applied by the M&A DATABASE, Media. The transactions are summarized by which can also lead to differences in historical sector experts of the University of St. Gallen. data representation. The following notes pertain to data contained in this M&A Yearbook: The M&A DATABASE contains more than 78,000 transactions in Germany, Austria and Switzerland • Deals are included where the deal value is since 1985. For each deal data about the buyer, equal to or greater than the equivalent of the seller and the target (such as sales and USD 7 million number of employees) are recorded. Additional • Value data provided in the various charts data about the transaction (size of the represent the aggregate value of the deals for investment, purchase price, direction of the which a value was stated. Please note that transaction, type) are provided. For a better values are disclosed for approximately analysis and for the building of sector statistics 50 percent of all deals the University of St. Gallen uses an own industry • Where no deal value was disclosed, deals are code parallel to the NACE code. Sources of the included if the turnover of the target is equal to M&A DATABASE are press reports, which are or greater than the equivalent of USD 14 million screened and entered into the database on a • Deals are included where a stake of greater daily basis. Contacts with financial investors and than 30 percent has been acquired in the companies allow the database to be completed. target. If the stake acquired is less than 30 percent, the deal is included if the value is equal to or exceeds the equivalent of USD 140 million • Deals are included in their respective industry sections based on the industry of the target business • All deals included have been announced but may not necessarily have closed • Activities excluded from the data include restructurings where ultimate shareholders’ interests are not affected Clarity on Mergers & Acquisitions
CONTENT Clarity on Mergers & Acquisitions
EDITORIAL CHAPTER II
3 Switzerland: A strong anchor 26 Industry Sector Pages in global M&A 28 Chemicals 32 Commodities CHAPTER I 36 Consumer Markets Overview 40 Financial Services 44 Industrial Markets 12 Media headlines 48 Pharmaceuticals & Life Sciences 52 Power & Utilities 14 Summary 56 Private Equity 22 China: The new M&A force in Switzerland 60 Real Estate 64 Technology, Media & Telecommunications 24 Negative growth is an alien concept to the Chinese CHAPTER III
68 List of Swiss M&A transactions in 2016
CHAPTER IV
92 Tombstones
96 PINBOARD
97 CONTACT & IMPRINT
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EDITORIAL Switzerland: A strong anchor in global M&A
An important, sustainable impetus behind high Swiss and global M&A activity in 2016 and again in 2017 is the growing dynamic in the global economy of technical drivers such as digitalization as well as the strong appetite among financial institutions to lend amid persistently low interest rates. Relatively cheap deal financing removes one obstacle to businesses undertaking the necessary moves to adapt business models and to stay ahead of competitors. The strong balance sheets and healthy cash reserves of many Swiss groups should further stimulate M&A activity. This trend will most likely also be backed by Private Equity, as various players managed to raise impressive funds during 2016 that they aim to put to work as soon as possible.
There is considerable reason for optimism in M&A activity. 2016 yielded some remarkable deals such as the acquisition Patrik Kerler of Syngenta by China National Chemical Corporation – a Partner, Deal Advisory, landmark transaction that speaks to China’s growing Head of Mergers & Acquisitions confidence in undertaking foreign acquisitions. It remains to be seen whether new legislation seeking to reduce capital The last few weeks of 2016 once again demonstrated the outflows from China might hinder this confidence in 2017. inherent dynamic and importance of M&A in Switzerland, The fact that this largest ever Chinese outbound deal is of a with potential key transactions such as Lonza’s acquisition Swiss business is testimony to the international appeal of of Capsugel or Actelion’s ongoing negotiations with Switzerland’s knowhow. With China leading the way in Johnson & Johnson about a potential partial or full takeover helping demonstrate Switzerland’s strengths, and with being announced. many more economies that may follow a similar path in the coming years, Switzerland has a unique opportunity to be Overall and in terms of deal figures though, 2016 saw a the true platform for emerging economies’ investments certain slowdown in both Swiss and global M&A activity. into Europe. Still, the Swiss market reached its second highest, and the global market its third highest, deal volume since 2007 The key is for Switzerland to focus on its competitive despite 2016 deal activity being impacted by political advantages such as innovation, a highly skilled workforce, uncertainty in the shape of the US presidential elections and political stability and global relationships. In terms of Brexit. In addition, Swiss businesses were affected by in- maintaining the latter, the adoption of corporate tax reforms house challenges triggered by the strong Swiss franc. will be a litmus test, with February 2017’s referendum Despite this, Swiss industry – and its economy generally – is being an early opportunity to gauge the willingness for in a comparatively amazingly strong position for M&A. change. The development of limits on immigration into Certainly, it is in need of continued dynamism and change in Switzerland will also be a key determinant of Swiss some industries but arguably less so than its near neighbors. businesses’ future ability to access global talent.
3 Good chemistry dominates Sino-Swiss relations
Chemicals
The USD 43.3 billion acquisition of Syngenta by China National Chemical Corporation is the largest outbound deal China has ever undertaken, anywhere. Together with HNA’s acquisition of gategroup, this may herald the long-expected M&A boom by Chinese acquirers in Switzerland.
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5 International power games as Swiss voters hit the nuclear button
Power & Utilities
The Swiss electorate soundly rejected a deadline to close some of the country’s older nuclear plants earlier than planned. With ongoing uncertainty around the future of the country’s energy industry more generally, leading power companies EOS and BKW moved further into renewable energy abroad while others continue to assess their options.
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7 Insurers displace banks to drive financial services deal activity
Financial Services
Dominated in recent years by private banks, activity in 2016 was driven by Switzerland’s insurers. Swiss Re focused on the Americas, while Zurich Insurance Group’s purchase in Australia made it one of the world’s top three travel insurers.
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9 (Re)born in the USA
While China dominated activity into Switzerland, it was the US that appealed to outbound Swiss ambitions. Lonza’s USD 5.5 billion acquisition of Capsugel sat alongside smaller deals to emphasize the continued allure of the North American market for Swiss players seeking to refresh and boost their global growth plans.
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11 MEDIAHeadlines HEADLINES 2016
A SHOPPING Chemical SPREE WITH reaction desired The announced merger between chemical giants Dow Chemical and Dupont fuels THE STRONG consolidation fantasies. The cards in the FRANC chemical industry will be reshuffled in 2016. Handelszeitung Swiss companies are taking advantage of the currency Thursday, 21 January 2016 situation and closing ever more acquisition deals abroad.
Tagesanzeiger Tuesday, 21 June 2016 Takeover A deal among with friends obstacles EBM: A tax agreement after the sale of an Alpiq EFG/BSI Joachim Strähle is driving private subsidiary is raising questions. banking group EFG in search of growth.
Bilanz Handelszeitung, Thursday, 15 December 2016 Friday, 20 May 2016
The Chinese Fighting tooth are coming Chem China has executed a successful coup of historical proportions. In one fell swoop, the acquisition of Syngenta has and nail made the Chinese state-owned DORMA + KABA The merger of the security champions is a match enterprise the world’s largest made in heaven. Yet the path to get there was rocky, as insiders manufacturer of crop pro- report. The global number three in the industry has taken on a lot tection products and a highly for the future. influential supplier of seed.
Bilanz Neue Zürcher Zeitung Friday, 7 October 2016 Friday, 5 February 2016 Number of New wave of mergers on acquisitions the horizon; The bright light of optimism is drops shining on the European Zurich. The Swiss market for company acquisitions and mergers is developing steel industry cautiously. Compared to the same Big steel companies like ArcelorMittal, ThyssenKrupp and quarter last year, volumes from July to Tata Steel are faced with the question of how to consolidate September declined by 32.2 billion their activities. Mergers present the opportunity to reduce dollars, as reported by consulting firm excess capacities in Europe. KPMG.
Basler Zeitung Neue Zürcher Zeitung Monday, 3 October 2016 Monday, 18 April 2016
Feeding Two construction frenzy giants join forces M&A: The global acquisition frenzy has peaked. Swiss LAFARGE HOLCIM - The merger of Lafarge and Holcim is moving companies are at the center of along slowly. But management duo Beat Hess and Eric Olsen still has it all. plenty of problems to deal with …
Handelszeitung Bilanz Thursday, 22 December 2016 Friday, 16 December 2016 Glencore back with a vengeance Staff in
The commodities trader has succeeded in closing a strategically complex petroleum deal with Rosneft. merger Neue Zürcher Zeitung Saturday, 10 December 2016 International edition muddle
LONZA SWALLOWS People often underestimate the AN EXPENSIVE PILL cultural aspects of mergers. Sometimes there is a risk of knowledge loss or CEO Ridinger is receiving plenty of praise for the acquisition of US company Capsugel. Despite this, shares the danger of quarreling and trench in the Basel-based pharmaceutical group dropped again after the deal was announced. warfare within the company.
Tagesanzeiger Neue Zürcher Zeitung Friday, 16 December 2016 Tuesday, 12 July 2016 SUMMARY
Consumer Markets
2016 Review Retail continues to struggle in challenging markets, with Swiss retail leaders Migros and Coop driving smaller Sectors transactions in both retail and non-retail businesses. The biggest Consumer deal meanwhile saw China’s HNA acquire gategroup. 2017 Outlook Luxury Goods will seek to adjust to evolving dynamics in Asian markets and client behaviors. Food and Drink will be on the lookout for R&D-driven product development and creative companies with products that have market-changing potential. Overall, disruptive market Chemicals innovators will impact M&A activity. w 2016 Review The largest outbound Chinese Financial Services acquisition ever undertaken, China National Chemical Corporation’s acquisition of 2016 Review A surge in Insurance Syngenta easily gives Chemicals the top transactions drove continued high deal position among 2016’s Swiss M&A deals. activity. 2017 Outlook Exciting times ahead as 2017 Outlook Consolidation will pick up macroeconomic trends combine with speed in Private Banking, while Insurance potential mega-deals to facilitate growth and players will remain on the lookout for smaller specialization. and mid-sized deals. Commodities Industrial Markets
2016 Review Realignment and restructuring 2016 Review Businesses continue to review led to an array of deals as industry where, and often if, to manufacture in participants adjusted to the reality of low Switzerland in light of the strong Swiss franc. commodities prices and sustained volatility. As a consequence, the M&A focus was abroad. 2017 Outlook More positive underlying markets may encourage trading houses to 2017 Outlook Further significant further integrate or align themselves with transactions may be expected as a result of major players through structured transactions strategic reviews at ABB and Oerlikon. or equity sales, among other options.
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Pharmaceuticals Private Equity 6 Review & Life Sciences 2016 Review Low interest rates and generous borrowing conditions continue to Review benefit PE through attractive acquisition 2016 Review An ongoing focus on building financing, leading to above average relevant and reinforcing presence in the US – which deal activity. remains the industry’s most interesting market – was evidenced by Lonza’s USD 5.5 2017 Outlook Substantial funds remain billion acquisition of Capsugel. primed for acquisitions, and Swiss-based houses are likely to continue looking also 2017 Outlook If realized, the rumored abroad given exchange rate considerations takeover premium for Actelion may spur and a relative scarcity of available assets in another M&A rally - likely to bring Novartis the domestic market. and Roche back to the larger-scale M&A table. Real Estate Power & Utilities 2016 Review High construction activity is 6 Review contributing to increased vacancy rates and 2016 Review Voters rejected a proposal to stabilizing prices in the residential sector. further limit nuclear power plant terms, Retail space is suffering, with investors being granting more breathing space for large shy about commercial property generally. Swiss utilities. The ‘Energy Strategy 2050’ was accepted by the Swiss Parliament and is 2017 Outlook February’s vote on Swiss tax expected to be subject to a referendum in reforms will help determine the future mood, the near future. impacting immigration, economic performance and demand for Switzerland’s 2017 Outlook M&A volumes are expected Real Estate. to remain at similarly low levels. The sector may see some significant developments pending the public vote on Energy Strategy 2050, as utilities begin to adjust their Technology, Media strategies accordingly. & Telecommunications
2016 Review International Swiss businesses worked to realign and optimize their portfolios, with considerable activity around digital platforms and cyber security. 2017 Outlook Renewed M&A activity is on the cards due to global consolidation and rapid technology development and deployment.
15 SUMMARY Cross-border Deal Flows
12,009
46,825
US & Canada
10,435
45 76
Africa
400
Latin America
Swiss M&A news in 2016 was dominated by two countries: China and the US. A truly landmark deal was China National Chemical Corporation’s USD 43.3 billion acquisition of Syngenta. Indeed, this was the largest outbound transaction ever undertaken by a Chinese company. In a sign that this transaction is much more than a one off, gategroup was also sold to Chinese acquirers. The insights of Syngenta and SIGG executives on their experiences of being acquired by Chinese investors can be read on pages 22 and 24 respectively.
In terms of Switzerland’s outbound ambitions, the US was the clear destination of choice. Lonza led the way with its USD 5.5 billion acquisition of Capsugel, followed by Galenica’s USD 1.5 billion purchase of Relypsa. These – among other deals – illustrate the potential the US continues to offer as the world’s largest economy.
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Bidder Switzerland
Norway Sweden 511 19 Denmark Ireland 7 895 United Kingdom 1,040 Netherlands Russia 974 Germany 11,270 1,159 France Austria 2,458 101 Romania Monaco 35 201 Italy 621
Asia-Pacific
Target Switzerland
1,332 Sweden 1,461
United Kingdom 1,640 Netherlands Middle East 159 Germany Luxembourg 826 888 Hungary 1,001 200 France 385 Italy 16
Europe
11,305
Legend 5,488 Bidder Switzerland Central/Eastern Europe Target Switzerland
Remarks • Values in USD million Western Europe 200 • Value of domestic deal flows in Switzerland USD 10,731 million • Data shown on bidder and target Switzerland at right reflect the 7,986 largest cross-border deal flows and are not intended to be comprehensive
17 SUMMARY 2016 Top 10 M&A A A
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Feb 2016 Syngenta AG 100 Switzerland China National China - - 43,299 Chemical Corporation
Dec 2016 Rosneft Oil 20 Russia Consortium led by Switzerland Rosneftegaz Russia 11,270 Company OAO Glencore PLC and OAO Qatar Investment Authority
May 2016 MultiPlan Inc >50 United States Hellman & Friedman United States GIC Private Switzerland 7,500 LLC; Leonard Green Limited; Partners & Partners, L.P. Group Holding; Starr Investment Holdings, LLC
Oct 2016 Essar Oil Limited 49 Switzerland Trafigura; United Switzerland Essar Group India 6,328 Capital Partners Advisory OOO
Dec 2016 Capsugel, Inc 100 United States Lonza Group Ltd Switzerland Kohlberg Kravis United 5,500 Roberts & Co. Kingdom L.P.
