luigi bertolotti Posted October 20, 2011 Share #121 Posted October 20, 2011 Advertisement (gone after registration) Anyway, Leica is still a publicly traded stock... I don't know German rules, but is probable that if there are specific agreements between ACM and BS they must be disclosed to market regulators... even if it must be pointed that the statement declares that the real stock ownership is NOT of Blackstone itself, but of "funds advised by Blackstone" (which, probably, keeps the voting rights and the board's representative nomination) : this detail makes me think ance more that one of the goals is, in due time and with attention, to float more shares on the stock market. Link to post Share on other sites More sharing options...
Advertisement Posted October 20, 2011 Posted October 20, 2011 Hi luigi bertolotti, Take a look here Blackstone . I'm sure you'll find what you were looking for!
mjh Posted October 20, 2011 Share #122 Posted October 20, 2011 Let's hope Blackstone does NOT push for breaking up the company, like keeping the lens side, but selling off the body/camera business or something like that. Who would even consider such a move? As far as I know, the only people ever suggesting Leica should let go of the camera business and concentrate on lenses were members of this forum. Link to post Share on other sites More sharing options...
luigi bertolotti Posted October 20, 2011 Share #123 Posted October 20, 2011 I wonder...(but is a freewheel speculation) if they could invent to capitalize on the brand in itself with some focused agreement which doesn't imply significant industrial costs.... I mean... maybe many people would like to buy a Leica-branded printer (more than a similar Epson or HP, and paying a premium) with just some little "special" firmware or driver or ink cartridge, and no more... or a Leica branded Photo editing Software... (but I have the impression that the Leica Projector, surely outsourced and branded, hasn't been a great success... differently from the compact Panasonics with Leica branded lenses....)... I made those thoughts thinking of some "Ferrari" notebooks and cellphones which do have a certain market.... Link to post Share on other sites More sharing options...
janki Posted October 20, 2011 Share #124 Posted October 20, 2011 It might be of interest to know a bit about the tax conditions of transactions and dividends on stocks that apply in Germany? I doubt whether Dr. Kaufmann can put the current selling price in this case, - and the dividend earlier this year, - in his own pocket without having to pay an awful lot of tax? I suppose from the authorities, it is assumed that such funds are intended plowed back into a form of business? Or is it just me who is brainwashed by the Scandinavian social democratic welfare model? Link to post Share on other sites More sharing options...
UliWer Posted October 20, 2011 Share #125 Posted October 20, 2011 Tax will play a role in the whole thing, though I do not know how important the factor is. As ACM and its "mother" Socrates Privatstiftung are Austrian companies Austrian tax law will apply for them. The "privatstiftung" (foundation) is a construction to spare taxes, though only if there is a reinvestment in the foundation's aims. Reinvesting the capital will in any way be the safest way to spare taxes. Capitalizing the brand name "Leica" will be no big business, just because the Leica Camera AG doesn't own it's proper brand name. It's owned by "Leica Microsystems", a fully independent society, which I think is a great injustice, as the brand name "Leica" had originally nothing to do with microscopes. At the meeting during the last Photokina, the Leica representatives were asked, if they would sell a Leica scanner. They said no and made clear that even if they wished to supply the whole chain of photographic equipment one day, their aim was to meet the demand for their core products - which obviously isn't fulfilled until now. Link to post Share on other sites More sharing options...
Guest Posted October 20, 2011 Share #126 Posted October 20, 2011 And who owns "Leica Microsystems"? Something else many thought of before tonight (that little old me heard of the deal), some certainly before starting the (now successful) negotiations: If Blackstone aquired the chip producing entity of Kodak, who would be in control in Solms&Wetzlar? Link to post Share on other sites More sharing options...
