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Clairfield International Germany Annual review 2016

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Page 1: Clairfield International Germany Annual review 2016 · Feasibility analysis Divestitures, spin-offs and carve outs Valuations and fairness opinions Capital solutions Financial sponsor

Clairfield International Germany

Annual review 2016

Page 2: Clairfield International Germany Annual review 2016 · Feasibility analysis Divestitures, spin-offs and carve outs Valuations and fairness opinions Capital solutions Financial sponsor

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Clairfield International – 2016 at a glance

114 closed deals

Average trailing EBITDA

multiple: 10.4

Ranked 15th in the European

league table

EUR 2.8bn in deal value

Ranked 10th for

tech deals worldwide

Page 3: Clairfield International Germany Annual review 2016 · Feasibility analysis Divestitures, spin-offs and carve outs Valuations and fairness opinions Capital solutions Financial sponsor

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Clairfield International maintains position in the Top 15 of the Thomson Reuters league table

European small cap ranking 2016 European mid cap ranking 2016

Rank Advisor Number of deals

1 KPMG 274

2 PricewaterhouseCoopers 232

3 BDO 200

4 Rothschild & Co 179

5 Ernst & Young LLP 160

6 Deloitte 149

7 IMAP 106

8 Oaklins (FKA M&A Intl Inc) 105

9 RSM Corporate Fin LLP 88

10 Lazard 86

11 Clairfield International 85

12 Baker Tilly International 84

13 KBS Corporate Sales Ltd 77

14 Grant Thornton 75

15 Clearwater International 70

16 BNP Paribas SA 66

17 Lincoln International 62

18 Globalscope 56

19 DC Advisory 53

20 Global M&A 49

Rank Advisor Number of deals

1 KPMG 321

2 Rothschild & Co 264

3 PricewaterhouseCoopers 264

4 BDO 206

5 Ernst & Young LLP 187

6 Deloitte 164

7 Lazard 123

8 IMAP 109

9 Oaklins (FKA M&A Intl Inc) 106

10 BNP Paribas SA 98

11 RSM Corporate Fin LLP 89

12 Clairfield International 87

13 JP Morgan 86

14 Baker Tilly International 85

15 Grant Thornton 80

16 KBS Corporate Sales Ltd 77

17 Clearwater International 74

18 Lincoln International 68

19 DC Advisory 62

20 UBS 61

Page 4: Clairfield International Germany Annual review 2016 · Feasibility analysis Divestitures, spin-offs and carve outs Valuations and fairness opinions Capital solutions Financial sponsor

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Clairfield International – wide range of industry experience and services for small and medium sized enterprises

Industry split of Clairfield International transactions in 2016 Type of transactions of Clairfield International in 2016

In 2016, the industrial sector was highly demanded. Clairfield advised in 30deals equaling 26% of all transactions

– The averaged EBITDA multiple for the industrial sector was 10.8

The business and financial services sector accounted for 23% of all ClairfieldInternational deals and followed in third by the TMT sector with 20%

– The averaged EBITDA multiple for the TMT sector was 15.7

The Healthcare, consumer goods and energy sector complete ClairfieldInternational’s industry experience

Because of our worldwide presence with 35 offices, working in closecooperation, we managed to close more than 21% of all deals in cross-border transactions

Clairfield International offers a wide service portfolio including sell-sideadvisory, acquisition consulting, financing and merger advisory

More than half (59%) of all transactions were sell-side mandates, but thehigh degree of acquisitions (25%) is remarkable. Clairfield International hasa lot of practical skills in the design, initiation and execution of acquisitionopportunities in both domestic and international markets. ClairfieldInternational is specialized in understanding the customer’s business modeland their target market

Capital raising and financing plays a crucial role for start ups and evenestablished companies. In 2016, 9 transactions of this type weresuccessfully closed

Industrials; 26%

Business & financial

services; 23%

Technology, media &

telecom; 20%

Healthcare; 17%

Consumer goods; 13%

Natural resources, cleantech & energy; 1%

Sale; 59%Acquisition; 25%

Capital raising, private placement

& financing; 8%

Other; 6%

Merger; 2%

Page 5: Clairfield International Germany Annual review 2016 · Feasibility analysis Divestitures, spin-offs and carve outs Valuations and fairness opinions Capital solutions Financial sponsor