Dec 2016 Allied World 98 Switzerland Fairfax Financial Canada - - 4,698 Assurance Company Holdings Limited Holdings, AG 2016 Apr/Jun 2016 Glencore plc 50 Switzerland Canada Pension Canada Glencore plc Switzerland 3,100 * (Agricultural Plan Investment Products) Board
Jul 2016 Foncia Groupe SA 100 France Partners Group Switzerland Bridgepoint United 2,039 TopHolding AG; CIC10 Advisers Kingdom Capital Corporation; Limited; Eurazeo Caisse de depot et SA placement duM &A Quebec A A Apr 2016 gategroup 100 Switzerland HNA Group Co Ltd China - - 1,927 Holding AG
Dec 2016 Unilabs SA 55 Switzerland Apax Partners LLP United Kingdom Nordic Capital; Sweden 1,588 Altamir & Cie; Apax Partners MidMarket SAS
18 * Two deals: 1) April 2016, 40 percent stake, USD 2.5 billion, 2) June 2016, 10 percent stake, USD 0.6 billion Clarity on Mergers & Acquisitions
Number and value of deals per year
al o al n r o al
Number of deals Value of deals (USDbn)
Number and value of deals per quarter
140 100
90 120 80 al o al n
100 70
60 80
50
60 40 r o al
40 30
20 20 10
0 0
Number of deals
Value of deals (USDbn) 19 SUMMARY
Volume by deal size 2016 (USD)
200
180
160 200 illion 180 140 illion illion 160 120 illion illion illion 140 100 illion illion 80 illion illion 120 r o al illion illion 60 100 illion or l 80 illion illion 40 r o al
60 20 illion or l 40 0 2011 2012 2013 2014 2015 2016 20
0 2011 2012 2013 2014 2015 2016
Foreign acquirers of Swiss targets Targets of Swiss acquirers by region 2016 by region 2016
Western Europe 53% Latin America 0 % Switzerland 34 % Central/Eastern Europe 2 % US & Canada 21 % Middle East 0 % Western Europe 39% Latin America 2 % Asia-Pacific22% Africa 1% US & Canada 15% Africa 1 % Central/Eastern Europe 3% Asia-Pacific6 % Middle East 1 %
20 by region 2016 Targets ofSwiss acquirers by target/buyer/seller 2014 to2016 Split ofdeals sector2016per industry Number ofdeals 8 9 7 6 5 4 3 2 1
Commodities Chemicals Technology, Media& Telcommunications 16% Power &Utilities4 % Other Industries12% 11 Financial Services Pharmaceuticals Consumer Markets 16% Industrial Markets 21 % 3 % 7% & Life Sciences10
r o al % % i y r i tar t or i n tar t i y r 6 7 5 8 9 4 or i n y r i tar t Clarity onMergersClarity & Acquisitions 3 1 or i n y r i n or or i n tar t 2 21 China: The new M&A force in Switzerland Interview with Liana Logiurato, Global Head of M&A at Syngenta International AG
Patrik Kerler China’s outbound M&A infrastructure, digital solutions as well least when you take Brexit into activity overtook that of the US for the as branded goods and healthcare. account. In my view, there may be an first time in 2016. What in your opinion is opportunity here for Switzerland to driving this uptick? How do you expect this to develop over become a platform for Asian businesses the next five years? stepping into Europe, as the conduit for Liana Logiurato This is a complex Chinese investments into our continent. development with many factors in Outbound Chinese activity is on the play. I see China’s maturing economy rise. If you look at announced deals, What are Chinese businesses looking for and ageing population, combined with you see a jump in outbound deal in their Swiss acquisitions? slowing economic growth rates, volumes, especially into Europe, as leading to the need to identify new large Chinese businesses gain interest They gain access to fully fledged growth drivers. Complementing this, in acquiring as well as doing more businesses as well as technology. With governmental policies encourage business here. I think the completion of our deal, for example, they acquire the Chinese companies to expand and the Syngenta acquisition will boost leading crop technology company, a secure access to new markets, products outbound M&A activity. The closing of real prime asset. On top of this they and technologies. A number of the deal will provide a tangible proof can explore ways to further deploy our secondary factors facilitate these point that these deals are genuinely crop protection and seeds products as dynamics: a benign financing doable. well as technology in China. But let’s environment, the growing be clear, this is not a one-way street. sophistication of market participants But there may also be more We need to move away from the and a substantially expanded competition for investments. If you conventional mentality that Chinese structuring toolkit. look at Donald Trump’s approach, for companies are looking to take over our instance, we may see more money IP and simply transfer knowledge What I also find interesting is the shift being pumped back into the US, home. There is a wider perspective in focus sectors. Over the next couple providing greater firepower for US and the prize is much bigger than what of years we will see much more companies to expand. I am curious to people usually see. In fact, there are emphasis by Chinese acquirers on see what European companies and significant benefits for us too - we get industrials and technology, especially policymakers will and will not do, both the opportunity to take our products, technology components and in Switzerland and elsewhere – not ways of working in the value chain
22 Clarity on Mergers & Acquisitions China does not seem interested in flipping assets. They are in it for the long term.
and business practice into a huge instance in how they view capital market. That is the case not only for us structures as well as financing and at Syngenta, but across industries. We syndication. One thing I have noticed can get on and do more things in Asia is the emphasis on a strong strategic that we would otherwise not have the rationale. This can add an extra layer chance to do from an organic growth of complexity to a complicated deal, and standalone perspective. but it’s important for the Chinese to link the strategic rationale of a deal to Given your recent experience of being their own five-year plan. Not a surprise acquired by China National Chemical considering their long-term view and Corporation, what do you observe about the fact that they buy businesses when the Chinese acquire a fully- how Chinese dealmakers approach 10,000km away! fledged and well run business, they do transactions? not feel the need to step in and run the And finally, how do acquisitions tend to business – instead, they are It strikes me how quickly Chinese be viewed post-completion? comfortable to let it operate acquisition practice has developed. autonomously. They have evolved a lot from six or Acquisitions need to be considered on seven years ago, also in what they are a case-by-case basis: some deals are In my experience, executives from looking for. In the past, acquisitions real mergers with at least some China are extremely open to ideas and were focused on low price assets. integration, others are only a change different ways of putting together deals, Nowadays, Chinese buyers of ownership with minimal or no especially when target businesses are increasingly feature in auction integration requirements. well run. They will listen to you – to processes, they can move swiftly and your experiences and counsel. It’s competitively and indeed can add It’s really noticeable that China does refreshing to see how practical and significant competitive tension by not seem interested in flipping assets. open minded is their approach to doing doing so. In terms of deal mechanics, They are inclined to acquire for the business. I think that can provide a their approach to pricing, structuring long term – that’s good news win-win opportunity for all parties and financing is much more generally, as it makes Chinese involved - and this clearly requires a sophisticated than it used to be, for investments quite stable. Moreover, mindset shift by all parties.
23 Negative growth is an alien concept to the Chinese
Patrik Kerler SIGG was taken over by Chinese group Haers at the start of 2016. What has your experience been to date?
Stefan Ludewig Although we’re active in a small market segment, SIGG is one of Switzerland’s most famous brands. The public response was thus emotional when the announcement was made about SIGG’s acquisition by Chinese group Haers, resulting in a certain degree of unrest within the company and among the staff. However, I have no doubt that the new owner is committed to the Frauenfeld site in the long term. The media often paints a very negative and alarmist picture of Swiss company takeovers by Chinese buyers. I find Stefan Ludewig this unnecessary and somewhat Former CEO, SIGG Switzerland Ltd irresponsible as it stirs up public unrest. Essentially, there’s nothing wrong with Chinese companies investing in Swiss firms. It’s important that an investor brings entrepreneurial thinking – regardless of where they are from. However, it is a shame that it’s so difficult to find domestic buyers for small and medium-sized businesses. A suffers, particularly when it comes to little more local color in this area sensitive topics. In addition, we’ve would be great. noticed that our Chinese owners have very high growth expectations, and What cultural differences have you always with a focus on self-financed experienced during your collaboration? growth. An understandable expectation, if you look back at China’s recent First and foremost, the language economic history, which has been barrier, which obviously makes characterized by double-digit growth communication more difficult. Many of rates and never zero growth or even a my contacts speak little or no English, decline. To overstate it somewhat, so we rely constantly on translations mathematical negatives are an alien and interpreters. Sometimes the content concept to the Chinese. So, we must
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harmonize expectations through good development. But with the increasing expectation management. involvement from less experienced and not yet internationally oriented Do you think that the Chinese will Chinese companies, professionalism in increase their M&A activities in M&A activities will initially decline, Switzerland in future? while the cultural divide will widen.
I see that as a general trend. China is What makes Swiss companies particularly geared towards expansion. Chinese attractive to Chinese investors? companies have a clear plan of how and where they want to grow Tradition. The Chinese value the internationally. This will impact history of local companies and are Switzerland too. This development – impressed by their many years’ the growing number of Chinese experience. Most firms in China have investors in Switzerland and in Europe been around for just 10 or 15 years, so in general – means that more small it obviously makes an impression and medium-sized Chinese companies when a company like SIGG can look will be active here in future. In back on over 100 years of history. principle, that’s a welcome That’s what attracts Chinese investors.
It’s important that an investor brings entrepreneurial thinking – regardless of where they are from.
25 Industry Sector Pages
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27 SECTOR Chemicals
Deal Values Percentage Deal Numbers out of range -25 % USD 43.8 billion to 12 deals
Remark The deal number and value deviations in percent refer to the change between 2015 and 2016.
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Patrick Schaub Director, Deal Advisory, Diligence Services +41 58 249 42 17 [email protected]
Top Deal 2016 USD 43.3 billion Target: Syngenta AG Buyer: China National Chemical Corporation
2016 Review The largest outbound Chinese acquisition ever undertaken, China National Chemical Corporation’s acquisition of Syngenta easily gives Chemicals the top position among 2016’s Swiss M&A deals.
2017 Outlook Exciting times ahead as macroeconomic trends combine with potential mega-deals to facilitate growth and specialization.
Top 5 Swiss Chemicals transactions 2016
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Feb 2016 Syngenta AG 100 Switzerland China National China - - 43,299 Chemical Corporation
Mar 2016 Inovyn 50 United Kingdom INEOS Group AG Switzerland Solvay SA Belgium 380
Jul 2016 Fertilizantes 50 Brazil EuroChem Group AG Switzerland Jose Eduardo Brazil 93 Tocantins Ltda Motta (Private Investor)
Jan 2016 Agrinos AS 60 Norway EuroChem Group Switzerland - - 21 AG; Manor Investment SA, Havfonn AS
Apr 2016 L.M. Scofield 100 United States Sika AG Switzerland - - 19 Company
29 SECTOR Chemicals
The largest ever outbound Chinese acquisition saw China National Chemical Corporation acquire Syngenta for almost USD 43.3 billion. This is the latest in a series of Chemicals mega-deals in recent years and marked the peak in a year of otherwise relatively flat transaction activity in Switzerland.
Amid a further decline in the number of Swiss The deal dwarfed the second largest Chemicals Chemicals transactions since 2013, China transaction this past year, whereby INEOS took National Chemical Corporation provided a shot in over the entirety of its UK joint venture, Inovyn, the arm to the sector’s M&A record when it by buying out Solvay. INEOS’s chairman announced its acquisition of Syngenta in February expressed pleasure that the full acquisition of 2016. The deal is a major landmark in Chinese Inovyn had taken place only “one year since its M&A – as well as potentially providing China with formation and two years earlier than expected”1, valuable access to overseas markets, it strengthening its core business. underscores its ambitions for food security. It surely sits alongside transactions such as Bayer/ Elsewhere in Switzerland, EuroChem Group, the Monsanto and Dow/DuPont as one of the year’s agrochemical company that moved its most important transactions globally. In addition, headquarters to Switzerland in 2014, stayed true it has the potential to disrupt the Chemicals to its growth ambitions with several acquisitions. industry’s ‘business as usual’ as it forces other Clariant meanwhile continued to be acquisitive, players to rethink their positioning and actively seeking deals to strengthen its position competitiveness. as a leading global specialty chemicals supplier, expand its market presence and help it meet existing customer demand in the US in particular.
1 INEOS completes acquisition of INOVYN Joint Venture, 7 July 2016, www.ineos.com
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Number of deals per quarter Number and value of deals per year
8 30 50 7 45 25 40 al o al n 6 35 20 5 30 4 15 25 3 20 10
r o al 15 2 r o al 10 5 1 5 0 0 0 r al n
Number of deals per industry sub-sector 2016 Split of deals by target/buyer/seller 2014 to 2016
14 13
12 11
10 n trial i al 9 8 ro an 6 ialty i al 4 r o al 4 3 2 2 2 1 1 - - - 0 i y r i y r or i n y r or i n y r i tar t or i n tar t i tar t or i n tar t i n or
Outlook
Keep an eye on what could be an exciting time for the Chemicals industry in both Switzerland and abroad. A combination of post-acquisition or post-merger pruning – in some cases prompted by compliance with anti-trust regulation – could yield a considerable number of sizeable divestments. The seeds and pesticides business in particular is one to watch, as disposals will likely arise due to regulatory considerations in order to receive the necessary merger approvals.
We have almost certainly not seen the last of the mega-deals either. Significant potential remains for transformational deals that will propel already large businesses into industry giants that are able to realize sizeable scale effects. Such transactions will have both direct and indirect impacts - they will allow the respective businesses to generate more rapid growth in given sub- sectors, but will also spur other industry participants to work even harder to improve their performance in the face of ever larger, ever more specialized competitors.
The likely outcome of M&A moves over the next 12 – 24 months is a more pronounced focus on niche specialty markets, innovative technologies and the promotion of geographic expansion (organic and inorganic). Smaller players in particular will look to gain focus and/or scale through bolt-on acquisitions as they seek to redefine and strengthen their activities. They may have fresh opportunities to do so by picking up businesses shed by post-merger giants.
31 SECTOR Commodities
Deal Numbers Deal Values 0% 297% to to 25 deals USD 23.2 billion
Remark The deal number and value deviations in percent refer to the change between 2015 and 2016.
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1 James Carter 1 2 Director, Deal Advisory, Diligence Services +41 58 249 3731 [email protected]
2 Bryan DeBlanc Partner, Deal Advisory +41 58 249 29 44 [email protected]
Top Deal 2016 USD 11.3 billion Target: Rosneft Oil Company OAO Buyer: Consortium led by Glencore PLC and Qatar Investment Authority
2016 Review Realignment and restructuring led to an array of deals as industry participants adjusted to the reality of low commodities prices and sustained volatility.
2017 Outlook More positive underlying markets may encourage trading houses to further integrate or align themselves with major players through structured transactions or equity sales, among other options.
Top 5 Swiss Commodities transactions 2016
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Dec 2016 Rosneft Oil 20 Russia Consortium led by Switzerland Rosneftegaz Russia 11,270 Company OAO Glencore PLC and OAO Qatar Investment Authority
Oct 2016 Essar Oil Limited 49 Switzerland Trafigura; United Switzerland Essar Group India 6,328 Capital Partners Advisory OOO
Apr/Jun 2016 Glencore plc 50 Switzerland Canada Pension Canada Glencore plc Switzerland 3,100 * (Agricultural Plan Investment Products) Board
Oct 2016 VTTI 50 Switzerland Buckeye United States Vitol Group, Switzerland 1,150 Partners, L.P. VIP Terminals Finance B.V.
Oct 2016 Glencore Rail - Switzerland Genesee & Australia Glencore plc, Switzerland 8 74 (NSW) Pty Limited Wyoming Australia Glencore Coal Pty. Ltd Pty Limited
* Two deals: 1) April 2016, 40 percent stake, USD 2.5 billion, 2) June 2016, 10 percent stake, USD 0.6 billion
33 SECTOR Commodities
Amid low commodity prices and sustained volatility across most product markets, transaction volumes and values remained broadly in line with 2015. Commodities trading produced a wide array of deal types as key actors seek to realign their portfolios, restructure their financing, align with other actors along the value chain or adopt a more proactive stance in the trading market.
For most of 2016, underlying Commodities • Glencore’s sale of 40 percent of its agricultural markets were impacted by low prices across trading activity to the Canada Plan Investment almost all products. Crude oil fell to a low of Board for USD 2.5 billion provided leeway in USD 28 per barrel in March and thermal coal fell refinancing discussions while allowing the to below USD 40 per ton. Agricultural products group to maintain its presence in that market. meanwhile also experienced a (less dramatic) slump in prices. Vitol meanwhile remained active in the midstream market, completing a number of Against this background, Commodities traders transactions through its Varo subsidiary, in which remained active in M&A, yielding several key Carlyle Capital is a partner. Vitol sold half of its transactions: VTTI subsidiary to Buckeye Partners, a major US • Glencore’s USD 11.3 billion participation in midstream partner. Signaling a significant Rosneft’s equity sale in December 2016 took portfolio realignment, it also sold part of its US its partnership with Rosneft to a new level by terminals business to Sunoco Logistics Partners. deepening its trading relationship with the In Soft Commodities, ADM indirectly acquired Russian giant and gaining access to a greater Egyptian grain importer Medsofts to extend its oil supply. reach into this large Middle Eastern market. • Trafigura took a 25 percent participation in Rosneft’s acquisition of Essar’s refinery and The low price environment means producers find downstream portfolio in India, two months themselves with non-performing or distressed before Glencore’s move into Rosneft’s equity. assets. Despite this, Commodities traders did not Trafigura had not previously been active in step in as much as had been expected to acquire refining. assets such as mines or oil production assets in • Mercuria’s sale of a 12 percent equity stake to this period of record low prices. Rather, there China National Chemical Corporation, which was considerable activity on the credit side, was at the same time launching its bid for where traders provided financing to upstream Syngenta, confirmed the shift in strategy by companies in exchange for preferential or China’s large state-owned enterprises to a exclusive offtake agreements. more active role in the Commodities value chain.
34 for thissector. andfiguresarenot Sub-sector data available Remark: Number ofdealsperquarter r o al 10 0 1 2 3 4 5 6 7 8 9
to new investors. players, generationalshifts structures alignmentpromisetoopenup capital aswell asindustry or otheroptions. foundingWith families stakesatanumberofthese stillholding largeequity underlying productionordemand ofcommoditiesthroughstructured sales transactions,equity houses may make moves tofurtherintegrateoralign themselves withmajorplayers inthe We may seeagreaterlevel by ofactivity ChineseSOEsinthetradingmarket. The majortrading back tomarket in2017. postponed assetsalesin2016 duetoimproving commoditiesprices. These willlikely come coal priceswilldrive in2017. moreM&Aactivity For instance, Anglo American andNyrstar OPEC’s support of astrongeroilprice,thestrengthUSDollarandimproving ironoreand Outlook
Split ofdealsby target/buyer/seller 2014 to 2016 Number andvalue ofdealsperyear r o al r o al 10 15 20 25 30 35 40 45 12 14 16 18 10 0 5 0 2 4 6 8 i y r i tar t 1 - r 1 or i n tar t i y r 13 16 14 al n or i n y r Clarity onMergersClarity & Acquisitions i tar t 1 1 7 i n or or i n y r or i n tar t 6 8 0 10 20 30 40 50 60
3 n al o al 35 SECTOR Consumer Markets
Deal Values - 7 % to USD 6.8 billion
Deal Numbers -3% to 56 deals
Remark The deal number and value deviations in percent refer to the change between 2015 and 2016.
