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Every day counts - Deutsche Beteiligungs AG

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Annual Report 2002/2003<br />

<strong>Every</strong> <strong>day</strong> <strong>counts</strong>


Our business thrives on the creativity, motivation,<br />

and professional skills of our people. Their job is to<br />

identify the right target companies, develop their<br />

growth potential and, ultimately, profitably realize<br />

the investments.<br />

This Annual Report depicts typical scenes from our<br />

investment team’s daily routine. Three management<br />

buyouts were contracted this past financial<br />

year – the result of personal dedication and hard<br />

work. Preparing for a new, attractive investment is<br />

similar to preparing for an athletic contest in many<br />

disciplines: contacts are helpful, professional skill<br />

pays off, competence is essential, complexity is a<br />

challenge, experience is indispensable, time is key.<br />

<strong>Every</strong> step is important. <strong>Every</strong> single <strong>day</strong> <strong>counts</strong>.<br />

This Annual Report presents a brief impression.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003


<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Financial Highlights<br />

Investments 30.3 Mio. € 29 Mio. €<br />

Portfolio volume 299.7 Mio. € 313.1 Mio. €<br />

Number of investments 43 49<br />

See page 27<br />

Consolidated result before taxes 4.4 Mio. € –15.9 Mio. €<br />

Consolidated net income/loss 3.1 Mio. € –15.8 Mio. €<br />

See pages 4 and 63<br />

Equity (Oct. 31) 158.4 Mio. € 155.1 Mio. €<br />

Return on equity 2.8 % n.a.<br />

Equity per share (Oct. 31) 11.32 € 11.08 €<br />

Fair value per share (Oct. 31) 12.48 € 12.95 €<br />

See pages 10 and 11<br />

Consolidated earnings per share 0.22 € –1.13 €<br />

Dividends none 1 none<br />

See pages 4, 63 and 64<br />

1 Recommended by Supervisory Board and Board of Management<br />

November 1, 2002 to December 31, 2003<br />

in €<br />

14<br />

12<br />

10<br />

8<br />

6<br />

4<br />

2<br />

0<br />

2002/2003 2001/2002<br />

One-year comparison<br />

Shares of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>, indexed S-Dax and Dax performance indices and fair value of the shares at<br />

October 31, 2002, April 30, 2003, and October 31, 2003<br />

Fair Value<br />

Dax<br />

(indexed)<br />

Nov. 02 Feb. 03 May 03 Aug. 03 Nov. 03<br />

DB<strong>AG</strong><br />

S-Dax<br />

(indexed)


<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Successful together – Partnership with Harvest drives Casco Surfaces deal<br />

Casco Surfaces has been in the portfolio since July 2003. A key argument for the seller,<br />

Netherlands-based Akzo Nobel N.V., was our partnership with Harvest Partners: Casco<br />

Surfaces generates some 40 percent of its sales in North America – where Casco plans<br />

to grow, in part by add-on acquisitions. Harvest Partners will be there to help. More on<br />

this cross-border transaction on page 24.<br />

2002/2003: Transaction overview<br />

Safeguarding continuity – Management buyout of Preh Werke<br />

Preh Werke is another joint acquisition with management and our co-investment fund.<br />

A further investor is Rosemarie Preh: having the company founder’s family represented<br />

in the shareholder base was important to Preh’s management and the seller, Rheinmetall<br />

<strong>AG</strong>; we appreciate that continuity too. Read about upcoming opportunities for this<br />

automotive supplier on page 35.<br />

Pursuing growth targets – Babcock Borsig Service financed on sound base<br />

Separating an internationally-operating group of companies out of pending insolvency<br />

proceedings without damaging its business and arranging a new sound financial base<br />

– that was a special challenge even to <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> with its 40-year track<br />

record. We contracted the purchase of the Babcock Borsig group’s service division in<br />

August 2003. See page 36 for more information on how to create value through service<br />

and maintenance for power plants.<br />

228 million euros for co-investment fund – Investors confide in the team<br />

With DB<strong>AG</strong> Fund IV, <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> expanded its shareholder base: 20 investors,<br />

18 of whom were not yet among its equity financiers, committed an average of 11 million<br />

euros. Five management buyouts have been financed by <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

and the new parallel fund to date. Some 100 million euros have been planned for futher<br />

investments in each of the next two years. An account of the fund and its investment<br />

strategy begins on page 19.<br />

Return target achieved – Realizations attest to investment strategy<br />

Edscha <strong>AG</strong>, Andritz <strong>AG</strong>, Global Power Equipment Group Inc.: three management buyouts<br />

were profitably realized this past financial year. The invested capital was approximately<br />

doubled within three years, measuring up to the Company’s return target of 25 percent<br />

p.a. For a presentation of these realizations, refer to pages 36 and 37.<br />

Three smaller holdings sold – Strategy persistently pursued<br />

Three of the smallest holdings – Heylo Energietechnik GmbH, the Vogel group, and<br />

Vitas Inc. – were sold from the portfolio. The number of expansion financing investments<br />

therefore declined further – in line with the Company’s strategy. See page 43 for<br />

details on changes in the business field of expansion financing.<br />


<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Contents<br />

Letter from the Board of Management<br />

Shares<br />

Corporate Governance Report<br />

Corporate Review – Market and Strategy<br />

Corporate Review – Investment profile<br />

Corporate Review – Investments<br />

Development of the portfolio<br />

Management buyouts<br />

Expansion financing<br />

Investments in funds<br />

Portfolio profile<br />

Management’s Report<br />

Market development<br />

Group structure<br />

Development of the portfolio<br />

Results<br />

Financial position<br />

Risk management<br />

Generation of investment opportunities<br />

People<br />

Events subsequent to the closing date<br />

Outlook<br />

Financial Statements<br />

Consolidated Balance Sheet<br />

Consolidated Profit and Loss Account<br />

Consolidated Cash Flow Statement<br />

Notes to the Consolidated Financial Statements<br />

Auditors’ Report<br />

Report of the Supervisory Board<br />

Declaration of Conformity to<br />

German Governance Code<br />

List of Investment Holdings<br />

Members of the Supervisory Board<br />

and Board of Management<br />

Glossary<br />

Financial Calendar<br />

Imprint<br />

2<br />

6<br />

16<br />

19<br />

24<br />

27<br />

27<br />

33<br />

43<br />

51<br />

57<br />

61<br />

61<br />

62<br />

62<br />

63<br />

65<br />

65<br />

67<br />

68<br />

69<br />

69<br />

71<br />

71<br />

72<br />

73<br />

74<br />

85<br />

86<br />

88<br />

90<br />

91<br />

94<br />

96<br />

96<br />

1


<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> acquires growth-prone,<br />

profitable subsidiaries and mid-sized companies that are<br />

well positioned in their marketplaces – in Germany,<br />

selected European countries and the United States.<br />

We realize the development and profit potential inherent<br />

in these companies jointly with their managements.<br />

Through this entrepreneurial commitment, we strive to build<br />

the value of our investments. Our shareholders profit from<br />

these activities when we ultimately resell these investments.<br />

Internationally, we work alongside partners pursuing<br />

similar goals. This partnership opens attractive investment<br />

opportunities in key markets. We strive to balance the portfolio<br />

– geographically and across industries.<br />

We not only invest the capital of <strong>Deutsche</strong> <strong>Beteiligungs</strong><br />

<strong>AG</strong>. Institutional investors have charged us with the<br />

management of private equity funds. This enhances the<br />

financial scope for our future investing activities.<br />

Our objective is to develop the portfolio of <strong>Deutsche</strong><br />

<strong>Beteiligungs</strong> <strong>AG</strong>, thereby increasing the value of the<br />

Company for our shareholders. We aim to have our<br />

shares outpace the market.<br />

2


Wilken Freiherr von Hodenberg<br />

born 1954<br />

Member of the Board of<br />

Management and its Spokesman<br />

since July 2000.<br />

Studied law in Hamburg and<br />

Lausanne. 15 years of experience in<br />

investment banking, three years<br />

of service as an executive for a<br />

retail chain.<br />

Torsten Grede<br />

born 1964<br />

Member of the Board of<br />

Management since January 2001.<br />

Studied business administration<br />

in Cologne and St. Gallen following<br />

a bank traineeship. 13 years of<br />

experience in private equity at<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>.<br />

Reinhard Löffler<br />

born 1944<br />

Member of the Board of<br />

Management since August 1989.<br />

Studied industrial engineering<br />

at the University of Karlsruhe.<br />

14 years of experience in mid-sized<br />

industry. In 1985 he joined WFG<br />

<strong>Deutsche</strong> Gesellschaft für Wagniskapital<br />

mbH, a predecessor of<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>.<br />

André Mangin<br />

born 1954<br />

Member of the Board of Management<br />

since January 2004. Studied<br />

law at the University of Hamburg.<br />

More than 15 years of experience<br />

in private equity, corporate finance,<br />

and investment banking.<br />

Dr. Rolf Scheffels<br />

born 1966<br />

Member of the Board of Management<br />

since January 2004. Studied business<br />

administration and economics at the<br />

University of Frankfurt/Main. Began<br />

his career in an auditing firm. More<br />

than ten years of experience in<br />

private equity and corporate finance,<br />

seven of which at <strong>Deutsche</strong> <strong>Beteiligungs</strong><br />

<strong>AG</strong>.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Letter from the Board of Management<br />

LETTER FROM THE BOARD OF MAN<strong>AG</strong>EMENT<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> recorded a successful financial year<br />

2002/2003: compared with the previous year, earnings improved<br />

markedly. The Company’s stock outperformed the Dax, Germany’s<br />

key benchmark market index. By the end of the financial<br />

year, we had contracted three management buyouts – proof of<br />

our strong position in the German private equity market. The<br />

successful closing held for DB<strong>AG</strong> Fund IV documents the competence<br />

attributed to the Company in private equity.<br />

The consolidated result would have been better, had the difficult<br />

economic environment not impacted operations again. Our<br />

investments in the United States suffered from the sluggishness<br />

in the economy, requiring modifications in the valuation of one<br />

fund and three enterprises.<br />

3


LADIES AND GENTLEMEN,<br />

DEAR SHAREHOLDERS:<br />

4<br />

This past financial year, the investment team of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> proved its<br />

calibre in a number of fields. We succeeded in profitably selling three investments from<br />

the portfolio, realizing returns far in excess of those achieved on respective capital markets.<br />

Furthermore, we contracted three mangement buyouts in 2003 – impressive proof of<br />

our leadership position in Germany’s buyout business. Another highlight: the successful<br />

completion of our fund-raising campaign. Investors are apt to entrust their capital to<br />

those investment firms capable of creating and realizing value and, in addition, those<br />

able to access attractive investment opportunities. A large part of the total capital that<br />

investors committed to management buyouts in Germany in the mid-market segment in<br />

2002/2003 was channeled to our new DB<strong>AG</strong> Fund IV co-investment fund.<br />

Despite the improvement of nearly 19 million euros, however, the consolidated result<br />

is not in keeping with our expectations. With consolidated net income at 3.1 million euros,<br />

we have returned to the profit zone. However, the consolidated net income does not<br />

offset the loss carried forward from the previous year. We will therefore recommend<br />

not disbursing cash dividends this year. Our intention is to strengthen the Company’s<br />

financial base.<br />

Portfolio companies’ performance differs<br />

Our portfolio is diversified: investments are disseminated across different sectors of the<br />

economy and geographic regions. This mitigates risk exposure when a cyclical downturn<br />

is particularly pronounced in an industry or economic region. In 2002, German portfolio<br />

companies were among the investments hit by the slowdown in the economy, necessitating<br />

a modification of their valuation. In 2002/2003, however, valuation adjustments<br />

were exclusively performed on investments in the United States, thereby impacting the<br />

otherwise good income position achieved through realizations this year.<br />

Corrections to the valuation of investments in the portfolio amounted to 16.8 million<br />

euros. These largely relate to one fund investment and three direct investments. The<br />

past year was a year of slow growth, particularly in the United States, which weighed<br />

heavily on our American portfolio companies. A number of them even had to cope with<br />

shrinking markets; these enterprises may have improved their market positions, but have,<br />

nevertheless, forfeited earnings power for the time being.<br />

The valuation adjustments performed this year contain scope for the future. We expect<br />

that the enterprises concerned will master the challenges and return to substantially<br />

increased growth when the economy revitalizes. We feel confident that we will then be<br />

able to reverse these valuation modifications in part or completely – as was done on<br />

four portfolio investments this past financial year.<br />

Shares outperform the Dax<br />

The price movement of our shares mirrors the positive assessment by capital market<br />

players for private equity in general, and for <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> in particular. With<br />

growth rates expected to rise, market observers feel that the current economic situation<br />

creates good opportunities for investments at attractive terms. The new investments of<br />

the past financial year demonstrate our ability to access such opportunities.


Changes to the Board of Management<br />

Helmut Irle will be leaving the Board of Management of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> on<br />

the best of terms and by mutual agreement at the end of January 2004. The Supervisory<br />

Board has appointed Senior Vice Presidents André Mangin and Dr. Rolf Scheffels to the<br />

Board of Management, effective January 1, 2004. The Board of Management of <strong>Deutsche</strong><br />

<strong>Beteiligungs</strong> <strong>AG</strong> will thus consist of Wilken Freiherr von Hodenberg (Spokesman), Torsten<br />

Grede, Reinhard Löffler, André Mangin, and Dr. Rolf Scheffels.<br />

Outlook<br />

In the coming months, we plan to utilize the investment opportunities available in the<br />

market. We are currently investigating a number of attractive potential investments. The<br />

favorable position we have in the market constitutes a major competitive advantage in<br />

making new transactions – as the investments of this past financial year demonstrate.<br />

The past three financial years have shown that capital markets have a considerable<br />

impact on our line of business. Our profitable realizations are proof of our ability to exit<br />

investments independent of the stock exchange.<br />

We feel confident that <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> will continue its pattern of progress<br />

this current year. Our investee businesses have exhibited resilience in a difficult economic<br />

environment, and the Company is well placed for future investing activity, drawing on a<br />

national and international network and a track record of nearly 40 years in private equity.<br />

We are convinced that the more favorable economic outlook and our entrepreneurial<br />

commitment to our portfolio companies will be reflected in a rise in the fair value of our<br />

shares and in higher share prices.<br />

January 2004<br />

(Wilken Frhr. von Hodenberg) (Torsten Grede) (Reinhard Löffler)<br />

(André Mangin) (Dr. Rolf Scheffels)<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Letter from the Board of Management<br />

5


6<br />

Share price on uptrend<br />

SHARES – CAPITAL MARKET HONORS<br />

MARKET POSITION<br />

The shareholders of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> experienced<br />

a volatile financial year. Impacted by the adversities on<br />

equity markets, the price of the Company’s stock dropped to<br />

an all-time low of 6.07 euros, before resurging in July. Traded<br />

clearly below the book value of the equity until summer,<br />

the shares of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> responded to a reassessment<br />

of the private equity market. Above all, however,<br />

the share price recovery, doubling in the second half of the<br />

financial year, mirrors the excellent market position that<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> enjoys. Currently, our shares are<br />

traded in excess of their book value – as has virtually always<br />

been the case since the Company’s stock market listing.<br />

Volatile stock market year<br />

The price of our shares proved volatile for shareholders and investors this past financial<br />

year. The gyration reflects the course of the Company’s business, in addition to the<br />

general sentiment on capital markets. Following a term of relative stability with moderate<br />

turnovers at the beginning of the 2002/2003 financial year, prices dropped in mid-<br />

December by more than 15 percent to seven euros. This fall was triggered by the withdrawal<br />

of at least one institutional investor from the insurance industry.<br />

Until April, the stock of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> followed the stock market trend,<br />

but then persisted at low levels of between 7.50 euros and 6.15 euros in May, when<br />

the Dax and S-Dax began to rise. In July, the price of our stock jumped to levels of ten<br />

euros within only a few <strong>day</strong>s, thereby again connecting up with the stock market development.<br />

We trace this back to three influencial factors:<br />

• The capital markets’ assessment of private equity companies had clearly improved.<br />

• <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> was able to issue a series of positive news releases.<br />

• Finally, we intensified investor relations activities in summer and won new investors.<br />

Following another rise at the end of the financial year, our stock had caught up with<br />

the S-Dax, in which it is indexed as one of 50 securities.


November 1, 2002 to December 31, 2003<br />

in €<br />

14<br />

12<br />

10<br />

8<br />

6<br />

4<br />

2<br />

0<br />

From November 1, 2002 to October 31, 2003, the price of our shares (Xetra closing<br />

quotation) was up from 9.37 euros to 13.00 euros. This corresponds to an improvement<br />

of 38.7 percent. By December 31, 2003, the share price again fell to 10.81 euros. From<br />

November 1, 2002 to October 31, 2003, the Dax – the general measure for capital market<br />

performance in Germany – improved by 16.0 percent (at December 31: 25.8 percent).<br />

The S-Dax gained 41.1 percent in the course of the year (at December 31: 41.1 percent),<br />

developing similarly to the shares of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>.<br />

Market capitalization of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> amounted to 182.0 million euros<br />

at the balance sheet date on October 31, 2003 (December 31, 2003: 151.34 million<br />

euros). The market capitalization attributable to the free float (42.42 percent) was 77.20<br />

million euros (December 31, 2003: 75.55 million euros – in addition to the price movement,<br />

this mirrors the increase in the portion of free float, see page 12).<br />

Turnover of shares still unsatisfactory<br />

Fair Value<br />

DB<strong>AG</strong> Dax<br />

(indexed)<br />

Nov. 02 Feb. 03 May 03 Aug. 03<br />

Nov. 03<br />

The shares of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> experienced an unusual degree of volatility<br />

in the 2002/2003 financial year. Their highest price point, reached on the final <strong>day</strong> of<br />

the financial year, is more than double the rate of its lowest price point on April 28,<br />

2003.<br />

On average, 7,300 shares were traded daily, which is considerably more than for the<br />

two preceding financial years. Trading volume, however, declined to 16.0 million euros,<br />

down from 21.5 million euros the prior year. The Company’s stock is predominantly<br />

Xetra-traded (70 percent). 21 percent of the turnover is transacted on the Frankfurt<br />

Stock Exchange. Of the volume traded on regional stock exchanges, Stuttgart ac<strong>counts</strong><br />

for more than half of the turnover.<br />

In total, the liquidity of our shares is still unsatisfactory. To augment investments by<br />

institutional investors, a further improvement in stock liquidity is desirable.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

S-Dax<br />

(indexed)<br />

Shares<br />

One-year comparison<br />

Shares of <strong>Deutsche</strong> <strong>Beteiligungs</strong><br />

<strong>AG</strong>, indexed S-Dax and Dax<br />

performance indices and fair<br />

value of the shares at October<br />

31, 2002, April 30, 2003, and<br />

October 31, 2003<br />

Market capitalization<br />

at financial year-end<br />

Mio €<br />

600<br />

500<br />

400<br />

300<br />

200<br />

100<br />

0<br />

1998/1999 1999/2000 2000/2001 2001/2002 2002/2003<br />

Higher market capitalization<br />

Average daily turnover<br />

Shares<br />

12,000<br />

10,000<br />

8,000<br />

6,000<br />

4,000<br />

2,000<br />

0<br />

1998/1999 1999/2000 2000/2001 2001/2002 2002/2003<br />

Greater liquidity targeted<br />

7


8<br />

Free float increased<br />

Admission to Prime Standard<br />

The platform for higher liquidity this current financial year is promising: in November<br />

2003 SchmidtBank announced that they have completely disinvested their block of shares,<br />

as had been anticipated. This bank, one of the founders of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>,<br />

had been prompted by its new shareholders to reduce its holdings. Nine institutional<br />

investors, primarily based in Great Britain, have acquired the shares previously held by<br />

SchmidtBank in a secondary offering. Through the split-up of this former 7.5 percent<br />

stake, the free-float share of our stock grew by nearly one sixth to 49.9 percent.<br />

Firm position in the S-Dax<br />

Following the re-segmentation of the Frankfurt Stock Exchange at the beginning of<br />

2003, <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> was one of the first companies to be admitted to the<br />

Prime Standard. The Prime Standard is the admission segment for companies wanting<br />

to present themselves to an international investors’ community. In addition to fulfilling<br />

the requirements of the General Standard, which constitutes the statutory minimum<br />

standard of the Official Market or Regulated Market, companies admitted to the Prime<br />

Standard must meet high international standards of transparency.<br />

Admission to the Prime Standard is a prerequisite for inclusion in one of the stock<br />

indices, such as the S-Dax. Other criteria are market capitalization and turnover; however,<br />

only the free float is used to measure the market capitalization.<br />

Based on the average market capitalization in October 2003, the shares of <strong>Deutsche</strong><br />

<strong>Beteiligungs</strong> <strong>AG</strong> ranked 83rd among those companies eligible for the M-Dax (50 participants)<br />

and the S-Dax (another 50 participants). Thus, measured by the market capitalization<br />

of the free float, our stock currently exhibits a firm position for inclusion in the S-Dax<br />

index. Measured by average daily turnover, however, at the end of October 2003 the<br />

shares of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> had only ranked 108th among the Prime Standardlisted<br />

companies not indexed in the Dax or TecDax. In addition to these two measurable<br />

criteria, the German Stock Exchange considers further factors for the composition of its<br />

indices, including the past development exhibited by a company or its industrial sector.<br />

We expect that the shares of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> will continue to be indexed in<br />

the S-Dax averages. Nonetheless, enhancing the liquidity of our shares is a key goal in<br />

anchoring this position.


Shares of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>:<br />

Key figures and information<br />

2002/2003 2001/2002 2000/2001<br />

Cash flow1 per share in € 0.96 0.77 1.40<br />

Equity per share in € 11.32 11.08 12.77<br />

Fair value per share in € 12.48 12.95 n.a.<br />

Number of shares 14,000,000 14,000,000 14,000,000<br />

Subscribed capital at Oct. 31 in € 36,400,000 36,400,000 36,400,000<br />

Highest price point in € (Xetra) 13.00 23.70 42.75<br />

Lowest price point in € (Xetra)<br />

Closing rate at Oct. 31 in €<br />

6.07 7.12 16.25<br />

(Xetra closing rate) 13.00 9.37 19.90<br />

Market capitalization at Oct. 31 in Mio. € 182.0 129.5 278.6<br />

Price/earnings ratio at Oct. 31 59.09 2 n.a. 30.15 2<br />

Price/equity ratio at Oct. 31 1.15 3 0.83 3 1.56 3<br />

Price/fair value ratio at Oct. 31 1.04 0.72 n.a.<br />

Dividends in € (incl. tax credit) none 4 none 0.71<br />

Average weekly trading volume (shares) 38,478 24,549 31,725<br />

First traded December 19, 1985<br />

Most recent capital increase July 2000<br />

1 Result of period plus write-downs/write-ups on long-term assets<br />

2 Price in relation to consolidated earnings per share<br />

3 Price in relation to consolidated equity per share<br />

4 Recommendation by Board of Management and Supervisory Board<br />

WKN 550810<br />

ISIN DE0005508105<br />

Abbreviation Reuters: DB<strong>AG</strong>.F Bloomberg: DBA<br />

Stock exchanges Xetra, Official Market in Frankfurt and Düsseldorf;<br />

OTC in Berlin, Bremen, Hamburg, Munich, Stuttgart<br />

Market segment Prime Standard<br />

Indices German Stock S-Dax (weighting in S-Dax at Oct. 31, 2003: 1.4789 %)<br />

C-Dax Industrial Index C-Dax Industrial<br />

Designated Sponsors <strong>Deutsche</strong> Bank <strong>AG</strong><br />

Lang & Schwarz Wertpapierhandel <strong>AG</strong><br />

Change in assessment<br />

As opposed to the price movement this past financial year, the long-term cumulative<br />

performance of our shares is unsatisfactory. The average compounded return to shareholders<br />

(price gains, reinvestment of dividends, and subscription rights) for the five-year<br />

period from November 1, 1998 to October 31, 2003 is negative at minus 7.7 percent.<br />

However, investors holding Dax or S-Dax securities over the same period also had to waive<br />

gains on their invested capital. The annual loss was 5.1 percent (Dax) and less than one<br />

percent (S-Dax). In respect of the S-Dax, one point to consider is that its composition<br />

changed markedly several times in recent years, limiting its use as a benchmark.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Shares<br />

9


10<br />

Disclosure of fair value<br />

Valuation rules at<br />

www.deutsche-beteiligung.de<br />

Our complete valuation rules<br />

are accessible through our<br />

on-line information service.<br />

There has been a change in capital markets’ assessment of our stock in recent years.<br />

We are currently in the midst of a transition phase: since the beginning of the<br />

2002/2003 financial year, we have been reporting the intrinsic value (fair value) of our<br />

shares on a semi-annual basis, disclosing the unrealized value movement that results<br />

from a current valuation of the portfolio in comparison to the book value. This is common<br />

practice in comparable Anglo-Saxon private equity companies. We are thus<br />

responding to a capital market demand which applies the intrinsic value of stock, determined<br />

by internationally acknowledged accounting principles as a measure of performance.<br />

In determining the unrealized appreciation – or valuation reserves – we apply the<br />

rules laid down by the International Financial Reporting Standards (IFRS). The basis for<br />

this is the current market value (fair value) of the portfolio. The valuation reserves represent<br />

the net current value of our investments, which may be higher, or possibly also<br />

lower, than the amounts carried in the balance sheet in conformity with the German<br />

Commercial Code.<br />

Fair value based on IFRS rules<br />

The value of our investments is determined semi-annually in conformity with guidelines<br />

that are based on IFRS rules and approved by our auditors. We apply different<br />

methods to determine the fair value – depending on the type of investment:<br />

• Quoted enterprises are generally valued at their stock market price at the valuation<br />

date; in certain instances, the price may be reduced by a discount.<br />

• If a purchase offer has been submitted for an investment, the valuation will be based<br />

on that offer.<br />

• Valuations may also be based on recent comparable transactions in the market.<br />

• If none of the above procedures is applicable, valuations may be determined by the<br />

multiples method based on income data and peer-group comparisons – meaning that<br />

price/earnings ratios of comparable enterprises are used for the valuation.<br />

• Investments consisting of several different companies are subject to a “sum-of-theparts”<br />

valuation – the valuation is derived by adding the individual sums for the<br />

components of an investment.<br />

• Silent participations are valued at acquisition cost (or, if applicable, their lower market<br />

value); the same applies to loans granted by <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> to its portfolio<br />

companies, and to new investments in the first year after acquisition.<br />

The fair value of one share of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> is derived by dividing the<br />

valuation reserves by the number of shares and adding that to the equity per share. The<br />

value of our fund management business (see pages 23 and 64) as well as <strong>Deutsche</strong><br />

Beteiligung’s long-standing excellent market position are not reflected in the fair value.<br />

Data based on key figures of investee companies is one constituent in determining the<br />

fair value. Another determinant is the situation on capital markets. Approximately onefifth<br />

of the fair value of our investment portfolio is directly linked to the share price trend<br />

for the companies in question. A decline in prices will lead to a decline in the valuation<br />

reserves, even without our holdings necessarily experiencing a deterioration in their earnings<br />

position – frequently a decisive factor in profitably exiting an investment.


