IFBC was mandated by the boards of directors of Burkhalter and Poenina to prepare a Fairness Opinion in accordance with the Merger Act assessing the share exchange ratio of the planned merger between Burkhalter Holding Ltd and poenina holding ltd from a financial point of view.
The Burkhalter Group is the leading provider of electrical engineering services to the construction sector and, with almost 50 Group companies, is represented at more than 100 locations in Switzerland. The Group is headquartered in Zurich and employs more than 3’000 people. Burkhalter Holding AG is listed on the SIX Swiss Exchange and has a market capitalization of approximately CHF 400 million.
Poenina is a leading provider of services in the areas of building technology and building envelopes and is represented by 29 companies at 42 locations in Switzerland and the Principality of Liechtenstein. The headquarters are located in Opfikon (ZH). Poenina employs almost 1’500 people. poenina holding ltd is listed on the SIX Swiss Exchange and has a market capitalization of approximately CHF 280 million.
IFBC was assigned by Swiss Post to develop a standardized model for the implementation of purchase price allocations. With the help of the workflow implemented in the model, the requirements of IFRS can be implemented step by step in the execution of the purchase price allocation. The standardized model structure allows the identification and valuation of intangible assets as well as the determination of the goodwill to be allocated to be carried out efficiently and in line with best practice.
The Swiss Post is Switzerland’s national postal provider. In addition to traditional postal services, the group provides logistic, transport, communication as well as retail banking services.
In 2020, Swissport was acquired by a group of financial investors. Therefore, IFBC was engaged to perform the Purchase Price Allocation in accordance with IFRS 3 and to summarise the results in an independent expert opinion report for the attention of the auditor.
Swissport International Ltd. is a globally leading provider of aviation ground handling and cargo services with a presence at some 300 airports around the globe.
IFBC prepared a valuation report for the attention of the board of directors of the Talenthouse Group within its IPO on SIX Swiss Exchange by the means of a reverse takeover of New Value AG. In the valuation report, group companies in Europe as well as IP rights were valued based on the sum-of-the-parts approach. The valuation report served the board of directors as a basis for decisions on further steps in the context of the reverse takeover respectively the IPO. After the reverse takeover, New Value AG decided to change its name to Talenthouse AG.
Talenthouse Group is a media and technology platform that, thanks to its global community of creatives, provides its clients (many well-known international brands and artists) with digital content. It also includes a collaborative innovation platform that helps companies from different industries to work with creatives from the various areas. It further includes an international media group that produces, manages, sells and licenses cross-media content for children and young adults.
In the context of the potential spin-off of the Lehrmittelverlag Zürich (LMVZ) from the cantonal administration into a legally independent entity, IFBC was mandated to support the LMVZ in establishing a business case tailored to this purpose. Together with the management, IFBC developed a new qualitative business plan as well as an adapted quantitative financial plan. The results served the department of education as a decision basis for further planning steps.
Lehrmittelverlag Zürich (LMVZ) is the leading provider of learning media in Switzerland. As a largely independently operating entity of the department of education of the Canton of Zurich, LMVZ employs around 65 people and holds a range of over 2,000 articles, consisting of proprietary products and merchandise. The publishing house’s educational products have won several awards for their quality and innovation.
On November 2, 2021, media service provider Annex Werbe AG and digital marketing agency adisfaction Suisse AG announced their merger to form Adisfaction-Annex AG as of January 1, 2022.
IFBC supported the two companies Annex Werbe AG and adisfaction Suisse AG as financial advisor in the evaluation of strategic alternatives, in the decision-making process as a basis for the merger, in the subsequent structuring as well as in the implementation of the merger. In addition, IFBC supported Marco Pfister in the management buyout at Annex Werbe AG as financial advisor. This included the support of the negotiations, the structuring of the financing as well as other financial aspects of the transaction.
As an agency for digital marketing and cross-media campaigns, Adisfaction-Annex AG offers its clients customized solutions from a single source.