36 Clarity on Mergers & Acquisitions
Patrik Kerler Partner, Deal Advisory, Head of Mergers & Acquisitions +41 58 249 42 02 [email protected]
Top Deal 2016 USD 1.9 billion Target: gategroup Holding AG Buyer: HNA Group Co Ltd
2016 Review Retail continues to struggle in challenging markets, with Swiss retail leaders Migros and Coop driving smaller transactions in both retail and non-retail businesses. The biggest Consumer deal meanwhile saw China’s HNA acquire gategroup.
2017 Outlook Luxury Goods will seek to adjust to evolving dynamics in Asian markets and client behaviors. Food and Drink will be on the lookout for R&D-driven product development and creative companies with products that have market-changing potential. Overall, disruptive market innovators will impact M&A activity.
Top 5 Swiss Consumer Markets transactions 2016
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Apr 2016 gategroup 100 Switzerland HNA Group Co Ltd China - - 1,927 Holding AG
May 2016 AudioNova 100 Netherlands Sonova Holding AG Switzerland HAL Netherlands 954 International B.V. Investments B. V.
Feb 2016 Osem 36 Israel Nestlé SA Switzerland - - 837 Investment Ltd
Jun 2016 Eden 100 Switzerland Cott Corporation Canada Rhone United States 534 International SA Capital LLC
Nov 2016 Promasidor 33 South Africa Ajinomoto Co Inc Japan Plexus Switzerland 532 (South Africa) (Pty) Investments Ltd; Tana Africa Capital Managers
37 SECTOR Consumer Markets
Despite a rather steady M&A performance overall, the Swiss Consumer space threw up few remarkable deals. The completion of HNA’s purchase of gategroup placed the Chinese group at the top of 2016’s Swiss Consumer deals list. Persistently slowing growth rates in Asia and changing consumer behavior meanwhile caused ongoing concern and realignment in the Luxury Goods space, while Retail M&A suffered a further stark decline.
HNA’s acquisition of gategroup, the Swiss airline restructuring efforts, and increasingly catering and logistics business, builds on the transactions, to try to avoid liquidation scenarios. Chinese group’s Swiss airport presence following its stake in Swissport. gategroup is expected to Food and Drink continued to converge with continue as an autonomous business within health and wellbeing, with heavy investments in HNA’s portfolio. This is underlined by its R&D to produce healthier foods. This is illustrated announcement in late December to acquire a by Nestlé’s November 2016 announcement that it 49.99 percent stake in Servair from Air France- will begin using faster-dissolving sugar in some KLM for EUR 237.5 million. This transaction chocolate products from 2018, cutting sugar increases gategroup’s annual revenues to more content by 40 percent. But disruptive market than CHF 4.4 billion. innovators are also affecting the industry, leading to major transactions as demonstrated by Among outbound Swiss transactions, Sonova Unilever’s acquisition of Dollar Shave Club, a 2012 took over Dutch-based AudioNova, one of e-commerce start-up, for around USD 1 billion. Europe’s largest hearing aid retailers. Lukas Braunschweiler, CEO of Sonova, cited the deal as Switzerland’s two largest food retailers, Migros “further advancing our strategy of offering a full and Coop, are increasingly pursuing range of hearing solutions… the combination of diversification strategies in terms of sectors and our well established and complementary retail international growth. Migros looked at a range of networks represents a strong base for future businesses in 2016 from cosmetics to tourism. growth.”1 Its deals included Germany’s Inline fitness advisory business. Coop undertook acquisitions Traditional Retailers meanwhile continued to in Switzerland and Austria that included 51 struggle with changing consumer sentiment and percent of Update Fitness, Eastern Switzerland’s innovative online competitors, with strong market leader in fitness centers. pressure on traditional Retail concepts. While the larger retailers are still posting reasonable Slowing appetite for Luxury Goods in Asian and performances, smaller groups (especially textile- other growth markets is forcing many Swiss based) face threats to their existence. Challenges companies to try to realign themselves to this are exacerbated by exchange rates making new economic reality. This slower growth also imports cheaper, and the growth in online sales translates into a mismatch between sellers’ and that appeals to customers ordering non-food buyers’ M&A pricing expectations, resulting in items from abroad. These factors are driving many deals not proceeding.
1 Sonova announces agreement to acquire AudioNova, 4 May 2016, www.sonova.com
38 Clarity on Mergers & Acquisitions
Number of deals per quarter Number and value of deals per year
25 70 25
60 20 20 al o al n 50 15 40 15
10 30 10
r o al 20 r o al 5 5 10
0 0 0 r al n
Number of deals per industry sub-sector 2016 Split of deals by target/buyer/seller 2014 to 2016
35 29 30 Food 30 25 25 Retail 20 Apparel 17 14 15 13 12 13 Luxury goods 10
r o al 10 Other 5 5 4 5
0 i y r i y r or i n y r or i n y r i tar t or i n tar t i tar t or i n tar t i n or
Outlook
Innovation is the name of the game for the consumer industry with disruptive technologies and market innovators changing the landscape.
Nestlé’s move towards reduced sugar chocolate may indicate an ongoing trend among larger Food and Drink producers to seek healthier brands or small pharmaceutical businesses that may provide a boost to inhouse R&D efforts.
In Retail, larger players will continue adjusting their portfolios, with specialists such as Dufry, which has naturally been digesting its recent acquisitions of World Duty Free and Nuance, likely to return to the M&A markets. 2017 is likely to see it pursue further (though smaller) deals.
Focused Luxury Goods firms such as Firmenich and Givaudan will meanwhile remain on the look out for selective acquisitions that boost their specialist capabilities.
39 SECTOR Financial Services
Deal Values - 73 % to USD 9.0 billion
Deal Numbers 8% to 41 deals
Remark The deal number and value deviations in percent refer to the change between 2015 and 2016.
40 Clarity on Mergers & Acquisitions
Christian Hintermann Partner, Head of Deal Advisory Financial Services +41 58 249 29 83 [email protected]
Top Deal 2016 USD 4.7 billion Target: Allied World Assurance Company Holdings, AG Buyer: Fairfax Financial Holdings Limited
2016 Review A surge in Insurance transactions drove continued high deal activity.
2017 Outlook Consolidation will pick up speed in Private Banking, while Insurance players will remain on the lookout for smaller and mid-sized deals.
Top 5 Swiss Financial Services transactions 2016
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Dec 2016 Allied World 98 Switzerland Fairfax Financial Canada - - 4,698 Assurance Holdings Limited Company Holdings, AG
May 2016 Credit Suisse Group 100 Switzerland TPG Special United States Credit Suisse Switzerland 1,270 AG (distressed Situations Partners Group AG credit portfolio)
Feb 2016 Banca della Svizzera 100 Switzerland EFG International Switzerland Banco BTG Brazil 1,070 Italiana SA Pactual S.A
Dec 2016 Cover‑More Group 100 Australia Zurich Insurance Switzerland - - 552 Limited Group Ltd
Jun 2016 Zurich Assurance 100 Morocco Allianz SE Germany Zurich Switzerland 275 Maroc Insurance Group Ltd
41 SECTOR Financial Services
Although Private Banking generally saw a lull in consolidation, a move by EFG proved transformational. Insurers meanwhile made up the balance, driving Financial Services deal activity as Swiss Re made further inroads into the Latin American market, Zurich Insurance Group actively bought in Asia Pacific and Mobiliar and Helvetia looked to strengthen their positions in insuretech.
The Private Banking sector saw EFG acquire Zurich’s divestment of its general insurance Banca della Svizzera Italiana from Brazil’s Banco operations in Taiwan to Hotai Motor Co. The deals BTG Pactual for around USD 1.1 billion. Seeing should help restructure Zurich in light of his bank propelled to become one of profitability concerns. Switzerland’s five largest private banks, EFG’s CEO Joachim Straehle noted: “The closing of the The largest Insurance deal of the year, however, acquisition marks a historic milestone for both was Fairfax Financial Holdings’ purchase of Zug- EFG International and BSI. Together we are based Allied World Assurance Company Holdings. forming a leading pure play private bank with Swiss Re bought IHC Risk Solutions, a US-based strong Swiss roots...”1 Among smaller underwriter of the employer stop loss business; transactions, CBH Compagnie Bancaire it also established a joint venture with Brazil’s Helvétique acquired FIBI Bank (Switzerland) while Bradesco Seguros, with the new entity 60 Safra Sarasin doubled its size in Monaco and percent owned by Swiss Re and named Swiss Re Gibraltar by buying Credit Suisse’s private banking Corporate Solutions Brasil Seguros. The deal sees businesses in these two geographies. Swiss Re contribute around USD 235 million and Bradesco Seguros contribute its property, Accelerating its implementation of a business casualty and large risk insurance operations. model that reflects lower risk appetite and reduced volatility, Credit Suisse Global Markets Among mid-tier players, Mobiliar’s acquisition of saw the bank divest parts of its distressed credit Swisscaution sees Mobiliar expand its presence portfolio to US-based TPG Special Situation in insuretech and comes on the back of its earlier Partners for almost USD 1.3 billion. This reduced acquisition of online marketplace Scout 24. Credit Suisse’s overall distressed credit exposure Helvetia acquired 70 percent of MoneyPark, by USD 1.24 billion. adding a new independent business model to its portfolio as part of its focus on greater customer Of the several Insurance deals announced in centricity and digitization. 2016, Zurich Insurance Group’s acquisition of Cover-More makes it one of the world’s top three In Investment Management Vontobel acquired travel insurance providers. The deal came as Raiffeisen’s asset management subsidiary Zurich bought Malaysia’s MAA Takaful Berhad Vescore to complement Vontobel’s international while selling to Allianz its Moroccan subsidiary, boutique model and allow it to further expand its Zurich Assurances Maroc. This disposal of one of capabilities in sustainable investing and Morocco’s largest insurance companies follows quantitative investing.
1 EFG International announces the successful and timely closing of the acquisition of BSI, EFG International press release, 1 November 2016
42 Clarity on Mergers & Acquisitions
Number of deals per quarter Number and value of deals per year
16 60 40
14 35
50 al o al n 12 30 40 10 25
8 30 20
6 15 20 r o al 4 r o al 10 10 2 5
0 0 0 r al n
Number of deals per industry sub-sector 2016 Split of deals by target/buyer/seller 2014 to 2016
20 18 18 16 16 16 15 Banking 14 14 Insurance 12 10 10 9 Investment Management 8 7 7 6
Other r o al 6 4 4 2 2 0 i y r i y r or i n y r or i n y r i tar t or i n tar t i tar t or i n tar t i n or
Outlook
The lull in Private Banking transactions was contrary to expectations, given the significant scope for the industry to consolidate. With no improvement in the macro-economic environment, private banks’ financial performances are unlikely to improve in 2017, with the result that more will go out of business or be acquired.
More acquisitions are expected by Swiss Insurance firms to support the diversification of their business models. Mid-sized Swiss insurers are also likely to pursue selected acquisitions in core markets abroad.
43 SECTOR Industrial Markets
Deal Values - 54 % to USD 6.6 billion
Deal Numbers 54 % to 77 deals
Remark The deal number and value deviations in percent refer to the change between 2015 and 2016.
44 Clarity on Mergers & Acquisitions
Timo Knak Partner, Deal Advisory, Mergers & Acquisitions +41 58 249 42 04 [email protected]
Top Deal 2016 USD 1.3 billion VAT Group AG IPO Placement
2016 Review Businesses continue to review where, and often if, to manufacture in Switzerland in light of the strong Swiss franc. As a consequence, the M&A focus was abroad.
2017 Outlook Further significant transactions may be expected as a result of strategic reviews at ABB and Oerlikon.
Top 5 Swiss Industrial Markets transactions 2016
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Apr 2016 VAT Group AG - Switzerland IPO Placement Switzerland Capvis Equity Switzerland 1,330 IV Fund LP, Partners Group
Sep 2016 ABB (global high- 100 Sweden NKT Holding A/S Denmark ABB Ltd Switzerland 932 voltage cable system business)
Dec 2016 Stanley Black 100 United States dormakaba Switzerland Stanley Black United States 725 & Decker Inc International & Decker Inc (Mechanical Holding AG Security businesses)
Aug 2016 Lafarge Vietnam 65 Vietnam Siam City Cement Thailand LafargeHolcim Switzerland 579 Public Company Ltd Ltd
Sep 2016 Looser Holding AG 99 Switzerland AFG Arbonia-Forster Switzerland Public takeover - 525 Holding AG
45 SECTOR Industrial Markets
Industrial M&A activity was stable compared to 2015, as market participants continue to exercise caution over pursuing any significant or transformational moves. One exception was AFG, which took over Swiss-quoted Looser Holding due to the significant strategic fit with its Doors segment.
With the Swiss franc showing no sign of retain the division, some portfolio pruning has weakening, businesses continue to explore taken place, such as divesting the global high- relocating their production facilities abroad. A voltage cables system business to Denmark’s series of portfolio reviews at large and mid-sized NKT Holding. Industrial players reassess the respective benefits of manufacturing in Switzerland, abroad Oerlikon meanwhile signalled its clear strategic or at all. The result is a focus on M&A outside focus by committing to “creating a global surface Switzerland. solutions and advanced materials powerhouse”1, citing surface solutions as its investment priority These challenges are accompanied by ongoing on the back of its 2014 acquisition of Metco. high multiples, and translate into caution over any Further reflecting the importance of the surface significant M&A plans. Not that they are deterred solutions division, Oerlikon integrated the division completely from the acquisition trail. Focused and group headquarters into a single unit acquisitions took place where it was justified in effective January 2017. terms of technology or market access. And companies in the sector remain generally well Sulzer meanwhile acquired Germany’s Geka from financed with deep war chests to pursue the 3i to create a leader in proprietary B2B mixing right target or restructuring program. and applicator solutions. With manufacturing plants in Germany, the US and Brazil, Geka is Perhaps the biggest M&A news of the year was cited as being highly complementary to the AFG’s acquisition of Looser Holding. Announced Sulzer Mixpac Systems business unit. In addition, in September, the deal reflects an opportunity for Sulzer acquired Rotec’s gas turbine maintenance the combined business to be a leading European business and has entered into exclusive building supplier of windows and doors. In discussions with Moret Industries to take over parallel, Looser announced it will dispose of its pump manufacturer Ensival Moret. Coatings division. Very late in the year, dormakaba acquired certain Following its reorganization in 2015 from five mechanical security businesses from Stanley divisions to four, ABB carried out a further Black & Decker for USD 725 million and Mesker, strategic review to decide whether to divest its a leader in the commercial door and hardware power grids division. While the outcome was to industry in the US for USD 142 million.
1 Oerlikon presentation at Jefferies 2016 Industrials Conference, 10 August 2016
46 Number ofdealsperindustrysub-sector 2016 Number ofdealsperquarter r o al 10 15 20 25 30 35 0 5 disciplined andselective approach toexternal growth strategies. Other sizableindustrialmarket participantswithsignificantacquisition firepower willcontinuea to shapeandstreamlineitsproduct offering acrossitsportfolio. solutionsandenablersfordigital itsexisting businessunits,amongothers,andonthesell-side ABB isexpected tobeactive bothonthebuy andsellsides.Onthebuy-side inthefield of assessment ofitsDrives andManmadeFibredivisions. to reinforce thisgoalthroughbolt-onacquisitions,andontheotherhandacontinuous strategic Oerlikon’s move toproducea leader insurface solutionssuggests ontheonehandanopenness Outlook Other Automation Automotives such asrobotics) Electronics (industrialtypes & services Industrial products Manufacturing &machinery Split ofdealsby target/buyer/seller 2014 to 2016 Number andvalue ofdealsperyear r o al r o al 100 120 20 40 60 80 40 50 60 10 20 30 0 0 i y r i tar t 19 10 r 18 or i n tar t i y r 55 15 37 al n or i n y r Clarity onMergersClarity & Acquisitions i tar t 19 17 16 i n or or i n y r or i n tar t 8 8 0 10 20 30 40 50 60
6 n al o al 47 SECTOR Pharmaceuticals & Life Sciences
Deal Values
Deal Numbers 62 % to 12 % USD 13.0 billion to 37 deals
Remark The deal number and value deviations in percent refer to the change between 2015 and 2016.
48 Clarity on Mergers & Acquisitions
1 Joshua Martin 1 2 Partner, Deal Advisory, Diligence Services +41 58 249 35 76 [email protected]
2 Tobias Valk Partner, Head of Deal Advisory +41 58 249 54 61 [email protected]
Top Deal 2016 USD 5.5 billion Target: Capsugel, Inc Buyer: Lonza Group Ltd
2016 Review An ongoing focus on building and reinforcing presence in the US – which remains the industry’s most interesting market – was evidenced by Lonza’s USD 5.5 billion acquisition of Capsugel.
2017 Outlook If realized, the rumored takeover premium for Actelion may spur another M&A rally – likely to bring Novartis and Roche back to the larger-scale M&A table.