UliWer Posted October 20, 2011 Share #127 Posted October 20, 2011 Advertisement (gone after registration) Microsystems is owned by the Danaher Corporation:Danaher Corporation - Wikipedia, the free encyclopedia Blackstone and Kodak? Who knows? Blackstone just spent some money and is seeing losses at the moment. The one who earned some money recently is Dr. Kaufmann's ACM. Link to post Share on other sites More sharing options...
mjh Posted October 20, 2011 Share #128 Posted October 20, 2011 And who owns "Leica Microsystems"? Danaher Corporation. If anyone wanted to put a Leica label on anything that isn’t obviously camera or lens-related they would have to buy Leica Microsystems GmbH, not Leica Camera AG. Link to post Share on other sites More sharing options...
Ecaton Posted October 20, 2011 Share #129 Posted October 20, 2011 1. I am quite sure Leica Camera AG already had detailed regulations concerning corporate governance and management structure. I doubt very much that there was any need to modify these documents for the sale of a minority block of stock. There is no indication in the media that this was a sale that Dr. Kaufmann needed to make, and his retention of a controlling block of shares seem to indicate that he intends to run the company in the same way he has these last several years. But what do I know? 2. Of course if Blackstone were to accuse Dr. Kaufmann of fraudulent activity or not acting in the best interests of Leica Camera AG then I'm sure that Blackstone could litigate the matter, so yes I agree with you that Dr. Kaufmann does not have absolute control over Leica Camera AG. I think this scenario highly unlikely. Ok, you know it all. But just another little hint, though you seem to be stubbornly resistant to accept that legal systems are different in other parts of the world : Under German law, certain shareholder resolutions require a 75% majority. And target company is a German one. Enough said. Link to post Share on other sites More sharing options...
StephenPatterson Posted October 20, 2011 Share #130 Posted October 20, 2011 Ok, you know it all. But just another little hint, though you seem to be stubbornly resistant to accept that legal systems are different in other parts of the world : Under German law, certain shareholder resolutions require a 75% majority. And target company is a German one. Enough said. No reason to be rude. There are people posting here that believe, or perhaps fear is a better term, that Blackstone will be able to take over Leica Camera AG and force Dr. Kaufmann to sell off assets, move away from high end cameras, etc. What I am saying is that under this arrangement there is no chance of that occurring without Dr. Kaufmann's consent. Link to post Share on other sites More sharing options...
Ecaton Posted October 20, 2011 Share #131 Posted October 20, 2011 It might be of interest to know a bit about the tax conditions of transactions and dividends on stocks that apply in Germany? I doubt whether Dr. Kaufmann can put the current selling price in this case, - and the dividend earlier this year, - in his own pocket without having to pay an awful lot of tax? I suppose from the authorities, it is assumed that such funds are intended plowed back into a form of business? Or is it just me who is brainwashed by the Scandinavian social democratic welfare model? Selling ACM is an Austrian Holding company and its gains from the sale of a qualifying participation in a nonresident company are tax exempt under the international participation exemption. So no tax at the level of ACM, (unless special circumstances required deviation from the basic rule). Off course ACM could distribute funds to its parent, an Austrian foundation, and the latter make distributions to its beneficiaries. But that's all speculation. Link to post Share on other sites More sharing options...
stevelap Posted October 20, 2011 Share #132 Posted October 20, 2011 Or to look at it another way, Blackstone restructured Southern Cross and its other care home businesses so effectively that other well informedinvestors paid top dollar for them at the flotation in 2006 and when Blackstone sold its last SC shares in 2007. SC didn't hit the buffers until four years after Blackstone "cashed in", during which time the homes' customer profile and operating environment both changed a lot. A very sad story, but not one where Blackstone should carry all or even most of the blame. That's why I said "......or otherwise". The fact remains that PE's need to cash in and when they do the risk is that they might sell to the highest bidder regardless......... Link to post Share on other sites More sharing options...