Weak dollar curtails valuation reserves in portfolio<br />

In the reporting year, the fair value of our shares declined slightly to 12.48 euros<br />

(November 1, 2002: 12.95 euros). The book value of the equity per share rose from<br />

11.08 euros to 11.34 euros, whereas the unrealized appreciation decreased from 1.86<br />

euros to 1.16 euros per share. Thus, at the end of the past financial year, the shares of<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> were traded approximately at their intrinsic – or fair – value.<br />

At the beginning of the 2002/2003 financial year, the portfolio of <strong>Deutsche</strong> <strong>Beteiligungs</strong><br />

<strong>AG</strong> contained unrealized appreciation of 26.1 million euros. At October 31, 2003,<br />

it had dropped to 9.8 million euros, a decline of 16.3 million euros. This change was<br />

caused by a number of different, partly netted, effects.<br />

Changes in valuation reserves<br />

T€<br />

30,000<br />

25,000<br />

20,000<br />

15,000<br />

10,000<br />

5,000<br />

0<br />

Valuation reserves<br />

at Nov. 1, 2002<br />

Change due<br />

to realizations<br />

(sales)<br />

Reduction due<br />

to exchange<br />

rate changes<br />

Increase due to<br />

changes in stock<br />

market prices<br />

(netted)<br />

Reduction due<br />

to changes in<br />

earnings/multiples<br />

(netted)<br />

Exchange rate changes had the greatest negative impact on the unrealized appreciation:<br />

the weakness of the US dollar against the euro resulted in a loss of 11.8 million<br />

euros. The value of our US holdings and fund investments as well as several other fund<br />

investments carried in US dollars diminished by this amount solely for reasons of the<br />

dollar’s devaluation, independent of the earnings position of these enterprises.<br />

At the beginning of the 2002/2003 financial year, one dollar equaled 1.01 euros; at<br />

the end of the financial year at October 31, 2003, one dollar was valued at 86 euro<br />

cents, a decline of 15.3 percent. One fourth of our portfolio, valued according to IFRS<br />

rules, is linked to exchange rate gyrations of the US dollar. A further devaluation of the<br />

US currency by 0.05 euros per dollar would, for instance, reduce the fair value of our<br />

portfolio by another 3.5 million euros; a revaluation would have the opposite effect. These<br />

gyrations would result in a deterioration/improvement in the fair value of 25 euro cents<br />

per share.<br />

Some 11.3 million euros of the valuation reserves were realized by the sale of investments.<br />

In exiting these investments, the price last carried on the ac<strong>counts</strong> was the minimum<br />

we achieved in all cases.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Valuation reserves<br />

Positive effects<br />

Negative effects<br />

Other<br />

changes<br />

Valuation reserves<br />

at Oct. 31, 2003<br />

US $/Euro<br />

in €<br />

1.00<br />

0.95<br />

0.90<br />

0.85<br />

0.80<br />

Nov. 02<br />

Jan. 03<br />

Shares<br />

Mar. 03 May 03 July 03 Sept. 03 Nov. 03<br />

11


12<br />

Write-ups on quoted portfolio<br />

companies<br />

The upturn on stock markets also led to an appreciation of our quoted investee businesses.<br />

Higher stock market prices generated a rise of 16.0 million euros in the valuation<br />

reserves. A negative net amount came from changes in valuations determined by the<br />

multiples method (minus 7.5 million euros). Other effects led to an improvement of 4.6<br />

million euros.<br />

The majority of our investee businesses improved or maintained their value during the<br />

reporting year. Deteriorations primarily relate to American enterprises or fund investments<br />

valued in US dollars.<br />

No dividend following loss carryforward<br />

For the 2002/2003 financial year, we achieved results that surpassed those of the<br />

previous year by approximately 20 million euros. Following a consolidated net loss of<br />

15.8 million euros recorded in financial year 2001/2002, the reporting year closed with<br />

consolidated net income of 3.1 million euros. Offsetting the previous year’s loss against<br />

this year’s income results in a consolidated balance sheet loss of 2.4 million euros. At<br />

the Annual Meeting of Shareholders, the Board of Management and Supervisory Board<br />

will therefore recommend not to declare cash dividends for the 2002/2003 financial<br />

year.<br />

Shareholder profile remains unchanged<br />

Changes to the group of shareholders in the reporting year only relate to the free float.<br />

The group of shareholders with holdings in excess of five percent has remained unchanged<br />

throughout the financial year. On November 24, 2003, SchmidtBank announced that it<br />

no longer holds shares of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. Based on the notices we received<br />

in conformity with Article 21 Wertpapiergesetz (German Securities Trading Act), there are<br />

now only four shareholders owning shares of more than five percent of the subscribed<br />

capital. The free float currently (December 31, 2003) amounts to 49.92 percent.<br />

Shareholder profile<br />

Free float (49.92 %)<br />

<strong>Deutsche</strong> Bank <strong>AG</strong> (15 %)<br />

Gerling Life Insurance (15 %)<br />

Vermögensverwaltung<br />

Wilhelm von Finck (15 %)<br />

Kreissparkasse Biberach (5.08 %)<br />

Some three fourths of free float is held by institutional investors and two fifths by<br />

private shareholders. At the beginning of the financial year (November 1, 2002), approximately<br />

5,800 private investors – individuals or enterprises – owned 23 percent of the<br />

subscribed capital.


Pro-active investor relations<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> continues to emphasize communication with its investors,<br />

strengthening the confidence investors place in the Company and its performancefocused<br />

strategy. Open, transparent communication with shareholders, analysts, potential<br />

investors and the media is fundamental to conveying the perspectives inherent in<br />

our stock and sustainably tying investors to <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. This is particularly<br />

important in difficult stock market times; for that reason, we make special efforts to<br />

communicate open, timely and regular information about our business development to<br />

investors, private shareholders, and financial analysts. Conference calls with analysts at<br />

the issuance of every quarterly report are part of our service.<br />

This past financial year, we presented <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> and called attention<br />

to our stock at more than 40 events, presentations and meetings with analysts and<br />

investors. We conformed to the recommendations of the German Corporate Governance<br />

Code in terms of "fair disclosure" and made the presented information publicly accessible<br />

in the Investor Relations section of our web site. We attach particular importance to<br />

communicating information to all groups of investors simultaneously. One of the vehicles<br />

we use is our e-mail newsletter, which informs recipients about all essential developments<br />

in our business.<br />

We endeavor to further enhance our investor relations activities. Toward that end,<br />

we use the internet as a fast, cost-effective vehicle. The internet has gained broad<br />

acceptance as a contemporary communication instrument for quoted companies. In line<br />

with that, we have expanded the Investor Relations part of our web site. At the beginning<br />

of this current financial year, we took another step forward: private shareholders<br />

were, for the first time, able to participate at a presentation held for institutional investors<br />

and analysts. Our presentation at the German Mid-Cap Conference on November 26,<br />

2003 was broadcast on the internet. Many shareholders used the opportunity to acoustically<br />

follow the presentation and view the charts.<br />

We have complied with the availability dates for quarterly reports and the year-end<br />

financial statements recommended by the German Corporate Governance Code commencing<br />

with the publication of our quarterly report at April 30, 2003. Since then,<br />

quarterly reports have been publicly accessible within 45 <strong>day</strong>s and the annual financial<br />

statements within 90 <strong>day</strong>s after the end of the respective reporting periods.<br />

Analysts rate shares at upside potential<br />

Analysts’ research serves to give institutional investors an informed opinion on<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. For many investors, research is a prerequisite for considering<br />

a company’s stock in the first place. We have therefore endeavored to improve the coverage<br />

of our shares. Five analysts are currently monitoring our stock, among them, an<br />

analyst from a British investment bank in London. We feel this is particularly significant,<br />

in view of the relatively large number of private equity firms quoted on the London<br />

Stock Exchange.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Shares<br />

News via e-mail at<br />

www.deutsche-beteiligung.de<br />

It only takes two clicks on the<br />

home page at www.deutschebeteiligung.de<br />

and an e-mail<br />

address to subscribe to the<br />

electronic newsletter of<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>.<br />

Comprehensive information for<br />

private investors<br />

Improved analysts’ coverage<br />

13


14<br />

Analysts’ opinion of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

“To<strong>day</strong> we re-initiate coverage on DB<strong>AG</strong>, … with an outperformer rating … The main<br />

investment themes are: … DB<strong>AG</strong>’s chances of exiting its investments are increasing. …<br />

With the recent closing of its Fund IV DB<strong>AG</strong> diversifies its revenue base in less volatile, high<br />

quality commission driven fees.” … DB<strong>AG</strong> as an indirect M-Dax/S-Dax play will benefit two<br />

fold: via rising prices and increasing exit possibilities.”<br />

Metehan Sen, Oppenheim Research GmbH<br />

November 2003<br />

“As we believe the company’s valuation approach is conservative, the company appears<br />

undervalued. We believe a higher premium to NAV is justified, based both on a peer group<br />

comparison and RoE analysis. We initiate coverage with a BUY recommendation.”<br />

Ralph Jainz, Cazenove<br />

October 2003<br />

“<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> – Private equity at its best … As a well-established player, DB<strong>AG</strong><br />

should benefit from a flight to quality by investors. However, the undervaluation of the<br />

stock also drives our positive recommendation, as we believe the current share price does<br />

not fully reflect the value of DB<strong>AG</strong>’s investment portfolio. … We initiate coverage on<br />

DB<strong>AG</strong> with a BUY recommendation.”<br />

Rabea Bastges, HSBC Trinkaus & Burkhardt<br />

October 2003<br />

“The key to DB<strong>AG</strong>’s success is access to the deal flow. As one of Germany’s largest private<br />

equity companies, DB<strong>AG</strong> is invited to participate in an above-average number of deals. …<br />

Our MidCaps/Small Caps team is starting its research coverage on <strong>Deutsche</strong> <strong>Beteiligungs</strong><br />

<strong>AG</strong> stock with an Outperform rating.”<br />

Peter-Thilo Hasler, HVB Corporates & Markets<br />

October 2003<br />

“We assess positively the ability to generate interesting deals in a difficult market environment<br />

for equity investments. Additionally, through its co-investment fund IV, DB<strong>AG</strong> has the<br />

assets needed to make further investments. … Rising income from management fees will<br />

markedly relieve costs … Our vote is Buy.”<br />

Jens Jung, Independent Research<br />

September 2003*<br />

*Translated from the German


Prospects for our shares<br />

Capital markets have exhibited progress in past months. The price trend for the stock<br />

of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> has also been encouraging. There are good arguments that<br />

speak for a further improvement in the performance of our shares. These arguments<br />

have virtually remained unchanged:<br />

• We continue to adhere to our return target of generating a superior return on equity<br />

that outperforms capital markets’ cost-of-equity expectations.<br />

• Our portfolio is sound, mature, and it contains earnings potential.<br />

• The shares of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> are indexed in the S-Dax and listed in the<br />

Prime Standard. They thus meet material demands of international investors, who,<br />

following the restraint exhibited the past two years, are again expected to invest in<br />

German securities.<br />

• Demand for private equity will rise. As one of the leading and most experienced private<br />

equity firms in the German market, <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> is well placed to profit<br />

from that growth.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Shares<br />

Information service at<br />

www.deutsche-beteiligung.de<br />

We use the internet to communicate<br />

comprehensively and<br />

simultaneously with all of our<br />

shareholders. On the Investor<br />

Relations pages of our on-line<br />

service, viewers can access our<br />

presentations for investors and<br />

analysts. All ad-hoc notices<br />

and press releases issued by<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> are<br />

also found there. Analysts’ opinions<br />

and, in part, their research<br />

reports are also accessible at our<br />

site. News on the Annual Meeting,<br />

current stock prices and the<br />

latest financial indicators round<br />

out our on-line information<br />

service<br />

15


16<br />

The Code, in its valid form,<br />

can be accessed and downloaded<br />

at www.corporategovernance-code.de.<br />

Please see page 88 for the<br />

declaration submitted by the<br />

Board of Management and<br />

Supervisory Board of <strong>Deutsche</strong><br />

<strong>Beteiligungs</strong> <strong>AG</strong> on the<br />

Company’s compliance with<br />

the German Corporate<br />

Governance Code.<br />

CORPORATE GOVERNANCE –<br />

DEFINED LINES OF ACCOUNTABILITY<br />

AND SUPERVISION<br />

Transparent, fiduciary Corporate Governance is geared to<br />

ensure accountability and value-driven management and<br />

control processes in an organization. It serves to anchor and<br />

strengthen the confidence of shareholders, business partners,<br />

employees, and the public in a company. <strong>Deutsche</strong> <strong>Beteiligungs</strong><br />

<strong>AG</strong> vindicates and fosters that confidence through<br />

an open, timely, and regular flow of information.<br />

Corporate Governance Code complements corporate practice<br />

Corporate Governance has gained in importance over the last few years in assessing<br />

and valuing quoted enterprises. Standards of conduct developed by a Commission<br />

installed by the German Government in 2002 have meanwhile been widely accepted<br />

and compiled in a Code. To the Board of Management and Supervisory Board, the<br />

essence of the Code has always represented a minimum standard, exceeded by the<br />

Company’s articles of association, rules of procedure, and, in particular, every<strong>day</strong> practice.<br />

On December 18, 2002, we submitted a “Declaration of Conformity” pursuant to<br />

Article 161 of the German Stock Corporation Act. We declared that we will principally<br />

comply with the greater part of the recommendations and virtually all of the suggestions<br />

laid down in the Code issued November 7, 2002. In a number of instances, shareholders’<br />

resolutions or changes to the rules of procedures required to meet certain recommendations<br />

have meanwhile been passed.<br />

We will continue to basically follow the recommendations and suggestions of the<br />

Code. At the beginning of this current financial year, we submitted a declaration in conformity<br />

with regulatory requirements; it is based on the Code as amended on May 21,<br />

2003. The Board of Management and Supervisory Board declared therein that <strong>Deutsche</strong><br />

<strong>Beteiligungs</strong> <strong>AG</strong> has principally complied with the recommendations of the Government<br />

Commission on the German Corporate Governance Code.<br />

Exceptions due to the nature of private equity<br />

The Code sets standards for all German stock corporations. Naturally, it cannot account<br />

for the particularities of certain sectors of industry or the needs of smaller enterprises.<br />

The reason why <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> does not follow the Code in all points is<br />

rooted in specific circumstances governing the private equity business.


For instance, the special accounting principles of the International Financial Reporting<br />

Standards (IFRS) that apply to us as a so-called investment company had not yet been<br />

adapted by November 2003, at the beginning of the new financial year. For the time<br />

being, we will therefore continue to base our accounting on the principles of the German<br />

Commercial Code. In anticipation of the transition to the IFRS, we do, however, report<br />

portfolio valuations semi-annually determined in conformity with valid IFRS fair-value<br />

principles, thereby giving material insights as would be disclosed by IFRS-formatted<br />

accounting.<br />

The Code also requires publishing a list of third-party companies, stating, among other<br />

things, the amount of equity and operating results for the last financial year. We can<br />

only conditionally follow this recommendation. Frequently, confidentiality is a contractual<br />

stipulation with our business partners. Without this confidentiality, many private equity<br />

transactions would not be possible.<br />

We are closely following the Corporate Governance debate. We will adapt our own<br />

practice – for instance, our position on recommendations made in the Code with which<br />

we currently do not comply – should we feel that the circumstances call for this.<br />

Strict insider guidelines<br />

A key factor for success is the performance and motivation of our staff. In 2002,<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> installed a stock option program which is limited to the<br />

members of the Board of Management and a selected group of key employees. The<br />

Company also offers an employee stock ownership that allows the staff to purchase<br />

stock once a year and share in the Company’s long-term performance. Outside these<br />

programs, members of the staff are not permitted to purchase shares of <strong>Deutsche</strong><br />

<strong>Beteiligungs</strong> <strong>AG</strong>.<br />

We cannot ensure that employees will not possibly gain access to information that<br />

may influence the share price movement – such as an upcoming change in the portfolio.<br />

The trading prohibition is designed to improve transparency and avoid misunderstandings.<br />

Currently-owned shares and those acquired in the future through employees’ stock<br />

ownership programs may only be sold during specified exercise periods that are linked<br />

to the publication of corporate reports. Exercise periods are a certain number of <strong>day</strong>s of<br />

trading following the Annual Meeting and the publication of the annual financial statements<br />

and the quarterly reports.<br />

Employees are also prohibited from dealing in stocks of companies in the portfolio of<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> or of companies undergoing the due diligence process.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Governance Report<br />

Accounting remains based on<br />

German Commercial Code<br />

The exact exercise periods are<br />

disclosed on our web site at<br />

www.deutsche-beteiligung.de<br />

17


A telephone call, an e-mail could mean the beginning of a new<br />

investment. In almost 40 years on the German private equity<br />

market, we have built a unique network: specialized consultants,<br />

banks or industrial experts are frequently the source of hot<br />

leads for a potential investment. Attractive industry? Profitable?<br />

Strong in the market? Only a few can take these hurdles. But, if<br />

a company does match up to our investment qualifications, the<br />

due diligence comes next. The starting signal for our decisionmaking<br />

process.


DEUTSCHE BETEILIGUNGS <strong>AG</strong> –<br />

MARKET PERFORMANCE ATTESTS TO<br />

THE STRATEGY<br />

A clear focus pays off: three management buyouts contracted<br />

– that ranks <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> as one of the most<br />

active private equity firms in the German buyout market in<br />

2003. Profitable realizations have again shown that the<br />

investment team of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> is not only<br />

able to create value against the general market trend, but<br />

to realize that value. The new DB<strong>AG</strong> Fund IV co-investment<br />

fund broadens the scope for future investments and is a<br />

key prerequisite for securing and expanding the Company’s<br />

good market position.<br />

With a track record of nearly 40 years, <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> is a particularly<br />

experienced private equity company and a first address in the German market. The<br />

Company can lay claim to having spurred and shaped private equity culture in Germany.<br />

Management buyouts (MBOs) – the focus of our investment strategy – have only been<br />

common in Germany to any significant extent since the mid 90s. We have pro-actively<br />

contributed toward this positive trend, which has by no means reached its climax yet.<br />

Private equity is continuing to gain in importance in Germany: the capital stemming<br />

from Germany for private equity investments has been on a uptrend from year to year.<br />

This is not surprising when comparing the situation in Germany with that of other European<br />

countries. There is still considerable development potential in the German market<br />

when viewed by an international standard. It seems very likely that this potential will<br />

drive the significance of private equity in our economy in the coming years.<br />

Private equity market in Germany<br />

20,000<br />

17,500<br />

15,000<br />

12,500<br />

10,000<br />

7,500<br />

5,000<br />

2,500<br />

0<br />

Particularly strong performance is currently being registered by the market for midmarket<br />

private equity investments structured as management buyouts – our core line of<br />

business. This acquisition form is developing independently of the general economic trend<br />

and has been implemented more frequently than ever in the testing economic climate<br />

of 2003.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Market and Strategy<br />

Portfolio volume in millions of €<br />

1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003<br />

(Jan.–Sept.)<br />

Private equity gaining in<br />

importance<br />

Source: Bundesverband<br />

<strong>Deutsche</strong>r Kapitalbeteiligungsgesellschaften/German<br />

Venture<br />

Capital Association (BVK, Berlin)<br />

19


Source: Centre for Management<br />

Buy-Out Research (CMBOR,<br />

Nottingham); for 2002 and 2003<br />

own assessment or estimate<br />

based on published data<br />

20<br />

Attractive deal flow<br />

The reasons for this trend remain unchanged. The most frequent source of MBOs are<br />

spin-offs of subsidiaries from parent companies. Large corporations are still streamlining<br />

their portfolios and disinvesting peripheral activities, concentrating their resources on<br />

areas of greatest competence and that achieve the greatest synergy and generate the<br />

highest returns. Driven by capital market expectations toward that end, this process has<br />

gained momentum over the past five years.<br />

But other reasons are fueling the process as well: banks have changed their strategy<br />

in financing small and mid-sized enterprises. Financial institutes are more restrictive in<br />

their lending policy. Furthermore, borrowings will tend to become more expensive for<br />

many small and mid-sized enterprises, because banks will be required to back loans by<br />

more equity, inevitably leading to higher interest rates (“Basle II”). Added to that is the<br />

fact that the equity base of German companies is, as a rule, much thinner than in other<br />

industrial nations. The trend toward higher borrowing costs and limited availability of<br />

loans creates opportunities for private equity.<br />

In addition to the number of enterprises up for sale, other key factors that fuel transaction<br />

activity are selling prices and anticipated value appreciation. Both of these factors<br />

have recently improved. Vendors have been attaching greater weight in their asking prices<br />

to the less favorable economic setting. Simultaneously, with indications of an emerging<br />

upturn in sight, there are good opportunities to build value. “This cycle is bottoming<br />

out – a good time for investments,” is the opinion in the business as well as among<br />

financial analysts focused on the private equity market.<br />

Transactions<br />

Mio. €<br />

2,700<br />

2,400<br />

2,100<br />

1,800<br />

1,500<br />

1,200<br />

900<br />

600<br />

300<br />

0<br />

Sum of all transactions valued at € 50 to 250 million (in millions of €)<br />

Number of transactions<br />

1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003<br />

Ranking top-of-the-market with three transactions in 2003<br />

The deal flow currently on the German market has proved to be very attractive for<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. Persistent restructuring pressure on large corporations has<br />

generated a stream of interesting investment opportunities. <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

determinedly utilized these opportunities. Three transactions were contracted and partially<br />

completed in financial year 2002/2003. Three transactions in the mid-market segment<br />

put <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> at the top of the German private equity market in<br />

2003.<br />

18<br />

16<br />

14<br />

12<br />

10<br />

8<br />

6<br />

4<br />

2<br />

0<br />

Number of transactions


This performance is founded on six premises.<br />

We concentrate on one theme: management buyouts<br />

As a financial investor focused on majority acquisitions in partnership with management,<br />

we pursue one primary goal: to appreciably build the value of our investments<br />

within a time horizon of approximately five years. Following a management buyout,<br />

former group subsidiaries are transformed from a perpherial activity to a core business.<br />

Decentralizing the accountability for performance and introducing new organizational<br />

structures mobilize new drive within a company. Our capital creates opportunities for<br />

investee enterprises to quickly develop their businesses. For example, it puts management<br />

in a position to realize long overdue capital expenditure programs, bring products to<br />

market, or enter new markets. Furthermore, it enables the managements of spin-offs to<br />

make important decisions on a timely basis without having to compete with other divisions<br />

for the funds, as is often the case in large conglomerates. Additionally, a financial<br />

minority investment on the part of management ensures that its objectives coincide<br />

with ours.<br />

We will persistently pursue the strategy change toward management buyouts which<br />

we initiated in 1996. This means that our second business field of expansion financing,<br />

currently accounting for 40 percent of the total portfolio, will decline in the coming<br />

years.<br />

We adhere to a disciplined investment process<br />

Through our investment strategy, we have developed an approach that has made us<br />

a leading address in the German private equity market. As a long-standing Old Economy<br />

investor, we are exclusively interested in mid-sized enterprises that generate annual<br />

sales of 50 million to 750 million euros and operate in manufacturing or processing<br />

industry or in selected service sectors.<br />

Potential target companies must have seasoned managements who have done excellent<br />

work in those companies in the past and are willing to financially invest in the buyout.<br />

Moreover, target companies must boast a prominent market position and verifiable<br />

profitability with significant potential for earnings growth. Prudent due diligence scrutinizing<br />

the risks and opportunities of a transaction achieve quick clarity on this. Start-up<br />

businesses and enterprises requiring a high degree of restructuring to survive in the<br />

market will not be considered.<br />

The debt-free purchase price of a target company should range from 50 to 250 million<br />

euros. Of this, we provide equity of up to 60 million euros jointly with our managed<br />

co-investment fund. To shoulder larger equity requirements, we draw upon the readiness<br />

of our fund investors and our contacts to other financial investors pursuing similar coinvestment<br />

strategies. This ensures that <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> is able to act as a<br />

majority investor – even though it may not always hold the share majority alone. The<br />

final point in an investment process is the investment’s ultimate sale. Exit opportunities<br />

are a a key part of our considerations from the very onset. We expect an investment to<br />

generate returns of 25 percent annually on our invested capital.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Market and Strategy<br />

Premise 1<br />

Premise 2<br />

21


22<br />

Premise 3<br />

Premise 4<br />

Please read more about the<br />

staff of <strong>Deutsche</strong> <strong>Beteiligungs</strong><br />

<strong>AG</strong> in Management’s Report<br />

on page 68<br />

Premise 5<br />

We ensure that the portfolio is balanced<br />

In selecting enterprises in which to invest, we keep sight of adequate balance and<br />

diversification in the portfolio. We have gained special expertise in a number of industrial<br />

sectors:<br />

Industrial sector Selected examples from the portfolio of<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> since 1996<br />

Automotive supplies AKsys-Gruppe<br />

Preh GmbH<br />

Machine and DS Technologie GmbH<br />

plant construction Lignum Technologie <strong>AG</strong><br />

Industrial services Babcock Borsig Service GmbH<br />

and logistics Rheinhold & Mahla <strong>AG</strong>*<br />

Printing, media, schlott gruppe <strong>AG</strong><br />

packaging Schoeller & Hoesch-Gruppe*<br />

Measuring and Grohmann Engineering GmbH<br />

automation technology<br />

* meanwhile sold<br />

Hawe KG*<br />

To quickly exploit attractive business opportunities when they arise – both at international<br />

level and with a certain amount of investing leeway – <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

has two highly effective options at its disposal. To make use of international transaction<br />

opportunities, we operate alongside partner companies with whom we have maintained<br />

working relationships for many years. They include Harvest Partners in the United States<br />

(since 1985), Unternehmens Invest <strong>AG</strong> (UI<strong>AG</strong>) in Austria (since 1992), and Quartus Gestion<br />

in France (since 1998). We invest either directly in selected holdings of these partners or<br />

indirectly through buyout funds raised by these partners. To that end, we additionally<br />

achieve a geographical balance in the portfolio.<br />

We invest personally<br />

Apart from their personal commitment and their close collaboration with the managements<br />

of investee businesses during the holding period, the members of the Board of<br />

Management and eleven other members of our investment team invest private capital in<br />

every transaction. Installed in 2001 and common in our line of business, a carried-interest<br />

scheme calls for co-investments of this nature in order to reap the rewards at an<br />

investment’s ultimate profitable realization. This is designed to align our management<br />

team’s interests with those of our shareholders.<br />

We build on experience<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> has been operating in the private equity market for nearly<br />

40 years – a wealth of experience, which distinguishes the Company as a leading German<br />

address and is mirrored in its management team. No investment manager has served at<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> for less than three years. The members of the Board of Management<br />

look back on an average of more than eight years with the Company. This<br />

personal know-how rooted in a highly skilled investment team guarantees that investment<br />

decisions will be geared to the benefit of our shareholders and the Company.