Top 5 Swiss Pharmaceuticals & Life Sciences transactions 2016
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Dec 2016 Capsugel, Inc 100 United States Lonza Group Ltd Switzerland Kohlberg United 5,500 Kravis Roberts Kingdom & Co. L.P.
Dec 2016 Unilabs SA 55 Switzerland Apax Partners LLP United Kingdom Nordic Capital; Sweden 1,588 Altamir & Cie; Apax Partners MidMarket SAS
Jul 2016 Relypsa, Inc 100 United States Galenica Ltd Switzerland - - 1,530
Feb 2016 Creganna-Tactx 100 Ireland TE Connectivity Ltd Switzerland Permira United 895 Medical Advisers LLP Kingdom
Nov 2016 Selexys 100 United States Novartis Switzerland MPM United States 665 Pharmaceuticals Capital LP Corporation
49 SECTOR Pharmaceuticals & Life Sciences
Swiss companies had a stable year amid a global boom in Pharmaceuticals M&A, with Switzerland’s players holding out for acquisitions that provide enhanced innovation capabilities and the potential to grow global scale. The most notable deals tended to revolve around the ongoing attractiveness of the US market.
Despite strong balance sheets positioning Swiss Also in the US, Roche purchased Tensha Pharmaceuticals well to pursue transactions, a Therapeutics, a Cambridge, Massachusetts-based healthy degree of caution reigned. Preferring to private company that gives Roche access to await targets that promise the right fit, M&A pioneering epigenetic technology. activity in Switzerland remained at broadly usual levels. Novartis meanwhile returned to the deal tables for a series of selective acquisitions following the Driven by the attractiveness of the US substantial three-part transaction in 2014 that Pharmaceutical’s market size and pricing levels, refocused the group. Novartis’s CEO described even US political uncertainty throughout much of its 2016 purchase of Admune Therapeutics as 2016 was not enough to dampen the enthusiasm giving the group access to targeted cancer of Swiss Pharmaceutical groups. The golden days therapies, capabilities around which continue to of unfettered price increases may be over in the be in high demand in the industry. In November US as the soaring cost of some medicines has 2016, Novartis announced its acquisition of sparked controversy that has hampered the Selexys Pharmaceuticals Corporation, which ability of drugmakers to raise prices in their specializes in developing therapeutics for certain biggest and most profitable market. However, the hematologic and inflammatory disorders. outcome of the US elections may divert pressure slightly as the president-elect has stated that he Europe’s largest biotech company, Actelion, once wants to reduce business regulations. again made headlines as speculation circulated that it may be a takeover target for Johnson & This attention on the US produced 2016’s two Johnson and Sanofi. Any deal could value the largest Pharmaceuticals deals involving Swiss Swiss maker of medicines for fatal pulmonary businesses. Lonza’s acquisition of Capsugel for arterial hypertension (PAH) at around USD 27 USD 5.5 billion, following which Lonza becomes billion, a significant premium over the original a fully integrated solutions provider in oral stock value. delivery technologies and active ingredients to the consumer healthcare and nutrition markets. AEVIS Victoria Group, which owns the Swiss And Galenica’s acquisition of Relypsa at a deal Medical Network – the second largest group of value in excess of USD 1.5 billion, which Galenica private hospitals in Switzerland – further plans to combine with its Vifor Pharma business, bolstered its position by acquiring Générale citing the opportunity to become a significant Beaulieu Holding as well as a 40 percent minority player in cardio-renal care in the US and interest in Medgate AG, Switzerland’s largest strengthening Vifor Pharma’s role in cardiology, provider of telemedicine. nephrology and gastroenterology therapies.
50 Clarity on Mergers & Acquisitions
Number of deals per quarter Number and value of deals per year
18 50 80
16 45 70 14 40 al o al n 60 12 35 30 50 10 25 40 8 20 30 6
r o al 15 4 r o al 20 10 2 5 10 0 0 0 r al n
Number of deals per industry sub-sector 2016 Split of deals by target/buyer/seller 2014 to 2016
30
ar a ti al 25 25 i al t nolo y la 20 i nt 17 16 14 Clini alt ar 15 13 11 iot 10 r o al 5 5 5 4 t r 5 1 1 0 i y r i y r or i n y r or i n y r i tar t or i n tar t i tar t or i n tar t i n or
Outlook
Overall, we expect 2017 to be a very active year for M&A in the sector. The courting of Actelion shareholders is likely to continue. And while Novartis CEO Joe Jimenez has stated that he is looking primarily for bolt-on acquisitions in the realm of USD 2 billion to USD 5 billion, the rumored sale of its 33 percent voting share stake in Roche may realize around USD 14 billion. This would boost Novartis’s firepower to undertake more sizeable transactions and would fuel a race for reinvesting the proceeds in suitable assets.
51 SECTOR Power & Utilities
Deal Values
Deal Numbers 148 % to 8 % USD 1.8 billion to 13 deals
Remark The deal number and value deviations in percent refer to the change between 2015 and 2016.
52 Clarity on Mergers & Acquisitions
Sean Peyer Partner, Deal Advisory, Head of Diligence Services +41 58 249 53 89 [email protected]
Top Deal 2016 USD 0.6 billion Target: Societa Gasdotti Italia S.p.A. Buyer: Macquarie Infrastructure and Real Assets; Swiss Life Asset Management AG
2016 Review Voters rejected a proposal to further limit nuclear power plant terms, granting more breathing space for large Swiss utilities. The ‘Energy Strategy 2050’ was accepted by the Swiss Parliament and is expected to be subject to a referendum in the near future.
2017 Outlook M&A volumes are expected to remain at similarly low levels. The sector may see some significant developments pending the public vote on Energy Strategy 2050, as utilities begin to adjust their strategies accordingly.
Top 5 Swiss Power & Utilities transactions 2016
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
May 2016 Societa Gasdotti - Italy Macquarie Switzerland EISER United 557 Italia S.p.A. Infrastructure and Infrastructure Kingdom Real Assets; Swiss Limited Life Asset Management AG
Feb 2016 Fosen Vind AS 40 Norway Nordic Wind Power Switzerland Agder Norway 490 DA (Consortium) Energi AS; TronderEnergi AS; Nord- Trondelag Elektrisitetsverk AS
Jun 2016 Alpiq 97 Switzerland A consortium led by Switzerland Alpiq Switzerland 316 Versorgungs AG EBM Holding Ltd (Genossenschaft Elektra Birseck)
Oct 2016 Swissgrid AG 30 Switzerland BKW Switzerland Alpiq Switzerland 307 Netzbeteiligung AG Holding Ltd
Jun 2016 Volkswind GmbH 100 France CHORUS Clean Germany Axpo Switzerland 135 4 Windparks in Energy AG Holding AG France (Region Poitou-Charentes)
53 SECTOR Power & Utilities
November 2016 saw Swiss voters soundly reject a deadline to close some of the country’s older nuclear plants earlier than planned, giving Swiss energy groups more room for manoeuvre in what continue to be challenging energy market conditions. On the M&A front, Alpiq sold a selection of assets to improve its net debt position, while EOS and BKW continued to acquire.
Uncertainty over the future of the Swiss energy BKW undertook a number of notable transactions market continues. November 2016’s vote on the in 2016, including its second investment in French potential phasing out of its older nuclear plants wind power by purchasing four wind farms from did nothing to provide greater clarity, as the Samfi Invest, three of which are due to be rejection of the bid to close down some ageing connected to the network in 2017-2018. In a more plants means it is back to business-as-usual. sizeable deal, BKW and SIRESO reached an Switzerland continues to await news on the agreement to acquire Alpiq’s shares in Swissgrid. liberalization of the electricity and gas supply This deal results in BKW holding around 37 markets, while oversupply from the ongoing percent of Swissgrid and was noted by BKW import of renewable energy from Germany and CEO Suzanne Thoma as being “of considerable other markets adjacent to Switzerland keeps a lid strategic importance to BKW as it will generate on consumer prices. stable revenues – a real asset for an energy and infrastructure services provider like BKW in In autumn 2016 the Swiss Parliament accepted today’s climate.”1 the Energy Strategy 2050. This strategy suggests that Swiss nuclear power production, EOS continued its expansion into wind and solar representing approximately 40 percent of annual energy by acquiring a portfolio of renewable Swiss power production, will be replaced by new energy assets in February last year. With its firm renewable production capacities (primarily wind commitment to renewable energy production, and solar). As this is a major legislative step, a this deal saw them purchase four wind farms in referendum is anticipated. The question remains France and four solar plants in France and whether Switzerland can realistically replace its Portugal, including part of Europe’s largest solar current nuclear supply with domestic new park at Cestas. In total, the transaction gives EOS renewable infrastructure. additional capacity in excess of 100 MW.
December 2016 saw Axpo announce its new In addition to its divestment of Swissgrid, 2016 strategy to combine its renewable energy and saw Alpiq sell Alpiq Versorgungs AG (AVAG) to a customer business growth areas into a new unit consortium led by EBM for around USD 316 that will be open to new investors. Conventional million. Together with the divestment of its electricity production remains entirely with Axpo. interests in AEK Energie (to BKW), Romandie The split follows the pattern that has been Energie Commerce (to existing shareholders) and observed at RWE and EON in Germany. its announced intention to sell its gas-fired combined cycle power station in Budapest, Alpiq is taking further steps to reduce its net debt.
1 BKW and SIRESO reach agreement on their share in Swissgrid, www.bkw.ch
54 for thissector. andfiguresarenot Sub-sector data available Remark: Number ofdealsperquarter r o al 0 1 2 3 4 5 6
assets intherenewable energy space. further reducenetdebt,while we expect toseeEOSremaininterestedinpicking upsuitable foreign renewable energyassets. Alpiq may make moremoves toshednon-coreassets In themeantime,M&Awillprogress onasmallscalewithregardtogenerationassetsand over thecourseof2017 regarding corporatestrategiesatSwitzerland’s majorenergyplayers. The breathingspacecreatedby November 2016’s vote may lead toaseriesofannouncements Outlook
Split ofdealsby target/buyer/seller 2014 to 2016 Number andvalue ofdealsperyear r o al r o al 10 12 14 16 0 2 4 6 8 6 7 8 0 1 2 3 4 5 i y r i tar t 2 4 r 6 or i n tar t i y r 7 6 5 al n or i n y r Clarity onMergersClarity & Acquisitions i tar t 1 1 - i n or or i n y r or i n tar t - 1 0 1 2 3 4 5
2 n al o al 55 SECTOR Private Equity
Deal Values
Deal Numbers 2 % to 13 % USD 30.6 billion to 86 deals
Remark The deal number and value deviations in percent refer to the change between 2015 and 2016.
56 Clarity on Mergers & Acquisitions
1 Timo Knak 1 2 Partner, Deal Advisory, Mergers & Acquisitions +41 58 249 42 04 [email protected]
2 Tobias Valk Partner, Head of Deal Advisory +41 58 249 54 61 [email protected]
Top Deal 2016 USD 7.5 billion Target: MultiPlan Inc Buyer: Hellman & Friedman LLC; Leonard Green & Partners, L.P.
2016 Review Low interest rates and generous borrowing conditions continue to benefit PE through attractive acquisition financing, leading to above average relevant deal activity.
2017 Outlook Substantial funds remain primed for acquisitions, and Swiss-based houses are likely to continue looking also abroad given exchange rate considerations and a relative scarcity of available assets in the domestic market.
Top 5 Swiss Private Equity transactions 2016
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
May 2016 MultiPlan Inc >50 United States Hellman & Friedman United States GIC Private Switzerland 7,500 LLC; Leonard Green Limited; & Partners, L.P. Partners Group Holding; Starr Investment Holdings, LLC
Dec 2016 Capsugel, Inc 100 United States Lonza Group Ltd Switzerland Kohlberg United 5,500 Kravis Roberts Kingdom & Co. L.P.
Jul 2016 Foncia Groupe SA 100 France Partners Group Switzerland Bridgepoint United 2,039 Holding AG; CIC Advisers Kingdom Capital Corporation; Limited; Caisse de depot et Eurazeo SA placement du Quebec
Dec 2016 Unilabs SA 55 Switzerland Apax Partners LLP United Kingdom Nordic Capital; Sweden 1,588 Altamir & Cie; Apax Partners MidMarket SAS
Feb 2016 Kuoni Travel 100 Switzerland EQT Partners AB Sweden - - 1,412 Holding Ltd
57 SECTOR Private Equity
Considerable deal activity continued throughout 2016, seeing Partners Group, Capvis and Invision all being active buyers and sellers, while Equistone concluded two new investments and Kuoni entered a new era in the hands of Sweden’s EQT Partners. Persistently low interest rates facilitate the continued offering of generous lending terms, partially compensating for generally high acquisition multiples.
Active on both the sell and buy sides, Partners protection, insulation and coating services, which Group exited its stake in US-based Multiplan, it acquired from Ufenau Capital Partners. In then proceeded to complete its consortium addition, Ufenau – formerly known as acquisition of Foncia Groupe of France for just Constellation – was very active with regard to over USD 2 billion. Together with Capvis, Partners new investments and add-ons and closed its Group also undertook an impressive exit from fundraising of Ufenau V with a hard cap at EUR VAT Group, the global market leader in producing 227 million. high-end vacuum valves, through a CHF 1.35 billion listing on the SIX Swiss Exchange. Other notable transactions included Verium’s acquisition of Toradex, a leading B2B provider of Capvis was also again an active dealmaker over modular computing platforms, and Bregal’s first the course of the year, exiting its investment Swiss deal by acquiring Kunststoff Schwanden, in SFC Koenig to US-based IDEX and completing Switzerland’s largest manufacturer of complex two acquisitions. The first acquisition was of plastic parts and components. Germany’s Hennecke Group, the global technology and innovation leader for polyurethane Continuing its buy and build strategy, CGS processing machinery and equipment. The Management bought two add-ons for R&S second was its purchase of a majority stake in International in Italy and Poland to create an Italy’s Gotha Cosmetics, which was Capvis’s third important player in the European transformers Italian acquisition in the past three years. market. Zurmont Madison-owned Bauwerk Boen’s acquisition of Haas Dom in Croatia RSD, provider of output management and meanwhile gives Bauwerk Boen proximity and document archiving solutions, was sold by access to key raw materials and additional Invision to Argos Soditic early in the year. Invision production capacity. later acquired TonerPartner and TintenCenter, two German online distributers of toner and ink The most notable inbound acquisition was EQT cartridges, as well as Parkresort Rheinfelden, an Partners’ USD 1.4 billion public takeover of Kuoni. upscale wellness hotel near the greater Basel France’s Astorg sold Metalor Technologies to area. Tanaka Kikinzoku Kogyo group of Japan. Astorg also bought Swiss industrial software group, Equistone purchased premium papers and Autoform, for around USD 720 million. coating specialist Sihl in June, then bought Roth Gruppe, the Swiss market leader in fire
58 Clarity on Mergers & Acquisitions
Number of deals per quarter Number and value of deals per year
40 100 60
35 90 50 80 al o al n 30 70 40 25 60 20 50 30
15 40 20
r o al 30 10 r o al 20 10 5 10 0 0 0 r al n
Number of deals per industry sub-sector 2016 Split of deals by target/buyer/seller 2014 to 2016 Pharmaceuticals & Life Sciences 60 Chemicals 51 50 Financial Services 38 Industrial Markets 40 34 Consumer Markets 28 30 Technology, Media and Telecommunication 20 19 20 15 Other Industries r o al 14 11 9 Commodities 10 6 5 Power & Utilities 0 i y r i y r or i n y r or i n y r i tar t or i n tar t i tar t or i n tar t i n or
Outlook
Switzerland remains an attractive market for Private Equity investment given the many successful businesses operating in Switzerland that will implement succession plans in due course, in which Private Equity houses may well have the opportunity to get involved. The relative scarcity of available assets in Switzerland, combined with exchange rate considerations, however, means that we can expect continued interest in Swiss-based funds acquiring outside Switzerland. Continued high valuations could also produce greater interest in early exits.
59 SECTOR Real Estate
60 Clarity on Mergers & Acquisitions
1 Ulrich Prien 1 2 Partner, Deal Advisory, Head of Real Estate +41 58 249 62 72 [email protected]
2 Beat Seger Partner, Deal Advisory, Real Estate +41 58 249 29 46 [email protected]
Top Deal 2016 USD 2.0 billion Target: Foncia Groupe SA Buyer: Partners Group Holding AG; CIC Capital Corporation; Caisse de depot et placement du Quebec
2016 Review High construction activity is contributing to increased vacancy rates and stabilizing prices in the residential sector. Retail space is suffering, with investors being shy about commercial property generally.
2017 Outlook February’s vote on Swiss tax reforms will help determine the future mood, impacting immigration, economic performance and demand for Switzerland’s Real Estate.
