Mutares SE & Co. KGaA (ETR:MUX)
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Apr 27, 2026, 5:35 PM CET
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Status Update

Aug 4, 2025

Speaker 1

Hello everyone, and welcome to this update call today regarding the BaFin announcement on Friday. After we saw the headlines in the press, we felt it right to invite you for the call today in order to provide additional thoughts on top of the press release and also some more insights about the process. For this, we have prepared three pages, which I will run you through, starting with the summary. The first bullet is pretty much focused on the process and the way it works. The BaFin has sent us a so-called hearing letter about the topics where they pretty much explain in extensive details already what they have seen in our financial statements and where they might see some issues that they want to have clarifications on and where they ask for additional explanations.

They already provided us with the opportunity for a first reply on the topics that they raised. In this first reply, we were able to give them additional explanations and clarifications, and this has led them to the situation that the BaFin has already dropped a majority part of the questions that they had in mind. We are now left with only two topics. The two topics that you see here in the second bullet are focusing on disclosures, disclosures regarding the receivables from affiliated companies, and we talk here about only one disclosure. The second topic is the scope of information regarding the forecasted information in the management report. Both are focused on the 2023 financial statements and not on 2024 that we just published recently. That means consequently that we also do not talk about the financials itself.

We do not talk about the balance sheet or the income statement or cash flow statement, not in the standalone financials and also not in the group financials. We only talk about information given in the notes and the management commentary. The last topic here for today is the process going forward, where I will then talk about on the last page. Coming to the two topics under discussion now. On the left, we talk about one disclosure regarding the receivables from affiliated companies. When you look into the financial statements, in the notes of the 2023 financials, you will find there a sentence saying what we have here right in the middle, saying that contractually, all receivables from the portfolio have a maturity within a year.

We added one sentence saying that it can be different due to the nature of our business, and we consider the business that we are operating in quite uncertain. Our forward-looking statements can really be different or can turn out to be different when we move on into the year. We plan processes for exits or add-ons or our transformation, and the result can be different. This is what we wanted to reflect with the second sentence in the statement saying that due to the uncertainty, it can be more than 12 months. This is now the topic under discussion if this is enough clear or is this not enough clear or should it have been more clear with quantitative information. We actually already in 2024 made it more clear in the financial statements.

If you would look into the notes, you will find there a higher clarity, even though we also consider our 2023 financials as complete since we made a statement in the financials about the maturity. The second topic that we talk about here is the forecast information in the management report. Here also, if you look into the past of our financial statements, you will find these indicators here already now for years. This has been a management decision already years ago that we will focus on the KPIs that you see here in the middle: group revenues, group EBITDA, group adjusted EBITDA, and holding net income. This has been derived by management based on the discussion with stakeholders and shareholders, but also the way we look at it as a management that have to consider the view of stakeholders in our assessment, what we actually want to focus on.

We have to acknowledge that we have actually really a bunch, more than 30 portfolio groups that are pretty much unrelated. Therefore, we focus on group revenues because size matters. It's driven by the M&A part. If we buy something, group revenues increase. If we sell something, group revenues decrease. EBITDA, and we have explained this already quite a lot all the time in our regular finance calls, is influenced by the acquisitions due to the bargain purchases. Somebody is willing to give us much more assets than what we give in exchange as a consideration. This is influencing the EBITDA. Both are influenced by the M&A. The next KPI here that we are focusing on and also in our board meetings is the adjusted EBITDA.

The adjusted EBITDA is the indicator that should give you indication regarding the progress of all of the portfolio companies, which is already by nature quite a mix because some are well advanced and some are really in the beginning, and some are big and cover pretty much the good ones. You even might not see here really the direction, but we overall thought that adjusted EBITDA is the right KPI to talk about when we want to give indication about the progress. The holding, we thought that in the end, the net result pretty much provides all information necessary that we are or that we want to transport in or as a management to our stakeholders since the net income is the basis for the dividend distribution, which is material to the shareholders.

We made two other points here on the presentation saying our business model is by nature uncertain. Our environment is uncertain, and therefore, we actually do not focus on more than these KPIs that you see here. This is what we want to transport, and this is now what we will have to explain then in more detail with also the BaFin. That brings me to the last page, to the next step in the process here and the timeline. We are now looking forward to a detailed questionnaire from BaFin that we expect within the next weeks here. We are already in standby here with the finance team to answer to these questions. Most likely, there will be a personal oral exchange with the BaFin auditors this week or soon, within the next two weeks, ideally, before we then enter into the phase where we reply to the questions.

We on our side expect that this process should be completed by the end of October. From now, within three months, that we consider reasonable. Obviously, we are here with the finance team focused a lot in order to make this process as fast as possible from our side and in order to reach clarity here as soon as possible. This is already it, what I wanted to explain here in addition to the press release on Friday. With this, I already come to the final page since we already see each other then next week, Tuesday on the 12th for the H1 earnings call where we sent the invitation tomorrow. With this, I wish you a good day and then speak to you soon. Bye.

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