DGAP-Media / 21.04.2016 / 13:07 San Francisco, CA, USA / Cologne, Germany, April 21, 2016 - Muddy Waters Capital LLC ("Muddy Waters"), a leading activist investment firm, has analyzed the German listed stock corporation Ströer SE Co. & KGaA (ISIN DE0007493991; together with its predecessor legal entities, "Ströer") and has today published the outcome and the conclusions of its analysis, which is based on publicly available information. The fund Muddy Waters manages is short in Ströer, which can result in conflicts of interests. Below is a list of the key findings which are elaborated on in the full report with the title "Ströer: Blue Sky or Being Taken for a Ride?" which can be found on www.muddywatersresearch.com. Summary of the report As we see it, Ströer SE Co. & KGaA ("Ströer") is not the company the market seems to think it is. We believe organic growth, EBITDA, operating cash flow, and free cash flow to be significantly lower than Ströer reports. These items go right to the heart of the investment case for Ströer. We have serious concerns about Ströer's governance, and these concerns are inextricably linked to our views on the company's profitability and cash flows. Ströer's governance reminds us of some of the companies we researched in China. In one instance, Ströer agreed to buy a company from insiders before the insiders themselves even purchased it. Because of the way the transaction was structured, it is impossible to say how much profit the insiders made; however, we believe approximately EUR22.5 million on a EUR2 million cash investment made just six months earlier is a reasonable estimate. Insider-affiliated companies are both users and suppliers of Ströer OOH advertising locations, which we think is inappropriate; and further causes us to be concerned about whether sufficient internal controls exist. We have identified an instance in which a once key digital acquisition went bad, and to our mind, the company and management seem to have avoided being held accountable. Perhaps it is then not surprising to read the remarks that a senior Ströer executive made publicly about the company's approach to buying digital businesses - in our opinion his comments show a highly cavalier attitude toward capital allocation. Insiders have sold hundreds of millions of euro worth of stock, and in all appearance even failed to properly report some of their share transactions - possibly in violation of the law. We believe that since Ströer embarked on its digital strategy in 2013, its board of supervisors has generally lacked sufficient independence, which has helped to create the conditions giving rise to the aforementioned issues, as well as other issues we discuss in this report. We believe that Ströer has substantially overstated its organic growth figures in 2014 and 2015. We do not know if what we believe to be the overstatements result from incompetence or are an attempt to mislead investors. In our view, the most accurate way of measuring digital organic growth in 2015 would have yielded a rate of only 2.5%. We adjust Ströer's 2015 free cash flow down by a) EUR24.8 million due to our inability to reconcile certain balance sheet and cash flow statement accounts, which causes us concern about Ströer's accounts, and b) EUR26.9 million of purchases of non-controlling interests. We adjust Ströer's 2015 operating cash flow downward because we suspect the company greatly stretched its payables (in terms of days sales) to 118 days, versus a three-year average of 95 days. We believe Ströer artificially inflates EBITDA through other operating income and certain capitalized items that we suspect are more conservatively expensed. Ströer's 2015 year end cash flow statements wrongly show that Ströer had no borrowings during the year, which is not the case. However, Ströer's annual cash flow statement only shows borrowing activity net of repayments, rather than gross. This appears to violate IFRS and gives what we believe is the incorrect appearance Ströer is able to fund itself through cash flow and cash on hand throughout the year. In our opinion, Ströer's auditor has committed a clear error in allowing for this presentation in the annual cash flow statement, as we believe it's misleading. Ströer's public video operation, Infoscreen, seems to be an outlier in the industry in terms of its profitability. Since its reclassification to the digital segment in 2015, Infoscreen has been integral to the Ströer digital growth story. We believe Infoscreen deserves greater scrutiny from investors. As a result of the foregoing factors, we find the investment case for Ströer hollow. # # # About Muddy Waters Capital LLC Muddy Waters Capital LLC, along with its affiliate Muddy Waters, LLC, is an alternative investment firm and pioneer in on-the-ground, freely published investment research. The firm's investment and research process peels back the layers, often built up by seemingly respected but sycophantic law firms, auditors, and venal managements, to assess a company's true worth. Muddy Waters prides itself on being able to see through the opacity and hype that some managements create in order to expose business and accounting fraud as well as fundamental problems at companies across the globe. Its research approach combines diverse talents, including accountants, trained investigators, valuation experts and entrepreneurs, many of whom have hands-on experience running businesses in the U.S. and emerging markets. For more information, please visit www.muddywatersresearch.com or follow on Twitter at @muddywatersre. Media Contact US/UK Dukas Linden Public Relations Zach Kouwe (o) +1 646-808-3665 (m) +1 551-655-4032 Twitter - @zkouwe Media Contact Germany Charles Barker Corporate Communications Thomas Katzensteiner / Tobias Eberle +49 69 79 40 90 25 +49 69 79 40 90 24 Thomas.Katzensteiner@charlesbarker.de Tobias.Eberle@charlesbarker.de End of Media Release --------------------------------------------------------------------------- Issuer: Muddy Waters Capital LLC Key word(s): Finance 21.04.2016 Dissemination of a Press Release, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Media archive at www.dgap-medientreff.de and www.dgap.de --------------------------------------------------------------------------- 456411 21.04.2016
Muddy Waters announces short position on Ströer SE Co. & KGaA and publishes report
| Source: EQS Group AG