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Germany becomes increasingly popular with international investors

Germany as an attractive investment location Chinese investments have grown enormously since 2011

In 2016, more than half of all acquirers of German companies were fromabroad

Especially US investors were very active in the German market. Nearly everyfifth cross-border transaction was closed by a company from the US

– One reason might be the strong US-Dollar versus the Euro, makinginvestments more attractive from a financial point of view

France (12%), the UK (9%) and Switzerland (8%) are following next,emphasising the important role of Western Europe as an investor

It is remarkable, that since 2011 China increased its M&A activity drastically

– In the last five years, Chinese companies invested EUR 14.8bn in theacquisition of German companies

– By now, Chinese investors are ranked fifth of all investors abroad

Schneider Druckluft, a premium specialist forcompressed air systems, was sold to AtlasCopco, a world-leading provider of sustainableproductivity solutions

Besides Atlas Copco, an offer was made by aChinese investor too, but Schneider Druckluftcame to the decision, that Atlas Copco wouldbe the best investor due to higher transactionsecurity

In this transaction, Clairfield Internationalshowed it’s strengths in the well-plannedexecution of cross-border transactions

Clairfield International Germany: Deal of the year 2016USA leads the top 10 international buyers of German companies

2000-2005 2006-2010 2011-2016

German acquisitions in China(in EUR bn)

1.2 3.0 1.1

Chinese acquisitions in Germany (in EUR bn)

0.1 0.2 14.8

0% 5% 10% 15% 20%

Italy

Austria

Japan

Sweden

Netherlands

China

Switzerland

United Kingdom

France

USA

was sold to

Advisor to the seller

Compressor technology

Germany / Sweden

Sources: Clairfield International research, Handelsblatt, Mergermarket

Page 6: Clairfield International Germany Annual review 2016 · Feasibility analysis Divestitures, spin-offs and carve outs Valuations and fairness opinions Capital solutions Financial sponsor

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Transactions in the DACH region in 2016 (1/2)

Germany / Sweden

Advisor to the seller

Compressor technology

was sold to

Germany

Advisor to the seller

IT Reseller and Service

was sold to

Germany

Advisor to the buyer

Industrial services

acquired 100% of

Germany / China

Advisor to the seller

Automotive

was sold to

Germany

Advisor to the seller

Digital media services

sold a majority stake to

Germany / Poland

Advisor to the seller

E-commerce, spare car parts

was sold to

Germany

Advisor to the buyer

Healthcare

acquired

Austria / Switzerland

Advisor to the seller

Digital marketing agency

sold a 35% stake to

Page 7: Clairfield International Germany Annual review 2016 · Feasibility analysis Divestitures, spin-offs and carve outs Valuations and fairness opinions Capital solutions Financial sponsor

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Transactions in the DACH region in 2016 (2/2)

Austria / Germany

Advisor to the seller

Real estate portal

was sold to

Austria / Germany

Advisor to the seller

Price-comparison website

sold a minority share to was sold to

Specialty footwear

Advisor to the seller

Switzerland / Italy

was sold to

Energy-management systems

Advisor to the seller

Germany / Denmark

a consortium of German investors

Page 8: Clairfield International Germany Annual review 2016 · Feasibility analysis Divestitures, spin-offs and carve outs Valuations and fairness opinions Capital solutions Financial sponsor

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Clairfield International is well prepared for cross-border transactions thanks to 35 offices in 23 countries

480+ Professionals across 35 country offices

114 M&A transactions closed in 2016 (small and medium cap)

EUR 2.8bn Cumulative value of transactions closed in 2016

Clairfield worldwide

Worldwide small cap ranking 2016

AustriaVienna

BelgiumAntwerpBrussels

DenmarkCopenhagen

FinlandHelsinki

France LyonParisMarseilleNantes

GermanyStuttgartFrankfurtDüsseldorf

HungaryBudapest

ItalyMilan

IsraelTel Aviv

NetherlandsAmsterdam

NorwayOslo

PolandWarsaw

RussiaMoscow

SwedenStockholm

SwitzerlandGeneva

SpainBarcelona MadridValencia

UK Birmingham London

Brasil CuribatiSao Paulo

ChileSantiago de Chile

MexicoMexico City

USA MiamiNew YorkWashington D.C.