We build on an established network of contacts<br />

In completing more than 300 transactions over the years in Germany’s mid-market<br />

segment, a unique network of contacts has evolved. Our good relationships to the top<br />

managements of enterprises, M&A consultants, and investment banks warrant access to<br />

lucrative investment offers and potential vendors – to a large degree, outside costly auction<br />

processes. Of the 24 transactions that we completed from 1996 to 2003 in Germany<br />

and Austria, 19 – or almost four fifths – stem from sources that were open to us<br />

preferentially. This network of contacts is one of the pillars of our performance.<br />

Co-investment funds enable larger transactions<br />

Management buyouts in the mid-market segment – or transactions valued from 50<br />

million to 250 million euros – are attractive investments: they constitute more favorable<br />

expense/income ratios than smaller transactions. Investing in larger, established enterprises<br />

generally also reduces the risk exposure.<br />

To operate in this attractive market segment, <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> has entered<br />

investments jointly with co-investment funds since its flotation – a strategy that many<br />

comparable Anglo-Saxon private equity firms successfully follow. This gives us access to<br />

the greater part of the private equity market: more than 90 percent of the capital channeled<br />

to private equity investments worldwide is traditionally not invested in quoted<br />

corporations, but rather in closed-end funds.<br />

After Fund III had been completely invested, we launched a new fund in 2002. This<br />

fund’s final closing was held in September 2003. A total of 20 investors – banks, insurance<br />

companies, funds-of-funds investors, and family asset managements in Germany, western<br />

Europe and the United States – committed the sum of 228 million euros. That raises<br />

the total assets under management to more than 651 million euros.<br />

80 percent of the new capital was committed by investors outside the group of shareholders<br />

of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. Three fourths of the capital came from Germany.<br />

Considering the fact that the total investment sum channeled to buyouts in Germany in<br />

2002 and the first half of 2003 was barely 500 million euros and that <strong>Deutsche</strong> <strong>Beteiligungs</strong><br />

<strong>AG</strong> addressed external investors for the first time, this fundraising performance<br />

merits recognition for the investment team of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>.<br />

Our shareholders also benefit from the success of our fund-raising activities: firstly,<br />

our co-investment funds allows <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> to make investments that it<br />

would not be able to finance alone. Secondly, co-investment funds generate income<br />

from fund management activity, from annual management fees and transaction structuring<br />

fees. The fund business is thus a significant contributor towards covering current<br />

costs at <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. This past financial year, the net amount from other<br />

operating income from these sources less operating expenses and personnel costs<br />

improved by seven million euros. For the mid-term, we plan to cover all current costs of<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> through income from management fees.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Market and Strategy<br />

Premise 6<br />

For more information on<br />

investment management<br />

expenses see Management’s<br />

Report page 64<br />

23


24<br />

High-quality surface materials<br />

emerge at the end of the<br />

production line at the<br />

Schöppenstedt site near the<br />

City of Hanover and other<br />

facilities, manufactured from<br />

resin-impregnated papers.<br />

The resin mixture is part of<br />

Casco's corporate expertise.<br />

CASCO SURFACES –<br />

POST-BUYOUT PERSPECTIVES<br />

Our business is based on an intensive selection process: we<br />

examined more than 400 investment opportunities this past<br />

financial year again. Only few enterprises meet our standards<br />

for a private equity investment: of these 400 businesses,<br />

only 50 are suited for a private equity investment; no more<br />

than 15 to 20 of them will be considered for closer examination.<br />

In 2002/2003, we decided to invest in three of them.<br />

Through these investments, we plan to enhance the value<br />

of our portfolio and generate commensurate earnings for<br />

our shareholders.<br />

A classical candidate – from the onset<br />

Wherever you turn – in Germany, other European countries or in North America –<br />

you are likely to come across Casco Surfaces: the desktop in the office that looks like<br />

solid wood is probably coated with an impregnated foil – a Casco product, as is the<br />

surface material on the laminate flooring in the living room. Inside an upscale limousine,<br />

the paneling – precious wood to the eye – is a melamine-coated veneer. The business<br />

of high-grade surfaces for the furniture and flooring industries is on the rise, and Casco<br />

Surfaces is a major supplier.<br />

Casco Surfaces was a classical candidate for our portfolio from the very onset. A<br />

product division of Netherlands-based chemical and pharmaceutical giant Akzo Nobel<br />

N.V. until June 2003, this enterprise had the right business, the right financial figures,<br />

and the right prospects. And above all: a determined management team: “We plan to<br />

increase sales strongly in the next three to five years, more strongly than would have<br />

been possible as part of our former group,” said John Ahlström, CEO of Casco Surfaces.<br />

Following the spin-off completed on June 30, 2003, Ahlström and five other managers<br />

have invested in Casco Surfaces alongside <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> and its co-investment<br />

fund DB<strong>AG</strong> Fund IV. And alongside our American private equity partner: North<br />

America is Casco Surface’s major market – entering this investment with Harvest Partners<br />

was instrumental in the negotiations with the seller and management on this deal.<br />

Casco Surfaces has targeted growth – in North America through add-on acquisitions.<br />

With projects like that in mind, it is good to have an experienced, competent partner<br />

at one’s side, one who is well-connected in the market: “We are very pleased to have<br />

structured this buyout with exactly these two financial investors, since our business is<br />

strong both in America and in Europe. Yet these two markets differ widely, and partnering<br />

with a local financial investor in each market was certainly the expedient thing to<br />

do,” Ahlström was happy to say.


Platform for growth – Opportunities to build value<br />

Casco Surfaces is well poised: among the impregnating companies not attached to a<br />

corporate group, Casco ranks Number One in Europe. In North America, no other company<br />

sells more surfaces for laminate floorings than Casco.<br />

Casco intends to amplify this first-rate market position – management’s declared goal.<br />

The team has linked a distinct entrepreneurial vision to the buyout: “We want to grow<br />

dynamically and profitably on a sustained basis in order to underpin and augment our<br />

world leadership position,” said Ahlström in commenting on the company’s strategy.<br />

“Our next milestones will see market entries in southeast Asia and Brazil.” In late 2002,<br />

Casco Surfaces commissioned a manufacturing site in Brazil. Work is ongoing for the<br />

company’s entry into China’s lucrative market.<br />

“Given the current pace of innovation, we should be well placed to accelerate growth<br />

in established markets,” John Ahlström went on to say. A number of new product launches<br />

are slated in Casco Surfaces’ home markets – meaning North America and Europe.<br />

“In mature markets, it is not enough to sell good products at fair prices.” Casco’s CEO<br />

expounds upon a further aspect of the company’s strategic development for the next<br />

three years: “Our traditional product range needs upgrading by new, exciting designs.”<br />

Casco Surfaces soon wants to be perceived as a “competent design partner.” Ahlström<br />

intends to fuel this development by building an in-house design department. And finally:<br />

“We are rigorously scrutinizing processes in the organization to optimize our pattern of<br />

costs. We will, for example, be combining the manufacture of individual products at a<br />

single production site.” That will significantly improve Casco Surfaces’ profitability. And<br />

that will be a determinant in this investment’s achievable selling price in four to seven<br />

years.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investment profile<br />

Facts and figures<br />

With sales of 265 million euros<br />

(2002) and an annual production<br />

capacity of more than 600<br />

million square meters, Casco<br />

Surfaces GmbH is a worldwide<br />

leader in surface materials.<br />

More than 900 people work for<br />

Casco, approximately 150 of<br />

whom are based in Germany.<br />

The Casco Surfaces group of<br />

companies consists of its<br />

German operations in Düsseldorf<br />

(headquarters), Essen (distribution,<br />

research and development),<br />

and Schöppenstedt in Lower<br />

Saxony (production), as well as<br />

eight international manufacturing<br />

facilities in France, Sweden,<br />

Spain (2), the United States,<br />

Canada, Brazil, and Malaysia,<br />

in addition to four smaller<br />

distribution companies.<br />

25


After clearing the first hurdle, a structured due diligence process<br />

begins. The objective is to assess management’s competency,<br />

market conditions, and the company’s growth and earnings<br />

potential. We draw on experts and consultants to support us in<br />

the process. And we profit from the know-how gained in more<br />

than 300 transactions in Germany’s mid-sized industry. Simultaneously,<br />

we enter negotiations with banks – no deal would be<br />

transacted without reliable financing partners. Having completed<br />

the basic research, the next step is to work out an initial enterprise<br />

evaluation and the fundamental structure of an acquisition<br />

concept.


OUR PORTFOLIO – GOOD CROSS<br />

SECTION OF THE MID-MARKET<br />

The portfolio of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> consists of 43<br />

investments. All in all, a group of companies generating sales<br />

of more than eight billion euros annually and employing<br />

nearly 40,000 people. However, the strength of our portfolio<br />

does not lie in the sum total, but in the quality of each and<br />

every investment. Our holdings – established enterprises<br />

well poised in traditionally strong industries – have, for the<br />

most part, held up well this past financial year.<br />

Investment discipline a pillar in crisis-ridden times<br />

Our portfolio investments are exposed to business cycles in two of the world’s large<br />

economic regions: Germany and the countries of the European Union, and the United<br />

States. In 2002/2003, both economic regions registered only minor growth. Germany’s<br />

economy last recorded real growth in the third quarter of 2002. Since then, earnings have<br />

been on the decline in nearly all industries and capacity utilization has dropped. It was<br />

not until the fourth quarter of 2003 – the beginning of the current 2003/2004 financial<br />

year – that the recessionary period in Germany seemed to have come to an end. In the<br />

US, signs of recovery emerged a few months earlier. In the reporting year, the operations<br />

of most of our American portfolio companies met with challenging conditions.<br />

Strict investment discipline pays off especially in difficult business environments. Enterprises<br />

that have strong market positions are frequently less vulnerable in critical cyclical<br />

phases than less profiled competitors. They will target opportunities to consolidate their<br />

market positions and optimize cost structures. That is one key reason why our investments<br />

performed comparatively well in 2002/2003: a large majority anticipates that earnings<br />

will be stable or higher than those of the previous year; many have succeeded in reducing<br />

debt. If the upturn that emerged at year-end 2003 gains further momentum, our<br />

investments should be well placed to achieve superior earnings growth – thereby increasing<br />

their enterprise value. This will be mirrored in the fair value – although with some delay:<br />

an appreciation in value requires earnings stability on a sustained basis. By contrast, an<br />

expected drop in earnings is recognized immediately in our portfolio valuation.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investments Portfolio<br />

Fair value follows cyclical trends<br />

with a time lag<br />

27


28<br />

For information on the Group<br />

structure, see Management’s<br />

Report, page 61<br />

Valuation adjustments to US investments<br />

We anticipate that sales and earnings will improve in the foreseeable future for the<br />

three American investments, whose valuation required modification in the balance sheet<br />

this past year. Harvest Partners, our private equity partner in the US who leads these<br />

investments, has initiated appropriate action to counter the weak performance exhibited<br />

by these three investee businesses. The programs installed are expected to show positive<br />

effects on earnings as early as the current financial year. <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> has<br />

also indirectly invested in these three enterprises through the Harvest Partners III fund;<br />

accordingly, the value of this fund has also been corrected. At 13.1 million euros, these<br />

four investments account for the largest part of the write-downs on investments which<br />

we performed this past financial year.<br />

We feel confident that these write-downs are of a temporary nature and that, in the<br />

mid-term, these investments and the fund will achieve an appreciation in value – as was<br />

the case for three other investments, whose valuation had required modifying in the<br />

past.<br />

Opportunities exploited<br />

Difficult business cycles are challenging for all enterprises – those that perform well<br />

in critical times will have fulfilled key criteria for an investment. They will have proven<br />

their capability to generate profits; their market position will evidently be strong enough<br />

to defy adversities. An investor will be acquiring a company with robust structures, one<br />

that is likely to exhibit good progress in an approaching upswing.<br />

We made targeted use of these market opportunities this past financial year. In<br />

2002/2003, we contracted three management buyouts; one transaction was completed<br />

prior to the balance sheet date, the other two in November 2003. Six investments were<br />

sold from the portfolio.<br />

At October 31, 2003, the portfolio totaled 299.7 million euros, at acquisition cost,<br />

invested in 43 enterprises. The following table presents the investments of the <strong>Deutsche</strong><br />

<strong>Beteiligungs</strong> <strong>AG</strong> Group. The Group primarily consists of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> and<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong>gesellschaft mbH.


Volume<br />

November 1, 2002 € 313.1 million<br />

Investments € 30.8 million<br />

Disposals/Repayments € 44.2 million<br />

October 31, 2003 € 299.7 million<br />

We invested a total of 30.8 million euros in 2002/2003. At 28.6 million euros, the<br />

lion’s share (94.4 percent) of this investment sum was spent to finance management<br />

buyouts – either directly (18.9 million euros) or indirectly through international buyout<br />

funds (9.7 million euros). The largest single amount – 12.4 million euros – is attributable<br />

to our new investment in Casco Surfaces GmbH.<br />

The co-investment funds under management enter investments in the same investee<br />

businesses as contained in the portfolio of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. The investing<br />

period of Fund I and Fund III has been concluded; these funds are currently in the disinvestment<br />

phase, meaning that each disinvestment will result in a further decline in the<br />

fund volume. DB<strong>AG</strong> Fund IV currently co-invests alongside <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> at<br />

a fixed ratio. At October 31, 2003, the total portfolio of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> and<br />

third-party funds under management amounted to 495 million euros (October 31, 2002:<br />

516 million euros), invested in 51 companies and funds. At the close of the year under<br />

review, it was composed of the following:<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investments Portfolio<br />

Number<br />

November 1, 2002 49<br />

Investments 1<br />

Disposals/Repayments 7<br />

October 31, 2003 43<br />

Volume<br />

<strong>Deutsche</strong>-<strong>Beteiligungs</strong> <strong>AG</strong> Group € 299.7 million<br />

DBG Fund I € 42.8 million<br />

DBG Fund III € 110.8 million<br />

DBG Osteuropa-Holding GmbH € 12.1 million<br />

DB<strong>AG</strong> Fund IV € 28.8 million<br />

Total managed investments € 495.2 million<br />

The firm names used here may not always correspond to the legal name.<br />

Portfolio volume<br />

Number of investments<br />

Total portfolio managed by<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

at October 31, 2003<br />

29


30<br />

New investments entered by<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

(including material follow-on<br />

funding in 2002/2003)<br />

Sales from the portfolio of<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> in<br />

2002/2003<br />

Largest investments<br />

Book value Share of<br />

in T€ portfolio DB<strong>AG</strong><br />

Bauer <strong>AG</strong> 27,594 10.8 %<br />

Lignum Technologie <strong>AG</strong> 22,583 8.8 %<br />

schlott gruppe <strong>AG</strong> 17,392 6.8 %<br />

Harvest Partners III 16,201 6.3 %<br />

Hörmann KG 13,749 5.4 %<br />

Harvest Partners IV 12,589 4.9 %<br />

Casco Surfaces GmbH 12,376 4.8 %<br />

AKsys GmbH 12,085 4.7 %<br />

Lund International Holdings Inc. 11,176 4.4 %<br />

Hucke <strong>AG</strong> 8,360 3.3 %<br />

Total, 10 largest investments 154,105 60.3 %<br />

Total, 10 next largest investments 77,227 30.2 %<br />

Total, 23 largest investments 231,332 90.5 %<br />

Total, remaining investments 24,395 9.5 %<br />

Investment sum in book value 255,727 100 %<br />

The firm names used here may not always correspond to the legal name.<br />

Business field Investment Page<br />

in T€<br />

Casco Surfaces GmbH MBO 12,376 34<br />

AKsys GmbH MBO 2,116 38<br />

Harvest Partners IV Fund investments 4,619 54<br />

Other fund investments Fund investments 3,214 53<br />

Others 3,377<br />

Business field Page<br />

Andritz <strong>AG</strong> MBO 36<br />

Edscha <strong>AG</strong> MBO 36<br />

Global Power Equipment Group Inc. MBO 37<br />

Computec Media <strong>AG</strong> Expansion financing 44<br />

Others 44


<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investments Portfolio<br />

Principal holdings of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> and <strong>Deutsche</strong> <strong>Beteiligungs</strong>gesellschaft mbH<br />

at October 31, 2003<br />

Name* Domicile Industry Business Book value Share of port- Page<br />

field in T€ folio DB<strong>AG</strong><br />

AKsys GmbH Worms Automotive supplies MBO 12,085 4.7 % 38<br />

Bauer <strong>AG</strong> Schrobenhausen Construction Expansion 27,594 10.8 % 45<br />

Casco Surfaces GmbH Düsseldorf Chemicals MBO 12,376 4.8 % 34<br />

DS Technologie GmbH Mönchengladbach Machine and<br />

plant construction MBO 7,163 2.8 % 40<br />

Edgen Corp. Baton Rouge (USA) Trade MBO 6,495 2.5 % 40<br />

Harvest Partners III New York (USA) Fund 16,201 6.3 % 53<br />

Harvest Partners IV New York (USA) Fund 12,589 4.9 % 54<br />

HKL Baumaschinen GmbH Hamburg Construction Expansion 8,241 3.2 % 48<br />

Hochtemperatur Mainz-Kastel Machine and<br />

Engineering GmbH plant construction MBO 6,218 2.4 % 41<br />

Home Care Supply Inc. Beaumont (USA) Trade MBO 7,410 2.9 % 40<br />

Hörmann KG Kirchseon Industrial services<br />

and logistics Expansion 13,749 5.4 % 46<br />

HSBC Private Equity Fund (II) Hong Kong<br />

(China) Fund 4,974 1.9 % 55<br />

Hucke <strong>AG</strong> (Bowa GmbH) Lübbecke Consumer goods Expansion 8,360 3.3 % 47<br />

IntelliRisk Corp. Columbus (USA) Industrial services<br />

and logistics MBO 3,917 1.5 % 41<br />

JCK KG Quakenbrück Consumer goods Expansion 3,601 1.4 % 49<br />

Lignum Technologie <strong>AG</strong> Schopfloch Machine and<br />

plant construction Expansion 22,583 8.8 % 45<br />

Lund Holdings Inc. Anoka (USA) Consumer goods MBO 11,176 4.4 % 39<br />

Quartus Capital Partners I Paris (F) Fund 6,452 2.5 % 54<br />

Sauer KG Bessenbach Automotive supplies Expansion 5,138 2.0 % 48<br />

schlott gruppe <strong>AG</strong> Freudenstadt Print, media,<br />

packaging MBO 17,392 6.8 % 37<br />

Unternehmens Invest <strong>AG</strong> Vienna (A) Fund 7,409 2.9 % 55<br />

Victorvox <strong>AG</strong> Krefeld Trade Expansion 4,663 1.8 % 44<br />

Vogler-Gruppe Bad Homburg Trade Expansion 5,546 2.2 % 48<br />

*The firm names used here may not always correspond to the legal name. Due to rounding differences, the addition of the individual constituents of a total in the table may lead to deviations<br />

from the actual value.<br />

These 23 investments represent 90.5 percent of the book value of the portfolio of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. The<br />

remaining 9.5 percent constitute investments in 20 enterprises and funds, each of which is of subordinate importance for<br />

the total portfolio.<br />

31


Facts and figures alone are not enough to convince us. We are<br />

just one of the buyers. Management is always with us in the same<br />

boat. We believe that close, genuine working relationships with<br />

management are a key to success. If the chemistry is right, we<br />

take one next step together: verifying the results of our initial<br />

review, working out a financing concept, refining the enterprise’s<br />

future corporate strategy. We want management to be<br />

convinced of us and win their support. Success is always a joint<br />

effort.


MAN<strong>AG</strong>EMENT BUYOUTS –<br />

PARTNERSHIPS FOR PERFORMANCE<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investments Management Buyouts<br />

Majority holdings are the focus of our investment strategy.<br />

Management buyouts – the type of majority investments<br />

we prefer – constitute our key business field. We expect this<br />

business to generate the highest earnings in the future.<br />

“Majority” does not necessarily mean that <strong>Deutsche</strong> <strong>Beteiligungs</strong><br />

<strong>AG</strong> must own the majority alone: our co-investment<br />

funds invest alongside our activities and we frequently combine<br />

efforts with other financial investors pursuing similar<br />

goals. One example is Casco Surfaces, the first management<br />

buyout we entered in 2002/2003. Two other transactions in<br />

this business field which were contracted in 2002/2003 have<br />

meanwhile been completed.<br />

Our paramount objective is to build the value of our investments. The position of a<br />

majority shareholder allows us to best reach that goal. A majority shareholder can decisively<br />

influence an enterprise’s development. We seek to have earnings growth outpace<br />

sales growth in our investee businesses, and we aim to enhance our investee businesses’<br />

strategic positioning. These entrepreneurial activities vindicate our expected returns.<br />

The successful realizations completed this past year are proof that these objectives are<br />

attainable.<br />

At the end of the 2003/2003 financial year, the business field of management buyouts<br />

totaled 116.1 million euros at acquisition cost, or approximately 38.7 percent of<br />

the portfolio. Compared with the previous year, this represents a slight decline – resulting<br />

from the sale of Edscha <strong>AG</strong> and Global Power Equipment Group Inc. as well as the<br />

partial realization of our holding in Andritz – at the balance sheet date. At the date of<br />

writing this report (December 31, 2003), all three management buyouts contracted in<br />

2002/2003 have meanwhile been completed, and, currently, the largest part of the portfolio,<br />

or more than 40 percent, is attributable to management buyouts. The average<br />

investment sum per MBO rose from 6.94 percent to 7.26 percent (October 31, 2003).<br />

FY 2002/2003<br />

FY 2001/2002<br />

FY 2000/2001<br />

38.7 %<br />

36.4 %<br />

40.1%<br />

Share of MOBs in<br />

total portfolio<br />

33


34<br />

Portfolio volume<br />

Number of investments<br />

www.cascosurf.com<br />

Investments – Three new management buyouts in the portfolio<br />

In the 2002/2003 financial year, we contracted three new management buyouts. We<br />

acquired Casco Surfaces GmbH jointly with our American partner Harvest Partners. We<br />

purchased Babcock Borsig Service GmbH from the insolvent Babcock Borsig group. Preh<br />

GmbH is another classical spin-off: Rheinmetall <strong>AG</strong> sold Preh to <strong>Deutsche</strong> Beteiligung,<br />

consistent with their strategy of focusing on only two core activities in the future.<br />

Our new co-investment fund DB<strong>AG</strong> Fund IV invested alongside <strong>Deutsche</strong> Beteiligung<br />

in all three transactions. Management participation in each of our new investee businesses<br />

amounts to some ten to 15 percent of the shares. Additionally, the buyout of<br />

Preh GmbH saw former family owner Rosemarie Preh reinvesting in the company.<br />

Casco Surfaces GmbH<br />

Düsseldorf<br />

Volume<br />

November 1, 2002 € 125.5 million<br />

Investments € 18.9 million<br />

Disposals/Repayments € 28.3 million<br />

October 31, 2003 € 116.1 million<br />

Number<br />

November 1, 2002 18<br />

Investments 1<br />

Disposals/Repayments 3<br />

October 31, 2003 16<br />

FY 2003* FY 2002 Change<br />

Sales € 262.0 million € 265.0 million –1.1%<br />

*provisional<br />

Investment Equity share<br />

T€ 12,376 19.0%<br />

Parallel fund another 27.1%<br />

First invested in July 2003


<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investments Management Buyouts<br />

Casco Surfaces is a chemical company that produces surfaces largely used in the<br />

manufacture of furniture and floorings. We purchased this enterprise from Netherlandsbased<br />

Akzo Nobel N.V. In negotiating this acquisition, two aspects were ultimately decisive:<br />

we were quickly able to present a sound bank financing concept for the transaction<br />

– an important aspect for the seller, in that it increased the probability of closing the<br />

transaction. Our intention to acquire the enterprise jointly with Harvest Partners constituted<br />

an attractive proposition to Casco’s management. Through Harvest Partners’<br />

involvement, strong local expertise will be available to pro-actively support Casco in the<br />

