Hello everyone, welcome to the presentation of the acquisition of Implenia, Wincasa by Implenia. We are very happy to have you here on this call. My name is Silvan Merki. I am your Chief CEO of Implenia. We are going to hold this presentation in English, in German, you can listen to the English streaming translation, you can then afterwards choose your language. Before we start, I would like to call your attention to the herewith disclosed disclaimer. CEO André Wyss will show you the most important facts of the transaction. Afterwards, Stefan Baumgärtner, our CFO, will tell you about the financial reflections, afterwards, we will be moving on to a question and answer session. André, the floor is yours. Thank you, Silvan. Good morning to all of you, welcome. I am very happy today to go through a milestone of Implenia and to present this one to you. Yesterday, we signed the contract for the takeover of the leading real estate partner here in Switzerland, Wincasa, and we are very happy to see that Wincasa will meet our demands very well. We had concluded this in a very successful manner. Now we are ready for the strategic phase, Fit-for-Growth, that we already mentioned on the first of November during the capital markets day last year. Through organic and inorganic growth, we want to be stronger on the market, and we are going to focus on sector-oriented specializations and integration along the entire value chain. With this strategic acquisition, we want to expand our value chain, and we want to bundle our competencies to a unique palette of services in the life cycle of the real estate, and all clients will be able to benefit from this. We expect from this acquisition or takeover also, returning revenues and also higher margins and also a very good development of our contribution margin. This will lead then to an increase of earnings per share before the synergy potential from the first full financial year onwards. We can also benefit from cost synergies and other things. The purchase price won CHF 171.6 million, and also depends on the authorizations permits from the Swiss authorities and is planned then for the second quarter of this year. Wincasa, the leading real estate service provider will be joining Implenia Group. Wincasa is, with CHF 81 billion of assets under management in the area of property managers, is the leader on the Swiss market for institutional real estate investors. The services will bring in more than 250,000 objects that are managed and also increase our portfolio. The financial profile is very attractive. It shows in the branch leading margins. Through very long-term CRM relationships that we have, we will be able to benefit with about 1,350 full-time equivalents are on 33 sites in Switzerland. With the closing, we intend to integrate all these employees into the Implenia Group. Wincasa is not only the leader of property managers for synergies. The other domains are also very attractive and very needed. In construction management, Wincasa goes through all the phases of construction, planification, and construction itself and modernization projects. We are talking here about construction volume of CHF 3 billion annually. Along the sustainability management, along the entire chain, we are there from the consulting phase onto the consideration of ESG criteria. Last but not least, Wincasa, with Streamnow, has a market-driven digital offer with virtual entrance services for tenants and landlords. The clients of Wincasa or the customers of Wincasa have large real estate portfolios and are listed investors. Not only in Switzerland, but also in Germany. These customers offer or they want a one-stop solution for property administration and management. By bundling all of these competencies, we will be able to offer a unique and integrated offer of services to all customers. The takeover of Wincasa is a strategic expansion of Implenia's service offering. In order to create this growth, we want to go through the Fit-for-Growth by going along the integrated model synergy and growth potential along the value chain. With Wincasa acquisition, Implenia is endeavoring then a going forward approach, and we want to go over the real estate chain also through the first phase. Wincasa is a great addition then for our value chain. We want then revenue and also synergies of growth, and also not only for Wincasa, but for the entire group. This comes from then, from the construction and modernization potential, and then also other sales then within the Implenia Group. On the cost side, we were able to recognize the mutual sales synergies, and they will be realized then following the closing. Wincasa fulfills all acquisition criteria that we, within the framework of Fit-for-Growth have defined and also communicated. The enterprise matches our portfolio and also its strategic orientation. The value chain will, especially in the use and also operational phase, then complemented through the acquisition of this market leader, we will have a optimal positioning within the construction and also services domain. Together with the additional real estate services of Wincasa, we will be able to offer a unique integrated solution for all customers. We have planned to have Wincasa as its own independent entity within the buildings division, and the name will continue to exist. The business model and the long-term relationships that we have with the customers will continue to be maintained. This will happen seamlessly, and things will be going on seamlessly within the entire group. Opportunities of the transactions will be then realized. Including Wincasa in the Implenia Group will thus be done by a dedicated team represented by Wincasa and