AustraliaBrisbane

ChinaBeijing

Americas Asia-PacificEurope

Rank Advisor Number of deals

1 KPMG 357

2 PricewaterhouseCoopers 335

3 BDO 231

4 Ernst & Young LLP 212

5 Rothschild & Co 208

6 Deloitte 191

7 Houlihan Lokey 166

8 Mizuho Financial Group 158

9 IMAP 139

10 Oaklins (FKA M&A Intl Inc) 138

11 Lazard 129

12 Sumitomo Mitsui Finl Grp Inc 104

13 Clairfield International 102

13 Lincoln International 102

15 Baker Tilly International 100

16 JP Morgan 95

17 Goldman Sachs & Co 91

18 Jefferies LLC 88

18 RSM Corporate Fin LLP 88

20 Moelis & Co 80

Page 9: Clairfield International Germany Annual review 2016 · Feasibility analysis Divestitures, spin-offs and carve outs Valuations and fairness opinions Capital solutions Financial sponsor

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Traction in all relevant European markets with strong M&A team in Germany

26 offices With 26 offices strong presence in Europe

17 countries Active in all relevant European markets

#14 Top 15 in Europe

Clairfield in Europe

Frankfurt

Düsseldorf

Stuttgart

Strong presence all over Germany, covering all major industries supported by:

approx. 20 junior and senior professionals across three offices

more than 25 senior industrial experts

Clairfield in Germany

Senior partners Years in M&A Industry focus

Dirk Freiland 20 TMT, automotive & machinery, services

Jack Helm 30 health care, industry, automatization

Darius Kianzad 20 clean tech, health care, resources

Dr. Hanns-Alexander Klemm 30 industry, healthcare, retail

Martin Lemmer 13 food and beverage, business services

Dirk Middelhoff 10 TMT , high-tech

Andreas Piechotta 16 industry, medical technology

Dr. Albert Schander 22 consumer goods, industry, logistic,retail

German small cap ranking 2016

Rank Advisor Number of deals

1 Ernst & Young LLP 53

2 KPMG 35

3 Lincoln International 29

4 Concentro Management AG 28

4 Rothschild & Co 28

6 Globalscope 27

7 PricewaterhouseCoopers 24

8 Baker Tilly International 20

9 Deloitte 19

10 IMAP 17

11 BDO 15

12 ACXIT Capital Partners 14

12 Clearwater International 14

14 Global M&A 13

14 Altium Capital Limited 13

14 IEG-Investment Banking 13

17 Clairfield International 12

18 Raymond James Financial Inc 11

19 Oaklins (FKA M&A Intl Inc) 11

20 Commerzbank AG 10

Page 10: Clairfield International Germany Annual review 2016 · Feasibility analysis Divestitures, spin-offs and carve outs Valuations and fairness opinions Capital solutions Financial sponsor

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Our services Our focus

Our philosophy

Assisting clients in mid-sized, cross-border transactions

Mergers & Acquisitions

Design, initiation and execution of international and domesticacquisition opportunities

Strategic partnerships and alliances

Strategic alternative reviews

Search for strategic and financial investors

Disposals/ Divestitures

Feasibility analysis

Divestitures, spin-offs and carve outs

Valuations and fairness opinions

Capital solutions Financial sponsor transactions (MBO and LBO)

Debt advisory: advisory in acquisition finance, debt financing,recaps

Equity advisory: independent advisory in IPOs, rights issuesand placings

Strategic investor relations advisory

Advisory Strategic advisory services, such as valuations and fairnessopinions, market entry feasibility

Advisory on strategic alliances, mergers, licensing and jointventures

Market studies

Monitoring trustee

Restructuring advisory

Restructuring and recovery

Special situations

Sector expertise The longstanding experiences of our partners in diverseindustries in combination with outstandingly connected industryexperts are enabling our clients to open up new strategicpossibilities

Confidentiality Trust and integrity are essential values for our advisory services.Information are treated with highest discretion