United States, Casco’s key market. Please read a detailed report on Casco Surfaces on<br />

pages 24 and 25.<br />

The management buyouts of Preh GmbH and Babcock Borsig Service GmbH were<br />

initiated, negotiated and contracted during the reporting year. The completion of these<br />

transactions, however, was effected subsequent to the balance sheet date. Consequently,<br />

both investments are not contained in the portfolio data at October 31, 2003.<br />

Preh GmbH<br />

Bad Neustadt an der Saale<br />

A comfortable interior climate when driving and directions for reaching destinations<br />

by the fastest or shortest route have become standard in many automobile models to<strong>day</strong>.<br />

Climate and navigation units are operated by controls made by our new investee company.<br />

As a development partner to leading automobile manufacturers and systems<br />

providers, Preh’s products are found in numerous European car models. Key customers<br />

include BMW, DaimlerChrysler, GM/Opel and the Volkswagen group. Preh is also involved<br />

when shoppers are checked out quickly at the supermarket’s checkout counter: Preh is a<br />

worldwide leading provider of high-quality keyboards and keypads for data entry systems.<br />

The company employs a staff of approximately 1,700 and generates annual sales of more<br />

than 220 million euros (2002).<br />

Preh owes it unique market position in different business fields to an exceptional<br />

combination of skills: Preh possesses both the technological expertise to manufacture<br />

optically and haptically sophisticated control elements made of advanced materials and<br />

the know-how to develop electronic and software solutions for complex applications and<br />

innovative functionality. Jointly with the company’s management, we plan to consistently<br />

develop and employ Preh’s potential. Preh intends to expand existing customer relations<br />

and access new clients through further internationalization.<br />

www.preh.de<br />

35


www.babcock-borsig-service.de<br />

36<br />

Babcock Borsig Power Service GmbH<br />

Oberhausen<br />

An integral constituent of a country’s infrastructure is a stable and efficient supply of<br />

energy. It takes regular maintenance, servicing and repair to ensure that power plants<br />

generate electricity economically and reliably. As power plants age, modernization or<br />

renovation projects can serve to enhance life cycles and upgrade their efficiency standard.<br />

This is the business of Babcock Borsig Service GmbH.<br />

Babcock Borsig Service GmbH and its subsidiaries provide a range of services largely<br />

for fossil-fueled power plants in Europe, Africa, and the Middle East. Employing a staff<br />

of 2,300, this enterprise generates annual sales of approximately 340 million euros<br />

(2002/03). The company has a leadership position in Germany and the Gulf region.<br />

The Service division was part of the sound core of the former Babcock Borsig group;<br />

nevertheless, parts of the Service division were automatically drawn into the insolvency<br />

proceedings as a result of the parent company’s insolvency. During the insolvency plan<br />

proceedings, which had been ongoing since September 2002, the service group continued<br />

to operate profitably: customer relations were pro-actively maintained and projects<br />

completed on schedule. Insolvency plan proceedings that had been initiated on the assets<br />

of Babcock Borsig Service GmbH and two of its subsidiaries have been dropped.<br />

Our long track record in the machine and plant construction industries as well as the<br />

industry-linked service business was a particular benefit in finalizing this transaction.<br />

Separating an internationally operating group of companies out of pending insolvency<br />

proceedings without damaging its business and arranging a new, sound finance base<br />

presented a special challenge.<br />

Realizations – Return targets achieved<br />

We successfully completed the realization of two management buyouts this past<br />

financial year and profitably disinvested more than three fourths of our remaining shares<br />

in Andritz <strong>AG</strong> through a secondary offering. In all instances, the returns we achieved<br />

were commensurate with our targeted standard of 25 percent annually before taxes.<br />

We sold our shares in automotive supplier Edscha <strong>AG</strong> in November 2002 to a financial<br />

investor. The selling price amounted to 26 euros per share, enabling us to realize a sizeable<br />

capital gain by this sale. Edscha had exhibited excellent progress since we entered<br />

this investment in September 2000. The company’s strategic positioning had fundamentally<br />

improved. Revenues, market shares and profits had grown faster than the market,<br />

which constituted a driver for this sale.<br />

Our interest in Andritz <strong>AG</strong> was largely sold in June 2003. We disinvested 82 percent<br />

of our block of shares in a secondary public offering in Austria. Measured against acquisition<br />

cost, the selling price is virtually double the capital invested. The secondary offering<br />

for Andritz shares was one of the first successful transactions executed through the<br />

stock market in 2003.


<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investments Management Buyouts<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> invested in Andritz <strong>AG</strong> (Graz, Austria) in December 1999<br />

jointly with other financial investors in a transaction led by its Austrian private equity<br />

partner Unternehmens Invest <strong>AG</strong>. <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> had held 3.2 percent of the<br />

shares; a managed co-investment fund owned a further 3.2 percent interest. Pursuant<br />

to the disinvestment, both parties each now hold a 0.6 percent interest in this worldwide<br />

leader in customized facilities, systems and services for the pulp and paper industry,<br />

the steel industry, and other specialized industrial sectors.<br />

By the end of August 2003, we had also sold the shares we held in the Global Power<br />

Equipment Group Inc. Our exit from our investment in this American manufacturer of<br />

equipment for gas power plants commenced with the company’s initial public offering<br />

in May 2001. After the regulatory lock-up periods had expired, we sold our shares via<br />

the stock exchange. We doubled the capital originally invested.<br />

We entered the investment in Global Power by way of the co-investment right granted<br />

to us as an investor in our American private equity partner’s fund, Harvest Partners III.<br />

Following the initial public offering in 2001, <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> and its co-investment<br />

fund had each held 2.1 percent of the shares.<br />

Selected MBO investments<br />

In addition to Casco Surfaces, schlott gruppe <strong>AG</strong>, AKsys GmbH and Lund International<br />

Holdings Inc. are, by book value at October 31, 2003, among the ten largest investments<br />

in the portfolio:<br />

schlott gruppe <strong>AG</strong><br />

FY 2002/2003 FY 2002 Change*<br />

Sales € 613.7 million € 505.0 million n.a.<br />

Earnings (EBIT) € 25.6 million € 35.5 million n.a.<br />

*not comparable due to changes in the group of consolidated companies and a changeover in the fiscal year<br />

Investment Equity share<br />

Sales T€ 17,392 14.02%<br />

Parallel fund another 7.7%<br />

First invested in December 1999<br />

Following a weak first six months, business activity for schlott gruppe <strong>AG</strong> (formerly<br />

schlott sebaldus <strong>AG</strong>, renamed in March 2003) clearly recovered in the second half of<br />

the 2002/2003 financial year. At September 30, 2003, sales had reached 613.7 million<br />

euros, EBIT (earnings before income and taxes) amounted to 25.6 million euros. These<br />

previous year’s figures are not comparable, as this was an incomplete financial year. The<br />

earnings improvement in the second half of the year stems from cost optimization following<br />

the company’s relocation to its new, ultra-modern site in Nuremberg’s harbor<br />

district. Another key factor is that schlott is now able to profit from economies of scale<br />

following the integration of the Broschek group.<br />

www.schlottgruppe.de<br />

37


38<br />

Jointly with a managed fund,<br />

<strong>Deutsche</strong> Beteiligung is the<br />

largest investor in schlott<br />

gruppe <strong>AG</strong>. The management<br />

also holds interests in the<br />

company. We plan to further<br />

support schlott gruppe <strong>AG</strong> en<br />

route to implementing its<br />

strategy, thereby building the<br />

value of our investment.<br />

www.aksys.de<br />

AKsys was formed in a management<br />

buyout in December 2001.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> and<br />

three other financial investors<br />

financed the transaction.<br />

Through the merger with Faist,<br />

the Faist family has now joined<br />

the group of shareholders. The<br />

majority remains in the hands of<br />

the financial investors. Management<br />

holds some nine percent<br />

of the stock.<br />

The acquisition of the Broschek group (Hamburg) enabled schlott to expand its position<br />

as the third-largest European provider in the intaglio printing market.<br />

The management of schlott gruppe expects that the capital spent at the site in Nuremberg’s<br />

harbor district will continue to show effects in the 2003/2004 business year. schlott<br />

has increased productivity and markedly reduced cost. Management believes that the<br />

company has thus achieved an excellent starting position to profit from the anticipated<br />

upswing in the economy, but also feels well equipped through the new cost structure,<br />

should the market remain slow. The analysts of Landesbank Baden-Württemberg share<br />

this opinion: they expect strong earnings growth for 2003/04 and, in their research report<br />

of October 2003, have up-graded schlott stock from “hold” to “buy”.<br />

AKsys GmbH<br />

Worms<br />

FY 2003* FY 2002 Change<br />

Sales € 356.0 million € 371.8 million** –4.2%<br />

* preliminary ** pro forma<br />

Investment Equity share<br />

T€ 12,085 10.09%<br />

Parallel fund another 30.1%<br />

First invested in December 2001<br />

Following the merger with Faist Automotive GmbH in November 2002, Aksys resolutely<br />

pursued the integration process and reorganized its operations to form the business fields<br />

of sound deadening and absorption, sound insulation, and engineering plastics. In line<br />

with our objectives, AKsys further expanded its business in the United States. Sales to<br />

key clients BMW, DaimlerChrysler and VW were maintained or slightly expanded. AKsys<br />

also registered revenue growth in household appliance electronics to customers such as<br />

General Electrics, Bosch, and Whirlpool. However, against the background of the slow<br />

business trend, sales to other clients (e.g. Renault, Opel/Saab) were somewhat lower. The<br />

difficult market environment marked by stagnating, slightly declining car sales impaired<br />

AKsys’ sales growth. Thus, sales in 2003 are slightly below those of the previous year.<br />

In 2002, AKsys’ sales developed in congruence with the growth planned: including<br />

Faist, sales had reached 371.8 million euros, or 3.9 percent over those of the year before<br />

(358.0 million euros).<br />

AKsys to<strong>day</strong> ranks among the top European automotive suppliers for acoustics systems<br />

and sophisticated engineering plastics construction modules. We feel confident that this<br />

company will return to a pattern of growth in 2004 and increase both sales and earnings.


<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investments Management Buyouts<br />

Jointly with management, our common objective is to expand AKsys’ market-leading<br />

position in Europe in the segments of acoustics and glass-fiber reinforced plastics and also<br />

achieve a significant ranking globally. Through the merger with Faist Automotive GmbH,<br />

the enterprise now is a supplier of integrated systems and has come closer to reaching<br />

its declared growth target. This merger involved a further investment of approximately<br />

2.1 million euros by <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>.<br />

Lund International Holdings Inc.<br />

Duluth, Georgia (USA)<br />

FY 2003* FY 2002 Change<br />

Sales US $ 153.1 million US $ 154.8 million –1.1%<br />

* preliminary<br />

First invested in September 1997<br />

Investment Equity share<br />

T€ 11,176 10.09%<br />

Lund is a manufacturer of accessories for sports utility vehicles, vans and pick-ups.<br />

A leading provider in the US for window visors, hood shields and running boards, Lund<br />

and the entire competitive field were hit by consumer restraint resulting from general<br />

economic conditions in past years. In 2003, Lund completed a comprehensive restructuring<br />

program. Sales in the second half of the year were clearly above those of the previous<br />

year. The company’s management anticipates that Lund stands to profit more than other<br />

competitors from a reviving economy ushering in lower unemployment rates and greater<br />

consumer confidence. In January 2003, the company was completely delisted. In conjunction<br />

with that move, we increased our investment in Lund by 0.9 million euros.<br />

Indications of a turnaround emerged in 2002: sales totaled US $154.8 million, which<br />

were clearly above those of the previous year (US $143.7 million).<br />

In financial year 1999/2000, we had performed a valuation adjustment of 50 percent<br />

on our investment. In view of the completed restructuring program and against the backdrop<br />

of the improvement in sales and earnings, we have partially reversed this writedown.<br />

www.lundinternational.com<br />

Our American private equity<br />

partner Harvest Partners<br />

acquired Lund International<br />

Holdings Inc. in 1997. As an<br />

investor in the Harvest Partners<br />

fund, we made use of our<br />

co-investment right and have<br />

directly belonged to the group<br />

of shareholders since then.<br />

39


40<br />

www.homecaresupply.com<br />

www.ds-technologie.de<br />

www.edgencorp.com<br />

Our portfolio additionally contains the following management buyouts (not included<br />

are investments with a share of less than one percent of the portfolio. Investments of<br />

this size account for less than ten percent of the portfolio):<br />

Home Care Supply Inc.<br />

Beaumont, Texas (USA)<br />

Distributor of home health-care products<br />

FY 2003* FY 2002 Change<br />

Sales US $ 168.0 million US $ 157.8 million 6.5%<br />

* preliminary<br />

DS Technologie GmbH<br />

Mönchengladbach<br />

Special machine tool construction<br />

Edgen Corp.<br />

Baton Rouge, Louisiana (USA)<br />

Distributor of steel pipes<br />

Investment Equity share<br />

T€ 7,410 5.85%<br />

Parallel fund another 5.85%<br />

First invested in February 1998<br />

FY 2003* FY 2002 Change<br />

Output** € 122.5 million € 112.1 million 9.3%<br />

* preliminary ** Revenues plus inventory changes and own work capitalized<br />

Investment Equity share<br />

T€ 7,163 39.6%<br />

Parallel fund another 39.6%<br />

First invested in July 1998<br />

FY 2003* FY 2002 Change<br />

Sales US $ 150.0 million US $ 212.3 million –29.3%<br />

* preliminary<br />

First invested in October 1996<br />

Investment Equity share<br />

T€ 6,495 16.4%


Hochtemperatur Engineering GmbH<br />

Mainz-Kastel<br />

Development of plants and components for high-temperature processes<br />

IntelliRisk Corp.<br />

Columbus, Ohio (USA)<br />

Ac<strong>counts</strong> receivable collection/call center services<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investments Management Buyouts<br />

FY 2003* FY 2002 Change<br />

Sales € 192.8 million € 221.8 million –13.1%<br />

* preliminary<br />

FY 2003* FY 2002 Change<br />

Sales US $ 296.0 million US $ 338.9 million –12.7%<br />

* preliminary<br />

Investment Equity share<br />

T€ 6,218 31.2%<br />

Parallel fund another 62.3%<br />

First invested in June 2002<br />

Investment Equity share<br />

T€ 3,917 5.46%<br />

Parallel fund another 5.46%<br />

First invested in August 1998<br />

www.hte-group.com<br />

www.irmc.com<br />

41


After getting the facts on paper, an on-site visit is a must to get<br />

the complete picture. The aim is to gain an in-depth impression<br />

of the target company’s manufacturing sites, subsidiaries, clients<br />

and suppliers in a relatively short period of time. That takes<br />

more than paperwork. Selective trips to target companies are<br />

therefore imperative during the due diligence process, to give<br />

the right balance to the facts and figures.<br />

42


EXPANSION FINANCING –<br />

REACHING FOR COMMON GOALS<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investments Expansion financing<br />

In the past, we have invested in minority holdings: we are<br />

a partner to enterprises in reaching jointly defined growth<br />

targets. In most cases, these enterprises are family-owned,<br />

and the target is frequently an initial public offering. Currently,<br />

however, this realization strategy is impaired, since<br />

capital markets are not receptive for new issuances. Other<br />

exit channels are difficult to access as a minority shareholder.<br />

Ultimately, this is opposed to our goal of realizing value<br />

appreciation through disinvestments, and expansion financing<br />

investments will now only be made in exceptional<br />

cases.<br />

Our investment strategy has been adapted to changed market conditions. Regardless<br />

of this change, <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> is a strong, reliable partner to portfolio companies<br />

in which it holds a minority interest en route to realizing their ambitious goals.<br />

We give our portfolio companies the support they need in preparing for flotation. Other<br />

companies classified in this business field may already have achieved a stock market listing.<br />

This is frequently an initial key step toward an exit and the realization of the value<br />

created.<br />

In line with our strategy, the share of expansion financing investments in the portfolio<br />

again declined in financial year 2002/2003. We assume that this trend will continue in<br />

the coming years: our strategy is to invest at least 80 percent of our capital in management<br />

buyouts in German-speaking countries. Valued at acquisition cost, expansion<br />

financing investments accounted for 117.2 million euros, or 39.1 percent of the portfolio,<br />

at October 31, 2003. Four relatively small holdings in this business field were disinvested<br />

this reporting year, thereby raising the average size of expansion financing investments<br />

from 6.64 million euros to 7.81 million euros.<br />

Growth financing declines<br />

43


44<br />

Share of expansion<br />

financing investments<br />

in total portfolio<br />

Portfolio volume<br />

Number of investments<br />

FY 2002/2003<br />

FY 2001/2002<br />

FY 2000/2001<br />

Volume<br />

November 1, 2002 € 126.2 million<br />

Investments € 1.7 million<br />

Disposals/Repayments € 10.7 million<br />

October 31, 2003 € 117.2 million<br />

November 1, 2002<br />

Number<br />

19<br />

Investments 0<br />

Disposals/Repayments 4<br />

October 31, 2003 15<br />

Realizations – Minor holdings disinvested<br />

This reporting year, we again disinvested a number of expansion financing holdings.<br />

In March 2003, we sold our interest in Computec Media <strong>AG</strong>. We entered this investment<br />

in November 2000 to enable the sale of Gong Verlag GmbH. Gong Verlag was<br />

formerly part of the Sebaldus group. Computec had belonged to the Gong portfolio, the<br />

buyer of which, however, did not wish to acquire Computec.<br />

Furthermore, we sold our interests in three of the smallest holdings in the portfolio:<br />

Heylo Energietechnik GmbH, the Vogel group, and Vitas Inc.<br />

After the close of the 2003/2003 financial year, we completed the disinvestment of<br />

our stake in Victorvox <strong>AG</strong>, a transaction that had been contracted in October 2003.<br />

Measured by the value carried for this investment, we achieved a minor capital gain.<br />

Selected expansion financings<br />

39.1 %<br />

40.3 %<br />

46.5 %<br />

Bauer <strong>AG</strong>, Lignum Technologie <strong>AG</strong>, Hörmann KG, and Hucke <strong>AG</strong> are, by book value<br />

at October 31, 2003, among the ten largest investments in the portfolio of <strong>Deutsche</strong><br />

<strong>Beteiligungs</strong> <strong>AG</strong>:


Bauer <strong>AG</strong><br />

Schrobenhausen<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investments Expansion financing<br />

FY 2003* FY 2002 Change<br />

Output** € 580.5 million € 591.0 million –1.8%<br />

*preliminary **Revenues plus inventory changes and own work capitalized<br />

First invested in September 1996<br />

In recent years, this worldwide leading provider in special deep foundation construction<br />

had significantly expanded the share of its machine construction business to 36<br />

percent. To create the required capacities, the company acquired new premises in 2003.<br />

The result for 2003 is expected to be slightly lower than the previous year. Although total<br />

output will be level with that of the prior year, temporary impairment in Asia due to SARS<br />

and the exchange rate gyration of the US dollar have had effects on income.<br />

The family owners and <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> are both targeting a stock market<br />

listing for Bauer. By issuing an annual report and other investor relations activities, Bauer<br />

has opened up to third parties and augmented its potential for flotation. Ranking as the<br />

worldwide leader in special deep foundation construction, Bauer is well poised in the<br />

market and geared to the future.<br />

Lignum Technologie <strong>AG</strong><br />

Schopfloch<br />

Investment Equity share<br />

T€ 27,594 41.2%<br />

FY 2003* FY 2002 Change<br />

Sales € 615.0 million € 623.0 million –1.3%<br />

*preliminary<br />

First invested in January 1997<br />

Investment Equity share<br />

T€ 22,583 21.37%<br />

Lignum Technologie <strong>AG</strong> is a worldwide leading manufacturer of machinery and plants<br />

for the woodworking industry, such as for the manufacture of furniture. In 2003, Lignum’s<br />

key markets developed along similar lines as in the year before: new momentum came<br />

neither from the domestic market, nor from North America. The west European market<br />

remained stable on a low level. By contrast, this world-market leader in woodworking<br />

machinery registered solid progress in east Europe, particularly in the states of the former<br />

Soviet Union, as well as in Asia. The acquisition of Swiss-based Spoerri <strong>AG</strong>, effective<br />

January 1, 2003, will drive the expansion of Lignum’s worldwide service and sales network.<br />

In total, sales in 2003 will slightly exceed those of the prior year.<br />

www.bauer.de<br />

We first invested in the Bauer<br />

group in 1996 and to<strong>day</strong> hold<br />

41.2 percent of the stock. The<br />

Bauer family is the principal<br />

shareowner. The equity provided<br />

by <strong>Deutsche</strong> Beteiligung was<br />

used to finance the company’s<br />

internationalization and external<br />

growth.<br />

www.lignum-ag.com<br />

45


We have been a private equity<br />

partner to Lignum Technologie<br />

<strong>AG</strong> since January 1997 and hold<br />

21.37 percent of the shares.<br />

46<br />

www.hoermann-gruppe.de<br />

We first invested in the<br />

Hörmann group in May 1997<br />

via a capital increase that served<br />

to finance expansion, and to<strong>day</strong><br />

own a 28 percent interest. The<br />

Hörmann group hold 63 percent<br />

of the shares in Funkwerk <strong>AG</strong>.<br />

The group’s portfolio includes<br />

holdings in approximately 20<br />

other enterprises that aim to<br />

achieve a leading position in<br />

their respective markets by<br />

providing state-of-the-art<br />

expertise and qualified service.<br />

The group’s market focus is the<br />

electro industry and industrial<br />

services primarily for the<br />

automobile industry.<br />

Following the record highs achieved in 2000 and 2001, Lignum’s business was hit by<br />

the weakness in the economy and the woodworking industry in financial year 2002. World<br />

market volumes for woodworking machinery dropped by more than 30 percent from 2000<br />

to 2003. Lignum responded quickly by installing a broad-based capacity-adjustment and<br />

cost-cutting program.<br />

For 2004, earnings are expected to rise markedly against the previous year, driven by<br />

a cost-cutting program initiated and implemented in 2003 (reductions in staff, lower<br />

overheads, and, not least, a certain degree of market recovery). Flotation remains the<br />

common objective of Lignum’s shareholders.<br />

Hörmann GmbH & Co. <strong>Beteiligungs</strong> KG<br />

Kirchseeon<br />

FY 2003* FY 2002 Changes<br />

Sales € 350.0 million € 279.7 million 25.1%<br />

*preliminary<br />

First invested in May 1997<br />

Investment Equity share<br />

T€ 13,749 28.0%<br />

In 2003 again, the progress exhibited by the Hörmann group was largely driven by<br />

Funkwerk <strong>AG</strong>, the leading provider for communication systems used in vehicles, by public<br />

transportation companies, enterprises and institutions. At the close of the first nine<br />

months of the 2003 financial year, sales were already at levels originally forecast for the<br />

complete year: at September 30, 2003, revenues had totaled 125 million euros, up 79<br />

percent from the year before. Earnings before interest and taxes (EBIT) amounted to<br />

11.5 million euros, or 150 percent over those of the comparable period the previous<br />

year.<br />

The high inflow of orders fuels expectations that the growth dynamism will continue<br />

into the coming months. For the complete 2003 financial year, Funkwerk’s management<br />

targets sales of 160 million euros, with earnings at some 12 million euros.<br />

Jointly with the majority shareholder, we plan to further optimize Hörmann’s portfolio<br />

and achieve an appreciation of its value in coming years.


