all for one midmarket ag · all for one midmarket ag page 3 investment case all for one midmarket...

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All for One Midmarket AG Germany/ Software & Computer Services Company report Produced by: All ESN research is available on Bloomberg: “ESNR” <go> Distributed by the Members of ESN (see last page of this report) Investment Research 30 September 2008 Buy 3.60 4.80 vs Target price: EUR Share price*: EUR Reuters/Bloomberg ACVG.DE/ACV GY Accounting Standard/Since IFRS/1998 Market capitalisation (EURm) 19.0 No. of shares (m) 5.2 Free float 36.0% Daily avg. no. trad. sh. 12 mth 1.974 Daily avg. trad. vol. 12 mth (m) 0.01 Price high 12 mth (EUR) 5.10 Price low 12 mth (EUR) 3.60 Abs. perf. 1 mth -15.3% Abs. perf. 3 mth -16.1% Abs. perf. 12 mth -29.1% (EUR) 12/07 12/08e 12/09e Sales (m) 78 84 90 EBITDA (m) 4 4 7 EBITDA margin 5.6% 5.4% 8.1% EBIT (m) 1 1 2 EBIT margin 1.3% 1.2% 1.8% Net Profit (adj.)(m) 1 (0) 1 ROCE 2.2% 2.0% 3.3% Net debt/(cash) (m) 6 4 1 Debt Equity 22.4% 14.3% 4.5% Debt/EBITDA 1.4 0.9 0.2 Int. cover(EBITDA/Fin.int) 47.2 16.7 39.8 EV/Sales 0.4 0.2 0.2 EV/EBITDA 6.6 3.7 1.9 EV/EBITDA (adj.) 6.6 3.7 1.9 EV/EBIT 27.8 15.9 8.3 P/E (adj.) 34.7 nm 23.6 P/BV 1.1 0.6 0.6 FCF yield -11.0% 8.8% 15.3% Dividend yield 0.0% 0.0% 0.0% EPS (adj.) 0.15 (0.02) 0.15 BVPS 4.90 5.58 5.73 DPS 0.00 0.00 0.00 vvdsvdvsdy 3.2 3.4 3.6 3.8 4.0 4.2 4.4 4.6 4.8 5.0 5.2 5.4 Sep 07 Okt 07 Nov 07 Dez 07 Jan 0 8 Feb 08 M rz 08 Apr 08 M ai 0 8 Jun 0 8 Jul 08 Aug 08 Sep 08 ALL FOR ONE M IDMARKET AG Tec Dax (Rebased) Source: Factset Shareholders: BEKO Holding AG 55%; Universal Investm. GmbH 5%; Company 4%; *closing price as of 29/09/2008 All for One Midmarket AG – Focusing on the SAP mid-market We initiate coverage of All for One Midmarket AG (formerly: AC Service AG) with Buy, TP EUR 4.8. Revenue: Benefiting from the strong market share of SAP, we forecast All for One Midmarket AG as a one-stop service provider in the SAP mid-market to grow its topline by 6.8% (CAGR 07-12e). Profitability: Profitability is forecasted to stay relatively flat in 08e at an EBIT margin of 1.2%. Beginning 09e, as strategy implementations should work well, the EBIT margin is expected to rise, reaching 4.6% in 12e. Market: According to BITKOM, the German IT service market is forecasted to grow to EUR 32.8bn (6.6% YoY) in 08e and EUR 34.9bn (6.5% YoY) in 09e, respectively. The European ERP market is expected to show CAGR 06-11e of 10.7% p.a. according to AMR Research. Share price trigger: (1) Successful implementation of full- service strategy for SAP solutions in the mid-market through new management board (2) Margin improvements due to increased recurring revenues from outsourcing services. Company Description All for One Midmarket AG is a full-service IT provider in the SAP environment. Being focused on industry solutions in machinery and equipment manufacturing, automotive supply and project and engineering-service provision, the company offers services in Germany, Austria, Switzerland and Luxembourg. Since the acquisition of All for One in 06, the company orientates business towards SAP. Consulting and software licenses made off 55.5% of revenues in 07. Outsourcing services and maintenance contributed 17.5% and 13.0% of revenues, respectively. Group revenues and EBIT amounted to EUR 78.1m and EUR 1.0m (EBIT margin 1.3%) in 07. Analyst(s): Catherine Schuh +49 69 58 99 74 35 [email protected] Holger Schmidt, CEFA +49 69 58 99 74 32 [email protected]

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Page 1: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Germany/ Software & Computer Services Company report

Produced by: All ESN research is available on Bloomberg: “ESNR” <go>

Distributed by the Members of ESN (see last page of this report)