Seniority of the team

Senior involvement throughout all phases of a transaction is thesingle most important hallmark of our execution style andcommitment to quality and prudent advice

Independence We own our business and act as entrepreneurs free of conflictsusually found in large multi-product firms

Mid-Market Clairfield is one of the leading global M&A firms typicallyexecuting mid-sized transactions up to an enterprise value of500 m€

Cross-border With partner offices in 50% of all OECD countries, ClairfieldInternational covers 75% of Germany’s most significant tradepartners

Long-term relationships

Our advice is embedded in long term relationships withcorporates, family offices and private equity investors

Page 11: Clairfield International Germany Annual review 2016 · Feasibility analysis Divestitures, spin-offs and carve outs Valuations and fairness opinions Capital solutions Financial sponsor

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Strong sector expertise and understanding client industries

Sect

or

Sub

-Se

cto

rsR

ep

rese

nta

tive

Clie

nts

Industrials

Automotive Building Materials Wood Processing Test & Measuring Machinery Chemicals Aerospace

Consumer Goods, Food & Retail

Consumer Goods Retail Real Estate Furniture Food & Beverage Food Services Agribusiness

Business Services

Business Services Distribution Logistics Industrial Services Education Staffing Engineering

Natural Resources, Cleantech & Energy

Metals & Mining Oil & Gas Renewable Energy Power Coal & Fuels Oilfield Services Nuclear

Technology, Media & Telecoms

Digital & Traditional Media

IT Services IT Consulting Hardware,

Software & Equipment

Healthcare & Life Sciences

Medical Devices Medical Supplies Pharma & Biotech Animal Health Lab Services &

Equipment Hospitals & Clinics

Financial Services e finance Debt Collection Asset Mgmt. Family offices Insurance Private Equity

Financial Institutions & Private Equity

Page 12: Clairfield International Germany Annual review 2016 · Feasibility analysis Divestitures, spin-offs and carve outs Valuations and fairness opinions Capital solutions Financial sponsor

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Senior partners in Germany (1/3)

Walter J. HelmWalter Jackson “Jack” Helm has been advising in cross-border corporate finance and mergers and acquisitions for over thirty years. Educated in both the US and

Germany, Mr. Helm was trained at Citibank and Lehman Brothers, New York and relocated to Frankfurt in 1988 to open Lehman Brothers’ new German corporate

finance practice. His affinity for life sciences has resulted in significant repeat transactions primarily in the chemicals and healthcare sector and diversified industrial

segments, and in 1996 he became Managing Director and Country Head of the merger and acquisitions specialty group Wasserstein Perella. Upon the acquisition of

Wasserstein Perella by the Dresdner Bank in 2001, Mr. Helm returned to his native Virginia to pursue venture capital opportunities and returned to the German

advisory business in 2011. Mr. Helm has a bachelor’s degree from the University of Virginia and a Master in International Business from Georgetown University.

E-mail: [email protected]

Dirk F. FreilandDirk Freiland has twenty years of experience in M&A and corporate finance. Prior to joining Clairfield he was co-founder of a medium sized M&A company in

Southern Germany. Before, he worked as senior manager at Accenture (formerly Andersen Consulting) in Strategy and Change Management where he was in his last

function responsible for building up the M&A team and activities for Germany, Austria and Switzerland. Further milestones in his career were a small service

company he built up from 20 up to 120 people within 14 months and Alcatal (Paris) where he worked in research and development. Dirk Freiland studied Mechanical

Engineering, Electronics and Computer Science of the University of Applied Sciences of Esslingen/Stuttgart and Paris.

E-mail: [email protected]

Darius O. KianzadDarius Kianzad began his career in 1991 at the Treuhandanstalt in Halle and Berlin. Between 1993 and 2005, Mr. Kianzad held leading positions in renowned audit

firms and investment banks such as PricewaterhouseCoopers in Frankfurt and was Senior Vice President M&A at Sal. Oppenheim where he was in charge of M&A

transactions in the energy and automotive sectors and also became co-leader of the Industrials segment. Between 2006 and 2010, Mr. Kianzad was a member of the

Management board at ista Group, a leading international energy services company, in charge of Corporate Development/M&A and Regional Head of „Emerging

Markets“. Darius Oliver Kianzad graduated with a master´s degree in Economics (University of Heidelberg) and has completed a General Management program at

the University of St. Gallen and the Advanced Management program at INSEAD.