Hucke <strong>AG</strong><br />

Lübbecke<br />

(through Bowa <strong>Beteiligungs</strong>gesellschaft mbH & Co. KG)<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investments Expansion financing<br />

FY 2002/2003 FY 2001/2002* Change<br />

Sales € 148.7 million € 146.6 million –<br />

Result of ordinary activity € 32.6** million € –9.1*** million –<br />

* Short fiscal year Nov.1, 2001- April 30, 2002 ** incl. extraord. income from sale of Basler group *** thereof € 7.6 mn for special charges<br />

First invested in February 1995<br />

Investment Equity share<br />

T€ 8,360 29.5%<br />

In 2003, Hucke acquired the proprietary rights for the Venice Beach brand and the<br />

license for the More & More children’s label – both established brand names – in line with<br />

the corporate strategy. Hucke financed the acquisitions as well as a marked reduction in<br />

debt by proceeds from the sale of the Basler group. Furthermore, the group completed<br />

its reorganization program: a separate division was created for each product range. These<br />

divisions are now organized directly under the roof of Hucke <strong>AG</strong>, eliminating intermediary<br />

companies. Management expects these measures to generate significant improvement<br />

in cost structures, while also creating the required flexibility to remain competitive in the<br />

marketplace.<br />

For the financial year ended April 30, 2003, a dividend of 0.25 euros per share was<br />

disbursed to shareholders. Due to the preceding short fiscal year and the extraordinary<br />

effects resulting from the sale of the Basler group, a comparison with the previous year<br />

is not meaningful.<br />

For the 2003/2004 financial year, Hucke’s management anticipates that the structural<br />

changes which have been implemented will take further effect and gradually usher in<br />

the targeted positive earnings position. Against this backdrop, management expects a<br />

balanced operational result for the current financial year (2003/2004).<br />

The company plans to cautiously expand and round out the existing divisions by<br />

complementary acquisitions, particularly of licenses.<br />

www.hucke.de<br />

We have held an interest in<br />

Hucke, one of the largest<br />

manufacturers of apparel in<br />

Germany, through Bowa <strong>Beteiligungs</strong>gesellschaft<br />

mbH & Co.<br />

KG since February 1995.<br />

47


48<br />

www.hkl-baumaschinen.de<br />

www.dr-vogler.de<br />

Our portfolio additionally contains the following expansion financing investments<br />

(not included are investments with a share of less than one percent of the portfolio.<br />

Investments of this size account for less than ten percent of the portfolio):<br />

HKL Baumaschinen GmbH<br />

Hamburg<br />

Sales and rentals of construction machines<br />

FY 2003* FY 2002 Change<br />

Sales € 130.6 million € 130.0 million 0.5%<br />

*preliminary<br />

First invested in February 1995<br />

Unternehmensgruppe Dr. Werner Vogler<br />

Bad Homburg<br />

DaimlerChrysler representative with eight locations, new and used-vehicle dealer<br />

(cars and trucks) as well as service, maintenance and repair<br />

FY 2003* FY 2002 Change<br />

Sales € 93,2 million € 97,4 million –4.3 %<br />

*preliminary<br />

Investment Equity share<br />

T€ 8,241 silent<br />

Investment Equity share<br />

T€ 5,546 silent<br />

Parallel fund another 30.0 %<br />

First invested in 1995


Otto Sauer Achsenfabrik Keilberg<br />

Bessenbach<br />

Manufacturer of axles for heavy-duty truck trailers<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investments Expansion financing<br />

FY 2003* FY 2002 Change<br />

Sales € 247.3 million € 242.7 million 1.9%<br />

*preliminary<br />

First invested in April 1997<br />

JCK Holding GmbH Textil KG<br />

Quakenbrück<br />

Production and trading of apparel<br />

FY 2003* FY 2002 Change<br />

Sales € 425.5 million € 376.0 million 13.2%<br />

*preliminary<br />

Investment Equity share<br />

T€ 5,138 silent<br />

Investment Equity share<br />

T€ 3,601 3.6%<br />

Parallel fund another 14.4%<br />

First invested in June 1992<br />

www.saf-achsen.de<br />

49


We want to know what makes a company “tick” and personally<br />

experience its corporate culture. That is why we take an in-depth<br />

view: How state-of-the-art is production; how motivated are<br />

the employees? Is an expert’s opinion on environmental issues<br />

needed; could contamination or residual pollution pose a risk?<br />

How much does the enterprise depend on suppliers; how strong<br />

are its ties to customers? Numerous talks and discussions round<br />

out the picture, enabling us to assess the opportunities and risks<br />

that come with the purchase to an ever better extent.<br />

22


INTERNATIONAL BUYOUT FUNDS –<br />

BALANCE IN THE PORTFOLIO<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investments Investments in funds<br />

We not only invest in Germany, but in other countries as<br />

well. For a number of reasons: partnerships with established<br />

international private equity firms improve our competitive<br />

standing – as this past financial year impressively shows.<br />

In the future, we plan to highlight this benefit even more.<br />

Moreover, this strategy enables us to gain access to attractive<br />

international investment opportunities. International<br />

investments also contribute towards balancing our portfolio<br />

geographically. We intend to continue to pursue this strategy<br />

in the future, even though we do not plan to increase the<br />

share of international investments in the portfolio.<br />

Profiting from performance in various ways<br />

Our international activities are synchronized with our strategy of focusing on management<br />

buyouts: we have, for the most part, invested in funds and private equity companies<br />

in the United States and selected European countries that concentrate on majority acquisitions<br />

in the form of management buyouts, as we do. Their activities are based on the<br />

same investment strategy as ours: to provide capital to mid-market enterprises with excellent<br />

market positions and seasoned managements. <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> profits from<br />

the capital gains generated by these funds. Same philosophy, broad expertise, long years<br />

of experience – but in other markets: that way, we achieve a more favorable risk spread<br />

than by focusing on one market alone.<br />

Additionally, there are instances when negotiating a transaction alongside an international<br />

partner constitutes a distinct competitive benefit – as our investment in Casco<br />

Surfaces GmbH (page 24) shows. Casco’s management expects much of the support<br />

that will be coming from Harvest Partners, who structured and completed this transaction<br />

jointly with us. Should Casco Surfaces plan to grow through add-on acquisitions in<br />

the US – Casco’s largest market – its management will have access to Harvest Partners’<br />

network, experience, and industry insights.<br />

This past year, we again committed and provided further capital to the funds managed<br />

by our private equity partners in the US and France. The actual total of this portfolio is<br />

thus partly linked to the investment progress and investment strategy of our private<br />

equity partners. The share of fund investments in the portfolio has risen slightly to 22.2<br />

percent. We have invested a total of 66.4 million euros in this business field.<br />

Investing in several markets<br />

achieves better risk spread<br />

51


52<br />

Share of fund investment<br />

in total portfolio<br />

FY 2002/2003<br />

22.2 %<br />

Portfolio volume<br />

Number of investments<br />

FY 2001/2002<br />

FY 2000/2001<br />

Volume<br />

November 1, 2002 € 61.4 million<br />

Investments € 9.7 million<br />

Disposals/Repayments € 4.7 million<br />

October 31, 2003 € 66.4 million<br />

November 1, 2002<br />

Number<br />

12<br />

Investments 0<br />

Disposals/Repayments 0<br />

October 31, 2003 12<br />

Long-standing international partnerships<br />

17.1 %<br />

19.6 %<br />

In the United States, we have been collaborating with Harvest Partners, Inc. (New York)<br />

since 1985. Harvest Partners currently has some one billion US dollars under management.<br />

Over the last 20 years, the company has provided equity to more than 60 enterprises,<br />

many of them leaders in their industries. <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> has been the<br />

lead investor in all funds raised by Harvest Partners so far. The Harvest Partners IV fund<br />

is currently in the investing phase.<br />

Our private equity partner in Austria is Unternehmens Invest <strong>AG</strong> (UI<strong>AG</strong>, Vienna). The<br />

inception of this partnership dates back to 1992. Currently, we jointly hold interests in<br />

Andritz <strong>AG</strong>, JCK Holding GmbH Textil KG, and ET Multimedia <strong>AG</strong>. <strong>Deutsche</strong> <strong>Beteiligungs</strong><br />

<strong>AG</strong> owns 25.1 percent of the shares in UI<strong>AG</strong>, and we are jointly the lead investor<br />

in Univest <strong>AG</strong>, a fund raised in 2000.<br />

We have access to the French private equity market through Quartus Gestion S.A.<br />

(Paris), a fund management company we sponsored jointly with the management.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> is the co-initiator and principal investor in the fund Quartus<br />

Capital Partners I.


Accessing opportunities in eastern Europe<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> does not want to limit international activities to established<br />

private-equity markets. The Company also intends to utilize opportunities for private<br />

equity investors in the reform countries of eastern Europe. We have therefore been operating<br />

in selected eastern European countries as the manager of a fund, DBG Osteuropa-<br />

Holding GmbH, since 1996. The fund’s capital totals 46 million euros. DBG Osteuropa-<br />

Holding pursues a comparable investment strategy adapted to the requirements of local<br />

markets: later-stage investments for privatizations, the financing of management buyouts<br />

and buy-ins, as well as expansion financing investments.<br />

This first fund’s capital has now been completely invested. A second fund, which is<br />

to follow the first fund’s successful investing strategy, is now being raised. A first closing<br />

held in January 2003 saw a commitment of 67 million euros; of that sum, 10 million<br />

euros will be invested by <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. The fund has already completed its<br />

first transaction.<br />

Selected investments in funds<br />

This past financial year, nearly one third of the total sum invested was allocated to<br />

international projects. The capital was essentially channeled to the two Harvest Partners<br />

funds and the Quartus fund.<br />

Harvest Partners III<br />

New York (USA)<br />

The fund Harvest Partners III is now largely invested and is currently focusing on the<br />

further development and realization of the investments in the portfolio. At October 31,<br />

2003, the portfolio consisted of nine enterprises for which the fund had provided equity<br />

amounting to 329 million dollars.<br />

In total, these portfolio companies were impacted by severe winter weather in January<br />

2003, the war in Iraq, and the weakness of the US economy. We have therefore recognized<br />

a reduction in the value of this fund on the balance sheet. At three portfolio companies,<br />

Harvest Partners has taken action to counter the unsatisfactory performance by<br />

a change of management. It is anticipated that this and other action will take positive<br />

effect during 2004.<br />

For 2004, Harvest Partners plans to realize two investments from the portfolio.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investments Investments in funds<br />

Fund volume US $ 362 million<br />

Investment Equity share<br />

T€ 16,201 6.9%<br />

Parallel fund another 6.9%<br />

First invested in October 1997<br />

Second DBG Osteuropa-Holding<br />

fund raised<br />

www.harvpart.com<br />

Harvest Partners III invests in<br />

majority holdings in established<br />

mid-market enterprises generating<br />

annual sales of 40 million to<br />

400 million dollars. In addition<br />

to management buyouts, this<br />

fund particularly focuses on buyand-build<br />

concepts.<br />

53


54<br />

www.harvpart.com<br />

Harvest Partners IV pursues a<br />

similar investment strategy to<br />

that of Harvest Partners III,<br />

concentrating on the acquisition<br />

of established businesses in<br />

partnership with their<br />

managements. More about the<br />

management company Harvest<br />

Partners and their investment<br />

strategy on page 52.<br />

www.quartus.fr<br />

We sponsored the management<br />

company Quartus Gestion S.A.<br />

(Paris) collaboratively with a<br />

team of experienced French<br />

fund managers in 1998. Financial<br />

investors have committed<br />

the sum of 111 million euros to<br />

Quartus’ first fund. The fund<br />

primarily invests in buyout<br />

concepts and expansion financing<br />

in France. <strong>Deutsche</strong> <strong>Beteiligungs</strong><br />

<strong>AG</strong> is the lead investor in<br />

the fund, committing the sum of<br />

34.5 million euros. By October<br />

31, 2003, we had disbursed a<br />

total of 15.5 million euros to the<br />

fund; 2.5 million euros have<br />

already been returned.<br />

Harvest Partners IV<br />

New York (USA)<br />

Fund volume US $ 558 million<br />

First invested in October 2001<br />

Harvest Partners IV is the follow-on fund to Harvest Partners III. Both funds purchased<br />

Associated Materials Inc. (Akron, Ohio, USA, www.associatedmaterials.com) in<br />

2002. This enterprise is a leading vertically-integrated manufacturer and distributor of<br />

exterior building products largely used to repair or remodel homes. Associated Materials’<br />

very satisfactory progress has surpassed the forecast.<br />

In 2003, Harvest Partners made a further investment: in July 2003, this fund acquired<br />

Casco Surfaces (page 24) jointly with <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. We provided 4.6 million<br />

euros for this purchase, in line with our share in this fund. At the end of our 2002/2003<br />

financial year, Harvest Partners IV had invested 63 million US dollars of its total assets of<br />

558 million dollars.<br />

Quartus Capital Partners I<br />

Paris<br />

Investment Equity share<br />

T€ 12,589 11.65%<br />

Fund volume € 111 million<br />

Investment Equity share<br />

T€ 6,452 15.48%<br />

Parallel fund another 15.47%<br />

First invested in July 1998<br />

The investment team at Quartus is firmly networked within the French private equity<br />

market. The fund has made five investments to date, one of which has already been<br />

profitably realized. At September 30, 2003, nearly 40 million euros had been invested.<br />

This past financial year, the fund acquired the Brunet group, a service provider for the<br />

maintenance of electrical installations. For 2004, two new investments and one realization<br />

have been slated.<br />

The private equity market and, consequently, Quartus’ business will stand to profit<br />

from the revitalization of the French economy.


Unternehmens Invest <strong>AG</strong><br />

Vienna<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investments Investments in funds<br />

FY 2002 FY 2001 Changes<br />

Equity € 48.8 million € 45.4 million –7.0%<br />

Investment Equity share<br />

T€ 7,409 12.56%<br />

Parallel fund another 12.56%<br />

First invested in March 1993<br />

Since its inception in 1990, Unternehmens Invest, the largest and only listed private<br />

equity company in Austria, has invested a total of 75 million euros in 18 enterprises.<br />

Thirteen of these enterprises have meanwhile been disinvested. Unternehmens Invest<br />

has, for example, successfully led Wolford, Palfinger and, most recently, Andritz <strong>AG</strong>, to<br />

flotation.<br />

The key event in the 2002/2003 financial year was a successful secondary public<br />

offering for the stock of Andritz <strong>AG</strong> on the Vienna Stock Exchange. The issue was oversubscribed<br />

several times (page 36).<br />

HSBC Private Equity Fund II Limited<br />

Cayman Islands<br />

Private equity fund<br />

Fund volume US $ 525 million<br />

First invested in May 1997<br />

Investment Equity share<br />

T€ 4,974 1.9%<br />

www.uiag.at<br />

Our working relationship with<br />

our Austria-based private equity<br />

partners Unternehmens Invest<br />

<strong>AG</strong> (UI<strong>AG</strong>) dates back to 1993.<br />

Jointly with its co-investment<br />

fund, <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

is UI<strong>AG</strong>’s largest shareholder.<br />

55


Time is a key factor . . . and competitors do not waste it. Being<br />

the fastest in presenting a coherent, sound financing concept<br />

frequently promotes chances of winning the bid. That means<br />

compiling the research of weeks, often months, and incorporating<br />

experts’ assessments from the due diligence process. The financing<br />

must be watertight. Finally, we’ve put everything together to<br />

submit a concrete bid to the seller.


PORTFOLIO – BALANCED ACROSS<br />

INDUSTRIES AND GEOGRAPHICALLY<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investments Portfolio profile<br />

More than 90 percent of the new capital invested this past<br />

financial year was channeled to management buyouts –<br />

18.9 million euros to enterprises directly, 9.7 million euros<br />

indirectly to international buyout funds. Our investments in<br />

2002/2003 conform to the constituents of our portfolio<br />

policy:<br />

• To invest primarily in German-speaking countries.<br />

• To invest at least 80 percent of our capital in management<br />

buyouts.<br />

• To invest two thirds of our capital in Germany and one<br />

third internationally.<br />

• To apportion no more than ten percent of the portfolio<br />

value to any one investment as a rule.<br />

• To diversify the portfolio across industries.<br />

Portfolio volume declined slightly<br />

At October 31, 2003, the portfolio volume of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>, including<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong>gesellschaft mbH, totaled 299.7 million, invested in 43 enterprises<br />

(October 31, 2002: 313.3 million euros, invested in 49 enterprises). The average investment<br />

per holding rose from 6.39 million euros to 6.97 million euros. The average size<br />

of investments in German-speaking countries was 7.81 million euros (previous year:<br />

7.26 million euros), that of international investments 5.81 million euros (previous year:<br />

5.56 million euros).<br />

FY 2002/2003<br />

FY 2001/2002<br />

FY 2000/2001<br />

FY 1999/2000<br />

FY 1998/1999<br />

43<br />

49<br />

49<br />

50<br />

47<br />

Portfolio volume in millions of € Number<br />

275<br />

300<br />

313<br />

311<br />

324<br />

Rise in average sum per<br />

investment<br />

57


58<br />

Portfolio according<br />

to investment size<br />

Geographic dissemination<br />

of portfolio<br />

Portfolio according<br />

to business fields<br />

Larger investment size per investee business<br />

The share of the portfolio (measured at acquisition cost) attributable to smaller investments<br />

again decreased in the reporting year. Some 86 percent (previous year: 85 percent)<br />

of the capital was invested in projects valued at more than five million euros each.<br />

Investments valued at acquisition cost of more than ten million euros account for nearly<br />

60 percent of the portfolio (previous year: 55 percent).<br />

Portfolio according to investment size<br />

Volume Number<br />

Less than Volume € 2.5 million Number<br />

Less than _ 2.5 million<br />

€ 2.5 to 5 million<br />

_ 2.5 to 5 million<br />

€<br />

_<br />

5<br />

5<br />

to<br />

to<br />

10<br />

10<br />

million<br />

million<br />

6.6 % 16<br />

7.2 % 5<br />

26.9 % 11<br />

6.6%<br />

7.2%<br />

26.9%<br />

16<br />

5<br />

11<br />

€ _ 10 10 to to 15 15 million million 29.5 % 7<br />

29.5% 7<br />

More than than € _ 15 15 million 29.8 % 4<br />

29.8% 4<br />

Apportionment domestic/international constant<br />

Geographic dissemination of our invested capital is consistent with our investment<br />

target, with nearly two thirds (65.2 percent; previous year: 64.4 percent) invested in Germany<br />

and other German-speaking countries. The greater part of our international portfolio<br />

remains focused on the United States (27.1 percent; previous year: 28.3 percent).<br />

Volume Number<br />

Germany 61.1% 21<br />

International 38.9% 22<br />

thereof • German-speaking countries 4.1% 4<br />

• USA 27.1% 10<br />

• Europe 3.9% 3<br />

• other countries 3.9% 5<br />

Development of business fields<br />

The apportionment of the portfolio among the Company’s three business fields<br />

moved in line with our strategy this financial year. At 39.1 percent, expansion financing<br />

lost in importance (previous year: 40.3 percent). Majority investments structured as<br />

management buyouts are the focus of our investing activity.<br />

Volume Number<br />

Management buyouts 38.7% 16<br />

Investments in buyout funds 22.2% 12<br />

Expansion financing 39.1% 15


Industrial profile of portfolio balanced<br />

Our portfolio is diversified across different sectors of industry. That allows us to achieve<br />

a better risk spread. We changed the depiction of the industrial profile this financial year.<br />

To augment transparency, the break-down now includes eight industrial sectors. Furthermore,<br />

we have classified the holdings of our material fund investments to the respective<br />

categories. Minor fund investments are contained in “Others”.<br />

Industry profile of portfolio<br />

Machine and plant construction (14.3 %)<br />

Automotive supplies (6.2 %)<br />

Construction (17.6 %)<br />

Chemicals (6.6 %)<br />

Printing, media, packaging (9.7%)<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Corporate Review – Investments Portfolio profile<br />

Others (6.1%)<br />

Consumer goods (13.1%)<br />

Industrial services<br />

and logistics (11.0 %)<br />

Trade (15.4 %)<br />

59


If the seller is convinced, we’ve reached our first goal: the purchase<br />

contract seals the past months’ analyses and negotiations. The<br />

key thing now is to enhance the enterprise value: by sharpening<br />

the corporate profile, by add-on acquisitions or spin-offs. Or by<br />

innovative products or new market entries. That gets us off<br />

to a new start. Our next goal: building value, and, ultimately,<br />

profitably selling the enterprise in a few years.


MAN<strong>AG</strong>EMENT’S REPORT<br />

I. Market development<br />

Overall, the private equity market declined slightly in financial year 2002/2003. Like<br />

last year, however, the decrease in investments by private equity companies relates to<br />

activities outside the market in which <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> operates. Management<br />

buyouts again registered a distinct rise over the prior year. For the first three quarters of<br />

2002, some 600 million euros were invested in management buyouts in Germany; for<br />

the first three quarters of 2003, the Bundesverband <strong>Deutsche</strong>r Kapitalbeteiligungsgesellschaften/<br />

German Venture Capital Association reported that its members had made<br />

investments of more than 850 million euros. This rise of more than one third reflects the<br />

transaction development in that market segment, on which the investment activity of<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> is focused. In 2002, eleven management buyouts with a transaction<br />

value of between 50 million and 250 million euros (mid-market segment) were<br />

recorded in Germany. In the first nine months of 2003, there had been already twelve<br />

management buyouts; in the same time period the transaction value at this mid-market<br />

level increased to 1.8 billion euros, up from some 1.4 billion euros in 2002.<br />

Globally, 2003 saw a reversal of the trend in private equity investments, which has<br />

been negative in recent years. In 2001 and 2002, investments in both the United States<br />

and key European private equity markets had fallen in comparison to each of the prior<br />

years. The reasons were attributable to the sharp drop in venture capital activity that<br />

was not offset by the growth in buyout financing. Preliminary data based on the semiannual<br />

figures indicate that worldwide private equity investments in 2003 will finish<br />

ahead of those completed in 2002.<br />

This global market is valued at approximately 80 billion euros – many times more<br />

than the size of the market accessible to <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. An assessment of<br />

the market opportunities based on such global data does not do justice to the activities<br />

of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. We anticipate that the uptrend registered in our market<br />

segment in 2003 will continue. In our view, the private equity business in Germany will<br />

be driven by these factors:<br />

1. Fueled by capital market expectations, large corporations will intensify their focus on<br />

core businesses and part with peripheral activities. The large majority of management<br />

buyouts in 2003 originated from these sources. However, experience proves that<br />

financing aspects involved in disinvesting subsidiaries or individual business units are<br />

clearly gaining in significance.<br />

2. Stock markets as a financing option are still only available to a very limited extent to<br />

high growth enterprises; this also holds true for disinvestments of existent holdings.<br />

The private equity market stands to profit from these supplementary investment<br />

opportunities: unsuccessful attempts to raise additional equity by selling parts of an<br />

enterprise through an initial public offering may end up in a complete sale of that<br />

company in a management buyout. Furthermore, management buyouts to a second<br />

generation of managers, or secondary buyouts, have gained in importance as an exit<br />

opportunity.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Management’s Report<br />

Negative trend appears to have<br />

bottomed out<br />

61


62<br />

3. The change in the lending policy of banks, which was, in part, triggered by the<br />

announcement of new equity guidelines for banks ("Basle II"), poses a new challenge,<br />

particularly to mid-sized enterprises. This change, in addition to the succession<br />

issue in family-owned businesses, will boost the mid-term demand for private equity.<br />

II. Group structure<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> has presented consolidated financial statements since fiscal<br />

year 2000/2001. The consolidated financial statements include the following companies:<br />

100%<br />

▼<br />

100%<br />

▼<br />

▼ ▼<br />

▼<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> holds practically all German investments; international<br />

investments are essentially held by <strong>Deutsche</strong> <strong>Beteiligungs</strong>gesellschaft mbH and Q.P.O.N.<br />

<strong>Beteiligungs</strong> GmbH. <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> co-invests alongside the new DB<strong>AG</strong><br />

Fund IV through DBG Fourth Equity Team GmbH & Co. KGaA. The management team<br />

of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> co-invests through DBG Advisors GmbH & Co. KG. The<br />

other four companies hold no material investments.<br />

III. Development of the portfolio<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

100% 100%<br />

Undecima<br />

DBG Auslandsbeteiligungen<br />

<strong>Beteiligungs</strong> GmbH<br />

GmbH & Co. KG<br />

99%<br />

▼<br />

▼ 99%<br />

DBG Fourth Equity Team<br />

GmbH & Co. 1% KGaA<br />

100%<br />

▼<br />

▼100%<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong>gesellschaft<br />

mbH<br />

DBG Management<br />

GmbH & Co. KG<br />

▼<br />

1%<br />

100% 50%<br />

▼ ▼ 100%<br />

▼ 50%<br />

▼<br />

DBG Fifth Equity<br />

Q.P.O.N.<br />

International GmbH<br />

<strong>Beteiligungs</strong> GmbH<br />

33,33%<br />

33.33%<br />

▼<br />

▼<br />

DBG Advisors<br />

GmbH & Co. KG<br />

100%<br />

At October 31, 2003, there were 43 companies or groups of companies valued at<br />

acquisition costs of 300 million euros in the portfolio of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. In<br />

the previous year, the total number of investments was 49, valued at acquisition costs<br />

of 313 million euros.<br />


Investments during the year under review totaled 30.8 million euros. Of this, 12.4<br />

million euros are attributable to the most recent investment, Casco Surfaces GmbH. Two<br />

other investments were contracted during the reporting year, but they were formally<br />

completed in November 2003, subsequent to the close of the reporting year.<br />

Seven investments valued at acquisition costs of 31.7 million euros were completely<br />

released from the portfolio. Including repayments and partial sales, disposals from the<br />

portfolio totaled 44.2 million euros. Thus, the total portfolio at acquisition cost declined<br />

slightly from 313 million euros in the previous year to 300 million at October 31, 2003.<br />

The number of investments in the portfolio fell to 43.<br />

IV. Results of financial year 2002/2003 for the <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> Group<br />

Following a consolidated net loss of 15.8 million euros in the previous year, this year<br />

saw a return to positive income. Consolidated net income amounted to 3.1 million euros.<br />

The profit and loss account was drawn up in conformity with the German Commercial<br />

Code. To facilitate an analysis of our corporate performance, the data has been<br />

reclassified in the overview below.<br />

in T€ 2002/2003 2001/2002 Change<br />

in % absolute<br />

Result of investment activity 18,408 19,311 –4.7 –903<br />

Result of adjustments in valuation/provisions –10,010 –27,025 63.0 17,015<br />

Result of investment management –4,012 –8,191 51.0 4,179<br />

Result of ordinary activity 4,386 –15,905 20,291<br />

Net income/loss 3,096 –15,840 18,936<br />

Earnings per share in euros 0.22 –1.13 1.35<br />

Income from profit disbursements, which actually represents income from investment management, was recognized in the result of<br />

investment management. Income from write-ups on investments, which is required to be recognized under “Other operating income”<br />

in conformity with the rules of the German Commercial Code, was allocated to the “Result of adjustments in valuation/ provisions”<br />

for the above overview.<br />

IV. 1. Result from investment activity<br />

The sum of total income achieved through numerous smaller investment disposals and<br />

profit distribution fell slightly short of the previous year’s income, which had recorded a<br />

particularly high level of profit disbursements. Consequently, the result from investment<br />

activity amounted to 18.4 million euros, down by 0.9 million euros, or five percent less<br />

than last year’s 19.3 million euros.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Management’s Report<br />

Net profit posted for the year<br />

63


64<br />

IV. 2. Result of the revaluation of portfolio investments<br />

The objective in the private equity business is to achieve capital gains through the<br />

realization of investments from the portfolio. Our strategy is to sustainably build the value<br />

of our investments. Nevertheless, general economic or business developments in certain<br />

portfolio companies may necessitate performing valuation adjustments or write-offs.<br />

These are always based on an assessment of the longer-term value of an investment.<br />

The net amount from the revaluation of investments totaling –10.0 million euros was<br />

clearly less than the previous year’s unusually high level, which necessitated write-downs<br />

of 27.0 million euros. At 18.9 million euros, the level of valuation adjustments required<br />

to be performed on individual investments was again high in the reporting year. However,<br />

four investments whose value had previously been depreciated have returned to a pattern<br />

of good progress, thereby enabling an appreciation on their valuation totaling 6.8 million<br />

euros. The net amount from these value movements represents a marked improvement<br />

of 63 percent compared with the prior year.<br />

IV. 3. Result from investment management<br />

Income from investment management activity netted against expenses for canvassing<br />

new transactions and the management of the portfolio amounted to –4.1 million euros,<br />

thereby representing a distinct improvement of 4.1 million euros against last year’s total<br />

of –8.2 million euros. This increase largely stems from management fee income from<br />

the new DB<strong>AG</strong> Fund IV co-investment fund earned this year for the first time. Similar to<br />

the previous year, income from fees paid for the structuring of transactions amounted<br />

to 2.3 million euros. Income from fees for the management of co-investment funds rose<br />

to 7.9 million euros. Contained in this sum is a one-off item of 0.8 million euros which<br />

will not be applicable in the following financial years. Moreover, management fee income<br />

declines as funds disinvest; thus, this year’s level of fee income should not be considered<br />

a constant for the following years. At 7.6 million euros, personnel costs largely remained<br />

unchanged. Fees paid for the placement of the new parallel fund amounted to 2.1 million<br />

euros, following 1.5 million euros the prior year.<br />

IV. 4. Net income for the year<br />

Pursuant to last year’s consolidated net loss – the first in the Company’s history –<br />

totaling –15.8 million euros, this year saw a return to a positive result, with consolidated<br />

net income at 3.1 million euros. This advance of 18.9 million euros over the year before<br />

is largely due to the valuation of portfolio investments, which clearly improved.<br />

The return on equity, measured by the net income for the year in relation to the<br />

opening equity at the beginning of the financial year, was 2.0 percent. At –9.2 percent,<br />

the return was worse than last year as a result of the net loss.


