VERAISON reduces its stake in Rieter Holding AG to below 3%
18. September 2019
VERAISON Capital AG, acting on behalf of the VERAISON SICAV – Engagement Fund, has reduced its stake in Rieter Holding AG to below 3%.
We are committed to a transparent communication with our investors and other parties.
VERAISON Capital AG, acting on behalf of the VERAISON SICAV – Engagement Fund, has reduced its stake in Rieter Holding AG to below 3%.
VERAISON Capital, Parmino Holding and Max Rössler have formed a strong shareholder group with 18.1% of the share capital of Implenia AG. The aim of the shareholder group is to support Implenia on the way back to success and to secure and enhance the value of the group.
Due to Comet Holding AG capital raise out of conditional capital according to SOGC notification dated August 21, 2019, VERAISON SICAV Engagement Fund stake falls below 10%. VERAISON currently holds 9.99% of the shares of Comet.
VERAISON Capital, Luxempart and Loys Investment have formed a strong shareholder group following Ascom’s media release of 5 August 2019. The group’s objective is to support Ascom in the necessary process of evaluating and implementing its strategic options. The shareholder group currently holds 15.9% of all Ascom shares.
VERAISON is pleased to welcome Stephan Sola as new Head Client Relationships. Stephan is a Swiss financial market expert with more than 30 years of experience in various sales positions. Most recently, he worked as Swiss Equity Sales Specialist at Kepler Cheuvreux in Zurich.
Samuel Meyer, who previously held this position, will introduce Stephan to the new function and then leave VERAISON at the end of June. He plans to set up his own start-up in the field of sustainability. VERAISON thanks Samuel for the great cooperation and is looking forward to staying in touch in the future.
VERAISON is committed as a long-term shareholder to increasing the value of its portfolio companies. VERAISON has been a major shareholder in Orell Füssli since the launch of its Engagement Fund. In a study in cooperation with the sustainability specialist Inrate, VERAISON has identified a major need for action in sustainability reporting at Orell Füssli.
Orell Füssli lags far behind its competitors and its own major investor, the Swiss National Bank, in sustainability reporting. Business developments are not communicated in a transparent manner from a sustainability perspective. VERAISON is convinced that a transparent, comprehensive communication is key for successful capital market companies and an important condition for many institutional investors to invest. VERAISON is encouraging the introduction of transparent sustainability reporting in the annual report and will be working constructively with Orell Füssli in this regard.
At the Annual General Meeting of COMET, Heinz Kundert was elected Chairman of the Board of Directors. The shareholders’ rights were strengthened.
At the Annual General Meeting of Comet on 25 April 2019, a majority of the company’s shareholders voted for Heinz Kundert as the new independent Chairman of the Board of Directors. The four candidates who stood for re-election, as well as Patrick Jany and Christoph Kutter, were also elected to the Board of Directors. VERAISON is convinced that Comet’s potential can be fully exploited with the new Board. VERAISON would like to thank all shareholders for their support.
Heinz Kundert stated: “Together with the Board of Directors, the management and the employees of COMET, I will work to support the long-term value creation for all stakeholders. The election result honours and commits me very much”.
The reduction of the threshold to propose agenda items from 10% to 3% of the share capital and the adjustment of the notice period from 45 to 35 days before the Annual General Meeting were also accepted. VERAISON will continue to support Comet constructively.
VERAISON is pleased that Institutional Shareholder Services Inc. (ISS), the world’s largest proxy advisor for institutional investors, is recommending that Heinz Kundert be elected Chairman of the Board of Directors of Comet Holding AG. Heinz Kundert met many shareholders personally in recent weeks and received a lot of positive feedback. VERAISON is convinced that Comet will benefit from the experience and leadership of Heinz Kundert following the Annual General Meeting on April 25th, 2019.
ISS concludes that a strong and experienced leadership at the board level is needed to respond to the current challenges Comet is facing. Heinz Kundert is seen as the more appropriate choice for the position of board chairman due to his operational and leadership experience, deep knowledge and understanding of the semiconductor industry as well as his capital markets and board experience.
Heinz Kundert states: “Comet is a very interesting and successful company with a lot of potential and a strong employee base. The primary goal must be to position Comet with its core competencies as a leading global company with high market shares, so that it can grow profitably and faster than the market and thus create long-term value for all stakeholders.”
ISS also recommends to lower the threshold to add agenda items for a shareholder meeting to 3% and to adjust the respective deadline to 35 days prior to the meeting.
VERAISON Capital AG, acting on behalf of VERAISON SICAV-Engagement Fund, has sold its stake in Mikron Holding AG, Biel. The shares were sold in a private placement to mainly institutional investors. VERAISON was invested in Mikron over the last 4 years and is pleased with the successful development of the company.
VERAISON is a major shareholder of Comet and holds over 10% of the share capital. As an engaged shareholder, VERAISON is committed to a strong, successful and credible Comet. After several setbacks, rebuilding confidence in the company by sharpening its strategy is crucial. To this end, VERAISON proposes Heinz Kundert, a proven leader with broad industrial and market expertise, as independent Chairman of the Board of Directors. VERAISON is also committed to ensure that potential conflicts of interest between Comet and Tetra Pak/Tringle as an industrial partner and investor in Comet are disclosed for full transparency. VERAISON also proposes a modernization of shareholder rights. However, the Board of Directors surprisingly rejected some of these modernizations.