E-mail: [email protected]

Page 13: Clairfield International Germany Annual review 2016 · Feasibility analysis Divestitures, spin-offs and carve outs Valuations and fairness opinions Capital solutions Financial sponsor

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Senior partners in Germany (2/3)

Dr. Hanns Alexander KlemmAlexander Klemm was born in South Africa, raised in Germany and the UK and studied in the UK, USA and Germany. He has over 30 years investment and wholesale

banking transaction experience in M&A and equity capital markets. He worked in Frankfurt, London and New York at Deutsche Bank/Morgan Grenfell, Lehman

Brothers, UBS Warburg, JPMorgan Cazenove, and Hauck. He has also held various senior management positions in banking. As head of investment banking at

JPMorgan Cazenove in Germany/Austria/Switzerland, he established the Frankfurt office and built Cazenove’s successful midmarket advisory and capital markets

business. Following leadership of the MBO of this business and subsequent contribution to Hauck & Aufhäuser, the German private bank, he was partner and CEO of

the corporates and markets division of the bank. Dr. Klemm holds a BSc. Hons. in economics and politics from the University of Bristol, an MBA from Columbia

Business School and a Ph.D. in finance from Freie Universität Berlin.

E-mail: [email protected]

Dirk MiddelhoffDirk Middelhoff holds a degree in Business Law (LL.B) with a focus on corporate finance and more than 10 years experience in corporate finance, business

development and strategy. Until 2008, Dirk Middelhoff worked for the listed EMC Corporation, headquartered in Boston, one of the 25 largest IT companies in the

Fortune 500. There he led national and international projects such as, Vodafone, Deutsche Bank, Metro etc.. At last head of strategic alliances and mergers &

acquisitions. After 2008 Dirk Middelhoff worked as Director for a medium-sized M&A consultancy firm with focus on technology companies. Mandates of German

and international companies from technology sectors among others, software, consulting, photonic on the buy or sell side as well as start-ups in the fields of

software, internet and media with focus of founding and financing. Numerous publications on topics of accounting, valuation and financing. Dirk Middelhoff is

member of various advisory and supervisory boards in technology companies.

E-mail: [email protected]

Martin LemmerMartin Lemmer has extensive experience in strategy consulting and in advising corporates and private equity investors in corporate finance matters. Prior to

Clairfield International, Martin Lemmer worked for the London based consulting firm L.E.K. Consulting and M&A boutique First Capital Partners. Martin Lemmer has

advised a large number of projects both on the buy- and sell-side serving strategic buyers and private equity players. Amongst others, Martin’s business focus lies in

the retail, food and beverage, business services and healthcare industries. He graduated in business administration from the University of St. Gallen (Switzerland)

and the Richard Ivey School of Business at University of Western Ontario in London (Canada).

E-mail: [email protected]

Page 14: Clairfield International Germany Annual review 2016 · Feasibility analysis Divestitures, spin-offs and carve outs Valuations and fairness opinions Capital solutions Financial sponsor

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Senior partners in Germany (3/3)

Dr. Albert SchanderPrior to founding M&A advisory firm SynCap in 2000 and contributing it subsequently to Clairfield, Albert worked as Executive Director/ Co-Head Corporate Finance

for finance specialist group VMR where he was responsible for international fund raising projects and M&A. He held positions in his prior career at Deutsche Bank

(BAI), Milan, KPMG/ Milan and Lehman Brothers/ Frankfurt, where he, among other responsibilities, advised on international and domestic M&A transactions. He

studied Law and Economics at the Universities of Passau, Pavia/ Italy and Munich. He is qualified as an attorney-at-law in Germany and earned his Law degree from

Ludwig-Maximilian-University of Munich and his PhD from Friedrich-Schiller-University of Jena.