Investment Research 30 September 2008

Buy

3.60

4.80

vs

Target price: EUR

Share price*: EUR

Reuters/Bloomberg ACVG.DE/ACV GY Accounting Standard/Since IFRS/1998

Market capitalisation (EURm) 19.0

No. of shares (m) 5.2

Free float 36.0%

Daily avg. no. trad. sh. 12 mth 1.974

Daily avg. trad. vol. 12 mth (m) 0.01

Price high 12 mth (EUR) 5.10

Price low 12 mth (EUR) 3.60

Abs. perf. 1 mth -15.3%

Abs. perf. 3 mth -16.1%

Abs. perf. 12 mth -29.1%

(EUR) 12/07 12/08e 12/09e

Sales (m) 78 84 90

EBITDA (m) 4 4 7

EBITDA margin 5.6% 5.4% 8.1%

EBIT (m) 1 1 2

EBIT margin 1.3% 1.2% 1.8%

Net Profit (adj.)(m) 1 (0) 1

ROCE 2.2% 2.0% 3.3%

Net debt/(cash) (m) 6 4 1

Debt Equity 22.4% 14.3% 4.5%

Debt/EBITDA 1.4 0.9 0.2

Int. cover(EBITDA/Fin.int) 47.2 16.7 39.8

EV/Sales 0.4 0.2 0.2

EV/EBITDA 6.6 3.7 1.9

EV/EBITDA (adj.) 6.6 3.7 1.9

EV/EBIT 27.8 15.9 8.3

P/E (adj.) 34.7 nm 23.6

P/BV 1.1 0.6 0.6

FCF yield -11.0% 8.8% 15.3%

Dividend yield 0.0% 0.0% 0.0%

EPS (adj.) 0.15 (0.02) 0.15

BVPS 4.90 5.58 5.73

DPS 0.00 0.00 0.00

vv dsvdvsdy

3.2

3.4

3.6

3.8

4.0

4.2

4.4

4.6

4.8

5.0

5.2

5.4

Sep 07 Okt 07 Nov 07 Dez 07 Jan 08 Feb 08 M rz 08 Apr 08 M ai 08 Jun 08 Jul 08 Aug 08 Sep 08

ALL FOR ONE M IDM ARKET AG Tec Dax (Rebased)

Source: Factset Shareholders: BEKO Holding AG 55%; Universal

Investm. GmbH 5%; Company 4%;

*closing price as of 29/09/2008

All for One Midmarket AG – Focusing on the SAP mid-market

� We initiate coverage of All for One Midmarket AG

(formerly: AC Service AG) with Buy, TP EUR 4.8.

� Revenue: Benefiting from the strong market share of SAP, we

forecast All for One Midmarket AG as a one-stop service

provider in the SAP mid-market to grow its topline by 6.8%

(CAGR 07-12e).

� Profitability: Profitability is forecasted to stay relatively flat in

08e at an EBIT margin of 1.2%. Beginning 09e, as strategy

implementations should work well, the EBIT margin is

expected to rise, reaching 4.6% in 12e.

� Market: According to BITKOM, the German IT service market

is forecasted to grow to EUR 32.8bn (6.6% YoY) in 08e and

EUR 34.9bn (6.5% YoY) in 09e, respectively. The European

ERP market is expected to show CAGR 06-11e of 10.7% p.a.

according to AMR Research.

� Share price trigger: (1) Successful implementation of full-

service strategy for SAP solutions in the mid-market through

new management board (2) Margin improvements due to

increased recurring revenues from outsourcing services.

Company Description

All for One Midmarket AG is a full-service IT provider in the SAP environment. Being

focused on industry solutions in machinery and equipment manufacturing, automotive

supply and project and engineering-service provision, the company offers services in

Germany, Austria, Switzerland and Luxembourg. Since the acquisition of All for One in

06, the company orientates business towards SAP. Consulting and software licenses

made off 55.5% of revenues in 07. Outsourcing services and maintenance contributed

17.5% and 13.0% of revenues, respectively. Group revenues and EBIT amounted to

EUR 78.1m and EUR 1.0m (EBIT margin 1.3%) in 07.