Comet suffered several setbacks in 2018. Investors were disappointed several times and expectations had to be adjusted downwards repeatedly. Confidence was destroyed and the market value of the company almost cut in half. Two out of four divisions (X-Ray Systems and ebeam) show an urgent need for action that goes beyond simple operational adjustments. Numerous departures from management lead to additional uncertainty.
In the current situation and in an increasingly uncertain market environment, Comet needs a proven leader with a comprehensive understanding of the markets and customers as chairman of the Board of Directors. VERAISON therefore proposed Heinz Kundert for election as Chairman of the Board of Directors at the Annual General Meeting on 25 April 2019. Heinz Kundert has extensive knowledge of Comet’s markets and customers. As CEO and current member of the board of directors of the technology company VAT Heinz Kundert has impressively demonstrated how companies can be successfully developed and positioned in the market.
“Thanks to its unique expertise, highly qualified employees and strong customer base, Comet has enormous potential. I want to do my part to develop Comet further and make it a global champion with a strong home base in Flamatt” says Heinz Kundert.
VERAISON would also like to ensure that potential conflicts of interest between Comet and Tetra Pak/Tringle as industry partner and investor are made fully transparent. Tetra Pak and its owners hold a stake of over 10% in Comet through the Haldor Foundation and the investment vehicle Tringle and support Comet’s proposed candidate for the Chairman of the Board. For 14 years Tetra Pak has been regarded as a promising candidate for the commercialisation of ebeam, which is generating sustained losses. Since 2015, these have reached approx. CHF 70 million. This relationship with the shareholder Tringle has never been disclosed.
In addition, VERAISON proposes to improve corporate governance and shareholder democracy by amending the Articles of Association. The hurdles for convening extraordinary shareholder meetings and propose agenda items should be reduced. The company’s partial rejection of these motions by VERAISON is surprising, but demonstrates the Board’s critical attitude towards its own shareholders.
VERAISON has made this information and relevant arguments available on the website www.strengthen-comet.ch accessible to all stakeholders in the interests of full transparency.
VERAISON has increased its stake in COMET Holding AG to 10.04%. As one of the largest and most actively engaged shareholders of COMET, VERAISON is eager to take on its entrepreneurial responsibility. For this purpose, VERAISON has submitted an agenda item proposal for the Annual General Meeting on 25 April 2019 to elect Heinz Kundert as an independent member of the Board of Directors and as Chairman of the Board.
COMET suffered several setbacks in 2018 and it is now important to strengthen the company in the interests of all stakeholders. VERAISON is convinced that in the current uncertain market environment and due to the many management changes, COMET should be led by a Chairman who is experienced in leadership and capital markets, such as Heinz Kundert.
Heinz Kundert is a proven expert with outstanding industry, market and customer expertise as well as many years of management experience. Heinz Kundert not only brings with him the necessary experience and expertise, but is also prepared to make COMET a key focus of his activities. Thus he guarantees up to 40% of his time capacity for this mandate.
In addition, VERAISON proposes to strengthen the shareholder rights. VERAISON requested to reduce the threshold for convening a Shareholder Meeting from today’s 10 percent to 5 percent and for the right to add items to the agenda to 3 percent of the share capital. Finally, the deadline for submitting agenda items should be moved from 45 to 35 days prior to the Shareholder Meeting.
VERAISON acknowledges the proposal of the Board of Directors of COMET Group to appoint Prof. Dr. Christoph Kutter as new Chairman of the Board.
VERAISON is disappointed that the Board of Directors will not propose to the shareholders the independent candidate Heinz Kundert as new Chairman of the Board. Such a candidate would provide valuable semiconductor industry knowledge, board and executive exposure and a customer focussed ethos to help put COMET’s share performance back on track.
Heinz Kundert has excellent industry experience. Since 1999 he has been working in the technology industry, mainly in the semiconductor, vacuum and coating industries. As a former CEO of listed Unaxis Holding AG (now OC Oerlikon) and the VAT Group, he has valuable leadership experience at the highest levels. As Executive as well as former Vice President and European President of SEMI International (a global federation of the semiconductor industry) he also has a broad and valuable network to relevant customers and markets. The current issues within COMET require such skills and practical experience of the new chairman.
Currently, Heinz Kundert is Vice President of the Board of the VAT Group.
VERAISON has increased its share of COMET to 8.7%. As a committed and constructive major shareholder, VERAISON supports a nomination of Heinz Kundert.
On behalf of the VERAISON SICAV – Engagement Fund, VERAISON Capital Ltd, Zurich, has increased its shareholding in Comet Holding AG, Flamatt to 7.29% of the voting rights and share capital.
Link to SIX Exchange Regulation disclosure
VERAISON Capital AG, acting on behalf of the VERAISON SICAV – Engagement Fund, has reduced its stake in Mikron Holding AG, Biel, to below 10%.
VERAISON supports the proposal of the Board of Directors of Zehnder Group regarding the election of Daniel Frutig as member of the board. Likewise, VERAISON welcomes the appointment of Matthias Hünerwadel as CEO.