Top 5 Swiss Real Estate transactions 2016
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Jul 2016 Foncia Groupe SA 100 France Partners Group Switzerland Bridgepoint United 2,039 Holding AG; CIC Advisers Kingdom Capital Corporation; Limited; Caisse de depot et Eurazeo SA placement du Quebec
Jun 2016 SELB 100 Switzerland Aqre AG Switzerland Bachli Switzerland 82 Immobilien AG Holding AG
Jul 2016 Investis 49 Switzerland Investis Holding SA Switzerland - - 31 Patrimoine SA
Oct 2016 Mayfair Capital 100 United Kingdom Swiss Life Asset Switzerland - - n / a Investment Management AG
Jul 2016 Brolliet SA 100 Switzerland Foncia Groupe SA France Laure Brolliet Switzerland n / a (Private Investor)
Remark: Only published share deals included
61 SECTOR Real Estate
Structural challenges in retail and office space amid intensifying pressure, and growing vacancy rates here and in residential properties… At first glance, the outlook for Swiss Real Estate is bleak. Yet construction is booming and Real Estate investment funds are seeing significant new levels of fundraising.
Falling immigration and a strong Swiss franc: Office – Risk aversion among investors Double jeopardy? The strong Swiss Franc continued to put the Compared to historical levels of approximately Swiss economy under severe pressure, and job net 80,000 people per annum moving to reductions in the financial and industrial sectors Switzerland, immigration fell to around 60,000 in are impacting on commercial real estate. Near- 2016, in line with slow GDP growth. Immigration term growth in demand for office space will be has traditionally been one of the key drivers of moderate and is unlikely to make any sizeable Switzerland’s economic performance and Real dent in the excess capacity. Estate (especially residential) markets. The market for office space is therefore facing The Swiss franc meanwhile remains strong, with significant structural challenges. New workplace the Swiss National Bank (SNB) keeping the concepts, digitalization and co-working spaces currency stable at above parity with the Euro. mean that older properties often no longer meet And with Switzerland now being in its second current requirements and increasingly feel the year of negative interest rates, investors are squeeze from better quality space in new seeking ways to cope with this new, evidently buildings. This is interacting with the political medium or long-term, reality. Holding cash or debate around regulating immigration and bonds is distinctly non-lucrative. There is a uncertainty regarding the impact of new tax serious need – especially by pension funds and regulations such as Corporate Tax Reform III. The insurance firms – to bring money to yield. Real result is to promote risk aversion among Estate is the clear option of interest. investors. On the other hand, central business district (CBD) properties still show remarkably Residential – Vacancy rates are on the rise low yields and are traded at record levels. Considerable construction is leading to increases in vacancy rates, with the greatest rises being Commercial – Retail faces severe challenges seen in Ticino and only slight rises in the Lake With many shops near the border closing their Geneva region. Peripheral areas of smaller towns doors, business is being concentrated in CBDs are experiencing double digit vacancy rates in and shopping districts. The strong Swiss franc is apartment blocks, as construction has sometimes encouraging people to buy in France, Germany been too rapid and absorption rates too low given and Italy – particularly given the ease of online pricing levels and commuting distances to work. ordering. Negative retail sales trends This excess supply is causing rental prices to predominate overall, while the online segment stabilize after 10 years of growth. Yet despite wins market share. This is intensifying pressure these first signs of overcapacity in some regions, on shop rents. significant capital is flowing into the development of new residential space.
62 Clarity on Mergers & Acquisitions
Real Estate investment products – Still an achieving much higher overall yields (12 percent) attractive proposition than property funds (seven percent). 2016 saw Despite these trends, the current environment is Investis, a new property company focusing on giving rise to new Real Estate funds as well as residential properties in the Suisse Romande capital calls of established companies. The region, successfully go public. challenge is where to invest once the money is raised, due to a scarcity of investment Political developments to have a further impact opportunities and intensive competition over the February 2017 will see a referendum held in most attractive assets. The solution may be to Switzerland regarding corporate tax reforms. With move money into foreign Real Estate markets, some of the country’s tax regimes considered by where new propositions have been launched many to distort competition, the outcome of any such as Swiss Life German Core Real Estate changes may result in such companies paying investing in residential and commercial real more tax (though some moves are taking place estate in Germany and recently listed Varia US to keep them in Switzerland by lowering Properties for investments in residential real corporate taxation levels in individual cantons). estate in the US. Alongside this, the debate around stronger restrictions on immigration and foreigners’ ability Indirect property investments had a strong year to buy Real Estate in Switzerland continues. The and remain popular. In investors’ eyes, stable direction of travel appears to be towards further dividend yields are a healthy substitute for long- barring foreign individuals or organizations from term bonds. Quoted property investments owning property in Switzerland. The answers and enjoyed an overall performance of more than economic effects of these key political questions eight percent in 2016, with property companies will be seen in 2017.
Capital raising in 2016
800 4,500
700 4,000 Aggregated Capital Raising in CHF millions
3,500 600
3,000 500 2,500 400 2,000 300 in CHF millions 1,500
200 1,000
100 500
0 0 July May April June March August January October February November December September
Property fund issues Property company issues Property company borrowings
Property company IPOs Cumulative capital inflows in 2015 Cumulative capital inflows in 2016
63 SECTOR Technology, Media & Telecommunications
Deal Values - 70% to USD 2.4 billion
Deal Numbers -12 % to 57 deals
Remark The deal number and value deviations in percent refer to the change between 2015 and 2016.
64 Clarity on Mergers & Acquisitions
1 Patric Roth 1 2 Partner, Deal Advisory, Diligence Services +41 58 249 35 94 [email protected]
2 Adrian Bieri Director, Deal Advisory, Mergers & Acquisitions +41 58 249 28 19 [email protected]
Top Deal 2016 USD 0.8 billion Target: Sunrise Communications AG Buyer: freenet AG
2016 Review International Swiss businesses worked to realign and optimize their portfolios, with considerable activity around digital platforms and cyber security.
2017 Outlook Renewed M&A activity is on the cards due to global consolidation and rapid technology development and deployment.
Top 5 Swiss Technology, Media & Telecommunications transactions 2016
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Mar 2016 Sunrise 24 Switzerland freenet AG Germany CVC Capital United 804 Communications AG Partners Kingdom Limited
May 2016 AutoForm - Switzerland Astorg Partners Luxembourg - - 709 Engineering GmbH (undisclosed majority stake)
Mar 2016 Axia NetMedia 100 Canada Partners Group Switzerland - - 203 Corporation Holding AG
Apr 2016 ayondo Holding AG 100 Switzerland Starland Singapore - - 117 Holdings Ltd
Apr 2016 Jaybird LLC 100 United States Logitech Switzerland - - 95 International SA
65 SECTOR Technology, Media & Telecommunications
Strategic realignment and optimization of portfolios is seeing Swiss-based groups with international footprints look to strengthen their capabilities and market presence. There was considerable activity around digital platforms and cyber security, while cable and BPO were reasonably calm compared to previous years.
Logitech’s strong operational performance enabled Ringier will retain control. Ringier meanwhile it to undertake greater deal activity in 2016, further executed its global growth plans in including expanding its presence in the attractive emerging markets, such as through a majority music market by acquiring Jaybird, a leading investment in Romania-based Realmedia Network provider of premium wireless audio wearables. SA and Nigerian online shopping platform Luxoft meanwhile secured the purchase of IT DealDey. Elsewhere, Xing’s acquisition of consulting provider INSYS, complementing its BuddyBroker strengthens its recruiting solutions existing customer base and solutions, and further offering, which is in line with strategies of peers boosting its digital transformation-driven growth. such as LinkedIn. Elsewhere in the Technology sector, Astorg’s acquisition of AutoForm is notable as an Responding to increasingly strong competition, outstanding deal in the software space. In cyber Ringier and CTS Eventim Group, the owners of security, Kudelski enhanced its position in digital Ticketcorner, will acquire Starticket from Tamedia content distribution, cyber and network security to establish a joint Swiss ticketing group. Tamedia solutions through its acquisitions of NexGuard and will hold one quarter of the new group. Tamedia Milestone Systems. further optimized its portfolio and accelerated the implementation of its successful “20 Minuten” Ascom’s disposal of its Network Testing business daily news model in other countries. In Austria it was a major step in becoming a healthcare bought stakes in the publisher of free daily communication solutions provider. In FinTech, “Heute” and in “heute.at”, and entered into a joint Ayondo made it on the Top 5 list and Swiss venture with its Metroexpress brand in Denmark. insurers Helvetia and Mobiliar have made remarkable investments to strengthen their digital Telecommunications saw Swisscom sell its businesses. While BPO saw low M&A activity in 10.6 percent stake in Italian Metroweb for EUR 80 2016, Avaloq took advantage of Swiss bank BSI’s million, further streamlining its portfolio. On the change in ownership to buy the remaining 49 buy side, Swisscom formed joint venture percent stake in B-Source. Swisscom Digital Technology with Geneva-based Open Web Technology, thereby fpooling its Digital platform and e-commerce deals helped capabilities to support digital transformation at drive Media activity, including Mobiliar’s purchase Swiss companies. Following Sunrise’s IPO in 2015, of KKR’s 50 percent stake in Scout24 Schweiz, CVC Capital Partners disposed of a further which opens up car and real estate cross-selling 23.8 percent in March 2016 to Germany-based opportunities for Mobiliar. Existing shareholder mobile service provider freenet AG.
66 Clarity on Mergers & Acquisitions
Number of deals per quarter Number and value of deals per year
25 70 10 9 60 20 8 al o al n 50 7 15 40 6 5 10 30 4
r o al 20 3 r o al 5 2 10 1 0 0 0 r al n
Number of deals per industry sub-sector 2016 Split of deals by target/buyer/seller 2014 to 2016
30
24 Computers (hard and software) 25 23
19 19 19 19 Telecoms 20 18 16 Media/internet 15 13 l troni nt rtain nt r lat 10 r o al t r 5 4 2 1 0 i y r i y r or i n y r or i n y r i tar t or i n tar t i tar t or i n tar t i n or
Outlook
In Technology, the market expects Logitech to continue actively acquiring bolt-on targets to further enhance innovation and shape its portfolio towards connected lives. Ascom is likely to return to the buy-side with Healthcare technology-centric assets, while Kudelski may seek add- ons in the growing cyber security space. Ongoing global consolidation in the semiconductor space meanwhile may involve major Swiss players. Keep an eye on u-blox amid consolidation in the Internet of Things, and especially the connected vehicle solutions space. FinTech is likely to see continued M&A activity.
Media players are expected to go further in optimizing and streamlining their portfolios in Switzerland, while being on the look-out for growth abroad due to a lack of domestic opportunities.
No major moves are expected in Telecommunications. Swiss Telecoms firms and UPC are likely to focus on selective bolt-on acquisitions. Swisscom might seek further smaller transactions to boost its services as a corporate digitization expert or in new growth areas such as healthcare while continuing to invest in ITC ventures.
67 List of Swiss M&A transactions in 2016
68 Clarity on Mergers & Acquisitions
69 LIST OF TRANSACTIONS Chemicals
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Jan 2016 Agrinos AS 60 Norway EuroChem Switzerland - - 21 Group AG
Feb 2016 Syngenta AG 100 Switzerland China National China - - 43,299 Chemical Corporation
Mar 2016 Inovyn 50 United Kingdom INEOS Group AG Switzerland Solvay SA Belgium 380
Apr 2016 L.M. Scofield 100 United States Sika AG Switzerland - - 19 Company
May 2016 Calabrian - United States INEOS Group AG Switzerland SK Capital United States n / a Corporation Partners
Jun 2016 Guanabara Bay 50 Brazil Clariant AG Switzerland Carboflex Brazil 11 plant Produtos e Servicos Especiais Ltda
Jul 2016 Fertilizantes 50 Brazil EuroChem Switzerland Jose Eduardo Brazil 93 Tocantins Ltda Group AG Motta (Private Investor)
Sep 2016 FRC Industries, Inc 100 United States Sika AG Switzerland - - n / a
Sep 2016 Kel-Tech Inc - United States Clariant AG Switzerland Arsenal Capital United States n / a Partners, Inc
Sep 2016 X-Chem, LLC - United States Clariant AG Switzerland NCH United States n / a Corporation
Nov 2016 SNF Flomin, Inc - United States Clariant AG Switzerland - - n / a
Dec 2016 Rmax - United States Sika AG Switzerland Hart Group, Inc United States n / a Operating, LLC
70 Clarity on Mergers & Acquisitions Commodities
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Jan 2016 Mercuria Energy 12 Switzerland China National China - - n / a Group Holding SA Chemical Corporation
Feb 2016 Kuwait Petroleum 100 Netherlands Gunvor Group Ltd Switzerland Kuwait Kuwait n / a Europoort BV Petroleum International Ltd
Feb 2016 Gekol 100 Germany Varo Energy B.V. Switzerland - - n / a Mineraloelhandel GmbH
Feb 2016 Cipexi SA 100 Ivory Coast Origins SA Switzerland Amtrada Netherlands 9 Holding B.V.
Feb 2016 Enterprise Crude Oil 100 United States Mercuria Energy Switzerland Enterprise United States n / a LLC (Rocky Group Limited Crude Oil LLC Mountain crude supply and marketing business)
Apr 2016 Glencore plc 40 Switzerland Canada Pension Canada Glencore plc Switzerland 2,500 (Agricultural Plan Investment Products) Board
Apr 2016 Silicon Ranch 100 United States Partners Group Switzerland - - n / a Corporation Holding AG
Jun 2016 Glencore plc 10 Switzerland British Columbia Canada Glencore plc Switzerland 625 (Agricultural Investment Products) Management Corporation
Jul 2016 Enviem Holding B.V. 100 Netherlands Varo Energy B.V. Switzerland Enviem Netherlands n / a (Fuel Terminal in Holding B.V. Amsterdam)
Jul 2016 Mistral International 100 Luxembourg Profond Switzerland Mistral Luxembourg n / a SA (Wind farm Vorsorgeeinrichtung International SA portfolio)
Jul 2016 Vayu Energy 100 Ireland Gas Natural Fenosa Spain Glencore Plc Switzerland n / a
Aug 2016 Transocean 29 United Kingdom Transocean Ltd Switzerland - - 94 Partners LLC
Aug 2016 Merkur Offshore 50 Germany Partners Group Switzerland - - 284 GmbH Holding AG
Aug 2016 Ernest Henry 30 Australia Evolution Mining Australia Glencore Plc Switzerland n / a Mining Pty Ltd Limited
Sep 2016 Greenfields 55 Switzerland Ingalls & Snyder, United States - - n / a Petroleum LLC; Vitol Group Corporation
Sep 2016 Abbot Point - Switzerland Adani Ports and India Glencore plc, Switzerland 15 Bulkcoal Pty Ltd Special Economic Glencore Coal Zone Ltd Queensland Pty Ltd
71 LIST OF TRANSACTIONS
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Sep 2016 Vitol Group 100 / United States Sunoco Logistics United States Vitol Group Switzerland n / a (Permian Basin 50 Partners, L.P. crude oil system); SunVit Pipeline LLC
Oct 2016 Essar Oil Limited 49 Switzerland Trafigura; United Switzerland Essar Group India 6,328 Capital Partners Advisory OOO
Oct 2016 Glencore Rail - Switzerland Genesee & Australia Glencore plc, Switzerland 8 74 (NSW) Pty Limited Wyoming Australia Glencore Coal Pty. Ltd Pty Limited
Oct 2016 VTTI 50 Switzerland Buckeye United States Vitol Group, Switzerland 1,150 Partners, L.P. VIP Terminals Finance B.V.
Nov 2016 BP PLC-Fuel 100 United Kingdom Puma Energy Switzerland BP PLC United n / a Terminal International BV Kingdom
Nov 2016 Inter Oil B.V. - Netherlands Varo Energy B.V. Switzerland - - n / a
Dec 2016 Pin Oak Holdings - United States Mercuria Energy Switzerland - - n / a Group and Dauphine Midstream
Dec 2016 Rosneft Oil 20 Russia Consortium led by Switzerland Rosneftegaz Russia 11,270 Company OAO Glencore PLC and OAO Qatar Investment Authority
Dec 2016 Nyrstar NV 100 Peru Glencore Plc Switzerland Nyrstar NV Switzerland 21 (Contonga mine)
72 Clarity on Mergers & Acquisitions Consumer Markets
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Jan 2016 Toga Food SA 100 Switzerland Zweifel Switzerland Orlando Germany n / a Pomy-Chips AG Management AG
Jan 2016 Manufacture Roger 40 Switzerland Compagnie Switzerland - - n / a Dubuis SnaA Financiere Richemont SA
Feb 2016 Bettinehoeve 60 Netherlands Emmi AG Switzerland - - n / a
Feb 2016 Osem 36 Israel Nestlé SA Switzerland - - 837 Investment Ltd
Feb 2016 SIGG 100 Switzerland Zhejiang Haers China Riverside United States 16 Switzerland AG Vacuum Containers Company Co., Ltd
Feb 2016 Fresh Food - Switzerland Bell Holding AG Switzerland - - n / a Services GmbH
Mar 2016 SPAR Holding AG 60 Switzerland The Spar Group Ltd South Africa - - 45
Apr 2016 Swiss Online 100 Switzerland Schustermann & Germany Tamedia AG Switzerland n / a Shopping AG Borenstein GmbH
Apr 2016 BIO COMPANY 40 Germany Bio Development Switzerland - - n / a GmbH Holding AG
Apr 2016 gategroup 100 Switzerland HNA Group Co Ltd China - - 1,927 Holding AG
Apr 2016 eBoutic.ch SA 51 Switzerland Vente-Privee.com France Maus Freres SA Switzerland n / a SA
Apr 2016 Ondal Sarl - France Mibelle AG Switzerland Procter & United States n / a Gamble Company
Apr 2016 Billionaire Italian 51 Italy Philipp Plein Switzerland - - 34 Couture Srl International AG
May 2016 AudioNova 100 Netherlands Sonova Holding AG Switzerland HAL Netherlands 954 International B.V. Investments B.V.
