Finanz und Wirtschaft
In a world of global economic and political uncertainty, how should companies prepare for the future? What markets are offering potential growth and what areas will fall behind? What changes are in the cards and how should we adapt? Ever-changing customer needs demand new solutions, business models and offers. Companies have to transform in order to stay relevant and constantly adapt their business models to comply with a digital environment.
Several sectors currently face the choice to eat or be eaten. Transformative acquisitions have become an obvious defence mechanism to stay ahead of the competition. Companies need to minimise the risk of being sidelined by tech giants such as Google, Amazon and Netflix. Ever more present is the fear of being driven out of business and the need to realign or adjust platforms to adapt to rapidly evolving markets in this disruptive environment.
The value of digital tools to foster deals is high, their potential, however, is not yet fully exhausted. Data access and insight provide organizations with the advantage to better evaluate their options. But data integration can also be very complex. It is vital for decision-makers to address how they master the challenges of digitalisation.
We are happy to invite you to the fourth Finanz und Wirtschaft Forum M&A on 27 August 2019 to discuss in detail current trends and challenges facing the M&A market. Join us for a comprehensive day on M&A topics, including plenary sessions, workshops and speeches which will furnish you with the right tools essential for business success.
Editor in Chief Finanz und Wirtschaft
Registration and Welcome Coffee
Welcome Address by the Moderator of the Day
Jan Schwalbe Finanz und Wirtschaft
Public vs. Private Ownership
Georges Kern Breitling
Moderation: Jan Schwalbe Finanz und Wirtschaft
Strategic Company Transition Through M&A: Succeeding in a Digital World
Dr. Annabella Bassler Ringier
André Krause Sunrise
Boris L. Zaïtra F. Hoffmann-La Roche Ltd.
Moderation: Jan Schwalbe Finanz und Wirtschaft
Finding Relevant Assets at the Right Price
Francois-Xavier Roger Nestlé
Coffee and Networking Break
1 Share Purchase Agreements: Latest Developments and Trends
Stefan Brunnschweiler CMS
Dr. Daniel Jenny CMS
Dr. Kai Wallisch CMS
2 W&I Insurance Solutions in M&A Transactions – Myth or Magic?
Dr. Alexander Rakosi CMS
Pieter van Duijvenvoorde CMS
Dr. Stephan Werlen CMS
Dr. Martin Frey PwC Switzerland
Peter Kasahara PwC Switzerland
Coffee and Networking Break
Best Practice Dealmaking and Transformation: Targeting, Negotiation, Due Diligence and Integration
Dr. Heinz Baumgartner Schweiter
Gregor Greber Veraison
Tobias Knechtle Valora
Patrick Scherrer Helvetia Insurance AG
Moderation: Jan Schwalbe Finanz und Wirtschaft
The Startup View: A Balancing Act Between Creating Structures and Remaining Flexible
Martin Hoffmann On AG
Geopolitical Events and their Implications for M&A Deals
Dr. Markus Braun School of Management and Law ZHAW
Dr. Patrick Dümmler Avenir Suisse
Kurt Haerri Schindler China
Philip Mosimann Bucher Management AG and Swissmem
Moderation: Jan Schwalbe Finanz und Wirtschaft
Summary by the Moderator of the Day
Jan Schwalbe Finanz und Wirtschaft
Networking and Drinks
Annabella Bassler (*1977) has been CFO of Ringier AG since June 2012. She began her career at Ringier in 2007, working in a number of financial roles. In addition she has also been responsible for Ringier’s activities in Romania since mid-2014. She is a member of the Board of Directors of Ticketcorner AG and Ringier Digital Ventures AG, and is also on the board of the child welfare organisation Plan International Switzerland. She studied economics at the European Business School in Oestrich-Winkel, Buenos Aires and Los Angeles, subsequently completing a doctorate. After gaining practical experience in consulting, Annabella Bassler worked from 2004 to 2007 in various financial roles for Hamburg Süd, formerly the Oetker Group’s shipping company, in Hamburg.