IV. 5. Appropriation of the distributable profit<br />

The balance sheet profit of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> amounts to 7.8 million euros;<br />

the Group has posted a consolidated balance sheet loss of –2.4 million. In view of the<br />

balance sheet loss at Group level, the Board of Management and Supervisory Board of<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> will recommend to shareholders at the Annual Meeting to<br />

carry forward the balance sheet profit of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>.<br />

V. Financial position<br />

At October 31, 2003, the book value of financial assets declined by 13 million euros<br />

to 257 million euros, down from 270 million euros the previous year. Net liabilities to<br />

banks – i.e. bank borrowings less credit balances on ac<strong>counts</strong> – were reduced to 70.7<br />

million euros, a decrease of 26.5 million euros against the prior year’s 97.2 million<br />

euros. The capital-to-assets ratio improved from the previous year’s 50.7 percent to<br />

54.4 percent.<br />

VI. Risk management<br />

VI. 1. External risk exposure<br />

The difficult economic environment in which <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> and its portfolio<br />

companies operated did not noticeably change in comparison with the previous<br />

year. The persistent negative business trend particularly impacted investee businesses<br />

outside Germany, necessitating valuation modifications on several investments. However,<br />

toward the end of the financial year, first signs of a revitalization of the world economy<br />

began to emerge, with new impulses for demand arising particularly in countries outside<br />

Germany.<br />

VI. 2. Company-specific risk exposure<br />

Success in private equity is determined by these factors:<br />

– to invest in promising enterprises in conformity with the portfolio strategy<br />

– to build and sustain the value of existing and new investments<br />

– to realize the value created through current income from investments and capital<br />

gains from the sale of investments.<br />

The prerequisites for this are a highly qualified, motivated team and a network of<br />

contacts in order to solicit a continual stream of investment opportunities. There are<br />

excellent opportunities for high returns on investments. But, by the nature of private<br />

equity, there may also be a need to perform write-offs on investments in certain cases.<br />

For the activities of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>, which comprise the evaluation and<br />

the execution of investment transactions, operational risks play a subordinate role in light<br />

of the relatively low number of total transactions, employees, and the involvement of<br />

several employees in larger transactions.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Management’s Report<br />

65


66<br />

Optimization of monitoring<br />

system on ongoing basis<br />

VI. 2.1. Investments based on the portfolio strategy<br />

Pursuant to the long years of experience which <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> has in private<br />

equity, a strategy has been laid down that targets a high yield potential on investments<br />

while balancing the opportunities/risk profile. Beginning in the financial year 1996/1997,<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> has focused its investing activity on majority acquisitions or<br />

investments in which the Company holds a majority interest jointly with other financial<br />

investors. Investments in minority holdings are only made, if a public offering seems a<br />

realistic exit option, or defined alternatives for the sale of a minority investment exist. To<br />

minimize the risk inherent in early-stage and smaller enterprises, the Group companies<br />

of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> principally invest in established enterprises that generally<br />

achieve annual revenues clearly in excess of 50 million euros.<br />

To spread risk exposure, the Company ensures that the maximum sum invested in<br />

any particular portfolio enterprise is limited to ten percent of the consolidated financial<br />

assets of the Group. At 10.7 percent, the investment in Bauer <strong>AG</strong> currently represents<br />

the largest single holding, reaching this defined limit as a result of the reduced financial<br />

asset volume.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> invests in many sectors of the economy and the portfolio<br />

is widely diversified. This minimizes risks that may arise from dependence on certain<br />

industrial sectors, and from those industries’ susceptibility to business cycles. Nevertheless,<br />

the portfolio exhibits certain focal points. At the closing date, investments in the machine<br />

and plant construction sector accounted for 17.0 percent of the book value of the portfolio.<br />

To reduce exposure to risks from economic cycles in different regions, we have continued<br />

to diversify the geographical focus of the portfolio. We achieved our objective of<br />

investing one third of the portfolio internationally several years ago. At October 31, 2003,<br />

investments outside Germany totaled 35.9 percent of the book value of the portfolio.<br />

Of this, the share of investments domiciled outside Europe amounted to 28.3 percent.<br />

VI. 2.2. Building and sustaining the value of investments<br />

To avoid or reduce exposure to risks, a comprehensive monitoring system has been<br />

installed. This monitoring system is adapted and improved on an ongoing basis. Portfolio<br />

companies basically report on their business development at monthly intervals. Additionally,<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> holds positions in supervisory or advisory bodies of major<br />

portfolio companies. This places the Company in a position to take any necessary early<br />

counteraction to negative developments. Only two international fund investments, constituting<br />

a combined total of 1.1 percent of the portfolio, do not report on a quarterly<br />

basis. In these cases, we solicit information on current developments through contacts<br />

in the course of a year. Despite all risk reduction procedures, it will not be possible to<br />

entirely prevent valuation adjustments on investments in certain individual cases. However,<br />

their effects on the Company’s earnings should, among other things, be reduced<br />

by the Company’s investment strategy.


Our support for the development of portfolio companies is not only directed at<br />

reducing risks, but, primarily, at building value. Measures and decisions for action are<br />

channeled through supervisory and advisory bodies of portfolio companies. To provide<br />

the incentive for the staff and the Board of Management of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

to personally commit to maximizing the profit from investments, a substantial part of<br />

income is performance-related.<br />

VI. 2.3. Focus on profitable realizations<br />

A key factor for success in private equity is the realization of capital gains. Prior to<br />

making an acquisition, we explore opportunities to profitably exit that investment again,<br />

following a phase of building value. We principally will not enter an investment, if we<br />

do not recognize realistic mid-term exit opportunities.<br />

Moreover, we work on a number of exits simultaneously during the course of a<br />

financial year to reduce the risk of depending too strongly on a single realization. Nevertheless,<br />

the private equity business, by its nature, may be subject to comparative distortions<br />

for reasons related to the year-end closing date. Complex transactions such as trade<br />

sales or public offerings may not always be completed within a certain financial year.<br />

Delays may arise through changes in the capital market environment or for other reasons.<br />

The realization of the Company’s investment in Edscha, for instance, was finalized in<br />

early November 2002, shortly after the close of the 2001/2002 financial year, while the<br />

transaction had largely been negotiated in 2001/2002. The capital gain from this transaction<br />

was therefore realized in financial year 2002/2003.<br />

In addition to capital gains from the realization of investments, income from investments<br />

in the form of dividends, profit sharing, and interest income constitutes another<br />

relevant source of earnings for <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. The annual volume of this<br />

income is limited, however, and varies depending on the portfolio companies’ earnings<br />

and financial position.<br />

VII. Generation of investment opportunities<br />

To ensure a steady stream of new investment opportunities, the Company has access<br />

to a large national and international network of contacts to industrial enterprises, investment<br />

banks, auditors, attorneys, etc. <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> also benefits from its<br />

position as the long-standing private equity partner to <strong>Deutsche</strong> Bank <strong>AG</strong>. Furthermore,<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> has built its own pool of industrial consultants, who, in addition<br />

to their knowledge of and insights into particular sectors of industry, can mediate<br />

contacts to enterprises in these industries.<br />

The portfolio strategy, with its focus on majority acquisitions of larger companies, and<br />

the targeted returns mean that the Company will be selective in acquiring new investments.<br />

When comparing specific periods, fluctuations in the number of new investments<br />

are therefore normal in our business and reflect the strict standards we apply to profitable<br />

investments.<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Management’s Report<br />

67


68<br />

Management team shares in<br />

investment performance<br />

VIII. People<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> needs a qualified, highly-motivated team to realize its<br />

objectives. In financial year 2001/2002, the Board of Management and a selected group<br />

of investment team staff were asked, for the first time, to co-invest in direct investments.<br />

The managerial team of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> thus shares in both the upside and<br />

downside of the portfolio investments, while this policy also ensures that the interests<br />

of the management team and those of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> coincide.<br />

This co-investment activity is realized within the scope of a partnership participation.<br />

This can result in a superior profit share, if outstanding returns are realized on these<br />

investments within a defined holding period. The profit share is only paid if <strong>Deutsche</strong><br />

<strong>Beteiligungs</strong> <strong>AG</strong> or the investors in the respective co-investment fund have received a<br />

minimum return on their invested capital. This minimum return currently amounts to<br />

8.0 percent annually. The structure of the profit share, its implementation and set points<br />

are in conformity with common practice in the private equity industry and constitute a<br />

prerequisite for the placement of co-investment funds. The profit share of members of<br />

the Board of Management is not expensed in the profit-and-loss account of <strong>Deutsche</strong><br />

<strong>Beteiligungs</strong> <strong>AG</strong>. For Board members, the profit share is income from an investment.<br />

To create an additional incentive to enhance share performance on a sustained basis,<br />

stockholders at the 2001 Annual Meeting resolved to install a stock option program for<br />

700,000 stock options. Since then, 70,000 stock options for one share each of <strong>Deutsche</strong><br />

<strong>Beteiligungs</strong> <strong>AG</strong> have been granted in every financial year after the Annual Meeting to<br />

a selected group of employees who have contributed positively toward the stock’s performance.<br />

70,000 further stock options are granted to the members of the Board of<br />

Management. An appreciation is achieved, if the performance of the shares of <strong>Deutsche</strong><br />

<strong>Beteiligungs</strong> <strong>AG</strong> exceeds that of the S-Dax. The options are exercisable not earlier than<br />

three years after the date of grant. At the balance sheet date, an intrinsic value was only<br />

attached to the stock options granted in 2003; at October 31, 2003, the option value<br />

amounted to 3.20 euros per share.<br />

Beyond that, we offer a motivating work environment characterized by lean reporting<br />

lines, teamwork-based project organization and early distribution of responsibility and<br />

authority.<br />

The factors described are conducive to retaining key staff. The Company’s management<br />

team of 15 people currently boasts an average of 9 years of service.<br />

At the balance sheet date, the number of staff had declined from 51 to 50; of these<br />

37 serve full-time, seven work part-time. Three employees are on parent leave. Three<br />

apprentices are currently receiving their training for their future professions.


IX. Events subsequent to the closing date<br />

After the close of the 2001/2002 financial year, two new investments at acquisition<br />

costs of 21.9 million were added to the portfolio; these relate to the management buyout<br />

of Babcock Borsig Service GmbH and Preh GmbH. There were disposals and partial<br />

disposals amounting to 10.8 million euros. Of this, the largest amount is attributable to<br />

the sale of Victorvox <strong>AG</strong>.<br />

X. Outlook<br />

Following the pronounced economic weakness this past financial year, indications of<br />

a resurgence of the world economy are emerging with new impulses for demand arising<br />

particularly in countries outside Germany. The sentiment on equity markets has taken a<br />

turn for the better, as prices rise due to investors’ greater willingness to take risks. Furthermore,<br />

there are signs of increasing activity on the M&A market. The private equity<br />

market and mid-market transactions – the key segment on which <strong>Deutsche</strong> <strong>Beteiligungs</strong><br />

<strong>AG</strong> is focused – stand to profit from these favorable developments. The larger number<br />

of transactions completed in the calendar year of 2003 attests to this. Three management<br />

buyouts were contracted, whereas only one transaction was completed in each of the<br />

two preceding years.<br />

In light of the long years of economic slowdown and of structural aspects, there is<br />

uncertainty about the magnitude of business recovery, particularly in Germany. Against<br />

this backdrop and in view of the development in private equity’s mid-market segment<br />

as well as the quality of the existing portfolio, we are, nevertheless, confident that<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> will exhibit positive progress.<br />

Frankfurt am Main, December 2003<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Management’s Report<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> is<br />

well poised<br />

69


70<br />

Assets<br />

Notes Oct. 31, 2003 Oct. 31, 2002<br />

in T€ in T€ in T€<br />

Intangible assets 146 110<br />

Fixed assets 628 700<br />

Equity shares in subsidiaries 497 360<br />

Equity shares<br />

Loans to companies in which equity<br />

246,499 259,769<br />

shares are held 9,573 9,422<br />

Long-term asset securities 356 156<br />

Investments 256,925 269,707<br />

Long-term assets 1<br />

257,699 270,517<br />

Receivables from subsidiaries<br />

Receivables from companies<br />

2<br />

3,238 496<br />

in which equity shares are held 2<br />

5,388 8,339<br />

Other assets 3 19,885 26,325<br />

Receivables and other assets 28,511 35,160<br />

Securities 4<br />

122 102<br />

Cash and cash equivalents 5,122 303<br />

Current assets 33,755 35,565<br />

Prepayments 494 688<br />

291,948 306,770<br />

Trustee claims 10,320 12,090


Liabilities and shareholders’ equity<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Financial Statements<br />

Consolidated Balance Sheet for the year ended October 31, 2003<br />

Notes Oct. 31, 2003 Oct. 31, 2002<br />

in T€ in T€ in T€<br />

Subscribed capital 36,400 36,400<br />

Capital reserve 102,194 102,194<br />

Legal reserve 403 403<br />

Reserve for own shares 12 1<br />

Other revenue reserves 21,775 21,557<br />

Retained earnings 22,190 21,961<br />

Balance sheet loss –2,374 –5,463<br />

Minority interests 327 331<br />

Total shareholders' equity 5<br />

158,737 155,423<br />

Pension provisions 13,231 12,701<br />

Tax provisions 2,716 1,609<br />

Other provisions 2,692 2,522<br />

Provisions 6<br />

18,639 16,832<br />

Liabilities to banks 75,813 97,490<br />

Trade ac<strong>counts</strong> payable 1,956 1,634<br />

Ac<strong>counts</strong> payable to subsidiaries<br />

Ac<strong>counts</strong> payable to companies<br />

53 1<br />

in which equity shares are held 32,514 30,655<br />

Other liabilities 3,192 4,733<br />

Liabilities 7<br />

113,528 134,513<br />

Deferred income 1,044 2<br />

291,948 306,770<br />

Trustee liabilities 10,320 12,090<br />

71


72<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Financial Statements Consolidated Profit and Loss Account<br />

for the period from November 1, 2002 to October 31, 2003<br />

Notes 2002/2003 2001/2002<br />

in T€ in T€<br />

Income from investments 8<br />

9,289 11,767<br />

Gains from investment disposals 13,910 15,463<br />

Losses from investment disposals<br />

Write-downs on investments and on<br />

1,528 1,053<br />

marketable securities 16,837 27,025<br />

Other operating income 9<br />

19,945 10,366<br />

Personnel costs<br />

Depreciation on fixed assets and<br />

10<br />

7,552 7,571<br />

intangible assets 229 218<br />

Other operating expenses 11<br />

9,348 12,142<br />

Net interest 12<br />

–3,264 –5,492<br />

Result of ordinary activity 4,386 –15,905<br />

Taxes 13<br />

1,290 –65<br />

Consolidated net income (previous year: consolidated net loss) 3,096 –15,840<br />

Minority interests 4 0<br />

Loss (previous year: profit) carried forward from previous year –5,463 10,372<br />

Withdrawals from retained earnings for own shares 0 5<br />

Allocations to retained earnings for own shares 11 0<br />

Consolidated balance sheet loss –2,374 –5,463<br />

Earnings per share 0.22 –1.13


<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Financial Statements Consolidated Cash Flow Statement<br />

from November 1, 2002 to October 31, 2003<br />

Inflows (+) / outflows (–) 2002/2003 2001/2002<br />

in T€ in T€<br />

Result for period<br />

Write-downs / write-ups<br />

3,096 –15,840<br />

on long-term assets 10,356 26,604<br />

Increase (+) / decrease (–) in accruals 1,807 –8,537<br />

Profit (–) / loss (+) from disposals of long-term assets –12,382 –14,410<br />

Increase (–) / decrease (+) in other assets (netted) 6,823 –3,564<br />

Increase (+) / decrease (–) in other liabilities (netted) 1,952 7,456<br />

Cash flows from operating activities 11,652 –8,291<br />

Proceeds from disposals of property, plant and equipment<br />

and intangible assets<br />

Purchase of property, plant and equipment<br />

52 10<br />

and intangible assets –245 –222<br />

Proceeds from disposals of long-term financial assets 45,781 51,536<br />

Acquisition of long-term financial assets –30,744 –43,333<br />

Cash flows from investing activities 14,844 7,991<br />

Cash payments to shareholders (dividends) 0 –7,000<br />

Proceeds from short or long-term borrowings 0 767<br />

Cash repayments of short or long-term borrowings –21,677 0<br />

Cash flows from financing activities –21,677 –6,233<br />

Change in cash funds from cash-relevant transactions 4,819 –6,533<br />

Cash funds at beginning of period 303 6,836<br />

Cash funds at end of period 5,122 303<br />

73


74<br />

NOTES TO THE CONSOLIDATED<br />

FINANCIAL STATEMENTS 2002/2003<br />

A. Principal activity<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> was incorporated on December 10, 1984. The Company is<br />

domiciled in Frankfurt am Main and listed in the Commercial Register at the District Court<br />

of Frankfurt am Main under Section B, No. 52491. As a financial investor, <strong>Deutsche</strong><br />

<strong>Beteiligungs</strong> <strong>AG</strong> provides equity and financial instruments of a similar nature to wellpositioned<br />

medium-sized enterprises. The Company substantially generates its income by<br />

appreciating the value of the companies it purchases; <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> realizes<br />

these value enhancements when its investments are ultimately sold. The Group’s subsidiaries<br />

pursue the same business activities or provide supporting services.<br />

B. Consolidated companies<br />

The consolidated financial statements include the principal Group companies, in<br />

which <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>, directly or indirectly, holds at least 50 percent of the<br />

voting shares, or may exercise control in other ways. Effective October 26, 2001, an<br />

obligation to present consolidated financial statements arose for the first time. The consolidated<br />

financial statements at October 31, 2003 include the following companies:<br />

Name and domicile of Equity share Held by<br />

consolidated company %<br />

DBG Auslandsbeteiligungen GmbH & Co. KG,<br />

Frankfurt am Main<br />

100.00 <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

Undecima <strong>Beteiligungs</strong> GmbH,<br />

Frankfurt am Main<br />

100.00 <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

DBG Management GmbH & Co. KG,<br />

Frankfurt am Main<br />

100.00 <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong>gesellschaft mbH, 100.00 DBG Auslandsbeteiligungen<br />

Königstein/Taunus GmbH & Co. KG<br />

DBG Fifth Equity International GmbH, 100.00 <strong>Deutsche</strong> <strong>Beteiligungs</strong>-<br />

Frankfurt am Main gesellschaft mbH<br />

DBG Fourth Equity Team GmbH & Co. KGaA, 99.00 Undecima <strong>Beteiligungs</strong><br />

Frankfurt am Main GmbH<br />

Q.P.O.N. <strong>Beteiligungs</strong> GmbH, 50.00 <strong>Deutsche</strong> <strong>Beteiligungs</strong>-<br />

Frankfurt am Main gesellschaft mbH<br />

DBG Advisors GmbH & Co. KG, 33.33 DBG Fifth Equity<br />

Frankfurt am Main International GmbH


<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Notes to the Consolidated Financial Statements 2002/2003<br />

Changes in the group of consolidated companies in comparison to the status at<br />

October 31, 2002 constitute the addition of DBG Management GmbH & Co. KG, since<br />

this company is no longer of minor importance. DBG Management GmbH & Co. KG<br />

was initially consolidated on October 31, 2003. Consequently, the profit and loss<br />

account of this company is not yet included in the consolidated financial statements at<br />

October 31, 2003.<br />

The holding in Q.P.O.N. <strong>Beteiligungs</strong> GmbH was recognized in the consolidated<br />

financial statements on a pro rata basis (proportionate consolidation).<br />

Despite a voting interest of less than 50 percent, DBG Advisors GmbH & Co. KG was<br />

recognized in the consolidated financial statements in conformity with Article 290, section<br />

2, paragraph 2 of the German Commercial Code, since <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

has the power to appoint or remove the majority of the managing shareholders.<br />

DBG <strong>Beteiligungs</strong> GmbH, Frankfurt am Main, in which <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> holds<br />

100 percent of the voting shares, was excluded from the consolidated financial statements,<br />

since the commercial risk of its business activity – and, consequently, the business<br />

policy – lies with other companies.<br />

DBG Fifth Equity Team GmbH & Co. KGaA, Frankfurt am Main, in which a subsidiary<br />

of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> holds 100 percent of the limited partner’s shares, was not<br />

consolidated in the ac<strong>counts</strong>, since significant and long-lasting restrictions exist that<br />

impair rights in respect of this company’s assets and management.<br />

DBG Jota GmbH and DBG Kappa GmbH, in which a subsidiary of <strong>Deutsche</strong> <strong>Beteiligungs</strong><br />

<strong>AG</strong> holds 100 percent of the shares and which are both domiciled in Frankfurt am<br />

Main, were not consolidated, since the majority of the shares in the subsidiaries are held<br />

temporarily.<br />

Due to their minor importance, some subsidiaries in which <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

or an associated and consolidated company holds voting shares of more than 50 percent<br />

were not consolidated. These largely relate to shell companies.<br />

At-equity consolidation was not performed for equity shares in which voting rights of<br />

20 to 50 percent are held, but no significant influence on operating policies is exercised.<br />

This also ensued from the temporary nature of these investments, as stipulated by the<br />

corporate purpose.<br />

75


76<br />

C. Principles of consolidation<br />

The consolidated financial statements of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> were drawn up<br />

and presented in accordance with the valid standards of the German Commercial Code,<br />

using the accounting and valuation principles of the parent company.<br />

Basis of presentation<br />

The consolidated financial statements are based on the individual annual ac<strong>counts</strong> of<br />

the consolidated companies, which are drawn up according to standardized accounting<br />

and valuation policies. For subsidiaries whose balance sheet date is not identical to that<br />

of the Group, consolidation was based on interim ac<strong>counts</strong>.<br />

The capital consolidation of the subsidiaries has been performed using the fair value<br />

purchase method by revaluing the assets and debt of consolidated subsidiaries and subsequently<br />

matching the equity share of the subsidiary against the parent company’s<br />

investment book value. Asset-side balancing items exhibiting the nature of goodwill are<br />

offset against retained earnings. Liability-side balancing items relate to realized earnings<br />

and are taken to retained earnings.<br />

Sales, expenditures and earnings as well as all receivables and liabilities from intercompany<br />

transactions have been eliminated.<br />

Principles of accounting<br />

The profit and loss account has been prepared using the total expenditure format. To<br />

provide for the special circumstances governing the private equity business, the legallyrequired<br />

structure of the profit and loss account was modified according to Article 265,<br />

section 6 of the German Commercial Code to include the positions “Gains from investment<br />

disposals” and “Losses from investment disposals.”<br />

For the sake of clarity and in compliance with Article 265, section 7, No. 2 of the<br />

German Commercial Code, individual positions in the profit and loss account have been<br />

combined; detailed disclosures are contained in the notes.<br />

“Gains from investment disposals” discloses the net proceeds from realized revenue<br />

less the book value.<br />

Contained under “Losses from investment disposals” are the net losses, insofar as<br />

realized revenue is less than the book value.<br />

For a better overview, the legally-required information and commentary on individual<br />

items in the balance sheet and the profit and loss account, as well as the commentary<br />

which may either be contained in the balance sheet, the profit and loss account, or the<br />

notes to the financial statements, are all shown in the notes to the financial statements.