May 2016 Solutions Private - India Adveq Management Switzerland - - 60 Limited AG; International Finance Corporation; Ratan Naval Tata (Private investor); Kris Gopalakrishnan (Private Investor)
May 2016 Tomales Bay Foods, - United States Emmi AG Switzerland - - n / a Inc; Cowgirl Creamery Corporation
May 2016 Milchbauer 100 Germany Transgourmet Switzerland - - n / a Grosshandels- Holding AG gesellschaft mbH
May 2016 Spicetec Flavors & 100 United States Givaudan SA Switzerland ConAgra United States 340 Seasonings Foods, Inc
73 LIST OF TRANSACTIONS Consumer Markets
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
May 2016 Frederique 100 Switzerland Citizen Watch Co., Japan Aletta Stas-Bax Switzerland n / a Constant SA Ltd (Private Investor); Peter Stas (Private Investor)
May 2016 Mamoli - Italy Franke Switzerland - - n / a Robinetteria S.p.A Management AG; Paini S.p.A. Rubinetterie
Jun 2016 Fruchthof AG 100 Switzerland BRF Holding AG Switzerland - - n / a
Jun 2016 IQ 4 YOU GmbH 100 Germany SwissCans Switzerland Christian Becker Germany n / a Holding AG (Private Investor); Abi Rami (Private Investor)
Jun 2016 Eden 100 Switzerland Cott Corporation Canada Rhone United States 534 International SA Capital LLC
Jun 2016 Doetsch Grether AG 100 Switzerland fit GmbH Germany Doetsch Switzerland 22 (Fenjal brand) Grether AG
Jun 2016 Comarsa SA 60 Switzerland Granarolo S.p.A. Italy - - n / a
Jun 2016 Naville 100 Switzerland Thomas Kirschner Germany Valora Switzerland n / a Distribution SA (Private investor) Holding AG
Jun 2016 Flexa4Dreams A/S - Denmark Adrian Vanderspuy Switzerland - - 7 (Private Investor)
Jul 2016 Ci:z Holdings Co., 17 Japan Cilag GmbH Switzerland Yoshinori Japan 202 Ltd International Shirono (Private Investor)
Jul 2016 Mittelland 40 Switzerland Emmi AG Switzerland AZM Switzerland n / a Molkerei AG Verwaltungs AG
Jul 2016 Pharmalys 51 Switzerland HOCHDORF Switzerland - - n / a Laboratories SA Holding AG
Aug 2016 bb trading - Switzerland Investnet AG Switzerland - - n / a werbeartikel ag
Aug 2016 Glycine Watch SA 100 Switzerland Invicta Watch Group United States DKSH Switzerland n / a Holding AG
Aug 2016 Cher-Mignon SA 100 Switzerland Bell Holding AG Switzerland - - n / a
Aug 2016 Culinor NV 100 Belgium Orior AG Switzerland - - n / a
Aug 2016 Bresc B.V. 80 Netherlands Huegli Holding AG Switzerland - - n / a
Sep 2016 Shanghai Sweets 51 China DKSH Holding AG Switzerland - - n / a Intl Co Ltd
Sep 2016 Mondelez 100 Belgium Barry Callebaut AG Switzerland - - n / a International, Inc (Chocolate Production Facility In Halle, Belgium)
Sep 2016 Charles Voegele 100 Switzerland Sempione Retail AG Switzerland - - 211 Holding AG
74 Clarity on Mergers & Acquisitions
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Sep 2016 Geiser AG 100 Switzerland Bell Schweiz AG Switzerland - - n / a
Sep 2016 Gotha - Italy Capvis Equity Switzerland - - n / a Cosmetics Srl. Partners AG
Sep 2016 Idhea SAS >50 France Groupe ELSA Switzerland - - n / a Mifroma
Oct 2016 Camper & 50 France Action Charm Ltd Hong Kong 1782 Group SA Switzerland 15 Nicholsons International Limited
Oct 2016 Ipergros SA 100 Switzerland transGourmet Switzerland HOFER Switzerland n / a Schweiz AG Management AG
Oct 2016 Schluter SA 100 Switzerland Olam International Singapore - - 8 Limited
Nov 2016 Promasidor 33 South Africa Ajinomoto Co Inc Japan Plexus Switzerland 532 (South Africa) (Pty) Investments Ltd; Tana Africa Capital Managers
Nov 2016 Colgram SA 44 Chile Drake Switzerland EPG Chile 40 Enterprises AG Partners SA
Dec 2016 Strenesse AG 100 Germany Swiss Investor Switzerland - - n / a Group
Dec 2016 Helvetica Brands - Switzerland FIDES Business Switzerland - - n / a Group Partner Ltd
Dec 2016 Sushi Mania AG 100 Switzerland Bischofszell Switzerland - - n / a Nahrungsmittel AG
Dec 2016 Weinkeller 100 Switzerland Transgourmet Switzerland Private Investors Switzerland n / a Riegger AG Schweiz AG
Dec 2016 Inapa Schweiz AG 100 Switzerland Papyrus AB Sweden Inapa- Portugal n / a Investimentos Participacoes e Gestao SA
Dec 2016 Lacteos 80 Spain Emmi AG Switzerland Francisco Sainz Switzerland n / a Caprinos SA (Private Investor); Pedro Mantilla (Private Investor)
Dec 2016 Palink UAB 100 Lithuania Rimi Lietuva UAB Lithuania Coop-Gruppe Switzerland 222 Genossenschaft; et al.
Dec 2016 Aperto AG 100 Germany Coop Switzerland Villars Holding Switzerland n / a Genossenschaft SA; Hofer Holding AG
Dec 2016 Servair SA 50 France gategroup Switzerland Air France-KLM Switzerland 248 Holding AG SA
75 LIST OF TRANSACTIONS Financial Services
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Jan 2016 IHC Risk 100 United States Swiss Re Corporate Switzerland Independence United States 153 Solutions, LLC Solutions Limited Holding Company
Jan 2016 Williams de Broe 100 United Kingdom Bellecapital AG Switzerland Investec Wealth United n / a Limited & Investment Kingdom Limited
Jan 2016 Meridian Wealth - Switzerland BANQUE Switzerland Meridian Wealth Switzerland n / a Management AG HERITAGE SA Management SA
Feb 2016 Debitoren 100 Switzerland Intrum Justitia AB Sweden Post Finance Switzerland n / a Service AG
Feb 2016 Banca della Svizzera 100 Switzerland EFG International Switzerland Banco BTG Brazil 1,070 Italiana SA Pactual S.A
Feb 2016 StarCapital AG 100 Germany Bellevue Group AG Switzerland Huber Portfolio Germany n / a GmbH
Mar 2016 Macquarie Group 100 Australia Zurich Insurance Switzerland Macquarie Australia n / a Ltd - Bereich Leben Group Ltd Group
Mar 2016 Credit Suisse Group 100 Switzerland Institutional Capital United States Credit Suisse Switzerland n / a AG (HedgeFocus Network, Inc Group AG business)
Mar 2016 Credit Suisse 100 Monaco Bank Switzerland Credit Suisse Switzerland 201 (Monaco) S.A.M. & J Safra Sarasin AG Group AG Credit Suisse (Gibraltar) Ltd
Mar 2016 Animalia SA 100 Switzerland Vaudoise Switzerland Assura Switzerland n / a Assurances Holding SA Holding SA
Apr 2016 Privatbank 38 Switzerland Graubuendner Switzerland PrivateClientBank Switzerland n / a Bellerive AG Kantonalbank (GKB) AG
Apr 2016 PrivateClientBank 50 Switzerland remaining Switzerland Graubuendner Switzerland n / a AG shareholders Kantonalbank (GKB)
Apr 2016 UBI Banca 100 Luxembourg EFG International Switzerland UBI Banca Scpa Italy n / a International (Luxembourg) SA (Luxembourg private banking activities)
May 2016 RP&C International, 100 United Kingdom USI Group Switzerland - - 19 Inc Holding AG
May 2016 Credit Suisse Group 100 Switzerland TPG Special United States Credit Suisse Switzerland 1,270 AG (distressed Situations Partners Group AG credit portfolio)
May 2016 MAA Takaful Berhad 100 Malaysia Zurich Insurance Switzerland MAA Group Malaysia 133 Group Ltd Berhad ; Solidarity Group Holding
76 Clarity on Mergers & Acquisitions
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
May 2016 Swiss Capital 100 Switzerland StepStone United States Swiss Capital Switzerland n / a Alternative Group LLC Group AG Investments AG
May 2016 Taube Hodson 100 United Kingdom GAM Holding Ltd Switzerland - - n / a Stonex Partners LLP
May 2016 Banque Pasche SA 100 Switzerland Banque Luxembourg - - n / a Havilland SA
May 2016 Kolping 100 Switzerland Stiftung Sympany Switzerland - - n / a Krankenkasse AG
Jun 2016 Zurich Assurance 100 Morocco Allianz SE Germany Zurich Insurance Switzerland 275 Maroc Group Ltd
Jun 2016 Cantab Capital 100 United Kingdom GAM Holding Ltd Switzerland - - 217 Partners LLP
Jun 2016 InCore Bank AG - Switzerland Sobaco Banking Switzerland - - n / a Solutions
Jun 2016 Vescore Ltd 100 Switzerland Vontobel Switzerland Raiffeisen Switzerland n / a Holding AG Switzerland
Jul 2016 Smartcaution SA 100 Switzerland Aduno Gruppe Switzerland - - n / a
Aug 2016 SwissCaution SA 100 Switzerland Schweizerische Switzerland - - n / a Mobiliar Versicherungs- gesellschaft AG
Aug 2016 Advantis Conseils 100 Switzerland SAS Verlingue France - - n / a en Assurance SA
Sep 2016 Vescore 100 Switzerland Investor Group Switzerland Vontobel Switzerland n / a Fondsleitung AG / Holding AG 1741 Fund Management AG
Sep 2016 CEAMS Holding AG 100 Switzerland Management Switzerland Vontobel Switzerland n / a Buyout Holding AG
Sep 2016 Fortuna Life 100 Liechtenstein FWU AG Germany Generali Switzerland n / a Insurance Ltd Vaduz (Schweiz) Holding AG
Oct 2016 Qeerad 100 Malaysia Mountain Switzerland - - n / a Partners AG
Oct 2016 Swiss Re Corporate 60 Brazil Swiss Re Corporate Switzerland Bradesco - 234 Solutions Brasil Solutions Ltd Seguros S/A Seguros S/A
Oct 2016 Treconta AG 100 Switzerland Schweizerische Switzerland - - n / a Mobiliar Versicherungs- gesellschaft AG
77 LIST OF TRANSACTIONS Financial Services
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Nov 2016 Complementa 100 Switzerland Management Switzerland State Street Germany n / a Investment- Buyout Financial Controlling AG Services Beteiligungs GmbH
Dec 2016 Cover‑More Group 100 Australia Zurich Insurance Switzerland - - 552 Limited Group Ltd
Dec 2016 MoneyPark AG 70 Switzerland Helvetia Holding AG Switzerland Tamedia AG Switzerland 104
Dec 2016 Hannover Leasing 95 Germany CORESTATE Switzerland Helaba Germany n / a GmbH & Co KG Capital AG Landesbank Hessen Thueringen Girozentrale ; Hessian- Thuringian Sparkassen mbH
Dec 2016 Allied World 98 Switzerland Fairfax Financial Canada - - 4,698 Assurance Holdings Limited Company Holdings, AG
Dec 2016 Fibi Bank - Switzerland CBH Compagnie Switzerland First Israel 65 (Switzerland) Ltd Bancaire International Helvetique SA Bank of Israel
Dec 2016 Banca Leonardo 100 Italy UBS Group Switzerland Banca Leonardo - n / a spA S.p.A.
Dec 2016 Chiara Assicurazioni 47 Italy Helvetia Holding AG Switzerland Banco di Desio e Italy 21 Compagnia di della Brianza Assicurazioni sui SpA Danni S.p.A.
78 Clarity on Mergers & Acquisitions Industrial Markets
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Jan 2016 Tellefsdal AS 50 Norway ASH Group AG Switzerland - - n / a
Jan 2016 P-WELL GmbH 100 Germany Model Holding AG Switzerland Pelster family - n / a
Jan 2016 Newson Gale - United Kingdom Hoerbiger Switzerland Kochmann United n / a Limited Holding AG Family Kingdom
Jan 2016 DT Swiss AG - Switzerland Frank Bockmann Switzerland Marco Zingg Switzerland n / a (Private Investor); (Private Investor) Maurizio D’Alberto (Private Investor)
Jan 2016 Gaulhofer Industrie- 31 Austria AFG Arbonia-Forster Switzerland - Austria n / a Holding GmbH Holding AG
Feb 2016 AML 100 France Johnson Electric Switzerland Syntegra Capital - 72 Developpement International AG Limited SARL
Feb 2016 Duktus 100 Germany vonRoll hydro Switzerland Buy-Out Central Austria n / a Rohrsysteme (suisse) ag Europe II Wetzlar GmbH Beteiligungs- Invest AG
Feb 2016 SF-Filter AG - Switzerland Ambienta Fund II Italy - - n / a
Feb 2016 Stamm AG 100 Switzerland SFS Group AG Switzerland Andreas Stamm Switzerland n / a (Private Investor)
Feb 2016 CyberMetrix, Inc 100 United States SGS SA Switzerland - - n / a
Mar 2016 Schmid Amrhein AG 100 Switzerland BKW ISP AG Switzerland - - n / a
Mar 2016 J. Hvidtved 100 Denmark Bucher Switzerland LD Equity 2 K/S Denmark n / a Larsen A/S Municipal AG
Mar 2016 Komax Systems 100 South Africa Gima SpA Italy Komax AG Switzerland 7 LCF SA; Komax Systems Rockford Inc; Komax Systems Malaysia Sdn.Bhd
Mar 2016 Green Motion SA 43 Switzerland Anhui Zhongding China - - 12 Sealing Parts Co Ltd
Mar 2016 DNE Laser 51 China Conzzeta Switzerland - - n / a Holding AG
Mar 2016 Fischer IMF GmbH 100 Germany Adval Tech Switzerland Eberhard Fischer Germany n / a & Co. KG Holding AG (Private Investor)
Mar 2016 Carlo Salvi S.p.A 100 Italy Hatebur Switzerland Sergio Ziotti Italy n / a Umformmaschinen (Private Investor) AG
Apr 2016 House of Threads, - United States Würth Group Switzerland - - n / a Inc
Apr 2016 PC Cox Group Ltd 100 United Kingdom Sulzer Ltd Switzerland - - 23
Apr 2016 EKU AG, Sliding 100 Switzerland Hawa AG Switzerland - - n / a Solutions
79 LIST OF TRANSACTIONS Industrial Markets
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Apr 2016 Piper Plastics Inc 100 United States Quadrant Switzerland - - n / a Engineering Plastic
Apr 2016 VAT Group AG - Switzerland IPO Placement Switzerland Capvis Equity IV Switzerland 1,330 Fund LP, Partners Group
Apr 2016 Hennecke GmbH & - Germany Capvis Equity Switzerland ADCURAM Germany n / a Co. KG Partners AG Group AG
Apr 2016 Airolux AG 50 Switzerland Airopack Technology Switzerland Resilux NV Belgium 70 Group AG
May 2016 PT Eurapipe 100 Indonesia Georg Fischer Switzerland - - n / a Solutions Indonesia Piping Systems Ltd
May 2016 Schatz AG Germany Kistler Switzerland - - n / a Instrumente AG
May 2016 Pavatex SA 100 Switzerland Soprema SAS Switzerland Advitec Holding Switzerland n / a AG; Chemolio Industrie Holding AG; Martin Brettenthaler; et al.