Implenia, and it will be implemented in a very careful manner. The closing will take place during, or is planned for the second quarter of 2023. We are already happy today to welcome the employees of Wincasa with all of their expertise and know-how. Now I would like to hand over the microphone to Stefan Baumgärtner, partner, with his reflections on finance. Thank you very much, André, and hello to everyone. First, I would like to talk about the financial aspects of the acquisition. By this acquisition of Wincasa, we are going to strengthen our market margin profile of Implenia. We've got CHF 234 million, or even 8.6x EBITDA for the year of 2022. Also taking into consideration the synergy costs, we have a multiple of 6.3 EBITDA. The purchase price amounts to CHF 171.6 million, and will be settled with own liquidity from profitable activities. What we want is to have a step-by-step then integration. The EBIT margin today for Wincasa is around 10% and will have a positive impact on Implenia's margin profile in the future. Through these transactions, we expect to have additional recurring revenue. In 2022, Wincasa had a turnover of CHF 159 million. Also we have mutual sales synergies, for example, from consulting, construction, and modernization projects, as well as additional mandates. Already in 2023, we are expecting first synergy effects and a deep positive EBIT contribution. This, due to the consolidation during the year, acquisition and integration costs. As of 2024, we will expecting a positive annual EBIT contribution of about CHF 50 million. Prior to the write-off and the PPA, in addition to the allocation of costs, we are already expecting first synergy effects. The first potential in the group will be around CHF 5 million as of 2024, and, or respectively, CHF 10 million as of 2027. Already as of the first business year, we are expecting an sustainable increase in earnings per share. Following the transaction, the capital quote will be expected at a similar level. We are also expecting a. An equity ratio, medium-term contribution to increase, and Wincasa's business is in line with the Implenia's asset light strategy that we still want to continue to follow in a consequent manner. The acquisition of Wincasa means for Implenia a sustainable and profitable growth. We presume that the EBIT margin of the group as of the first business years will be increased by 3.5% prior to the realization of the potential of synergies. By this acquisition, and also certain improvements and the development of our activities, Implenia is on the right path for the Fit for Growth and also on the right path for the target of 4.5% of EBIT margins. Thank you, Stefan. We are convinced that together with Wincasa and Implenia, it will be well-positioned for sustainable success. Before we move on to the Q&A, here once again, the highlights of our transaction. Within the framework of Fit for Growth, and what we want with the takeover the leading Swiss real estate service provider, we want a bundling of competencies in a unique range of services for all customers over the entire life cycle of real estate and construction. We expect a significant synergy and growth potential across the entire and whole Implenia Group, and also a very positive impact on the earnings per share as of the first business year. We are very happy to count Wincasa among the Implenia Group and to offer or make a better offering to our customers. Thank you very much. Stefan, I would like to hand over the microphone for the presentation of the Q&A session. Thank you very much, Stefan. We have already received questions in the chat, so you can continue then to enter your questions if you like, and we will treat them as we move on. The first question comes from Torsten Sauter, Kepler Cheuvreux. What's the expected date for first time consolidation? Is it mid Q2? I'm asking since SPS writes, subject to regulatory approval, the transaction is expected to close in the second quarter and the economic interest will be transferred retrospectively as of January first, 2023. Thank you very much for this question. Yes, we said that the closing in the second quarter is expected. Perhaps, Stefan, you can add a few words regarding the economic interest. Yes, the economic interest will be transferred, but the figures in the report will only be mentioned or consolidated after the closing. The economic interest will be transferred. Yes, indeed. Thank you very much. A second question, also from Torsten Sauter. Wincasa's CHF 3 billion construction volume is currently tendered to Implenia. Is this share set to increase substantially? In what way can Implenia be considered as preferred partner without affecting Wincasa's mandate to act strictly in the interest of its clients? At the moment, the volumes are not very high. We expect that they will continue to increase. We will have an increase in turnover and also a positive effect on the EBIT and the EBIT margin. Thank you very much for this question. Thank you, André. Torsten continues to ask a question. What sort of synergies are expected? What sort of synergies are expected? Can you define the cost synergies and the expected split across overheads, IT, et cetera? How big are the expected revenue synergies? As I mentioned before, the synergy potential of around CHF 5 million will take place as of 2024, respectively CHF 10 million as of 2027. Turnover synergies, partially, so additional business by modernization projects, counseling, and also other mandates. Also cost synergies that through further purchases or common use of IT systems, for example, advantages with licenses. The goal is, of course, to increase or to continue then the business activities