D. Accounting policies<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Notes to the Consolidated Financial Statements 2002/2003<br />

Fixed assets are valued at purchase cost, less regular depreciation (straight-line method).<br />

Depreciation is based on normal useful life.<br />

Assets of a minor value are written off in the year of acquisition. Minor-value assets<br />

are treated as disposed in the assets account of the acquisition year.<br />

Additions to movable fixed assets during the first half of the year are depreciated at<br />

the full annual rate; additions during the second half of the year are written off at half<br />

the annual rate.<br />

Financial investments are generally valued at acquisition cost. Long-lasting reduction<br />

in the value of an investment is accounted for by non-scheduled depreciation.<br />

Receivables and other assets are principally carried at face value. Recognizable risks<br />

have been accounted for by value adjustments.<br />

Marketable securities are valued at the lower of cost, market or professional valuation.<br />

Provisions covering all recognizable risks and contingent liabilities are calculated at<br />

their probable realistic value at the balance sheet date.<br />

Pension obligations were determined on the basis of the accrued benefit valuation<br />

method, which is applied for disclosures in conformity with the “International Accounting<br />

Standards” (IAS). The discount rate is 5.5 percent p.a. Factors influencing valuation<br />

are average staff turnover and future salary and benefit increases. These were accounted<br />

for at an assumed trend rate of 2.5 percent p.a.<br />

Liabilities are carried at their repayment amount.<br />

Financial investments in foreign currency are principally translated at the exchange<br />

rate at the time of purchase; receivables and ac<strong>counts</strong> payable denominated in foreign<br />

currency are translated at the lower of currency rate at the purchasing date, balance<br />

sheet date or repayment date. Foreign currency items in the profit and loss account are<br />

translated at the exchange rate on the date of payment or receipt of payment.<br />

Trust assets consist of receivables valued at purchase cost. These are matched against<br />

liabilities in the same amount.<br />

Long-term assets<br />

Current assets<br />

Provisions<br />

Liabilities<br />

Currency translation<br />

Trust assets<br />

77


78<br />

Assets 1<br />

Long-term assets movement October 31, 2003<br />

E. Notes to the Balance Sheet<br />

in T€ Acquisition cost Accumulated depreciation Net book value<br />

Nov. 1, 02 Addi- Dispos- Oct. 31, 03 Nov. 1, 02 Addi- Dispos- Write- Oct. 31, 03 Oct. 31, 03 Oct. 31, 02<br />

tions als tions als ups<br />

I. Intangible<br />

assets<br />

Concessions, patents<br />

and similar rights 204 103 39 268 94 61 33 0 122 146 110<br />

II. Fixed assets<br />

Office and<br />

operational equipment 1,348 142 132 1,358 648 168 86 0 730 628 700<br />

III.Investments<br />

1. Equity shares in<br />

subsidiaries 979 166 29 1.116 619 0 0 0 619 497 360<br />

2. Equity shares 300,157 27,932 41,204 286,885 40,388 16,837 12,046 4,793 40,386 246,499 259,769<br />

3. Loans to companies in<br />

which equity shares<br />

are held 14,791 2,446 4,212 13,025 5,369 0 0 1,917 3,452 9,573 9,422<br />

4. Long-term<br />

asset securities 313 200 0 513 157 0 0 0 157 356 156<br />

316,240 30,744 45,445 301,539 46,533 16,837 12,046 6,710 44,614 256,925 269,707<br />

317,792 30,989 45,616 303,165 47,275 17,066 12,165 6,710 45,466 257,699 270,517<br />

Receivables 2<br />

Other assets 3<br />

Securities 4<br />

in T€ Oct. 31, 2003 Oct. 31, 2002<br />

Subsidiaries 3,238 496<br />

Companies in which equity shares are held 5,388 8,339<br />

(thereof, maturing in more than 1 year) (21) (21)<br />

Ac<strong>counts</strong> receivable from companies in which equity shares are held stem from profit<br />

and interest entitlements as well as consulting services.<br />

Other assets largely pertain to tax credits.<br />

8,626 8,835<br />

in T€ Oct. 31, 2003 Oct. 31, 2002<br />

Own shares 12 1<br />

Other securities 110 101<br />

122 102


<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Notes to the Consolidated Financial Statements 2002/2003<br />

in T€ Oct. 31, 2003 Oct. 31, 2002<br />

Subscribed capital 36,400 36,400<br />

Capital reserve 102,194 102,194<br />

Retained earnings 22,190 21,961<br />

Consolidated balance sheet loss –2,374 –5,463<br />

Minority interests 327 331<br />

158,737 155,423<br />

The subscribed capital (capital stock) is denominated into 14,000,000 common shares<br />

without par value. Arithmetically, the capital attributable to each share is 2.60 euros.<br />

Valid until March 20, 2007 and subject to the approval of the Supervisory Board, the<br />

Board of Management is authorized to raise the capital stock of the Company by up to<br />

T€ 18,200 through one or several issues of new bearer shares against cash or in kind<br />

(approved capital).<br />

Additionally, there is contingent capital of up to T€ 7,800 to grant holders or creditors<br />

of warrants and/or convertible bonds issued until March 24, 2006 option rights or conversion<br />

rights for up to 3,000,000 new shares, representing a proportionate share of the<br />

subscribed capital, in conformity with the specific terms of the warrants or convertible<br />

bonds.<br />

There is also contingent capital available to enable the issuance of option rights for<br />

the Company’s stock to members of the Company’s management team contributing to<br />

the performance of the Company’s shares. The Company’s subscribed capital may be<br />

raised by T€ 1,820 until March 24, 2006 to grant these option rights through an issuance<br />

of up to 700,000 new shares, in conformity with the specific terms of the option rights.<br />

The terms of the options are presented under “Other information.”<br />

The shares of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> are traded consecutively on the stock<br />

exchanges in Frankfurt am Main and Düsseldorf, and OTC-traded on the stock exchanges<br />

in Berlin, Bremen, Hamburg, and Stuttgart.<br />

The Board of Management offers employees and former employees of <strong>Deutsche</strong><br />

<strong>Beteiligungs</strong> <strong>AG</strong> and associated companies an employee stock purchase plan at preferential<br />

terms which are oriented around tax legislation and limits. This has resulted in the<br />

following transactions involving the Company’s own shares in financial year 2002/2003:<br />

5<br />

Shareholders’ equity<br />

79


80<br />

Development of<br />

retained earning<br />

Purchase/ No. of Share of<br />

sales price shares subscribed capital<br />

per share € T€ ‰<br />

At Nov. 1, 2002 76 0.2 0.0<br />

Date of purchase: Dec. 30, 2002 7.96 1,700 4.4 0.1<br />

Date of purchase: June 5, 2003 6.67 3,630 9.4 0.3<br />

Date of sales/transfer:<br />

5,406 14.0 0.4<br />

June 13, 2003 4.69 –3,630 –9.4 0.3<br />

At Oct. 31, 2003 1,776 4.6 0.1<br />

in T€ Legal Reserves Other Retained<br />

reserve for own revenue earnings<br />

shares reserves<br />

At Nov. 1, 2002 403 1 21,557 21,961<br />

Allocations<br />

Increase in liability-side<br />

11 11<br />

balancing item 218 218<br />

At Oct. 31, 2003 403 12 21,775 22,190<br />

The legal reserve remained unchanged, since the amount under this item plus the<br />

capital reserve total one tenth of the subscribed capital, as is required by Article 272,<br />

section 2, No. 1 of the German Commercial Code.<br />

Reserves for own shares were made in the amount disclosed on the asset side and<br />

result from residual stock in conjunction with the employee stock purchase program.<br />

Other revenue reserves contain a balancing item from capital consolidation totaling<br />

T€ 3,523 (previous year: T€ 3,741). Similar to the prior year, it is comprised of an assetside<br />

balancing item of T€ 4,782 and a liability-side balancing item of T€ 1,259 (previous<br />

year: T€ 1,041). The changes result from the initial consolidation of a subsidiary.<br />

Since the 2001/2002 financial year, members of the Board of Management have<br />

been investing alongside DB<strong>AG</strong>, within the scope of a partnership participation in a private<br />

equity fund and at a defined ratio, in the same companies in which <strong>Deutsche</strong><br />

<strong>Beteiligungs</strong> <strong>AG</strong> invests. Investments in funds are excepted. This can result in a superior<br />

profit share, if superior returns are realized from these investments within a defined<br />

holding period. The profit share is only paid if <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> or the investors<br />

in the respective co-investment fund have received a minimum return on their invested<br />

capital. This minimum return currently amounts to 8.0 percent annually. The structure of<br />

the profit share, its implementation and set points are in conformity with common practice<br />

in the private equity industry and constitute a prerequisite for the placement of coinvestment<br />

funds. The profit share of members of the Board of Management is not<br />

expensed in the profit-and-loss account of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>; rather, it is recognized<br />

under minority investments. For Board members, the profit share is income from<br />

an investment.


<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Notes to the Consolidated Financial Statements 2002/2003<br />

In addition to the Board of Management, minority interests also include a selected<br />

group of employees of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> who indirectly, through a partnership<br />

participation in a private equity fund, invest in the same portfolio companies as does<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>.<br />

The consolidated balance sheet loss contains loss carryforward of T€ 5,463 (previous<br />

year: T€ 10,372).<br />

in T€ Oct. 31, 2003 Oct. 31, 2002<br />

Pension provisions 13,231 12,701<br />

Tax provisions 2,716 1,609<br />

Other provisions 2,692 2,522<br />

The 1998 Klaus Heubeck actuarial charts were used to determine the pension<br />

provisions.<br />

Other provisions substantially pertain to personnel-related costs, guarantees, as well<br />

as the cost for the year-end financial statements and the Annual Meeting.<br />

F. Notes to Profit and Loss Account<br />

18,639 16,832<br />

in T€ Oct. 31, 2003 Oct. 31, 2002<br />

Total due in less Total due in less<br />

than 1 year than 1 year<br />

Liabilities to banks 75,813 75,813 97,490 97,490<br />

Trade ac<strong>counts</strong> payable 1,956 1,956 1,634 1,634<br />

Ac<strong>counts</strong> payable to subsidiaries<br />

Ac<strong>counts</strong> payable to companies<br />

53 53 1 1<br />

in which equity shares are held 32,514 32,514 30,655 30,655<br />

Other liabilities 3,192 3,192 4,733 4,733<br />

(thereof, related to taxes) (674) (674) (564) (564)<br />

113,528 113,528 134,513 134,513<br />

in T€ 2002/2003 2001/2002<br />

Income from equity shares 7,668 11,392<br />

Income from loan investments 1,621 375<br />

9,289 11,767<br />

Income from equity shares also contains income from silent partnerships to which<br />

the Company is entitled, irrespective of the partner company’s annual profit situation.<br />

The greater part of income from equity shares is attributable to profit entitlements.<br />

6<br />

7<br />

8<br />

Provisions<br />

Liabilities<br />

Income from investments<br />

81


82<br />

Other operating income 9<br />

Personnel costs 10<br />

Other operating expenses 11<br />

Net interest 12<br />

Taxes 13<br />

Other operating income includes income from fees for services rendered to <strong>Deutsche</strong><br />

<strong>Beteiligungs</strong>gesellschaft mbH & Co. Fonds I KG and <strong>Deutsche</strong> <strong>Beteiligungs</strong>gesellschaft<br />

Fond III GmbH as well as consultancy fees.<br />

In 2002/2003, income from management activity in conjunction with the new DB<strong>AG</strong><br />

Fund IV co-investment fund was recorded for the first time. For a better overview, this<br />

income was recognized in “Other operating income.”<br />

This position also includes write-ups on the book value of investments and loans to<br />

companies in which shares are held totaling T€ 6,101 and income of a non-periodic<br />

nature amounting to T€ 188 (previous year: T€ 302).<br />

in T€ 2002/2003 2001/2002<br />

Wages and salaries 5,841 5,922<br />

Social security costs, pensions and support 1,711 1,649<br />

(thereof, for pensions) (1,167) (1,163)<br />

Other operating expenses include consultancy and audit costs as well as costs for the<br />

annual financial statements and the Annual Meeting. This item also contains nondeductible<br />

taxes, expenses resulting from litigation and other expenses from current<br />

operations. In the 2002/2003 financial year, "Other operating expenses" also include<br />

costs for the placement of the new DB<strong>AG</strong> Fund IV.<br />

Net income taxes largely result from positive taxable income.<br />

G. Other information<br />

7,552 7,571<br />

in T€ 2002/2003 2001/2002<br />

Other interest and similar income 366 407<br />

Interest and similar expenses –3,630 –5,899<br />

–3,264 –5,492<br />

in T€ 2002/2003 2001/2002<br />

Income taxes 1,286 –88<br />

Other taxes 4 23<br />

1,290 –65<br />

At October 31, 2003, other financial commitments amounted to T€ 71,629 for payments<br />

which may be called for by international investment funds, depending on the<br />

progress of the investing activity. The remaining other financial commitments totaled<br />

T€ 6,705 and represent long-term contractual obligations.


<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Notes to the Consolidated Financial Statements 2002/2003<br />

in T€ Oct. 31, 2003 Oct. 31, 2002<br />

Liabilities from guarantees 511 3,677<br />

Other contingent liabilities 56,654 59,240<br />

The Group holds interests in excess of five percent of the voting shares in the following<br />

large corporations:<br />

Bauer <strong>AG</strong>, Schrobenhausen; DS Technologie Holding GmbH, Mönchengladbach;<br />

Grohmann Engineering GmbH, Prüm; Lignum Technologie <strong>AG</strong>, Schopfloch;<br />

schlott gruppe <strong>AG</strong>, Freudenstadt; Zapf GmbH, Bayreuth<br />

The members of the Board of Management of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> receive fixed<br />

and variable salary components determined on a yearly basis. The variable components<br />

constitute a profit-sharing plan, a bonus system, and a stock option program. Pension<br />

commitments have been made to individual Board members.<br />

The profit-sharing plan is linked to the annual performance of investments to which<br />

the Company had committed up to December 31, 2000. The profit share is determined<br />

on the basis of the extent to which the return on equity exceeds 15 percent. In determining<br />

the profit share, the equity only relates to those investments that are included in<br />

the profit-sharing plan.<br />

The bonus system allows Board members to participate in the performance of the fund<br />

management activities of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. It is based on the result of management<br />

activity determined in accordance with operational criteria.<br />

Within the scope of the stock option program, 70,000 stock options have been granted<br />

annually to the members of the Board of Management since 2001. One stock option<br />

represents an entitlement for the purchase of one share of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. The<br />

options are exercisable not earlier than three years and expire after a maximum period<br />

of five years after the date of grant. An appreciation is only achieved, if the performance<br />

of the shares of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> (including dividend payments) exceeds that<br />

of the S-Dax. The program expires on March 24, 2006.<br />

Emoluments to the Board of Management totaled T€ 1,680 for the reporting year.<br />

The emoluments include performance-related payments totaling € 240,000. The<br />

emoluments do not contain payments from programs based on long-term incentives.<br />

The sum of T€ 354 was paid to surviving dependents and former members of the Board<br />

of Management. Pension provisions of T€ 6,732 have been made for former members<br />

of the Board of Management.<br />

To date, the following stock options have been granted to members of the Board of<br />

Management:<br />

Date of grant Number Reference Value of reference<br />

of stock options price index S-Dax<br />

granted € €<br />

April 11, 2001 70,000 31.39 2,926.74<br />

April 16, 2002 70,000 20.27 2,456.50<br />

April 11, 2003 70,000 6.72 1,742.84<br />

Total at Oct. 31, 2003 210,000<br />

57,165 62,917<br />

Contingent liabilities<br />

83


84<br />

Members of the Board of Management held 484 shares of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>;<br />

no shares were held by members of the Supervisory Board.<br />

Fixed emoluments for members of the Supervisory Board totaled approximately T€ 39<br />

in financial year 2002/2003. Since no dividends were disbursed, variable emoluments<br />

were not paid this year. Prof. Dr. h.c. Rolf-Dieter Leister received emoluments totaling<br />

T€ 137 (net) through INFRA BERATUNG GmbH for consultancy services. Fees of approximately<br />

T€ 25 (net) for consultancy services were paid to White & Case, Feddersen.<br />

The Company employed an average of 48 employees and three apprentices in financial<br />

year 2002/2003.<br />

A selected group of employees received the same number of stock options as did the<br />

members of the Board of Management for the purchase of one share each of the stock<br />

of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. These options may be exercised under the same terms as<br />

those granted to the Board of Management. In individual cases, there may be immaterial<br />

deviations due to slightly differing dates of grant.<br />

The list of investments held will be filed separately with the Court of Registration in<br />

Frankfurt am Main. We made use of the option of not disclosing the equity and net<br />

income for the past financial year, as provided for by Article 313, section 3, No. 1 of the<br />

German Commercial Code.<br />

The consolidated financial statements at October 31, 2003 will be filed with the<br />

Commercial Register at the District Court in Frankfurt am Main (HR B 52491).<br />

A “Declaration of Conformity” in accordance with Article 161 of the German Stock<br />

Corporation Act (AktG) was submitted by <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> and is permanently<br />

accessible to shareholders at the Company’s internet site.<br />

Segment reporting<br />

The private equity operations of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> are conducted on a global<br />

basis, i.e. without differentiating between segments, for instance, geographical or<br />

industrial segments. Segment information is therefore not reportable.<br />

Frankfurt am Main, December 1, 2003<br />

The Board of Management<br />

Wilken Freiherr von Hodenberg Torsten Grede<br />

Helmut Irle Reinhard Löffler


AUDITORS’ REPORT<br />

We have audited the consolidated financial statements and the group management<br />

report prepared by the Company <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> for the business year from<br />

1 November 2002 to 31 October 2003. The preparation of the consolidated financial<br />

statements and the group management report in accordance with German commercial<br />

law are the responsibility of the company's management. Our responsibility is to express<br />

an opinion on the consolidated financial statements and the group management report<br />

based on our audit.<br />

We conducted our audit of the consolidated annual financial statements in accordance<br />

with § 317 HGB (“Handelsgesetzbuch” – German Commercial Code) and the<br />

German generally accepted standards for the audit of financial statements promulgated<br />

by the Institut der Wirtschaftsprüfer in Deutschland (IDW). Those standards require that<br />

we plan and perform the audit such that misstatements materially affecting the presentation<br />

of the net assets, financial position and results of operations in the consolidated<br />

financial statements in accordance with German principles of proper accounting and in<br />

the group management report are detected with reasonable assurance. Knowledge of<br />

the business activities and the economic and legal environment of the group and evaluations<br />

of possible misstatements are taken into account in the determination of audit<br />

procedures. The effectiveness of the accounting-related internal control system and the<br />

evidence supporting the disclosures in the consolidated financial statements and the<br />

group management report are examined primarily on a test basis within the framework<br />

of the audit. The audit includes assessing the annual financial statements of the companies<br />

included in consolidation, the determination of the companies to be included in<br />

consolidation, the accounting and consolidation principles used and significant estimates<br />

made by management, as well as evaluating the overall presentation of the<br />

consolidated financial statements and the group management report. We believe that<br />

our audit provides a reasonable basis for our opinion.<br />

Our audit has not led to any reservations.<br />

In our opinion, the consolidated financial statements give a true and fair view of the<br />

net assets, financial position and results of operations of the Group in accordance with<br />

German principles of proper accounting. On the whole, the group management report<br />

provides a suitable understanding of the Group's position and suitably presents the risks<br />

of future development.<br />

Frankfurt am Main, December 19, 2003<br />

KPMG <strong>Deutsche</strong> Treuhand-Gesellschaft<br />

Aktiengesellschaft<br />

Wirtschaftsprüfungsgesellschaft<br />

(Bose) (Janus)<br />

Wirtschaftsprüfer Wirtschaftsprüfer<br />

(German Public Auditor) (German Public Auditor)<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Auditors’ Report<br />

85


86<br />

REPORT OF THE SUPERVISORY BOARD<br />

In financial year 2002/2003, the Supervisory Board regularly fulfilled the assignments<br />

and responsibilities imposed by law and by the Articles of Association and monitored the<br />

Company’s position and progress. The Supervisory Board supported the Board of Management<br />

in an advisory capacity concerning its intended business policy and other fundamental<br />

issues regarding the future conduct of the Company’s business, and oversaw<br />

the management of the Company’s business. The Supervisory Board was kept informed,<br />

both verbally and in writing, about significant business transactions.<br />

In six meetings, the Supervisory Board extensively dealt with the Company’s position,<br />

with completed and proposed investments and sales, the annual financial statements,<br />

the monitoring of existing investments, personnel issues relating to the Board of Management,<br />

and the Board of Management’s risk management and surveillance system.<br />

The Supervisory Board reviewed significant business transactions and made decisions on<br />

transactions requiring its endorsement.<br />

The Supervisory Board directed particular attention to the furtherance of corporate<br />

governance practices and actively participated in developing the Declaration of Conformity<br />

to the German Corporate Governance Code. In some instances, the Board changed<br />

its rules of procedure to meet the recommendations and suggestions of the Code.<br />

Between regular meetings, the Chairman of the Supervisory Board maintained close<br />

contact with the Board of Management concerning the Company’s business development<br />

and specific portfolio companies. The Supervisory Board received reports on these issues<br />

(item 5.2 of the German Corporate Governance Code).<br />

The Executive Committee, consisting of the Chairman and the Vice Chairman of the<br />

Supervisory Board and Dr. Binder, convened four times this past financial year. The Chairman<br />

of the Supervisory Board has the chair on the Executive Committee. This Committee<br />

is a consultant to the Supervisory Board on personnel issues regarding the Board of<br />

Management; it is responsible for employment contracts of the members of the Board<br />

of Management and amendments to such contracts.<br />

In addition to the Executive Committee, the Supervisory Board had resolved to form<br />

an Audit Committee. The Audit Committee consists of six members of the Supervisory<br />

Board; a minimum of three members forms a quorum. Prof. Rolf-Dieter Leister has the<br />

chair. The Audit Committee, in particular, dealt with issues concerning the accounting<br />

and the risk management, the required independence of the auditors, the commissioning<br />

of the audit assignment to the auditors, the determination of focal points of the audit<br />

and audit fees. The Audit Committee had no objections to raise to the Company’s current<br />

practice.<br />

In financial year 2002/2003, the Supervisory Board developed methods to evaluate its<br />

own work and has implemented these methods for the first time beginning this current<br />

financial year (item 5.6 of the Code). The remuneration of the Supervisory Board members,<br />

which, in addition to fixed emoluments, is linked to dividends paid, is planned to<br />

be converted to a new system (item 5.4.5 of the Code); a recommendation will be presented<br />

to shareholders at the 2004 Annual Meeting.


The financial statements of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> for financial year 2002/2003<br />

and management’s report were audited and endorsed with an unqualified certificate by<br />

KPMG <strong>Deutsche</strong> Treuhand-Gesellschaft Aktiengesellschaft Wirtschaftsprüfungsgesellschaft,<br />

Frankfurt am Main, who were appointed as auditors at the previous Annual Meeting.<br />

The same applies to the consolidated financial statements for financial year 2002/2003.<br />

In his report, the auditor also discussed the Board of Management’s risk management<br />

and surveillance system and found it suitable for early identification of developments<br />

that may endanger the Company’s existence.<br />

Helmut Irle will be leaving the Board of Management of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

on the best of terms and by mutual agreement at the end of January 2004. The Supervisory<br />

Board extends its thanks to Mr. Irle for his valuable contributions. Joining the<br />

Board of Management are the Company's long-standing staff members and Senior Vice<br />

Presidents André Mangin and Dr. Rolf Scheffels, who the Supervisory Board appointed<br />

effective January 1, 2004. Commencing February 1, 2004, the Board of Management of<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> will thus consist of Wilken Freiherr von Hodenberg (Spokesman),<br />

Torsten Grede, Reinhard Löffler, André Mangin, and Dr. Rolf Scheffels.<br />

With the Board of Management and in the presence of the auditors, the Supervisory<br />

Board reviewed in detail the financial statements at October 31, 2003, management’s<br />

report on <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>, the consolidated financial statements and the Group<br />

management report, as well as the recommendation for the appropriation of profits.<br />

The auditors reported on the results of their audit in general and on specific focal points<br />

of their audit and provided in-depth information to inquiries by the members of the<br />

Supervisory Board. There were no objections raised. The Supervisory Board approved<br />

the financial statements of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> and the consolidated financial<br />

statements of the Group in its meeting on January 23, 2004, which are thus adopted.<br />

The Supervisory Board approved the recommendation for the appropriation of profits.<br />

The Supervisory Board wishes to thank to the Board of Management and the entire<br />

staff of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> in recognition of their performance and commitment<br />

in the past financial year.<br />

Frankfurt am Main, January 23, 2004<br />

The Supervisory Board<br />

Prof. Dr. Dieter Feddersen<br />

Chairman<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Report of the Supervisory Board<br />

87


88<br />

DECLARATION OF CONFORMITY PURSUANT<br />

TO ARTICLE 161 OF THE GERMAN STOCK<br />

CORPORATION ACT<br />

The Board of Management and the Supervisory Board declare that <strong>Deutsche</strong> <strong>Beteiligungs</strong><br />

<strong>AG</strong> will principally comply with the recommendations issued by the Government<br />

Commission on the German Corporate Governance Code as amended on May 21, 2003.<br />

For the period between the last Declaration of Conformity dated December 18, 2002<br />

and to<strong>day</strong>, we have also principally complied with the recommendations of the Corporate<br />

Governance Code issued November 7, 2002.<br />

The following constitutes the deviations:<br />

• For members of the Board of Management and the Supervisory Board, D&O insurance<br />

did not and currently does not provide for a deductible (item 3.8 of the Code).<br />

Standards concerning the amount and application of a deductible have still not been<br />

developed. We will come back to this issue as soon as trends in that direction are<br />

perceptible.<br />

• We will not follow the recommendation of publishing the emoluments of members<br />

of the Board of Management on an individualized basis (item 4.2.4 of the Code).<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> gives priority to individual Board members’ right to data<br />

privacy. The Code had previously classified this recommendation as a suggestion,<br />

which we had chosen not to follow for the reasons stated.<br />

• The Code recommends that the remuneration of Supervisory Board members ac<strong>counts</strong><br />

for service on Board committees (item 5.4.5 of the Code). We currently do not follow<br />

this recommendation and did not follow it in the past, since this would necessitate a<br />

change to the company’s Supervisory Board remuneration structure. However, we will<br />

present a resolution to that effect at the next Annual Meeting of Shareholders. That<br />

will create transparency in the remuneration paid to Supervisory Board members; however,<br />

similar to the policy for Management Board members, a separate listing of individualized<br />

remuneration will not be published in the Annual Report.<br />

• For the time being, we will continue to base our accounting on the principles of the<br />

German Commercial Code and not present financial statements in conformity with<br />

international accounting standards (item 7.1.1 of the Code), which we had also not<br />

done in the past. The special principles of the International Financial Reporting Standards<br />

(IFRS) that apply to us as a so-called investment company have not yet been<br />

adopted at the time this Declaration was issued in November 2003. We seek to avoid<br />

drawing up our financial statements on a provisional basis. In anticipation of the<br />

transition to the IFRS, we do, however, report portfolio valuations determined in conformity<br />

with valid IFRS fair-value principles, thereby presenting the relevant information<br />

to our shareholders as would be disclosed by IFRS-formatted accounting. This<br />

was also our policy in the past.<br />

• We endeavor to comply with the recommendation of presenting the annual financial<br />

statements within 90 <strong>day</strong>s of the close of a financial year (item 7.1.2 of the Code),<br />

beginning with the financial statements for financial year 2002/2003. The annual<br />

financial statements for 2001/2002 were not presented within this period of time; they<br />

were, however, publicly accessible on the 99th <strong>day</strong>. The interim report at April 30, 2003<br />

was the first to be accessible within the required period of 45 <strong>day</strong>s. We will target<br />

this availability for future interim reports as well.


