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Corporate Governance – portrayed in the individual cultural and legal framework, from the standpoint of equity capital.

VIPsight is a dynamic photo archive, sorted by nations and dates, by and for those interested in CG from all over the world.

VIPsight offers, every month:
transparent and independent current information / comments / facts and figures on corporate governance locally and internationally,

  • written by local CG experts,
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VIPsight International

Article Index





thyssenkrupp AG: No free Lunch for Liberty Steel

Sometimes you can see an extra burden for the household budget approaching from afar. The state of North Rhine-Westphalia and some municipalities have probably felt the same way over the past few weeks. The reason for this was the talks about a sale of the steel division of thyssenkrupp. But on February 17th, thyssenkrupp ended the talks on a possible acquisition of thyssenkrupp Steel Europe by Liberty Steel.

On a personal note the CFO, Dr. Klaus Keysberg, explained the background to this decision. According to him, the ideas of the negotiating parties about the corporate value and the structure of the transaction were too far apart. Ok, shit happens. But why did he add a justification for the time and efforts spent: “We regret this step because we perceived Liberty Steel as a serious partner in the process.” Interesting, how one can be mistaken these days…

It is not that long ago that the market speculated about several prospects for the steel business. Back then people might have been too excited. But now we are back home again, and there is still plenty of homework to be done. But that´s ok, Germans are famous for their do-it-yourself enthusiasm. And the recent market recovery should provide some momentum. Go for it.


Corestate Capital Holding S.A.: Rapid Expansion into Finance

In November 2020, Corestate began a wave of notifications that document a rapid change in the company. It all started with the information that the Management Board has obtained knowledge that several shareholders sold their shareholdings to other investors. The premonition indicated in it was confirmed a few days later when the company announced that it had a new anchor shareholder called Vestiga Immobilien Investments Limited Partnership, which owns approx. 9.9 percent of the share capital. Also, the previous members of the Supervisory Board did resign with immediate effect, while Vestigo proposed new members were unanimously appointed to the Supervisory Board.

The new supervisory board acted quickly. Just one day after its appointment, the supervisory board appointed René Parmantier as the new chairman of the management board. At the same time, the previous chairman, Lars Schnidrig, was repositioned as CFO with immediate effect. Since the position was already occupied now, the designated CEO Klaus Schmitt could not take office on January 1, 2021, as originally planned. On this occasion, the new supervisory board confirmed the corporate strategy adopted in 2020, with particular emphasis on the consistent reduction of net debt and the further development of the investment management focus.

So much for the theory. Here comes the fun part: In mid-January 2021, Corestate announced the acquisition of the debt financing platform Aggregate Financial Services (AFS) to offer debt services across all real estate asset classes. The plan is to strengthen Corestate´s private debt strategy by way of further development and diversification of the real estate mezzanine business with new products, complimentary services, and regional expansion. AFS is expected to generate on a stand-alone basis 15 – 20m EUR EBITDA in 2021 and at least an additional 10m EUR annual run synergies. The acquisition is conducted via a capital increase against contribution-in-kind in the form of 8.5m new shares and 5m EUR in cash. This translates into a total consideration of 113m EUR, taking into consideration the net cash position of 17m EUR. However, a further 1.5m new shares are to be paid as an additional earn-out component if the pre-synergy EBITDA increases by more than 50 percent over the next three years.

AFS is the second element in this segment since Corestate owns already HFS Helvetic Financial Services AG, which acts as an advisor with a focus on real estate investments. In particular, HFS designs and manages special fund products for institutional investors.