May 2016 JCB Aero SAS 100 France AMAC Aerospace Switzerland - - n / a Switzerland AG
May 2016 Argo-Hytos Gruppe 49 Switzerland CAPCELLENCE Germany - - n / a Mittelstandspartner GmbH
Jun 2016 Yerly 100 Switzerland Eiffage Energie SAS France - - n / a Installations SA
Jun 2016 Inag-Nievergelt AG 100 Switzerland BKW Energie AG Switzerland - - n / a
Jun 2016 FB-Aufzüge GmbH 100 Germany Schindler Switzerland - - 38 & Co. KG Holding AG
Jun 2016 Ismet GmbH 100 Germany Phoenix Mecano AG Switzerland VR Equitypartner Germany n / a GmbH
Jun 2016 Groupe Acrotec SA - Switzerland Castik Capital S.a.r.l. Luxembourg Quilvest SA Luxembourg 292
Jun 2016 Regisol AG - Switzerland Waterland Private Belgium Osterwalder Switzerland n / a Equity Investments Zurich AG B. V.
Jun 2016 Sihl AG - Switzerland Equistone Partners United Kingdom Diatec Cles Italy n / a Europe Limited S.p.A.
Jun 2016 Koralle 100 Germany AFG Arbonia-Forster Switzerland Geberit AG Switzerland n / a Sanitärprodukte Holding AG GmbH
Jul 2016 Geka GmbH 100 Germany Sulzer Switzerland 3i Group Plc United 290 Management Ltd Kingdom
Jul 2016 AWS Group AG 100 Germany Loratech AG Switzerland ZFHN - n / a Zukunftsfonds Heilbronn GmbH & Co. KG
80 Clarity on Mergers & Acquisitions
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Jul 2016 Laboratorios 100 Colombia SGS SA Switzerland - - n / a Contecon Urbar S.A.S.
Jul 2016 Adval Tech 100 Switzerland Barnes Group Inc United States Adval Tech Switzerland 136 (Molds segment) Holding AG
Jul 2016 Metalor - Switzerland Tanaka Holdings Japan Astorg Partners France n / a Technologies Co., Ltd International SA
Jul 2016 INTERCONTEC 100 Germany TE Connectivity Ltd Switzerland Pfeiffer Family Germany 336 Produkt GmbH
Jul 2016 Holcim (Lanka) Ltd 99 Sri Lanka Siam City Cement Thailand LafargeHolcim Switzerland 376 Public Company Ltd Ltd
Jul 2016 Nitto 100 Switzerland Nitto Denko Japan Nolax Switzerland 66 Switzerland AG Corporation Holding AG
Jul 2016 SFC-Koenig AG 100 Switzerland IDEX Corporation United States HgCapital; Switzerland 240 Capvis Equity Partners AG
Aug 2016 1C Industries Zug 100 Switzerland Accu Holding AG Switzerland 1C Industries Switzerland 6 AG (seven Zug AG independent heat treatment and thin- film coating service companies)
Aug 2016 Lafarge Vietnam 65 Vietnam Siam City Cement Thailand LafargeHolcim Switzerland 579 Public Company Ltd Ltd
Aug 2016 Pakmor Waste - Australia Bucher Switzerland - - n / a Equipment Australia Municipal AG Pty Ltd
Aug 2016 Ott GmbH & Co. 100 Germany Daetwyler Switzerland - - n / a KG; OTT Holding AG Geschaefts- fuehrungs-GmbH
Aug 2016 Benninger AG 100 Switzerland JMBT Switzerland Benninger Switzerland n / a Beteiligungen AG Holding AG
Aug 2016 Mopac modern 100 Switzerland Hans Ulrich Mueller Switzerland - - n / a packaging AG (Private Investor)
Aug 2016 Roth Gruppe AG 100 Switzerland Equistone Partners United Kingdom Ufenau Capital Switzerland n / a Europe Limited Partners AG
Sep 2016 Looser Holding AG 99 Switzerland AFG Arbonia-Forster Switzerland Public takeover - 525 Holding AG
Sep 2016 Kunststoff - Switzerland Bregal Germany Albert Kiener Switzerland n / a Schwanden AG Unternehmerkapital (Private Investor) GmbH
Sep 2016 ABB (global high- 100 Sweden NKT Holding A/S Denmark ABB Ltd Switzerland 932 voltage cable system business)
Sep 2016 Treff AG 100 Switzerland Nolato AB Sweden - - 49
Sep 2016 Sphinx 100 Switzerland Helvetica Capital AG Switzerland - - n / a Werkzeuge AG
81 Industrial Markets
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Oct 2016 AXYS Analytical 100 Canada SGS SA Switzerland - - n / a Services Ltd
Oct 2016 Cemento 54 Chile Soc De Inversiones Chile LafargeHolcim Switzerland 122 Polpaico SA Caburga Ltda AG
Nov 2016 Creative Electronic 100 Switzerland Mercury United States Vinci Capital SA Switzerland 38 Systems SA Systems, Inc
Nov 2016 Mesker Door, Inc; 100 United States dormakaba Switzerland Inverness United States 143 Design Hardware; International Graham Wood Door Xpress; Holding AG Investments Hollow Metal Xpress, LLC
Nov 2016 Treves SA 100 France Oyat Invest AG; Switzerland Fonds Avenir France n / a Fern Acquisitions Automobile LLC
Nov 2016 Stanzwerk AG 100 Switzerland Sitem s.p.a. Italy Marcel Ruetschi Switzerland n / a (Private Investor)
Nov 2016 Schaeffler Schweiz - Switzerland Guentensperger AG Switzerland Schaeffler Switzerland n / a GmbH / Hydrel Switzerland GmbH GmbH
Nov 2016 Dousset Matelin - France Fenaco Switzerland - - n / a ET CIA Genossenschaft
Nov 2016 Ensival-Moret 100 France Sulzer AG Switzerland - - 85 France SAS
Nov 2016 C-MAC Automotive 100 Belgium Zobel Values AG Switzerland - - n / a Holding Limited
Nov 2016 BURISCH 100 Austria Schurter Holding AG Switzerland - - n / a ELEKTRONIK BAUTEILE
Dec 2016 Rotec GT 51 Switzerland Sulzer Switzerland Rotec CJSC Russia 14 Management Ltd
Dec 2016 Sasa Industrie SA 100 France Argos Soditic SA Switzerland Weinberg France n / a Capital Partners
Dec 2016 Haas Dom d.o.o. 100 Croatia Bauwerk Boen AG Switzerland Haas GmbH & Germany n / a Co. Beteiligungs KG
Dec 2016 Holcim Bangladesh 100 Bangladesh Lafarge Surma Spain LafargeHolcim Switzerland 117 Cement, a joint AG venture between LafargeHolcim and Cementos Molins
Dec 2016 Quant 100 Switzerland Soleal AG Switzerland Quant AB Sweden n / a Manufacturing Serivces Switzerland
Dec 2016 Stettler Sapphire AG - Switzerland Groupe IMI Switzerland HQ Equita Germany n / a GmbH
Dec 2016 Swiss Tools Gruppe - Switzerland Cross Equity Switzerland n / a Partners
82 Clarity on Mergers & Acquisitions Pharmaceuticals & Life Sciences
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Jan 2016 Hygeia Nigeria Ltd 95 Nigeria Swiss Re Ltd; Switzerland Satya United 67 International Capital LLP Kingdom Finance Corporation; CIEL Limited; Investment Funds for Health in Africa
Jan 2016 Tensha 100 United States Roche Holding AG Switzerland Healthcare United States 535 Therapeutics, Inc Ventures LLC
Jan 2016 Medgate AG 40 Switzerland AEVIS VICTORIA SA Switzerland n / a
Feb 2016 Creganna-Tactx 100 Ireland TE Connectivity Ltd Switzerland Permira United 895 Medical Advisers LLP Kingdom
Feb 2016 Pronutria - United States Nestle Health Switzerland - - 43 Biosciences, Inc Science SA
Feb 2016 Anthogyr SA 30 France Straumann Switzerland - - n / a Holding AG
Apr 2016 G-Therapeutics B.V. - Switzerland Gimv NV; Life Netherlands - - 29 Sciences Partners BV; Wellington Partners; Investing in the Knowledge Economy of the Future
May 2016 Swiss Academic 67 Switzerland Capital36 FIZ Poland - - n / a Center for Checkups and Second Opinions- Double Check (ACCSODC)
May 2016 Pharmapool AG 100 Switzerland Galenica AG Switzerland - - 28
Jun 2016 PCI Pharma - United States Partners Group Switzerland Frazier United States n / a Services Holding AG Healthcare Partners
Jun 2016 Doktorhuus - Switzerland Ufenau Capital Switzerland Dr. Bernhardt - n / a Holding AG Partners AG (Private Investor)
Jun 2016 Roche Holding AG 100 Spain Famar SA Greece Roche Switzerland n / a (Plant in Leganes) Holding AG
Jun 2016 Norgine BV-Middle 100 Egypt Acino Switzerland - - 12 E & NA Op International AG
Jun 2016 Finox AG 100 Switzerland Gedeon Richter Plc Hungary Willy Michel Switzerland 200 (private investor)
Jul 2016 AFPM 100 Switzerland Bastide Le Confort France - - n / a Medical
Jul 2016 Takeda Pharma AS - Japan Acino Switzerland - - n / a International AG
Jul 2016 Biosafe SA 100 Switzerland GE Healthcare Ltd United Kingdom - - n / a
Jul 2016 Pro Farma AG 100 Switzerland Recordati SpA Italy - - 16
Jul 2016 Relypsa, Inc 100 United States Galenica Ltd Switzerland - - 1,530
83 LIST OF TRANSACTIONS Pharmaceuticals & Life Sciences
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Jul 2016 Acino Supply AG 100 Switzerland Luye Pharma China Acino Switzerland 269 Group Ltd International AG
Jul 2016 Source 100 United Kingdom Harwood Capital Switzerland - - 83 BioScience plc LLP; Continental Investment Partners SA
Aug 2016 InterHealth 100 United States Lonza Group Ltd Switzerland Kainos Capital, United States 300 Nutraceuticals, Inc LLC
Aug 2016 SPEware 100 United States Tecan Group Ltd Switzerland - - 60 Corporation
Sep 2016 Hocoma AG 100 Switzerland DIH Hong Kong - - n / a International Ltd
Sep 2016 CA Casyso AG 100 Switzerland Instrumentation United States - - 142 Laboratory Inc
Sep 2016 Generale Beaulieu 100 Switzerland Genolier Swiss Switzerland - - 149 Holding SA Medical Network (GSMN)
Sep 2016 EngMab AG 100 Switzerland Celgene Corp United States - - 600
Nov 2016 United Greeneries - Switzerland Harvest One Canada MMJ PhytoTech Australia 31 Holdings Ltd; Capital Inc Limited Satipharm AG
Nov 2016 Tegra Medical, LLC 100 United States SFS Group AG Switzerland Riverside United States n / a Partners, LLC
Nov 2016 Ava Science Inc - Switzerland Zuercher Switzerland - - 10 Kantonalbank AG; Global Sources Ltd; Polytech Ecosystem Ventures; BlueOcean Ventures SA; Swisscom Ventures
Nov 2016 Selexys 100 United States Novartis Switzerland MPM Capital LP United States 665 Pharmaceuticals Corporation
Nov 2016 G7 Therapeutics AG 100 Switzerland Heptares United Kingdom - - 12 Therapeutics Ltd
Nov 2016 Medentika GmbH 49 Germany Straumann Switzerland - - 43 Holding AG
Dec 2016 Unilabs SA 55 Switzerland Apax Partners LLP United Kingdom Nordic Capital; Sweden 1,588 Altamir & Cie; Apax Partners MidMarket SAS
Dec 2016 Capsugel, Inc 100 United States Lonza Group Ltd Switzerland Kohlberg Kravis United 5,500 Roberts & Co. Kingdom L.P.
Dec 2016 Xpand 100 Netherlands Kuros Switzerland - - 20 Biotechnology BV Biosciences AG
Dec 2016 Novartis AG- 100 Switzerland Sun Pharmaceutical India - - 175 Odomzo Drug Industries Ltd
84 Clarity on Mergers & Acquisitions Power & Utilities
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Feb 2016 Omnes Capital - France EOS Holding SA Switzerland Omnes Capital France n / a (European portfolio of more than 100 MW of wind and solar power plants)
Feb 2016 Fosen Vind AS 40 Norway Nordic Wind Power Switzerland Agder Norway 490 DA (Consortium) Energi AS; TronderEnergi AS; Nord- Trondelag Elektrisitetsverk AS
Apr 2016 AEK Energie AG 54 Switzerland BKW Energie AG Switzerland Alpiq Switzerland n / a Holding Ltd
May 2016 Societa Gasdotti - Italy Macquarie Switzerland EISER United 557 Italia S.p.A. Infrastructure and Infrastructure Kingdom Real Assets; Swiss Limited Life Asset Management AG
Jun 2016 Alpiq 97 Switzerland A consortium led by Switzerland Alpiq Switzerland 316 Versorgungs AG EBM Holding Ltd (Genossenschaft Elektra Birseck)
Jun 2016 Volkswind GmbH 4 100 France CHORUS Clean Germany Axpo Switzerland 135 Windparks in France Energy AG Holding AG (Region Poitou- Charentes)
Jun 2016 VSL KOREA Co Ltd 32 South Korea Goodam Partners South Korea VSL Switzerland 9 Co Ltd International AG (Losinger)
Aug 2016 Wind Energy - Switzerland BKW Energie AG Switzerland - - n / a Trading WET AG
Oct 2016 Swissgrid AG 30 Switzerland BKW Switzerland Alpiq Switzerland 307 Netzbeteiligung AG Holding Ltd
Oct 2016 Energie Zuerichsee 30 Switzerland CSA Energy- Switzerland Stadt Switzerland 22 Linth AG Infrastructure Rapperswil-Jona Switzerland AG
Nov 2016 Samfi-Invest SAS - France BKW Energie AG Switzerland Samfi-Invest - n / a (49MW 4 wind SAS farms in France)
Dec 2016 Groupe E SA 10 Switzerland Undisclosed Switzerland Bernische Switzerland n / a Acquiror Kraftwerke BKW
Dec 2016 27 Kraftwerke 100 Italy Swisspower Switzerland - - n / a in Italien Renewables AG
85 LIST OF TRANSACTIONS Technology, Media & Telecommunications
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Jan 2016 Energycredit 100 United Kingdom Brady PLC United Kingdom Temenos Switzerland n / a Group AG
Jan 2016 RR Donnelley - Switzerland Tessi SA France R.R. Donnelley United States n / a Document & Sons Company
Jan 2016 Open Web 50 Switzerland Swisscom AG Switzerland Frederic Weill Switzerland n / a Technology SA
Jan 2016 Omnigon 51 United States Infront Sports Switzerland - - n / a & Media AG
Jan 2016 Secur'Archiv SA 100 Switzerland Recall Holdings Australia - - n / a Limited
Feb 2016 Highlight Event & 75 Switzerland Bernhard Burgener Switzerland Highlight Switzerland 18 Entertainment AG (Private Investor) Communi- cations AG
Feb 2016 B-Source SA 49 Switzerland Avaloq Group AG Switzerland Banca della Switzerland n / a Svizzera Italiana SA
Feb 2016 DeLorme Publishing - United States Garmin Ltd Switzerland - - 40 Company, Inc
Mar 2016 Axia NetMedia 100 Canada Partners Group Switzerland - - 203 Corporation Holding AG
Mar 2016 Sunrise 24 Switzerland freenet AG Germany CVC Capital United 804 Communications Partners Limited Kingdom AG
Mar 2016 Trendcommerce - Switzerland Investnet AG Switzerland - - n / a Group (undisclosed majority stake)
Mar 2016 Impaq AG 100 Switzerland GFI Informatique SA France - - n / a
Mar 2016 Scout24 50 Switzerland Swiss Mobiliar Switzerland Kohlberg Kravis United States n / a Schweiz AG Insurance Roberts & Co. Company Ltd L.P.