Analyst(s): Catherine Schuh +49 69 58 99 74 35 [email protected]

Holger Schmidt, CEFA +49 69 58 99 74 32 [email protected]

Page 2: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Page 2

CONTENTS

Investment Case........................................................................................ 3

Valuation.................................................................................................... 4

DCF valuation 4 Multiple comparison 5

Company Profile & Market Environment ................................................. 6

Company overview 6 Market environment 7

Financials .................................................................................................. 8

Segments 8 Earnings Development 9 Cash Flow Analysis 9 Working Capital 10 Equity & Debt 10 Return on capital employed (ROCE) 11 Return on equity (ROE) 11

Triggers & Swot Analysis ....................................................................... 12

Triggers & Drivers 12 SWOT Analysis 12

Detail 1 - Strategy.................................................................................... 13

Detail 2 - Business model ....................................................................... 17

Detail 3 – Group services and solutions portfolio ................................ 20

Detail 4 – Segment details ...................................................................... 21

Detail 5 – Reference customers ............................................................. 22

Detail 6 – All for One Midmarket AG Group Structure .......................... 22

Detail 7 – Employees............................................................................... 23

Detail 8 - United VARs network .............................................................. 25

Detail 9 – Detailed Global ERP market overview................................... 26

Detail 10 – Outlook 3Q 08 ....................................................................... 27

Detail 11 - Guidance................................................................................ 27

Detail 12 – Equinet vs. Consensus ........................................................ 28

Detail 13 – Financial Calendar................................................................ 28

Detail 14 – Yearly overview..................................................................... 29

ESN Recommendation System .............................................................. 35

Page 3: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Page 3

Investment Case

All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany, Austria and Switzerland. Our topline forecast from 07 to 12e stands at a CAGR of 6.8%. Profitability is expected to improve to an EBIT of EUR 5.0m as well as a margin of 4.6% by 12e. We initiate coverage with Buy, TP EUR 4.8.

Profile: All for One Midmarket AG is a full-service IT provider in the SAP environment.

Since the acquisition of All for One in 06, the company orientates business towards SAP.

Consulting and software licenses accounted for 55.5% of revenues in 07. Outsourcing

services and maintenance contributed 17.5% and 13.0% of revenues, respectively.

Market: According to BITKOM, the German IT service market is forecasted to grow to EUR

32.8bn (6.6% YoY) in 08e and EUR 34.9bn (6.5% YoY) in 09e, respectively. The European

Enterprise Resource Planning (ERP) market is expected to show CAGR 06-11e of 10.7%

according to AMR Research.

Triggers: (1) Successful implementation of full-service strategy for SAP solutions in the

mid-market through new management board (2) Margin improvements due to increased

recurring revenues from outsourcing services.

Financials: We expect All for One Midmarket AG’s sales and earnings to benefit from the

success of SAP mid-market products and outsourcing services. Hence, our revenue

forecast stands at EUR 83.6m in 08e (7.1% YoY) and EUR 108.7m in 12e (CAGR 07-12e of

6.8%). The EBIT is forecasted to steadily improve, reaching EUR 5.0m in 12e, which

translates into an EBIT margin of 4.6%.

Valuation: Based on a DCF model, we derive a target price of EUR 4.8. We do not take the

peer valuation into account as this is of limited indication value due to a still very low

profitability.

At a Glance

Source: Company data, equinet Research

EPS development

-0.60

-0.30

0.00

0.30

0.60

0.90

06 07 08e 09e 10e 11e 12e

EPS (adj.)

EUR mSales & EBIT margin

0

25

50

75

100

125

06 07 08e 09e 10e 11e 12e

EUR m

0.0%

1.1%

2.2%

3.3%

4.4%

5.5%

Sales EBIT margin (rhs)

Shareholder Structure

Universal

Investm.

GmbH

5.0%

BEKO

Holding AG

55.0%

Free float

36.0%

Company

4.0%

Revenue Split 07

Integrated

Solutions

88.7%

Human

Resource

Solutions

11.3%

Page 4: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Page 4

Valuation

Putting emphasize on a DCF model valuation, we set our target price (TP) at EUR 4.8. The relevance of a peer group valuation, we reckon, is low due to depressed profitability in the course of the transition to become a one-stop SAP service provider.

DCF valuation

Revenue development: We expect All for One Midmarket AG to achieve a revenue CAGR

07-12e of 6.8%. In 09e, we assume revenues to grow by 7.1% to EUR 89.6m. Due to an

increasing uncertainty concerning the economic development in coming years, we are

forecasting revenues 10e to 12e to grow less dynamically. In 10e, our forecast stands at

EUR 95.7m (6.9% YoY).

Profitability: We expect All for One Midmarket AG to increase its EBIT margin mainly due

to the focussing on its core competence: SAP IT consulting in the mid-market segment and

recurring outsourcing services (data processing services). We forecast an EBIT CAGR 07-

12e of 36.9%. The EBIT margin in 12e is forecasted to stand at 4.6%.

WACC: Taking into account a beta of 1.44, WACC comes to 10.26%. We expect the target

equity ratio to be 100.0%.