E-mail: [email protected]

Andreas PiechottaAndreas Piechotta has been involved in international equity- and transaction business for almost 16 years. As a partner of a well-known international M&A advisory

firm he has been responsible for business development in Eastern Europe and has managed to execute a variety of cross border transactions, e. g. in Poland,

Hungary and Slovenia. Andreas Piechotta began his career 1994 at Pfeifer & Langen, a known family-owned German sugar producer. At Pfeifer & Langen he

supported various privatization processes in the Polish sugar industry. From 1997 to 2004 Mr. Piechotta was engaged in the Private Equity activities of DEWB AG, a

subsidiary of JENOPTIK Group. Born in Poland, Andreas Piechotta studied Law at the University Bayreuth/Germany being a qualified lawyer, with a particular focus

on commercial law.

E-mail: [email protected]

Page 15: Clairfield International Germany Annual review 2016 · Feasibility analysis Divestitures, spin-offs and carve outs Valuations and fairness opinions Capital solutions Financial sponsor

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Senior partners in Austria

Berend YntemaBerend Yntema is a corporate finance specialist and has over 20 years of experience in M&A, strategic and cross-border acquisitions, capital raisings, and

restructurings with a focus on Western and Eastern Europe. He has held various senior management and managing director positions in corporate finance and M&A

advisory firms. He worked as a director at Investment Fund Sector Capital in Moscow and later as director for Poland at the European Privatization & Investment

Corporation (EPIC). As one of the founders of COM Partners, he specialized in midmarket M&A advisory in the dynamic tech sector. Following a strategic merger, he

worked as managing director at Corporate Finance Partners in Vienna, before joining Clairfield International as partner in Vienna. Berend was born in the

Netherlands and holds a degree in economics with a focus on finance from the University of Groningen.

E-mail: [email protected]

Kai-Peter BurgerKai-Peter Burger has been advising on cross-border corporate finance and mergers & acquisitions for over twenty years. Kai was trained at PwC in business

valuations and the European Privatization & Investment Corporation (EPIC) in M&A advisory services for the energy sector. As one of the founding partners of COM

Partners in Vienna, he followed his affinity for the tech sector and advised on midmarket transactions primarily in the internet & media and software & IT sectors in

Eastern and Central Europe. After joining Corporate Finance Partners, he worked as managing director in Austria. In 2016 Kai joined Clairfield International as a

partner in Vienna. Kai studied at Vienna University of Economics and Business and at HEC Paris with a focus on corporate finance.

E-mail: [email protected]

Page 16: Clairfield International Germany Annual review 2016 · Feasibility analysis Divestitures, spin-offs and carve outs Valuations and fairness opinions Capital solutions Financial sponsor

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Office StuttgartMörikestraße 11D-70178 StuttgartTel.: +49 (711) 620079-0 Fax: +49 (711) 620079-29 [email protected]

Office Frankfurt Mainzer Landstr. 33aD-60329 Frankfurt am MainTel.: +49 (69) 707969-60 Fax: +49 (69) 707969-99 [email protected]

Office Düsseldorf Roßstr. 92D-40476 DüsseldorfTel.: +49 (211) 917 396-81Fax: +49 (211) 917 [email protected]

InternationalOffices

Europe

Clairfield BelgiumAntwerpBrussels

Clairfield DenmarkCopenhagen

Clairfield FinlandHelsinki

Clairfield France LyonParisMarseilleNantes

Clairfield ItalyMilan

Clairfield IsraelTel Aviv

Clairfield NetherlandsAmsterdam

Clairfield NorwayOslo

Clairfield PolandWarsaw

Clairfield SwedenStockholm

Clairfield SwitzerlandGeneva

Clairfield SpainBarcelona MadridValencia

Clairfield UK Birmingham London

Asia and AustraliaAmericas

Clairfield Brasil CuribatiSao Paulo

Clairfield ChileSantiago de Chile

Clairfield MexicoMexico City

Clairfield USA MiamiNew YorkWashington D.C.

Clairfield AustraliaBrisbane

Clairfield ChinaBeijing

DACH OfficesDirk FreilandPartner

Office Stuttgart

Email: [email protected]

Phone: +49 (711) 620079-0

Fax: +49 (711) 620079-29

Contact

Office Vienna Herrengasse 6-8 7/1AT-1010 ViennaTel.: +43 (1) 535 2937-0Fax: +43 (1) 535 [email protected]