Kurt Haerri is Senior Vice President, Head New Installation Business Schindler China Ltd. He graduated in 1996 at the University of St. Gallen as an Executive MBA HSG and before in 1990 as Mechanical Engineer at the Lucerne University of Applied Sciences. Kurt Haerri joined Schindler Switzerland in 1987 as a Sales Engineer for Heavy Freight Elevators. He worked for Schindler in China from 1996 to 2003. Later he served as President of the Top Range Division, the global competence- and profit centre for Schindler’s Skyscraper Business. From 2013 to 2015 he was Head of Global Sales & Marketing of the Schindler Group. Since October 2017, Kurt Haerri is back in China leading Schindler’s New Installation Business in China. From 2006 to 2014, Kurt Haerri was the President of the Swiss-Chinese Chamber of Commerce. Since 2012, Kurt Haerri is member of the Board of Directors of Komax Holding, a High-Tech company listed at the Zurich stock exchange. Since 2004 he assumes the responsibility at ETH Zuerich as Head Asia Module of an Executive MBA program. Kurt Haerri was born in 1962 and is living in Shanghai. He is married and a father of a son.
Georges Kern studied Political Science in Strasbourg, France, and graduated in Business Administration from the University of St.Gallen in Switzerland. He acquired experience in the fast-moving-consumer-goods sector at Kraft Foods Switzerland before moving into the watch industry at TAG Heuer. In 2000, he joined Richemont, the Swiss luxury goods group, and was active in the integration of the brands A. Lange & Söhne, Jaeger-LeCoultre and IWC Schaffhausen following their acquisition. In 2002, at the age of 36, he became the youngest CEO within Richemont when he was chosen to run IWC Schaffhausen. In 2017, he was promoted to Head of Watchmaking, Marketing and Digital at Richemont and focused on supervising the Specialist Watchmaking Maisons. In 2017, Georges Kern was appointed the new CEO of the independent watch company Breitling SA, where he is also a shareholder. In his new position, Georges Kern’s mission is to foster the global development of one of the world’s most established watch manufacturers, and to focus on further developing Breitling’s digital and retail footprint, in particular with a view to accelerating growth in the important Asian markets. Georges Kern served as a member of the Young Global Leaders at the World Economic Forum from 2005 to 2010, and became Founding Curator of the Global Shapers Community in Zurich in 2011.
Tobias Knechtle ist seit März 2014 CFO der Valora Group in Muttenz. Er startete seine Karriere 1995 bei Nestlé und wechselte anschliessend zu The Boston Consulting Group, wo er in Brasilien und in der Schweiz tätig war. 2005 wechselte er zu Cinven Private Equity (London), wo er als Principal in der Frankfurter Niederlassung arbeitete und zwei Jahre später zudem zum Geschäftsführer ernannt wurde. Weiter war er für Cinven Mitglied des Verwaltungsrats der Springer Science+Business Media, des weltweit zweitgrössten Wissenschaftsverlags. Von April 2009 bis Februar 2014 war Tobias Knechtle bei der Kudelski Gruppe, wo er 2011 zum Senior Vice President Finance befördert wurde.
André Krause (1970), is a German national and CFO at Sunrise since October 2011. Most recently André Krause was CFO for O2 Germany GmbH in Munich. From 2004 to 2006 he held the position of Vice President of Strategy & Consulting at O2 Germany. From 1999 to 2004 he was Associate Principal and member of the TIME practice at McKinsey & Company, Inc., in Dusseldorf. He also worked as a Junior in Computer Risk Management and Audit at Arthur Andersen in Dusseldorf from 1997 - 1999.
François-Xavier, a French Citizen, has a Major in Accounting from Audencia Business School and a MBA from Ohio State University, USA. He has a vast knowledge of the Finance & Control area and an extensive experience in the pharmaceutical, food and nutrition industry with Roussel, Aventis, Danone and Takeda. He is a truly international executive, having lived and worked in France, the United States, South Africa, Mexico, Singapore, Luxembourg, Japan and Switzerland. From 2000 to2008 he worked as Chief Financial Officer for Danone Asia, followed by Head of Finance, Treasury and Tax for the Danone Group based in Paris. From 2008 to 2013, he was Chief Financial Officer of Millicom, a listed, global mobile phone operator based in Luxembourg, before taking up the role of Chief Financial Officer of Takeda Pharmaceutical based in Japan. From 1 st July 2015, he is Executive Vice President and Chief Financial Officer of Nestle SA in Vevey Switzerland.
Heinz O. Baumgartner has been CEO of Schweiter Technologies since 2008. From 1996 to 31 December 2013 he was CFO of Schweiter Technologies. He holds a degree in business management and a doctorate in economics from the University of St. Gallen. Heinz O. Baumgartner is also member of the Board of Directors of United Grinding Group since 2018.
