Investment Thesis
Why missing market access is the structural opportunity.
Thesis →Special Situations
We acquire companies in the German-speaking Mittelstand where the price is set by the constraint, not the asset. Carve-outs from listed groups, founder transitions, distressed M&A, covenant resets. Permanent capital from one balance sheet, deployed bilaterally, held without a forced exit window. Munich, Vienna, Baar.
Definition
A special situation is any control transaction whose pricing is governed by a binding non-economic constraint. The constraint may be temporal (a parent group needs to close a divestiture before fiscal year-end), governance-driven (a founder retires without a successor), capital-structure-driven (a covenant trips and the lender steers to sale), or operational (a non-core unit consumes management attention disproportionate to its contribution).
What unites these cases is informational asymmetry and a thin buyer universe. Generalist sponsors require clean data rooms and predictable cash flows. We do not. We underwrite the asset on its substance and price the constraint separately. The German term Sondersituationen captures the same scope. Mittelstand special situations are our singular focus across the DACH special situations market.
Market Context
Three forces converge across Germany, Austria, and Switzerland. Demographic succession is the largest. The Institut für Mittelstandsforschung in Bonn estimates that more than 190,000 family firms will face a transition decision by 2030. A material share lacks an internal heir. Many find no buyer at all because the business is too small for institutional sponsors and too complex for strategic consolidation.
Second, capital-structure stress is rising. Higher rates, the unwinding of state-backed COVID liquidity, and energy-cost recalibration have produced a steady flow of StaRUG-adjacent restructurings since the law took effect in 2021. Third, listed groups in Germany and Switzerland are under shareholder pressure to divest non-core units. Each carve-out creates a special situation: the unit is starved of capital, the timeline is fixed, and the seller wants reputational closure.
The combined deal flow exceeds the absorptive capacity of traditional buy-out funds. The gap is structural.
The price reflects the constraint.
The substance does not change.
Engagement
We deploy permanent capital. There is no fund-life clock, no LP redemption window, no syndication risk. Every euro committed comes from one balance sheet, which is why we can give certainty of funds in writing within 72 hours of receiving a credible situation.
The acquisition path follows our four-phase process: preliminary review (signal screen, fit against our exclusion list), structured analysis (commercial, legal, tax, environmental), term sheet and exclusivity, then signing and closing. Phase one ends in seven calendar days. Phases two through four are sequenced to the seller's clock, not ours.
Post-closing, the asset enters our platform. We do not flip. We integrate and hold, which is the operational commitment behind our platform logic and the reason management teams stay. For full mechanics see methodology and acquisition and process.
Boundary
We are not a turnaround consultancy. We do not bill hours, run interim mandates, or accept fee-only engagements. We are not a distressed credit fund: we take equity control, not debt positions. We are not a generalist buy-out fund: we do not run intermediated auctions and we do not need clean carve-out perimeters to underwrite. We are not an asset stripper. The 14 platform investments we have made remain operating businesses; the nine exits to date were structured to preserve the brand and the workforce. If your situation requires advisory rather than principal capital, we will tell you within the first call.
Track Record
Fourteen platform investments since inception. Nine exits realised. Holdings span industrial robotics, healthcare distribution, learning technology, electronic components, and water infrastructure. Named portfolio companies include Quarero Robotics (autonomous security platforms), Karyali Group (specialty distribution), Knowingo (adaptive enterprise learning), Datatronics (electronic manufacturing services), and OpenSpring (water-treatment infrastructure).
Every acquisition originated as a special situation. Several began as carve-outs, two as distressed M&A processes, the remainder as founder transitions. None entered our platform through a competitive auction. The pattern is deliberate: bilateral origination, principal capital, post-merger integration aligned to the existing platform, no exit pressure.
Submit a situation
Confidential. No retainers. No NDA required for the first conversation. If the situation is in scope, we move to indicative terms inside two weeks.