Our German partners Wintergerst have recented completed two transactions – the acquisition of SHW Werkzeugmaschinen and the MBO of Maschinenbrau Oppenweiler Binder GmbH & Co.

The acquistion of SHW Werkzeugmaschinen

Wintergerst Societät für Unternehmer-Beratung assisted the international competitive transaction process for SHW, a traditional German firm, and brought it to a successful completion.

SHW Werkzeugmaschinen GmbH is a mid-cap engineering firm based in Aalen-Wasseralfingen, Baden-Württemberg. Its focus lies on the development and manufacture of large machining centers with extremely long axes. The company employs around 280 staff in the group, spread among the headquarters in Aalen-Wasseralfingen and the distribution and service branches in China, India and the USA.

In May 2018, the management of SHW Werkzeugmaschinen GmbH applied for insolvency proceedings from the Local Court of Aalen as outstanding payments for a major contract in China, the sharp decline in business in Russia and the up-front finance needed for project business had placed a heavy burden on the liquidity of the renown manufacturer of machine tools. The insolvency administrator, Martin Mucha from the law firm, GRUB BRUGGER, managed, with support from Wintergerst and the management, to stabilize the operation and continue working on existing projects for customers. Happily, a number of new orders were received during the insolvency proceedings. Moreover, Wintergerst assisted the realignment of the business model and helped derive a new corporate strategy. The lawyer, Mr. Mucha, also initiated a structured M&A process, awarding the exclusive engagement to execute the process to Wintergerst Societät für Unternehmer-Beratung.

The broad reach of the investor search, which involved addressing both national and international strategic investors as well as financial investors, proved to be challenging on account of the very tight timeline and the prevailing holiday season. After conducting a number of promising negotiations with many, mostly international parties, a family-owned corporation based in Munich was found as a suitable partner for all parties. It acquired the SHW Werkzeugmaschinen Group via its investment holding, SFO. The SFO Group has many years of experience in restructuring mid-cap companies, especially in the engineering sector. The parties have agreed to keep the price confidential. The purchase agreement takes effect retroactively to 1 September 2018. Consequently, the acquisition of the SHW Werkzeugmaschinen Group was concluded prior to the start of the AMB 2018 trade fair in Stuttgart, which is seen as the flagship event for the metal-working industry.

In addition to the operating business of SHW Werkzeugmaschinen GmbH, SHW Werkzeugmaschinen Service GmbH and SHW Bearbeitungstechnik GmbH, the premises in Aalen-Wasseralfingen were also sold in the deal.

The MBO of Maschinenbrau Oppenweiler Binder GmbH & Co

Wintergerst Societät für Unternehmer-Beratung has provided a full suite of consulting services to the family-owned company Maschinenbau Oppenweiler Binder GmbH & Co. KG and accompanied its sale to Heidelberger Druckmaschinen AG.

The Binder family has signed a purchase agreement with Heidelberger Druckmaschinen AG for the purchase of the MBO Group. The two companies announced the deal at the beginning of October. The MBO brand will be continued within the course of the planned takeover.

The MBO Group, based in Oppenweiler near Stuttgart, develops, manufactures and distributes top-quality innovative machines for the post-processing of digital and offset printing jobs and for mailing, pharmaceuticals and other special applications.

The Group will be integrated in Heidelberger Druckmaschinen AG for the future. The transaction extends to all the locations of the MBO Group (Oppenweiler, Bielefeld and Perifita in Portugal) and involves 450 employees. Subject to approval from the cartel office, it should be concluded by the end of 2018. Together with Heidelberger Druckmaschinen AG it is planned to expand the product offering to address the growing post-processing market for digital printed products.

The acquisition allows Heidelberger Druckmaschinen AG to offer its customers a seamless industrial process in networked value chains. Efficient post-processing promises great potential to enhance the productivity of the entire printing operation. At the same time, Heidelberger, with its 11,500 employees and 160-year tradition, obtains access to new customers in the pharmaceuticals industry and expands its portfolio in offset printing to include mailing systems.

Ahead of the transaction, Wintergerst Societät assisted the MBO Group with the strategic realignment of its business model and advised it extensively over an extended period during its realization, along with defining a number of projects aimed at securing the future viability of the mid-cap engineering firm and supporting it with their implementation.