Markus Braun is the Head of International Business, Department Banking, Finance, Insurance at the ZHAW School of Management and Law and Senior Lecturer in International Management. Before joining the university, he assumed various high-ranking financial leadership positions in the trading, retail and pharmaceutical industry. Selected achievements are the preparation of the listing of DKSH from a main shareholder’s perspective, the negotiation of major retail space contracts in Asia, the sale of the Nuance Group to Italian shareholders and the opening of a new regional distribution center in Singapore. He lived and worked in Asia and the USA for 7 years. Markus Braun is lecturing in the field of emerging markets and organizes field trips to China. He also lectures on international business and on project management. He is co-author of the recently published books: “M&A: Erfolg dank Integrationsmanagement” (M&A: Success due to Integration Management, NZZ Verlag, 2015) and “Mergers & Acquisitions – Integration and Transformation Management as the Gateway to Success” (Springer Verlag, 2017)
Stefan Brunnschweiler is the global head of the CMS Corporate/M&A Practice Area Group. In this position, he sets the strategy for the group and leads an international team of more than 350 partners and 1000 lawyers. Stefan Brunnschweiler specialises in international and domestic M&A transactions, corporate restructurings, corporate law and general contract matters (e.g. joint ventures, partnerships and shareholders agreements). He is experienced in a broad range of national and international transactions, both sell- and buy-side (including corporate auction processes) as well as the assistance of clients in their ongoing corporate and commercial activities. Stefan Brunnschweiler has engaged in competition law, including merger control filings for more than 10 years.
Dr. Martin Frey gained 15 years of M&A and corporate finance experience with UBS Investment Bank and Lehman Brothers in New York, Chicago and Zurich before joining PwC in 2005. During his investment banking career, Martin gained extensive transaction expertise in M&A, debt and equity capital markets in mature and emerging markets. Martin`s current position is Head Corporate Finance / M&A at PwC Switzerland which the leading M&A advisory practice in the DACH region.
Gregor Greber, 1967, ist Mitgründer und senior Partner von VERAISON Capital. VERAISON Capital ist ein unabhängiger Asset Manager und erwirbt signifikante Beteiligungen an kleineren und mittleren börsenkotierten Unternehmen, bei welchen eine Wertsteigerung als konstruktiver, engagierter Aktionär erzielt werden kann. Davor war Gregor Greber Gründer und Miteigentümer von zCapital. zCapital verwaltete über CHF 650M Schweizer Aktien in zwei verschiedenen Schweizer Fonds. Gregor gründete auch die Firma zRating, ein Corporate Governance Proxy Service-Anbieter. Zuvor leitet er verschiedene Bereiche wie Corporate Finance bei der Bank am Bellevue, Swiss Equities bei Lombard Odier und bei der Deutschen Bank sowie Institutional Sales und Research bei UBS und Julius Bär.
Daniel Jenny specialises in M&A transactions (including private equity), capital markets, corporate restructurings, general corporate and contract matters (e.g. joint ventures, shareholders agreements). He is experienced in a broad range of international and national M&A transactions both sell and buy side, including auction processes and carve-out transactions. Furthermore, he is a recognised expert in corporate governance, in particular concerning questions on directors liability. Daniel Jenny`s expertise also includes corporate litigation: He often represents renowned clients in directors liability lawsuits and post M&A disputes or other corporate litigation (e.g. special audit). Among his clients are listed companies and private companies (both small and medium-sized) as well as individuals (in particular investors and board members). After his traineeship with CMS and his clerkship with the District Court of Zurich, Daniel Jenny was admitted to the bar in 2007 and has since been working as a lawyer with us. He gained additional work experience as an international associate in a New York-based law firm and as legal counsel in an industrial multinational (Hilti AG). Daniel Jenny authored various legal publications. His thesis “Means of Defence of Board Members in Directors Liability Lawsuits” approved by the University of Zurich in 2012 was awarded summa cum laude and won the Professor Walther Hug prize.
Peter is the managing partner of PwC Digital Services in Switzerland and a digital “Jedi” from tip to toe. Peter and his team create strategies to turn vision and innovation into reality. He supports clients across all industries in their digital transformation & re-imagination with strong focus on creating trust in a digitized world and people engagement across diverse cultures. Peter has a long-standing experience from working since over 20 years in the consulting and services industry becoming a trusted advisor of many large national and multi-national companies. Peter holds an MBA from St. Gallen University in Switzerland, is a proud graduate from Yale School of Management and alumnus of IMD Business School in Lausanne.