Peter H Posted October 20, 2011 Share #133 Posted October 20, 2011 I do believe most of these fears are unfounded. Blackstone may not be the most passive partners in the world, but the notion that they will simply try to destroy what has made Leica successful over the last few years rather try to profit from trying to do more and better of the same type of thing looks rather naive, to my eyes. Also, the 75% rule, or similar, exists in many jurisdictions. Whilst it protects minority shareholders in certain instances, it certainly doesn't transfer power to them. Link to post Share on other sites More sharing options...
adan Posted October 21, 2011 Share #134 Posted October 21, 2011 Just a reminder - several years ago, Leica (voting Dr. K's 96%), tried to force a repurchase of the outstanding 4% of shares (to take the company totally private). German courts blocked that move. So it is unlikely that Blackstone could use their 44% to force ACM's remaining 53% out. Dr. K is a "wise bunny" and an experienced businessman. I doubt he signed anything with Blackstone without due diligence. Link to post Share on other sites More sharing options...
aesop Posted October 21, 2011 Share #135 Posted October 21, 2011 I do believe most of these fears are unfounded. Blackstone may not be the most passive partners in the world, but the notion that they will simply try to destroy what has made Leica successful over the last few years rather try to profit from trying to do more and better of the same type of thing looks rather naive, to my eyes. Also, the 75% rule, or similar, exists in many jurisdictions. Whilst it protects minority shareholders in certain instances, it certainly doesn't transfer power to them. ...the problem, Peter, is that Blackstone's *sole* raison d'être is profit, and they are not known for being long-term. The signs are there - hence the concern. Link to post Share on other sites More sharing options...
luigi bertolotti Posted October 21, 2011 Share #136 Posted October 21, 2011 Capitalizing the brand name "Leica" will be no big business, just because the Leica Camera AG doesn't own it's proper brand name. It's owned by "Leica Microsystems"... . Right... I forgot this not secondary detail... owning Leica camera co. doesn't mean to own the brand name (nor, I think, other registered trademarks like the red dot or the classic "£eica" writing). Link to post Share on other sites More sharing options...
UliWer Posted October 21, 2011 Share #137 Posted October 21, 2011 If everything was true some people write in internet fora the earth would have stopped turning around the sun long ago. Link to post Share on other sites More sharing options...
Ecaton Posted October 21, 2011 Share #138 Posted October 21, 2011 Microsystems is owned by the Danaher Corporation:Danaher Corporation - Wikipedia, the free encyclopedia Blackstone and Kodak? Who knows? Blackstone just spent some money and is seeing losses at the moment. The one who earned some money recently is Dr. Kaufmann's ACM. Now he onws a pile of cash, not particularly a very desired asset class at the moment with currencies being on the volatile and weak side, and no bank's balance sheet trustworthy enough to deposit large sums of money with. So what his he going to invest is money in? Leica lenses or Blackstone funds? Link to post Share on other sites More sharing options...
sandymc Posted October 21, 2011 Share #139 Posted October 21, 2011 In my experience of these deals, it's very likely that Blackstone, Dr. Kaufmann and Leica's senior management have a very clear agreement, be it contractual or not, as to what the plan is that leads to Blackstone making money. So you can pretty much assume that whatever that plan is, Dr. Kaufmann approves. Typically where problems occur in such deals is when the plan doesn't happen. E.g., new product launches fail, margin aren't what they should be, alliances with other companies fall through, etc, etc. It's then that (a) the PE partner gets unhappy, and ( whatever leverage is built into the deal becomes a problem for the company's cash flow. At that point, things start to unravel real quick. But it's a myth that PE companies are always a negative - the issue is more that very often these deals are structured in such a way that if setbacks occur, things get really bad really quickly. Sandy Link to post Share on other sites More sharing options...
Alberti Posted October 21, 2011 Share #140 Posted October 21, 2011 And who owns "Leica Microsystems"? Something else many thought of before tonight (that little old me heard of the deal), some certainly before starting the (now successful) negotiations: If Blackstone aquired the chip producing entity of Kodak, who would be in control in Solms&Wetzlar? If ACM aquires the chip producing entity of Kodak in ca$h, Solms&Wetzlar would be in control! Link to post Share on other sites More sharing options...
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