Terminal growth: We set the FCF terminal growth at 2%.

Target price: We arrive at a target price of EUR 4.8 from our DCF model.

Phase III

EUR m 2009e 2010e 2011e 2012e 2013e 2014e 2015e 2016e 2017e 2018e

Revenues 89.6 95.7 102.1 108.7 115.0 120.9 126.5 131.6 136.4 140.8growth rate 7.1% 6.9% 6.6% 6.5% 5.8% 5.1% 4.6% 4.1% 3.6% 3.2%

EBIT 1.6 3.4 4.2 5.0 5.0 4.9 4.9 4.8 4.7 4.6EBIT margin 1.8% 3.6% 4.1% 4.6% 4.3% 4.1% 3.9% 3.6% 3.4% 3.3%

Tax (0.7) (1.0) (1.2) (1.5) (1.5) (1.5) (1.5) (1.4) (1.4) (1.4)Tax rate 40.0% 30.0% 30.0% 30.0% 30.0% 30.0% 30.0% 30.0% 30.0% 30.0%

Depreciation 5.6 5.1 4.5 4.2 4.0 4.1 4.2 4.2 4.2 4.2in % of Sales 6.3% 5.4% 4.4% 3.9% 3.5% 3.4% 3.3% 3.2% 3.1% 3.0%

Capex (3.2) (3.2) (3.2) (3.2) (3.4) (3.6) (3.8) (3.9) (4.1) (4.2)in % of Sales 3.6% 3.3% 3.1% 2.9% 3.0% 3.0% 3.0% 3.0% 3.0% 3.0%

NWC (0.6) (0.6) (0.6) (0.7) (0.7) (0.8) (0.8) (0.8) (0.9) (0.9)in % of Sales 0.7% 0.7% 0.6% 0.6% 0.6% 0.6% 0.6% 0.6% 0.6% 0.6%

FCF 2.8 3.7 3.6 3.8 3.3 3.2 3.0 2.8 2.6 2.3 28.8growth rate 32.4% -3.4% 7.5% -13.3% -4.7% -5.7% -6.8% -7.9% -9.1% 2.0%

PV FCF 2.5 3.0 2.6 2.5 2.0 1.7 1.5 1.2 1.0 0.9 10.6

PV Phase I 10.6 Market Cap. 19.6 Targ. equity ratio 100.0%

PV Phase II 8.3 Risk premium 4.00% Beta 1.44

PV Phase III 10.6 Risk free rate 4.50% WACC 10.26%

Total present value 29.5 Sensitivity

+ cash and liquid assets 6.2 Analysis 1.0% 1.5% 2.0% 2.5% 3.0%

- interest bearing debt* 10.7 9.2% 5.19 5.34 5.52 5.73 5.96

Implied Market Cap. 25.0 9.7% 4.87 5.01 5.15 5.32 5.52

Number of shares 5.2 WACC 10.3% 4.59 4.70 4.83 4.97 5.14

10.8% 4.34 4.43 4.54 4.66 4.80

Implied value per share 4.83 11.3% 4.11 4.19 4.28 4.39 4.50

* Including pension provisions Source: equinet Research

Phase I Phase II

Growth rate Phase III

Page 5: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Page 5

Multiple comparison

� Peer group companies: We choose our peer group from German small and mid-

cap companies, mainly active in IT consulting as well as in the reselling of SAP

licenses. As one of the closest comparable peers, we include the SAP full-service

provider Itelligence AG, even if the company’s free float is minor with 8.8%.

Moreover, IT consulting corporations such as IDS Scheer, GFT Technologies and

Syskoplan AG are taken into account.

� Exclusion of peer group companies: Due to its private listing, we do not

incorporate the close peer of Steeb GmbH. Moreover, we decided not to

incorporate TDS AG due to incomplete consensus estimates.

� Reference year 09e: Due to the company’s year of transition in the current fiscal

year 08, we focus on FY 09e and 10e.

� Target price: We derive a fair value of EUR 3.4 per share from the peer group

comparison, taking into account P/E, EV/EBIT as well as EV/EBITDA ‘09e and ‘10e.

� Relevance of peer group comparison: In regard to a still incomparably low EBIT

margin due to All for One Midmarket’s transitive situation, the peer group leads to

misleading conclusions, from our point of view. We thus keep distance from

incorporating the peer valuation into our overall target price for the share.