Philip Mosimann führt seit 2002 als CEO den Konzern Bucher Industries. Der heute 61-jährige Schweizer ist diplomierter ETH Ingenieur und begann seine Karriere 1982 als Forschungsingenieur beim Sulzer Konzern, Winterthur. Nach verschiedenen leitenden Funktionen wurde er 1997 als Leiter der Division Sulzer Textil in die Sulzer Konzernleitung berufen. Mitte 2001 wechselte Philip Mosimann zu Bucher Industries und übernahm 2002 die Verantwortung als CEO. Des Weiteren ist Philip Mosimann seit 2007 Mitglied des Verwaltungsrats der Conzzeta AG, Zürich, seit 2012 Verwaltungsratspräsident der Uster Technologies AG, Uster und seit 2016 Mitglied des Verwaltungsrats der Bobst Group SA
Alexander Rakosi is a partner at CMS and based in the Vienna office, additionally with significant activities in Central Eastern Europe. He advises leading corporations, investment funds and insurance companies in the fields of M&A, private equity and restructuring. He also does banking and regulatory work, both domestically and internationally. After studying law in Vienna and at the University of Michigan Law School/USA where he obtained his LL.M., Alexander worked at Sullivan & Cromwell in New York for several years in the areas of M&A, private equity and corporate finance. Alexander has also been admitted to the bar in England and Wales and in New York.
Patrick Scherrer, Head Strategy & M&A, joined Helvetia in 2008 from the consulting industry working for Marakon, a US-based strategy consulting firm with offices around the globe. He started his professional career in 1996 at SBC Warburg in the equity derivatives and sales, moved to Centre Solutions into the alternative risk transfer and on to KPMG into the field of risk management consulting. From 2000 to 2007 he worked at Swiss Re, first in the private equity-arm Securitas Capital and then helped building up the strategy development department, responsible for group-wide M&A and strategy development before joining Marakon. Patrick Scherrer holds a master degree from the University of Zurich and is a Harvard Business School alumni (AMP188). He was born 1970, is a Swiss citizen, and lives in Speicher/AR.
As a Corporate and M&A lawyer, Kai Wallisch focuses on advising companies, primarily in the industrial and automotive sector on domestic as well as cross-border transactions and reorganisations. He advised a number of companies from the automotive sector in both selling and acquiring shareholdings. Kai also regularly advises companies in other sectors on M&A transactions and general corporate law matters. Kai joined CMS in 2010 and has been a counsel since 2016. He lectures at the Stuttgart Bar Association. In 2016 and 2017 Kai was seconded to Honeywell in the USA.
Stephan Werlen is a partner with CMS in Zurich. He focuses on M&A, joint ventures, MBOs, acquisition finance, and venture capital transactions. He has broad experience both in domestic and international mergers and acquisitions (including auction processes) and the financing of such transactions. In addition, for many years, Stephan has advised on many transactions involving the procurement of W&I insurance transactions, both on the side of the insurance company as well as the parties to the SPA seeking insurance coverage.
Boris L. Zaïtra is the Head of M&A at Hoffmann-La Roche and is based in Basel, Switzerland: in this role he leads Roche’s strategic mergers and acquisitions across the Roche Group businesses. He joined Roche in April 2012 from the Airbus Group where he worked for six years as Head of the M&A department. Prior to joining Airbus in 2005, he was a Partner with the mid-market private equity firm Duke Street Capital and was involved in deals in the UK and France. Previously, he was an M&A Associate with JP Morgan in London, focusing primarily on the Oil & Gas industry. Boris graduated from Ecole Polytechnique in France in 1995 and the Harvard Advanced Management Programme in 2009.
Jan Schwalbe is the Editor-In-Chief of the Swiss Business paper «Finanz und Wirtschaft». He has covered business and the economy for more than 20 years and has conducted countless interviews with international business leaders, economists and strategists. He has been published in Businessweek, Bloomberg News, “Finanz und Wirtschaft” and The Daily Telegraph. Before taking his role as Editor-in Chief he was the Head of the Zurich Bureau of Bloomberg News and was working for CNN Money. Jan Schwalbe was on the Board of the Foreign Press Association in New York and a correspondent in New York and London for over a decade.
Whether you are planning a transaction as part of your growth strategy, thinking about diversifying into new sectors or looking for new funding options such as non-bank lending or through equity investment, our experts offer you the right mix of legal and commercial advice.
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