- Accenture agrees to purchase 62% majority of shares in SinnerSchrader AG from the co-founder/CEO, CFO and other shareholders
- Public tender offer to remaining shareholders at EUR 9.00 per share, representing an attractive premium of 58% over the 12-month volume-weighted average share price and 31% over the 3-month volume-weighted average share price
- Co-founder Matthias Schrader to remain CEO of SinnerSchrader
- Acquisition will strengthen Accenture Interactive’s customer experience capabilities in Germany
Accenture has agreed to purchase a 62% majority of SinnerSchrader shares from co-founder and CEO Matthias Schrader, CFO Thomas Dyckhoff, and other shareholders at EUR 9.00 per share. Accenture also announced its intention to launch a public tender offer to all remaining shareholders at the same price. This represents an attractive premium of 58% over the 12-month volume-weighted average share price and 31% over the 3-month volume-weighted average share price before announcement.
Additionally, Accenture and SinnerSchrader have signed an agreement outlining the relationship between SinnerSchrader and Accenture Interactive that aims to jointly develop digital transformation solutions through the combination of consulting, design and technology. Under the terms of the agreement, Matthias Schrader will retain his role as CEO of the company and, after a transition period, lead the joint digital agency business of Accenture Interactive in Germany, Austria and Switzerland. The SinnerSchrader leadership team is expected to expand the existing Accenture Interactive leadership team with additional expertise. The supervisory board of SinnerSchrader has approved this agreement.
With this acquisition, Accenture will take another major step in expanding its digital agency, Accenture Interactive, in Germany. The acquisition will strengthen Accenture Interactive’s capabilities in customer experience design as well as development of digital strategies and mobile offerings, and deepen its eCommerce and content marketing offerings.
SinnerSchrader will be Accenture Interactive’s tenth acquisition globally since 2013. Most recently, Accenture bought London-based creative agency Karmarama. Other acquisitions include global design and innovation consultancy Fjord which also has studios in Berlin and Zurich.
“With SinnerSchrader, we continue to build out Accenture Interactive’s position as a leading digital customer experience agency”, said Brian Whipple, head of Accenture Interactive. “We combine design, innovation and the culture of an agency with the integration, scale, and technology of Accenture – and a laser-focus on helping clients create great customer experiences.”
“The planned acquisition will benefit our clients and employees as well as our shareholders,” said Matthias Schrader, co-founder and CEO of SinnerSchrader. “Linking our interdisciplinary culture spanning consulting, design and technology with the global organization, technology skills, and industry expertise of Accenture and Accenture Interactive will enable us to service our clients more broadly and on a global scale. Our talents will have access to new and exciting projects and career opportunities.”
“Technology and consumer expectations are changing fast, challenging companies every day to create meaningful experiences for their customers”, said Rainer Balensiefer, head of Accenture Interactive Germany, Austria and Switzerland. “This is an area where Matthias Schrader and his team have significant expertise and experience, which we will leverage to jointly drive our clients’ digital businesses.”
“SinnerSchrader’ highly sought-after skills will go a long way in securing our position as one of the leading providers for digital transformation in Germany,” said Frank Riemensperger, country managing director of Accenture Germany. “We are pleased to welcome the SinnerSchrader team and its distinctive digital agency culture.”
The transaction is subject to customary closing conditions and is expected to close in the first half of CY 2017.
Deutsche Bank acts as financial advisor to Accenture for the transaction. SinnerSchrader has retained M.M.Warburg & CO as financial advisor.
Accenture is a leading global professional services company, providing a broad range of services and solutions in strategy, consulting, digital, technology and operations. Combining unmatched experience and specialized skills across more than 40 industries and all business functions – underpinned by the world’s largest delivery network – Accenture works at the intersection of business and technology to help clients improve their performance and create sustainable value for their stakeholders. With more than 394,000 people serving clients in more than 120 countries, Accenture drives innovation to improve the way the world works and lives. Visit us at www.accenture.com.
Accenture Interactive, part of Accenture Digital, helps the world’s leading brands drive superior marketing performance across the full multichannel customer experience. Accenture Interactive offers integrated, industrialized and industry-driven digital transformation and marketing solutions. It was named the world’s largest and fastest-growing digital agency in the latest Ad Age Agency Report. To learn more follow us @accenturesocial and visit www.accenture.com/interactive.
SinnerSchrader is one of Europe’s leading digital agencies with a focus on the design and development of digital products and services. Its team of more than 500 build marketing solutions for brands including Allianz, Audi, comdirect bank, ERGO, Telefonica, TUI, Unitymedia and VW. Founded in 1996 and a public company since 1999, SinnerSchrader has offices in Hamburg, Berlin, Frankfurt, Munich, Prague and Hanover.
The execution of the offer is subject to approval of the offer document by the Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht) and, following such approval, will be made available at http://accenture.de/company-acquisition. This press release does not constitute an announcement pursuant to the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und Übernahmegesetz) nor any other laws or regulations applicable to the intended takeover offer. This press release does not constitute an invitation to make an offer to sell shares in SinnerSchrader AG or an offer to purchase shares in SinnerSchrader AG. The offer document will be published following approval by the German Federal Financial Supervisory Authority (BaFin). Accenture will not carry out a takeover offer under any jurisdiction other than Germany, particularly not in the United States of America, Canada, Australia or Japan. The shares referenced herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or with any securities regulatory authority of any state or any other jurisdiction of the USA. Securities may only be offered or sold within the USA pursuant to, or in a transaction not subject to or exempt from, the registration requirement of the Securities Act. There will be no public offering in the USA. The offer referenced herein is not being made, directly or indirectly, in or into the United States, or by use of the mails, or by any means or instrumentality (including, without limitation, e-mail, facsimile transmission, telephone and the internet) of interstate or foreign commerce in the United States, or of any facility of a U.S. national securities exchange, and the offer cannot be accepted by any such use, means, instrumentality or facility or from within the United States.
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Except for the historical information and discussions contained herein, statements in this news release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will,” “should,” “likely,” “anticipates,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates,” “positioned,” “outlook” and similar expressions are used to identify these forward-looking statements. These statements involve a number of risks, uncertainties and other factors that could cause actual results to differ materially from those expressed or implied. 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Statements in this news release speak only as of the date they were made, and Accenture undertakes no duty to update any forward-looking statements made in this news release or to conform such statements to actual results or changes in Accenture’s expectations.
Jens R. Derksen
+ 49 175 57 61393
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