and to further develop them for Wincasa. Where do you see the risk and potential dis-synergies in the transaction? Is there a major antitrust risk in your view? We don't see any antitrust risks. Everything, we are full on track. Reiner Wilson from Finance, with Implenia be a competitor then to Ina Invest through this acquisition, and what does assets under management of CHF 81 billion, what do you understand by that, and what is the value of the real estate that are going to be administered then by Wincasa? Does this culture also match ours? Wincasa is very strong on the operations. It's not a competition. It's actually a potential, let's say, customer of Ina Invest. Assets under management, well, it means that they are managed, you know, managed assets. Not the assets, but the values. As for the culture, well, we said a good fit in construction management and digitalization, as well as sustainability, where Implenia is a leader and Wincasa also is led by this in its activities. The cultures are based on similar values. I think there will be no problem as far as this goes. Thank you very much, Andre. Klaus Bonanomi from Radio SRF is asking, "How many of the 250,000 administered objects are apartments, and is there something that's going to change then for the people renting these apartments?" You also emphasize on the high profitability of Wincasa with an EBIT margin of 10%. There are also costs raising than in this real estate administering, for example, the fixed percentages and also the additional costs. What do you say to this? I must say it's a very difficult and complex domain, and I think Wincasa is one of the exceptional leaders and authors, and that's why we were interested in having this exchange. I think that this critique is only justified to a certain extent. If there's something that's going to change for the people renting these real estate buildings, no. Everything is going to be taken over one-to-one seamlessly. Regarding the number of residentials, there are about 40% that are residential, 22 offices, and 40% of commercial and retail. Thank you very much for answering this question. Christian Arnold of Stifel is asking, "Can you already tell us something about the generated goodwill and the other intangible assets? What can you tell us about this based on the paid purchase price of CHF 172 million? How high wo uld the PPAs be, and over what kind of, what period?" I think Stefan can answer this question. Well, that's actually a task for the closing that is being calculated, and we cannot disclose this at the moment. We are not at liberty to disclose this at the moment. Thank you very much. We also have a question for Holger Frisch from the Zurich Cantonal Bank. "Why will Wincasa be then included in the division building? Couldn't we have granted Wincasa its own division? What will happen with the services of Ina Invest? Could that be integrated into Wincasa?" Thank you very much for this question. Well, of course, we see the greatest synergy potential in the buildings, but of course there are other synergies that are possible along the entire group. The integration team that will have a look at this in more detail. How this allocation is going to take place, well, that's something that will be left up to this team and also needs to be approved then by the management, but we'll have a closer look at this following the closing. Thank you very much. Another question from Holger Frisch. "What does it mean then to have then these sort of graded payments? There are certain conditions that could influence then these processes." Stefan Baumgärtner can answer. No, there are no special conditions. The installments are fixed for the year 2023 and also for 2024. Martin Hüsler first asked the same question, so we won't answer this one once again. Holger Frisch is coming back with another question. "How many debts will Implenia take over through the takeover of Implenia? And what kind of debts are there? Is there also the possibility of a refinancing? Stefan, we are not taking over any debts. We only have leasing liabilities according to IFRS 16. No, there is no necessity for refinancing. Thank you very much. Manuel Rentsch from Radio SRF, "Are any other takeovers in this area planned?" No, of course not. We have not planned any further takeovers. We will go about this takeover in a very careful manner, integrate it, and also implement in a very successful manner. Christian Arnold from Stifel asks, "Can you tell us how the capital quote will be changed through this transaction?" No, we had already foreseen that this capital quote is going to stay or remain at the similar level. You can continue to enter other questions in the chat. Martin Hüsler from the Zurich Cantonal about how much goodwill is involved here. We will calculate this following the closing, and will be disclosed then following the first semester. Giorgio Müller of The Market asks, "EPS growth in the first business years, do you mean by that 2023 or 2024? Second, why is the midterm margin objective remaining unchanged if the EBIT margin for Wincasa is going to be double as high as that of Implenia?" Of course, we mean the year 2024, although it's going to start in 2023. We already see a certain growth. Why are we speaking about the midterm margin objective unchanged? We are speaking about those 4.5%. We need to do more acquisitions, and that's indicated in the slide with the graphics, and that's how we need to maintain this 4.5% EBIT margin. Holger Frisch of the Zurich Cantonal Bank asks, "Can you already give us a certain indication regarding the expected PPA?" That has to do with the goodwill, and that will be then calculated and dealt with after the