Mar 2016 Realmedia 87 Romania Ringier AG Switzerland Broadhurst Cyprus 35 Network SA Investment Limited
Apr 2016 RSD SA 90 Switzerland Argos Soditic SA France Invision AG; Switzerland n / a Vinci Capital SA
Apr 2016 Jaybird LLC 100 United States Logitech Switzerland - - 95 International SA
Apr 2016 ayondo Holding AG 100 Switzerland Starland Singapore - - 117 Holdings Ltd
Apr 2016 NEXThink SA - Switzerland Highland Capital United Kingdom - - 40 Partners Europe; Waypoint Capital
Apr 2016 BuddyBroker AG 100 Switzerland XING AG Germany - - n / a
86 Clarity on Mergers & Acquisitions
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Apr 2016 The sportsman 100 Austria Sportradar AG Switzerland Karl Wieseneder Germany n / a media holding (Private GmbH; LAOLA1 Investor); GmbH; LAOLA1 Thomas Krohne Multimedia GmbH; (Private Investor) Unas Media Productions
Apr 2016 HouseTrip SA 100 Switzerland TripAdvisor, Inc United States Accel Partners; Switzerland n / a Index Ventures; Balderton Capital (UK) LLP
May 2016 Milestone 100 United States Kudelski SA Switzerland - - n / a Systems Inc
May 2016 AutoForm >50 Switzerland Astorg Partners Luxembourg - - 709 Engineering GmbH (undisclosed majority stake)
May 2016 Nexus Telecom AG 100 Switzerland Systemics-PAB Sp. Poland Noser Switzerland n / a z o.o. Management AG
May 2016 Inside Secure SA 100 France WISeKey SA Switzerland Inside France 14 (Semiconductor Secure SA technology and business)
May 2016 1MG Technologies - India HBM BioVentures Switzerland - - 15 Pvt. Ltd AG; Maverick Capital Ventures
May 2016 Enkom AG 100 Switzerland KATHREIN-Werke Germany - - n / a KG
Jun 2016 Güll GmbH 100 Switzerland 7Days Media Switzerland Deutsche Germany n / a Services AG Post AG
Jun 2016 Steffen 100 Switzerland Bechtle AG Germany - - n / a Informatik AG
Jul 2016 DJ Digitale Medien 51 Austria Tamedia AG Switzerland AHVV Austria n / a GmbH Verlags GmbH
Jul 2016 NexGuard Labs BV 100 Netherlands Kudelski SA Switzerland - - n / a
Jul 2016 RUAG Holding AG 100 Switzerland Thales Alenia France RUAG Switzerland n / a (opto-electronics Space SAS Holding AG business line)
Jul 2016 INSYS Group, Inc 100 United States Luxoft Holding, Inc Switzerland - - 71
Jul 2016 Deltavista 100 Switzerland CRIF SpA Italy Private Investor Switzerland n / a International AG
Jul 2016 getAbstract AG - Switzerland Rakuten Inc Japan - - n / a
Jul 2016 ams AG (NFC and 100 Austria STMicroelectronics Switzerland ams AG Austria 78 RFID business) NV
Aug 2016 Xovis AG 100 Switzerland EMERAM Capital Germany - - n / a Partners GmbH
Aug 2016 Cashcloud SA 100 Luxembourg Undisclosed bidder Switzerland Cashcloud AG Switzerland n / a
87 LIST OF TRANSACTIONS Technology, Media & Telecommunications
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Aug 2016 BEWATEC - Germany Porterhouse Switzerland - - n / a Kommuni- Group AG kationstechnik GmbH
Aug 2016 Ascom Network 100 United States InfoVista SA France Ascom Switzerland 45 Testing Inc Holding AG
Aug 2016 Binkert Buag AG 100 Switzerland Effingerhof AG Switzerland - - n / a
Sep 2016 Tcell 60 Tajikistan Aga Khan Fund for Switzerland Telia Sweden 40 Economic Company AB Development
Sep 2016 Pelagicore AB 100 Sweden Luxoft Holding, Inc Switzerland Fouriertransform Sweden 19 AB
Sep 2016 Saitek Limited 100 United States Logitech Switzerland Mad Catz United States 13 International SA Interactive Inc
Sep 2016 Where Are You 100 United Kingdom lastminute.com Switzerland - - n / a Now? Ltd group
Oct 2016 Toradex AG 100 Switzerland Verium AG Switzerland - - n / a
Oct 2016 e-fon AG 51 Switzerland UPC Switzerland - - n / a Switzerland LLC
Oct 2016 Starticket AG 75 Switzerland Ticketcorner AG Switzerland Tamedia AG Switzerland n / a
Nov 2016 House of Lync 100 United States SoftwareONE AG Switzerland - - n / a
Nov 2016 adRom Media 35 Austria Investnet AG Switzerland - - n / a Marketing GmbH
Nov 2016 fundinfo AG - Switzerland HG Capital Ltd United Kingdom - - n / a
Nov 2016 Hirt Informatik AG 100 Switzerland Infoniqa SQL AG Switzerland - - n / a
Nov 2016 Boll Verlag AG 100 Switzerland NZZ Mediengruppe Switzerland - - n / a
Nov 2016 SonarSource SA - Switzerland Insight Venture United States - - 45 Partners LLC
Nov 2016 aki electronic spol 100 Czech Republic Schurter Holding AG Switzerland - - n / a sro
Dec 2016 Publicitas AG 100 Switzerland Private Investor Switzerland Aurelius AG Germany n / a
Dec 2016 Clearswift Limited 100 United Kingdom Ruag Holding AG Switzerland Lyceum Capital United n / a Partners LLP Kingdom
88 Clarity on Mergers & Acquisitions Other Industries
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Jan 2016 Global Personal - Switzerland Interiman SA Switzerland - - n / a Partner AG
Jan 2016 Zuend Transport AG 100 Switzerland Camion Switzerland - - n / a Transport AG
Jan 2016 Arpe Holding AG 100 Switzerland Arnold - Energy Switzerland - - n / a & Telecom
Jan 2016 AàZ Emplois 100 Switzerland Groupe France - - n / a Proman SAS
Feb 2016 Kuoni Travel 100 Switzerland EQT Partners AB Sweden - - 1,412 Holding Ltd
Feb 2016 Guardian Early - Australia Partners Group Switzerland Navis Capital Malaysia 311 Learning Group Holding AG Partners Limited Pty Ltd
Mar 2016 Penna 100 United Kingdom Adecco SA Switzerland - - 128 Consulting Plc
Mar 2016 Glion Institute of 100 Switzerland Eurazeo SA France Laureate United States 385 Higher Education; Education, Inc Les Roches International School of Hotel Management
Mar 2016 Currency Select 100 Australia Global Blue Switzerland Travelex UK United 49 Limited Kingdom
Mar 2016 Ficoba SA 100 Switzerland Fiducial Groupe France - - n / a
Apr 2016 HL Le Mirador 100 Switzerland Citychamp Dartong China Wilhelm Hermes Switzerland 47 International SA Co Ltd Steinkipper AG
Apr 2016 update Fitness AG 51 Switzerland Coop Switzerland Michael Switzerland n / a Genossenschaft Ammann (Private Investor)
Apr 2016 Ragotti + Weber 100 Switzerland Jesus Garcia Switzerland Ragotti & Weber Switzerland n / a Bau AG (Private Investor) Management AG
May 2016 MultiPlan Inc >50 United States Hellman & Friedman United States GIC Private Switzerland 7,500 LLC; Leonard Green Limited; & Partners, L.P. Partners Group Holding; Starr Investment Holdings, LLC
May 2016 Pullmantur Cruises 51 Spain Springwater Switzerland Royal Caribbean United States n / a S.L.; CDF Croisieres Capital LLC Cruises Ltd de France
May 2016 VTG AG 20 Germany Kuehne Holding AG Switzerland WL Ross & Co. United States 168
89 LIST OF TRANSACTIONS Other Industries
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
May 2016 Mosaicoon S.p.A 41 Italy Viralspv SA; Switzerland - - 9 Mosaico Invest Srl
May 2016 Parkresort 81 Switzerland Invision Private Switzerland Thomas M. Switzerland 45 Rheinfelden Equity AG Kirchhofer Holding AG (Private Investor); Andreas Steinegger (Private Investor); Jurg Eichenberger (Private Investor); Markus Bisig (Private Investor)
Jun 2016 Silhouette 100 Switzerland LFPE SA Switzerland Swiss Equity - n / a Wellness SA Capital Partners SA
Jun 2016 Compliance 37 Taiwan SGS SA Switzerland Peng Pao Taiwan 10 Certification Technology Services Inc Co Ltd
Jun 2016 SELB 100 Switzerland Aqre AG Switzerland Bachli Switzerland 82 Immobilien AG Holding AG
Jun 2016 Corestate 28 Switzerland Ralph Winter Switzerland Intershop Switzerland n / a Capital AG (Private Investor) Holding SA
Jul 2016 Paymill GmbH 100 Germany Klik & Pay Switzerland - - n / a
Jul 2016 MAT 100 Switzerland Rhenus Alpina AG Switzerland Loomis AB Sweden n / a TRANSPORT AG
Jul 2016 Brolliet SA 100 Switzerland Foncia Groupe SA France Laure Brolliet Switzerland n / a (Private Investor)
Jul 2016 Foncia Groupe SA 100 France Partners Group Switzerland Bridgepoint United 2,039 Holding AG; CIC Advisers Kingdom Capital Corporation; Limited; Caisse de depot et Eurazeo SA placement du Quebec
Jul 2016 SR Technics 80 Switzerland HNA Aviation China Mubadala United Arab n / a Switzerland AG Group Co., Ltd Development Emirates Company PJSC
Jul 2016 Sauber 100 Switzerland Longbow Switzerland Peter Sauber Switzerland n / a Motorsport AG Finance SA (Private Investor); Monisha Kaltenborn (Private Investor)
Jul 2016 Investis 49 Switzerland Investis Holding SA Switzerland - - 31 Patrimoine SA
90 Clarity on Mergers & Acquisitions
Announced Target Bidder Seller Value date Target Stake country Bidder country Seller country (USDm)
Aug 2016 Systems - United States Partners Group Switzerland Thomas H. Lee United States n / a Maintenance Holding AG Partners, L.P.; Services, Inc Summit Partners LLP
Aug 2016 Goldener 100 Austria WILD Group Switzerland Starwood Hotels United States 23 Hirsch GmbH Management AG & Resorts Worldwide, Inc
Oct 2016 Mayfair Capital 100 United Kingdom Swiss Life Asset Switzerland - - n / a Investment Management AG
Oct 2016 Ronacrete 100 Hong Kong Sika AG Switzerland - - n / a (Far East) Ltd
Oct 2016 PrivatAir SA 51 Switzerland SilverArrow Capital United Kingdom - - n / a Holding Ltd
Nov 2016 CHEP Aerospace 100 Switzerland EQT Partners AB Netherlands Brambles Australia 130 Solutions Limited (Schweiz) AG
Nov 2016 TonerPartner - Germany Invision Private Switzerland - - n / a International AG Equity AG
Nov 2016 Mars One 100 United Kingdom InFin Innovative Switzerland - - 96 Ventures PLC Finance AG
Nov 2016 Hirt Informatik AG 100 Switzerland Infoniqa SQL AG Switzerland - - n / a
Dec 2016 Mökah AG 100 Switzerland Ufenau Capital Switzerland - - n / a Partners AG
Dec 2016 Edy Toscano AG 100 Switzerland AF Group Sweden - - n / a
Dec 2016 Hauswartprofis AG 100 Germany Investis Holding SA Switzerland - - n / a
Dec 2016 TintenCenter.com - Germany Invision Private Switzerland - - n / a GmbH Equity AG
Dec 2016 Bilfinger Berger 100 Germany Implenia AG Switzerland Apleona GmbH Germany n / a Hochbau GmbH
91 TOMBSTONES We thank all our clients for their trust
92 Clarity on Mergers & Acquisitions
Lugano subsidiary Spital Bülach AG Transgourmet Holding AG
KPMG Deal Advisory KPMG Deal Advisory KPMG Deal Advisory acted as M&A lead advisor to Société advised Spital Bülach AG on its acquisition advised Transgourmet Holding AG on its Générale on the disposal of selected client of AMC Airport Medical Center AG with acquisition of C+C Pfeiffer GmbH with assets of its Lugano subsidiary to Axion fi nancial, tax and legal due diligence. fi nancial, tax, HR and IT due diligence. Swiss Bank, a subsidiary of Banca dello Stato del Cantone Ticino.
January 2016 January 2016 January 2016
EOS Holding SA Oetiker AG ELCO AG
KPMG Deal Advisory KPMG Deal Advisory KPMG Deal Advisory advised EOS Holding SA on its acquisition supported Hans Oetiker Holding AG on supported ELCO AG on its acquisition of of a 94MW French and Portuguese onshore its acquisition of Jiffy-tite Co., Inc through Flyerline Schweiz AG with fi nancial, tax and wind and solar portfolio with M&A lead advice fi nancial and tax due diligence. real estate due diligence. and fi nancial due diligence.
February 2016 March 2016 March 2016
Adecco SA Profond Vorsorgeeinrichtung Geberit International AG
KPMG Deal Advisory KPMG Deal Advisory KPMG Deal Advisory supported Adecco SA with fi nancial and supported Profond Vorsorgeeinrichtung on provided fi nancial vendor due diligence tax due diligence in connection with its its acquisition of Agro Energie Schwyz AG assistance to Geberit International AG in acquisition of Penna Consulting Plc. (UK). through fi nancial, tax and HR due diligence. connection with the disposal of Koralle Group to AFG Arbonia-Forster.
March 2016 March 2016 April 2016
93 TOMBSTONES
Bell AG Loomis Group Recordati S.p.A.
KPMG Deal Advisory KPMG Deal Advisory KPMG Deal Advisory advised Bell AG on its acquisition of Eisberg acted as sole M&A lead advisor to Loomis supported Recordati S.p.A. on its acquisition Holding AG and its subsidiaries through on the sale of its general cargo services to of Pro Farma AG by providing fi nancial and fi nancial, tax, legal and IT due diligence. Rhenus Alpina AG. tax due diligence as well as tax structuring support.
May 2016 July 2016 July 2016
Elis SA Adval Tech Group Condecta AG
KPMG Deal Advisory KPMG Deal Advisory KPMG Deal Advisory advised Elis SA on its acquisition of Wäscherei acted as sole M&A lead advisor to Adval Tech supported Condecta AG as subsidiary of Mariano AG through fi nancial and tax due on the sale of its Molds segment to Barnes Looser Holding AG on its acquisition of WMS diligence. Group Inc. WC-Mietservice GmbH with fi nancial due diligence.
July 2016 August 2016 September 2016
Ascom Management AG Toradex Group Repower AG
KPMG Deal Advisory KPMG Deal Advisory KPMG Deal Advisory provided fi nancial, tax and pensions vendor provided fi nancial vendor assistance support acted as sole M&A lead advisor to Repower AG assistance support to Ascom in connection to the Toradex Group in connection with the on the disposal of its Romanian businesses with the disposal of its Network Testing disposal of the Toradex Group to an investor to MET Holding AG. division to InfoVista. group represented by Verium.
October 2016 October 2016 October 2016
94 Clarity on Mergers & Acquisitions
Quant AB aventron AG Coop Cooperative
KPMG Deal Advisory KPMG Deal Advisory KPMG Deal Advisory acted as sole lead advisor, tax and fi nancial provided a Fairness Opinion to the board acted as Coop’s Transaction Lead Advisor on advisor to Quant AB on the sale of of directors of aventron, EBM Trirhena AG the sale of an industrial site with a total area its non-core activities in Switzerland to and Energie Wasser Bern in connection of 20,000 sqm located in the Zurich area. Alstom and a consortium of private with aventron’s capital increase through a investors in various single transactions. contribution in kind.
December 2016 2016 2016
Pensionskasse Schweiter
Pensionskasse Schweiter Swiss Prime Site AG ABB Ltd
KPMG Deal Advisory KPMG Deal Advisory KPMG Deal Advisory acted as Pensionskasse Schweiter’s advised SPS Immobilien AG on the structured provided fi nancial vendor assistance to Transaction Lead Advisor on the sale of sale of its properties in Locarno. ABB Ltd in connection with the sale of its its residential property portfolio located in high-voltage cable business to NKT Cables. Horgen and Zurich.
2016 / 2017 2016 2016 Not yet closed
95 PINBOARD Clarity on publications
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Further and faster: Oktober 2016 Radical change needed 10 Unsere 24-Stunden-Gesellschaft verlangt nach neuen Angeboten Thomas Heiniger, Regierungsrat Kanton Zürich, spricht über den Mai 2016 unternehmerischen Spielraum der Spitäler 6 Steuerliche Anreize für F&E 24 Der Schlüssel zum Erfolg der USR III Den Lean Approach neu umsetzen Wie Sie mit Lean Management in 24 4,5 Tagen einen Prozess optimieren Tonnage Tax Eine verkannte Chance 28 Knappe Personalressourcen 28 Vier Stellhebel zur Optimierung des Swiss Tax Report 2016 Personaleinsatzes Die Schweizer Steuersätze im nationalen und internationalen Vergleich kpmg.ch
Clarity on Clarity on Clarity on Clarity on Performance of Swiss Healthcare Cyber Security Swiss Taxes Private Banks Special Clarity on Clarity on Clarity on Transformation Non-Life Entrepreneurs
Succeeding in disruptive times: Impulsgeber der Three critical factors for Schweizer Wirtschaft business transformation success Insurance
Evolution or revolution for Swiss insurers? Shaping Switzerland’s digital future April 2016 September 2016 Einblicke in die Praxis Seven visionary business opportunities CEO insights Interviews mit Unternehmern zu for leading in a digital world Senior insurance executives share their Digitalisierung, globaler Mobilität, July 2016 views on the future of the industry Automatisierung, Immobilien entwicklung und Nachfolgeregelung 02 7 Industry transformation What enables transformations Digitalization, regulation and customer Qualitative Umfrage to succeed? needs cause transformation to gather Handels und Industriekammern, pace Steuerverwaltungen und 04 öffentlich rechtliche Einrichtungen Embed continual innovation über aktuelle Herausforderungen into the business Drivers of change What impacts will Swiss tax reform, 06 ORSA and international oversight Marktregion Basel have? Learn to thrive on change KPMG Basel stellt sich vor kpmg.ch/digital
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96 Clarity on Mergers & Acquisitions
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