<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Declaration of Conformity to German Governance Code<br />

• We will only conditionally comply with the recommendation of publishing a list of<br />

third-party companies in which <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> holds a material interest<br />

(item 7.1.4 of the Code). This recommendation concerns the core of our business.<br />

Frequently, confidentiality is a contractual stipulation with our business partners. Beyond<br />

that, issuing the required information may, in certain instances, be detrimental to our<br />

portfolio companies. Our compliance with this recommendation was subject to these<br />

reservations in the past.<br />

As in the past, we will, for the most part, comply with the Commission’s suggestions.<br />

The following constitutes an exception:<br />

• Electing all members of the Supervisory Board at one date has proved to be good<br />

practice. This serves the continuity of Supervisory Board members‘ work. We will<br />

therefore not follow the suggestion of scheduling elections at various dates (item<br />

5.4.4 of the Code).<br />

Frankfurt am Main, November 25, 2003<br />

89


90<br />

INVESTMENTS IN SUBSIDIARIES AND ASSOCIATES<br />

AT OCT. 31, 2003 IN ACCORDANCE WITH ART. 131,<br />

SECTION 4, GERMAN COMMERCIAL CODE<br />

Subsidiaries<br />

Name and domicile Equity share<br />

of company in %<br />

• DBG Auslandsbeteiligungen GmbH & Co. KG, Frankfurt am Main 100.00*<br />

– <strong>Deutsche</strong> <strong>Beteiligungs</strong>gesellschaft mbH, Königstein/Taunus 100.00*<br />

• DBG <strong>Beteiligungs</strong>gesellschaft mbH, Frankfurt am Main 100.00<br />

• DBV Drehbogen GmbH, Frankfurt am Main 100.00<br />

• Duodecima <strong>Beteiligungs</strong> GmbH, Frankfurt am Main 100.00<br />

• DBG Second Equity Team GmbH & Co. KGaA, Frankfurt am Main 100.00<br />

• DBG Third Equity Team GmbH & Co. KGaA, Frankfurt am Main 100.00<br />

• DBG Fourth Equity International GmbH, Frankfurt am Main 100.00<br />

• DBG Fifth Equity International GmbH, Frankfurt am Main 100.00*<br />

– DBG Advisors GmbH & Co. KG, Frankfurt am Main 33.33*<br />

• DBG Fourth Equity Team GmbH & Co. KGaA 1.00*<br />

• DBG Fifth Equity Team GmbH & Co. KGaA 100.00<br />

• DBG Epsilon GmbH, Frankfurt am Main 100.00<br />

• DBG Lambda GmbH, Frankfurt am Main 100.00<br />

• DBG Zeta GmbH, Frankfurt am Main 100.00<br />

• UI <strong>Beteiligungs</strong> GmbH, Frankfurt am Main 100.00<br />

• DBG Eastern Europe Management Ltd., St. Helier, Jersey 50.01<br />

• DBG UK Management Ltd., London, Great Britain 100.00<br />

• DBG Development Capital Eastern Europe Ltd., St. Helier, Jersey 100.00<br />

• DBG Management GmbH & Co. KG, Frankfurt am Main 100.00*<br />

• Undecima <strong>Beteiligungs</strong> GmbH 100.00*<br />

– DBG Fourth Equity Team GmbH & Co. KGaA 99.00*<br />

• DBG Kappa GmbH 100.00<br />

– DBG Theta GmbH 100.00<br />

• DBG Jota GmbH 98.80<br />

• Gizeh Verpackungen <strong>Beteiligungs</strong>-GmbH, Bergneustadt 99.67<br />

* fully consolidated<br />

Investments in companies in which voting shares of 20 % to 50 % are held<br />

Name and domicile Equity share<br />

of company in %<br />

• Bauer <strong>AG</strong>, Schrobenhausen 41.15<br />

• Bowa <strong>Beteiligungs</strong>gesellschaft mbH & Co. KG, Bielefeld 49.00<br />

• Bowa Geschäftsführungs GmbH, Bielefeld 49.00<br />

• HT Engineering GmbH 32.62<br />

• DS Technologie Holding GmbH, Mönchengladbach 39.62<br />

• EUVITA Holding GmbH & Co. KG, Ehrenkirchen 49.30<br />

• EUVITA Holding Verwaltungs GmbH, Ehrenkirchen 49.20<br />

• Grohmann Engineering GmbH, Prüm 25.10<br />

• Hörmann GmbH & Co. <strong>Beteiligungs</strong> KG, Kirchseeon 28.00<br />

• Lignum Technologie <strong>AG</strong>, Schopfloch 21.37<br />

• Q.P.O.N. <strong>Beteiligungs</strong> GmbH 50.00*<br />

• Quartus Gestion S.A., Paris, France 35.00<br />

• RQPO <strong>Beteiligungs</strong> GmbH, Frankfurt am Main 49.00<br />

• RQPO <strong>Beteiligungs</strong> GmbH & Co. Papier KG, Frankfurt am Main 44.10<br />

• Zapf GmbH, Bayreuth 44.64<br />

* proportionately consolidated<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Investments in subsidiaries and associates at Oct. 31, 2003<br />

in accordance with Art. 131, section 4, German Commercial Code


Statutory offices<br />

Comparable offices in<br />

Germany and internationally<br />

Statutory offices<br />

Comparable offices in<br />

Germany and internationally<br />

Statutory offices<br />

Comparable offices in<br />

Germany and internationally<br />

Comparable offices in<br />

Germany and internationally<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Members of the Supervisory Board and Board of Management<br />

MEMBERS OF THE SUPERVISORY BOARD<br />

AND BOARD OF MAN<strong>AG</strong>EMENT<br />

Supervisory Board<br />

Prof. Dr. Dieter Feddersen, Kronberg (Chairman)<br />

Attorney<br />

Drägerwerk <strong>AG</strong>, Lübeck (Chairman)<br />

SAI Automotive <strong>AG</strong>, Frankfurt am Main (Chairman)*<br />

Sauerborn Trust <strong>AG</strong>, Bad Homburg (Vice Chairman)<br />

Tarkett Sommer <strong>AG</strong>, Frankenthal (Chairman)<br />

Gesellschaft für Industriebeteiligungen Dr. Joachim Schmidt <strong>AG</strong> & Co. Holding KG,<br />

Berlin (Chairman)<br />

Karl Munte Bauunternehmung GmbH & Co. KG, Braunschweig (Chairman)<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong>gesellschaft Fonds III GmbH, Frankfurt am Main (Chairman)<br />

Prof. Dr. h.c. Rolf-Dieter Leister, Luzern (Vice Chairman)<br />

Economic Advisor<br />

Berlinwasser Holding <strong>AG</strong>, Berlin (Chairman)<br />

BÖWE Systec <strong>AG</strong>, Augsburg<br />

DaimlerChrysler Services (debis) <strong>AG</strong>, Berlin<br />

Loewe <strong>AG</strong>, Kronach<br />

Südwestdeutsche Medien Holding GmbH, Stuttgart<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong>gesellschaft Fonds III GmbH, Frankfurt am Main<br />

(Vice Chairman)<br />

Dr. Hans-Peter Binder, Berg<br />

Former Managing Director of <strong>Deutsche</strong> Bank <strong>AG</strong><br />

Dierig Holding <strong>AG</strong>, Augsburg (Chairman)<br />

Faber-Castell <strong>AG</strong>, Stein/Nuremberg (Vice Chairman)<br />

Knorr-Bremse <strong>AG</strong>, Munich (Chairman)<br />

Knorr-Bremse Systeme für Nutzfahrzeuge GmbH, Munich<br />

Osram GmbH, Munich (until January 27, 2003)<br />

Saint-Gobain Oberland <strong>AG</strong>, Bad Wurzach<br />

SCA Hygiene Products <strong>AG</strong>, Munich<br />

A.W. Faber-Castell Unternehmensverwaltung GmbH & Co., Stein/Nuremberg<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong>gesellschaft Fonds III GmbH, Frankfurt am Main<br />

Eberhard Buschmann, Munich<br />

Spokesman of the Board of Management of Wilhelm von Finck <strong>AG</strong><br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong>gesellschaft Fonds III GmbH, Frankfurt am Main<br />

*This office comes under the transitional provision of Art, 12 EGAktG (German Introductory Law to Stock Corporation Act).<br />

Statutory offices: offices held on other statutory supervisory boards.<br />

Comparable offices in Germany and internationally: offices held on comparable domestic and international supervisory bodies<br />

of commercial enterprises, at October 31, 2002, respectively.<br />

91


92<br />

Statutory offices<br />

Comparable offices in<br />

Germany and internationally<br />

Comparable offices in<br />

Germany and internationally<br />

Statutory offices<br />

Comparable offices in<br />

Germany and internationally<br />

Statutory offices<br />

Comparable offices in<br />

Germany and internationally<br />

Dr. Fritz Lehnen, Ratingen (as of March 27, 2003)<br />

Member of the Board of Management of mg technologies <strong>AG</strong> (until October 2, 2003)<br />

Dynamit Nobel <strong>AG</strong>, Troisdorf (until October 31, 2003)<br />

GEA <strong>AG</strong>, Bochum (Chairman, until November 3, 2003)<br />

Lurgi <strong>AG</strong>, Frankfurt am Main (Chairman, until November 7, 2003)<br />

Lurgi Lentjes <strong>AG</strong>, Düsseldorf (until October 31, 2003)<br />

Polyamid 2000 <strong>AG</strong>, Premnitz (until October 30, 2003)<br />

Vaillant GmbH, Remscheid (as of May 10, 2003)<br />

Zimmer <strong>AG</strong>, Frankfurt am Main (Chairman, until November 3, 2003)<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong>gesellschaft Fonds III GmbH, Frankfurt am Main<br />

(as of March 27, 2003)<br />

Walter Schmidt, Kaarst (as of March 27, 2003)<br />

Managing Director of Gerling Gesellschaft für Vermögens-Management mbH and of<br />

GERLING INVESTMENT Kapitalanlage GmbH<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong>gesellschaft Fonds III GmbH, Frankfurt am Main<br />

(as of March 27, 2003)<br />

Stefan L. Volk, Cologne (as of March 27, 2003)<br />

Former member of the Board of Management of Gerling Versicherungs-<strong>Beteiligungs</strong> <strong>AG</strong><br />

(until November 15, 2002)<br />

SINEUS <strong>AG</strong>, Hamburg (Chairman, until November 21, 2002)<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong>gesellschaft Fonds III GmbH, Frankfurt am Main<br />

(until March 27, 2003)<br />

Prof. Dr. Hans-Jürgen Warnecke, Weil der Stadt (until March 27, 2003)<br />

Former President of Fraunhofer-Gesellschaft (until September 30, 2002)<br />

Deutz <strong>AG</strong>, Cologne<br />

Dynamit Nobel <strong>AG</strong>, Troisdorf<br />

Howaldtswerke-<strong>Deutsche</strong> Werft <strong>AG</strong>, Kiel (until July 30, 2003)<br />

Jenoptik <strong>AG</strong>, Jena<br />

Microlog Logistics <strong>AG</strong>, Lorsch (until May 31, 2003)<br />

MAN Roland <strong>AG</strong>, Offenbach (until May 31, 2003)<br />

Mahle GmbH, Stuttgart<br />

Wanderer-Werke <strong>AG</strong>, Augsburg<br />

Rohde & Schwarz Meßgerätebau GmbH, Memmingen<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong>gesellschaft Fonds III GmbH, Frankfurt am Main<br />

(until March 27, 2003)


Statutory offices<br />

Comparable offices in<br />

Germany and internationally<br />

Comparable offices in<br />

Germany and internationally<br />

Statutory offices<br />

Comparable offices in<br />

Germany and internationally<br />

Statutory offices<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Members of the Supervisory Board and Board of Management<br />

Board of Management<br />

Wilken Freiherr von Hodenberg, Königstein/Taunus (Spokesman)<br />

Edscha <strong>AG</strong>, Remscheid (until February 14, 2003)<br />

Unternehmens Invest <strong>AG</strong>, Vienna (Chairman)<br />

UNIVEST <strong>AG</strong>, Vienna (Chairman)<br />

Giga-Stream GmbH, Saarbrücken<br />

JCK Holding GmbH Textil KG, Quakenbrück<br />

Quartus Gestion S.A., Paris<br />

DBG Osteuropa-Holding GmbH, Frankfurt am Main (Chairman)<br />

Torsten Grede, Frankfurt am Main<br />

Hochtemperatur Engineering GmbH, Mainz-Kastel (as of December 16, 2002, Chairman)<br />

Grohmann Engineering GmbH, Prüm<br />

Otto Sauer Achsenfabrik Keilberg, Bessenbach-Keilberg (Vice Chairman)<br />

Helmut Irle, Unterhaching<br />

Bauer <strong>AG</strong>, Schrobenhausen (Vice Chairman)<br />

AKsys <strong>Beteiligungs</strong> GmbH, Worms (as of April 30, 2003, Chairman)<br />

Faist Automotive GmbH & Co. KG, Krumbach (until November 14, 2002, Vice Chairman)<br />

Hörmann GmbH & Co. <strong>Beteiligungs</strong> KG, Kirchseeon (Vice Chairman)<br />

Zapf GmbH, Bayreuth (Chairman)<br />

Reinhard Löffler, Weil der Stadt<br />

Hucke <strong>AG</strong>, Lübbecke<br />

Lignum Technologie <strong>AG</strong>, Schopfloch<br />

MHM Modeholding <strong>AG</strong>, Düsseldorf (until April 29, 2003, Vice Chairman)<br />

schlott gruppe <strong>AG</strong>, Freudenstadt<br />

transtec <strong>AG</strong>, Tübingen (Vice Chairman)<br />

Victorvox <strong>AG</strong>, Krefeld (Vice Chairman)<br />

93


94<br />

Buy-and-build<br />

Carried interest<br />

Cash flow<br />

Closing<br />

Co-investment<br />

Corporate Governance<br />

D&O insurance<br />

Designated sponsor<br />

Due diligence<br />

EBIT<br />

Equity<br />

Exit<br />

Fair disclosure<br />

Fair value<br />

Free float<br />

Fund of funds<br />

General Standard<br />

IFRS<br />

Investor Relations<br />

Lead investor<br />

Lock-up period<br />

M&A market<br />

Market capitalization<br />

GLOSSARY<br />

Concept by which a new company is built, often in a fragmented market: an existing<br />

business serves as the platform and is complemented by add-on acquisitions to form a<br />

significantly larger entity.<br />

Profit-sharing for investment managers linked to the performance of investments. This is<br />

usually subject to a minimum return target and is only paid at a fixed ratio upon<br />

exceeding that performance target.<br />

Indicator used to measure a company’s financial and earnings position.<br />

End of subscription period for a (private equity) fund.<br />

Investment in a business by several investors, one of whom acts as the lead investor.<br />

Standards for the management and supervision of companies defining the spheres of<br />

accountability for Shareholders, Management Boards and Supervisory Boards of public<br />

companies. These standards aim at early identification of undesirable developments and<br />

the prevention of critical situations in a company.<br />

Directors and Officers’ Liability Insurance; an insurance for members of the Supervisory<br />

Board and Board of Management of legal entities covering legal liabilities for wrongful<br />

acts committed in their capacities as Management and Supervisory Board members.<br />

Designated sponsors ensure a minimum amount of liquidity of a certain stock in Xetra<br />

trading by offering binding quotes for the purchase and sale of that stock.<br />

An analysis of the earnings position and business situation as well as recent financial<br />

statements by which an investor wishes to obtain background information on a target<br />

company in order to arrive at an informed purchase decision.<br />

Abbreviation for earnings before interest and taxes. EBIT is an earnings indicator, determined<br />

from the net income before taxes, the net interest and extraordinary earnings.<br />

Eliminating these factors provides a more comparable statement on a company’s operative<br />

performance, independent of its individual equity structure.<br />

The residual interest in the assets of a company after deducting all its liabilities.<br />

The sale of an investment from an investor’s portfolio by either a trade sale, an initial<br />

public offering (IPO) or a secondary buyout.<br />

Simultaneously communicating corporate information to all market participants required<br />

to assess a certain stock.<br />

Valuation reserves per share plus the equity per share.<br />

The sum of all shares of a company not held in firm hands, or, in other words, the marketable<br />

portion of a company’s stock.<br />

Investment funds that invest in other funds.<br />

Segment governed by the statutory minimum requirements of the Official or Regulated<br />

Unofficial Market.<br />

Accounting standards that will be obligatory for quoted companies in the European<br />

Union. The IFRS (International Financial Reporting Standards) are the European offshoot<br />

of the IAS (International Accounting Standards).<br />

Activities directed toward promoting relationships between a company and its existing<br />

or potential investors.<br />

In a syndicate of investment companies generally the investor holding the largest share,<br />

who takes charge of organizing the financing and coordinating the transaction. In a<br />

fund investment, the investor holding the largest interest.<br />

Period of time during which existing shareholders commit not to sell shares from their<br />

holdings following an IPO. This is aimed at protecting new shareholders from<br />

downslides in stock prices caused by the sale of large blocks of shares after a new issue.<br />

Mergers & Acquisitions; market for negotiating businesses or shares of businesses to<br />

buyers and sellers.<br />

Current stock market value of a class of shares: number of issued shares multiplied by<br />

the current price.


MBO<br />

Multiples method<br />

Official Market<br />

Parallel fund<br />

Peer group<br />

Portfolio<br />

Prime Standard<br />

Private equity<br />

Public to private<br />

Regulated Unofficial Market<br />

Return on equity<br />

S-Dax performance index<br />

Secondary buyout<br />

Silent partnership<br />

Spin-off<br />

Stock option<br />

Track record<br />

Trade sale<br />

Turn-around<br />

Valuation reserves<br />

Venture capital<br />

Xetra<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> · Annual Report 2002/2003<br />

Glossary<br />

Management buyout; the takeover of a company by managers presently employed by<br />

that company.<br />

A procedure used to measure the enterprise value; determined by multiplying a relevant<br />

performance indicator (e.g. earnings) by a multiple derived from current market prices.<br />

This multiple is determined from the quotient of a peer group and its respective performance<br />

indicators.<br />

(Amtlicher Markt) Primary tier of the German Stock Exchange that sets high standards<br />

for admittance.<br />

Also: co-investment fund. A third-party fund that co-invests (usually by a fixed percentage)<br />

alongside another investor; at <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>: the funds managed by<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

A group of companies similar in terms of industrial sector, structure, products, and sales,<br />

used for comparison purposes.<br />

All the holdings of an investment company.<br />

Segment on the German Stock Exchange with high standards of transparency. Admission<br />

to the Prime Standard is a prerequisite for inclusion in one of the stock indices, such as<br />

the S-Dax.<br />

Capital provided to non-quoted companies for the mid to long-term.<br />

Delisting of a formerly quoted company; also referred to as taking private.<br />

(Geregelter Markt) Entry level of the German Stock Exchange with only few formal<br />

admission standards.<br />

Indicator used in assessing the business performance of a company; the profit delivered<br />

to the owners is expressed as a percentage of the equity available at the beginning of a<br />

financial year.<br />

Selection index of the German Stock Exchange for smaller companies from classical<br />

sectors of the economy. Comes after the stocks indexed in the M-Dax and consists of<br />

50 stocks admitted to the Prime Standard of the Official Market or Regulated Unofficial<br />

Market.<br />

The investment company and MBO managers sell to the next generation of managers.<br />

A silent partnership usually having a fixed term, fixed interest rate and defined performance-related<br />

components; not subject to public disclosure.<br />

The splitting off of a division or subsidiary from a large corporation.<br />

A security granting the purchase of a company’s stock at a fixed price (or a price determined<br />

on the basis of a certain scheme). At <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> – similar to many<br />

other quoted companies – a part of the staff’s emoluments.<br />

A record of performance by a company or an entrepreneur or manager.<br />

An exit variant: the sale of an investment to a company operating in the same branch<br />

of industry that wants to complement its portfolio, expand its market presence or<br />

achieve other strategic goals.<br />

The restructuring of a business to achieve profitability again. In some cases, the business<br />

will start off anew with a new management and/or a revised product range.<br />

The difference between the book value in conformity with the German Commercial<br />

Code (acquisition cost or lower) and the current market value.<br />

Risk capital; mostly private capital provided to start-ups or emerging businesses.<br />

Electronic market trading system.<br />

95


96<br />

January 29, 2004<br />

March 18, 2004<br />

June 14, 2004<br />

June 2004<br />

September 14, 2004<br />

December 2004<br />

January 2005<br />

Shareholder information<br />

Status<br />

Financial Calendar<br />

Annual Press Conference<br />

Analysts’ Conference Call<br />

Annual Meeting 2004<br />

Report on the First Quarter<br />

Analysts’ Conference Call<br />

Report on the Second Quarter/First Six Months<br />

Analysts’ Conference Call<br />

Analysts’ Conference<br />

Report on the Third Quarter<br />

Analysts’ Conference Call<br />

German Mid Cap Conference<br />

Annual Press Conference<br />

Imprint<br />

Annual Report 2002/2003<br />

Published by the Board of Management of <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

Editing and coordination: Thomas Franke<br />

Design and production: Golin/Harris B&L GmbH, Frankfurt am Main<br />

English translation: Barbara Ziegner, Frankfurt am Main<br />

Photography: Stefan Döberl, Darmstadt<br />

Typography and lithography: Studio Oberländer, Frankfurt am Main<br />

Printed by Frotscher Druck, Darmstadt<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

Investor Relations and Public Relations<br />

Kleine Wiesenau 1<br />

D-60323 Frankfurt am Main<br />

Telephone: + 49 (69) 9 57 87-307<br />

Fax: + 49 (69) 9 57 87-391<br />

E-Mail: IR@deutsche-beteiligung.de<br />

Internet: www.deutsche-beteiligung.de<br />

December 31, 2003<br />

The Annual Report is published in German and in English. The German version of this<br />

report is authoritative.<br />

Forward-looking statements<br />

This report contains forward-looking statements related to the prospects and progress of<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>. These statements are based on assumptions and information<br />

currently available. Although we believe these forward-looking statements to be realistic,<br />

there can be no guarantee. Our assumptions are subject to risks and uncertainties, and<br />

actual results may vary materially. These include fluctuations on capital markets, in currency<br />

exchange rates and interest rates, or principal changes in the business environment.<br />

An up-date on these forward-looking statements is not planned.<br />

© <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> 2003<br />

Printed on non-chlorine bleached paper.


FIVE-YEAR FINANCIAL SUMMARY<br />

in millions of € 2002/03 2001/02 2000/01 1999/00 1 1998/99 1<br />

Investment position<br />

Investments 30 29 31 101 57<br />

Portfolio volume 300 313 311 324 275<br />

Investments (number) 43 49 49 50 47<br />

Income position<br />

EBIT 7.7 –10.4 9.2 46.1 45.5<br />

Result of ordinary activity 4.4 –15.9 6.4 43.0 42.5<br />

Net income/loss after taxes 3.1 –15.8 9.2 32.1 37.5<br />

Earnings per share in € 0.22 –1.13 0.65 2.56 2 3.13<br />

Dividends in € none 3 none 0.50 1.80 1.79<br />

Financial position<br />

Cash flow 4 13 11 20 43 39<br />

Cash flow 4 per share in € 0.96 0.77 1.40 3.44 3.26<br />

Depreciation and amortization 5 17 27 12 17 2<br />

Working capital 6 –9 –6 –5 –3 18<br />

Assets<br />

Long-term assets 258 271 292 253 231<br />

Current assets 34 36 38 40 53<br />

thereof, liquid funds at Oct. 31 7 5 0 7 0 0<br />

Equity 158 155 179 198 129<br />

in % of total assets 54 51 54 68 45<br />

Provisions 19 17 25 24 32<br />

Liabilities 114 135 126 71 123<br />

in % of total assets 39 44 38 24 43<br />

Total assets 292 307 330 292 285<br />

Return ratios<br />

Return on equity 8 in % (before taxes) 2.8 n.a. 3.7 40.0 46.4<br />

Return on equity 9 in % (after taxes) 2.0 n.a. 5.3 29.8 41.0<br />

Return on total capital employed 10 in % 2.6 n.a. 2.8 16 16<br />

Employees<br />

Number of employees 50 51 50 50 49<br />

Personnel costs 7.6 7.6 8.8 10 9<br />

1 The information for the financial years of 1998/99 and 1999/2000 exclusively relates to <strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong>, not to the Group<br />

2 Weighted average number of shares outstanding<br />

3 Recommended by Board of Management and Supervisory Board<br />

4 Result of period plus write-downs/write-ups on long-term assets<br />

5 Write-downs on investments and depreciation on fixed assets, amortization of intangible assets<br />

6 Working capital (current assets less current liabilities and current provisions)<br />

7 Securities and cash in bank<br />

8 Return on equity: earnings before income taxes divided by equity less dividends at end of previous year<br />

9 Return on equity: earnings after income taxes divided by equity less dividends at end of previous year<br />

10 Return on total capital employed: equity earnings before income taxes plus interest divided by total assets


<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong><br />

Kleine Wiesenau 1<br />

D-60323 Frankfurt am Main<br />

Telephone: +49 (69) 9 57 87-01<br />

Telefax: +49 (69) 9 57 87-199<br />

www.deutsche-beteiligung.de<br />

ISIN DE 0005508105<br />

Registered office:<br />

Frankfurt am Main<br />

Incorporated in the Commercial Register<br />

at the District Court in Frankfurt am Main<br />

HRB No. B 52 491<br />

For more information please contact<br />

Thomas Franke<br />

Investor Relations<br />

1619-3423<br />

IR@deutsche-beteiligung.de<br />

Telephone: +49 (69) 9 57 87-307 ISSN<br />

<strong>Deutsche</strong> <strong>Beteiligungs</strong> <strong>AG</strong> Annual Report 2002/2003

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