closing, and will be disclosed following the first semester. Holger Frisch has another question, again from the Zurich Cantonal Bank. "Wincasa, according to the presentation, is expecting a very strong cash flow, generating of cash flow, how much is the revenue? Around 10%." Thank you very much. Rolf Aebersold of AWP asks, "Wincasa is the market leader. How high is the market share? Who are the strongest competitors? Please describe the market in general. Is this market strongly competitive? How often do the real estate owners also change their, let's say, landlords or their administrations? Well, Wincasa is a market leader, and then there are a few other companies that I do not wish to disclose here that we can do eye-to-eye. Of course, we are speaking about a very competitive market, but I believe that Wincasa is the leader, number one. The change, regarding the change then of owners or ownerships is one question, and the other question is about the management. Well, regarding the ownership, that's not part of our. We don't have any influence on that. I must say that the management, they don't change so quickly. There's a certain dependency there that plays a role. Reto Portmann of the zCapital asks, "How high is the Wincasa turnover with SPS and with CS, and how long are these contracts going to continue?" We are not at liberty, or don't want to disclose any such details for the moment. Manuel Rentsch from Radio SRF: "Can you give us any explanations regarding the market? There are lots of companies in the real estate service providing sector, and how split is this branch? Not only you as a construction company are interested in these real estate services, but also other parties. How do you explain this sudden interest?" I believe that I've already answered the first question regarding the market. Yes, interest for these real estate services is very interesting. It's a very attractive business, and that's why Implenia showed its interest in taking over Wincasa. We are very happy that we were able to take over this market leader. The interest is also in continuing a very profitable and positive business. Torsten asks. How big is Wincasa's business outside of Switzerland? Already asked in English. Yes. I can answer this question very easily. Wincasa is focused on the Swiss market. Nick Andre Barile. Nick Andre Barile of Helvetia Trust asks. Was the takeover being pushed by Implenia or rather by Implenia? Did Implenia have an exclusive bidding transaction? We are not going to disclose anything regarding this question, but we are very interested, and were interested, and are still interested in Wincasa. We have already communicated our interest on the first of November last year regarding our strategy, and that we were very interested in this kind of business. Martin Hüsler from the Zurich Cantonal Bank again: "How high are the PPA amortizations going to be, or depreciations going to be?" We've already had this question before. As I said before, we are going to deal with this in detail following the closing. It will be published following the first semester. Horst Diethelm from the Basel Cantonal Bank: "Since when has Implenia and SPS been planning this takeover of Wincasa? Was there also a tender competition, and is Wincasa a so-called desired enterprise?" I will not answer the first question. I've already expressed myself in this respect. Is Wincasa a so-called desired enterprise? I can only say yes to this question. Another question from Martin Hussey of the Zurich Cantonal Bank:" If Wincasa today is already aiming for CHF 15 million EBIT, why is the contribution for Implenia 2024 only CHF 15 million?" As we said before, it is prior to PPA, in addition, there are the synergies that we mentioned previously. Thank you very much. Then Christian Arnold of Stifel: "Will Wincasa generate an EBIT margin of around 10%? That is lower than that of SPS of 12%-15%. Do you know, or how do you explain then this difference, this discrepancy?" I mplenia is expecting synergies of CHF 5 million as of 2024... CHF 24 million, respectively CHF 10 million as of 2027, that implies a margin of 13%-16%. Is Implenia the so-called better owner? Regarding the first question, I cannot answer that one. You have to ask this question to SPS. We are convinced that we will be able to have this growth of business not only at the contribution or the margin, but also at the EBIT level. We are convinced of this, otherwise we would never have gone through with the takeover. We are very optimistic regarding the future for Implenia and Wincasa. Can you give us a comment regarding the ROIC? Meaning then the profit, amount of the purchase price compared to the WACC? Well, that depends on the closing per the first half year, and then it will become more transparent as we move on. You can continue to enter other questions in the chat if you wish to do so. We have one last question from Andreas von Arx of Baader Helvea: "Did the deal have an impact whether Implenia would participate in a capital increase of Ina Invest?" No, it had no influence. It is independent of the increase of capital in Ina Invest. We will have a look at it or deal with this when it's time to cross the bridge. We don't have any further questions in the chat. I would like to end this Q&A. I would like to hand over the microphone to André Wyss. Thank you, Stefan, Sebastian. Thank you very much for your interest and with your questions. We are convinced that with Wincasa, we will have had a great and successful takeover. Following the closing, we are happy then to include them and to continue to further these business activities. I wish you all a wonderful day. Thank you very much for your interest.