On November 2, 2021, the Deutsche Vermögensberatung AG and Global Sana AG announced the start of a strategic partnership. IFBC supported the shareholders of Global Sana as exclusive financial and M&A advisor in the preparation of the transaction and throughout the entire transaction process. During the preparation phase of the transaction, IFBC advised the shareholders in the context of the evaluation of possible strategic options and prepared the company for the upcoming transaction in an initial transaction readiness phase. In the subsequent transaction execution, IFBC conducted a structured international buyer approach, developed the transaction structure, supported the due diligence and led the negotiations.
Global Sana is a Swiss company and with more than 110’000 customers a leading provider of insurance advisory services.
On October 4, 2021, the Swiss Post announced the acquisition of all shares of the SwissSign Group. Before the transaction, the SwissSign Group was held as a joint venture of various reputable Swiss companies. IFBC supported the shareholders of SwissSign Group as exclusive financial and M&A advisor in the preparation of the transaction and throughout the entire transaction process. During the preparation phase of the transaction, IFBC advised the shareholders of SwissSign Group in the context of the evaluation of possible strategic alternatives and coordinated the decision-making process between the existing shareholders. Regarding the sale process, IFBC prepared the SwissSign Group for the upcoming transaction in an initial transaction readiness phase. In the subsequent transaction execution, IFBC conducted a structured international buyer approach, developed the transaction structure, and supported the due diligence and negotiations.
SwissSign Group is a Swiss digital security company employing around 90 people. SwissSign Group’s services can be grouped in three business segments: In the identity business, SwissSign Group offers SwissID, which enables a secure login to online services. In the certificate business, SwissSign Group issues digital certificates that allow encrypted and secure online communication and tamper-proof signing of documents. In the signature business, SwissSign Group enables its customers to sign documents electronically in compliance with legislative requirements.
IFBC was engaged by Kuoni Global Travel Services (Switzerland) AG to determine the WACC for the Spanish group company Europamundo Vacations as a basis for the goodwill impairment test according to IAS 36. The WACC was derived using capital market data and based on a peer group analysis.
Kuoni Global Travel Services (Switzerland) AG is an internationally active travel company and has been part of the Japanese JTB Group since 2017. Since 2020, the company has been operating under the brand Kuoni Tumlare.
IFBC was mandate by Valora to review the model for the annual goodwill impairment tests as well as the applied cost of capital. Based on relevant accounting regulations and current best practice, recommendations for the further development of the impairment model were made and implemented.
The Valora Group is a leading food convenience provider with approximately 2’700 sales outlets at high frequency locations in Switzerland, Germany, Austria, Luxembourg and the Netherlands. Furthermore, the company is an international producer of pretzel bakery products and listed on the SIX Swiss Exchange.
On 29 January 2021, OFFIX Holding AG (which belongs to the Swiss PEG Papeteristen Einkaufsgenossenschaft) and the Swiss Office World Holding AG (which belongs to the international MTH Retail Group Holding GmbH), announced that they intend to bundle their Swiss business in the new Office World Group AG.
IFBC acted as Financial Advisor to OFFIX Holding AG for this important transaction. IFBC particularly supported its client with valuation and transaction price considerations and in price negotiations.
Today OFFIX Holding AG is one of the leading players in the area of paper and stationery products in Switzerland. It has an annual turnover of around CHF 240mn and a total headcount of 235 employees.
On 27 January 2020, the leading Swiss digital agency Hinderling Volkart AG (“Hinderling Volkart”) announced that it will become part of the Dutch company Dept Holding B.V. (“Dept”). Hinderling Volkart from Zurich as well as the two subsidiaries Hinderling Volkart Bern and HV Italic from Basel are joining the internationally expanding Dept.
IFBC acted as exclusive M&A advisor to Hinderling Volkart during the entire transaction. Among others, IFBC performed a structured international buyer approach, developed the transaction structure, organized the due diligence and led the negotiations.
Hinderling Volkart is a multiple award-winning Swiss digital agency. Its approximately 60 employees work at three locations in Zurich, Bern and Basel for clients such as SwissRe, Edelweiss, Swiss and Switzerland Tourism.