All for One Midmarket AG: Peer valuation

CompanyCur-

rency

Last

price

Mcap

(m)P/E ´09e P/E ´10e

EV/EBIT

´09e

EV/EBIT

´10e

EV/EBITDA

´09e

EV/EBITDA

´10e

ITELLIGENCE AG* EUR 4.21 94.6 10.0 8.5 4.6 3.5 3.3 2.6

GFT TECHNOLOGIES AG* EUR 1.95 51.3 5.8 4.7 1.2 0.5 1.1 0.5

CENIT AG SYSTEMHAUS* EUR 3.95 33.1 9.4 7.5 4.4 3.5 3.6 3.0

IDS SCHEER AG EUR 7.42 238.6 10.1 8.6 4.3 3.4 3.7 3.0

SYSKOPLAN AG EUR 6.94 32.8 7.5 6.4 3.2 2.6 2.7 2.2

Mean 8.5 7.1 3.6 2.7 2.9 2.2

ALL FOR ONE MIDMARKET EUR 3.60 18.6 23.6 8.0 8.3 2.8 1.9 1.1

Forecasts EPS / EBIT / EBITDA 0.15 0.45 1.6 3.4 7.3 8.6

Forecasts Net debt 1.4 -2.5 1.4 -2.5

No. of shares 5.2 5.2 5.2 5.2

FV per share based on multiples 1.30 3.22 2.09 3.51 4.98 5.43

FV (mean) 3.42

Sources: *ESN estimates, equinet estimates, Thomson Financial, Company data

Page 6: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Page 6

Company Profile & Market Environment

All for One Midmarket AG is a one-stop service provider for SAP services. The company’s product portfolio encompasses SAP consulting, license sales, software maintenance as well as outsourcing. We expect the company to be in a transition state in FY 08 as the implementation of its strategy still requires significant investment spending. Profitability is expected to rise in coming years (CAGR 07-12e: 36.9%) mainly due to increased recurring revenues such as outsourcing services.

Company overview

� History: All for One Midmarket AG has been founded in 1959 as AC Automation Center AG. After having acquired All for One in 06, the company rapidly changed its business model to become a full-service SAP partner. The company thus sold its Human Resource Services, ACCURAT, in May 08 and changed its company name from AC Service to All for One Midmarket AG.

� Segments: Since 1Q 08, All for One Midmarket operates two segments: (1)

Integrated Solutions, including the selling of SAP licenses, industry solutions, systems integration, software maintenance, consulting as well as outsourcing services. (2) Human Resource Solutions, offering full-service for SAP Human Capital Management software including BPO.

� Customer focus: All for One Midmarket focuses its solutions and services on the

machinery industry, automotive suppliers, and the discrete manufacturing industry as well as on project and engineering-services providers. Furthermore, the company clearly focuses on the mid-market.

� Industry solutions: All for One Midmarket offers several industry solutions for mid-

market companies. These are e.g. All for Automotive, All for Electric, All for Machine, All for Metal, All for Plastics, All for Service as well as All for Foundry.

� Country sales: Sales are dominated by Germany (66% of overall revenues in FY

07) as well as Switzerland (21%). Austria contributed 4% of revenues.

� Strategy: The new management board (Lars Landwehrkamp, CEO, and Stefan Land, CFO) implemented the strategy to become a one-stop SAP service provider with an expanding share of recurring revenues in 06.

� Major shareholder: All for One Midmarket is a subsidiary of BEKO Holding AG,

which currently owns 55% of the company.

Revenue 2006

Integrated

solutions

87%

Human

Resource

Solutions

13%

Revenue 2007

Human

Resource

Solutions

11%

Integrated

solutions

89%

Source: Company data, equinet Research Source: Company data, equinet Research

Page 7: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Page 7

Market environment

German IT service market: Achieving 40% of overall revenues in IT consulting &

professional services as well as 66% of revenues in Germany, we expect the German IT-

service market to be the single most relevant market of All for One Midmarket.

� Volume / Growth: According to BITKOM, the market had a volume of EUR 28.5bn in

06 and EUR 30.8bn in 07. The German IT service market is forecasted to grow to EUR

32.8bn (6.6% YoY) in 08e and EUR 34.9bn (6.5% YoY) in 09e, respectively.

German software market: As the selling of SAP software licenses, self-developed industry

solutions and software maintenance, moreover contributed 29% of group revenues, the

German software market should be a relevant market for All for One Midmarket AG, too.

� Volume / Growth: The German software market is stated to have a volume of EUR

13.3bn in 06 and EUR 14.0bn in 07. The overall German software market is estimated

to grow by 5.3% to EUR 14.7bn as well as EUR 15.4m (+5.0%) in 09e, according to

BITKOM.

Global Enterprise Resource Planning (ERP) and ERP small-medium size market (SMB): The ERP market should be the most relevant portion of the targeted software

market, which is dominated by SAP (market share of 32%, Gartner), followed by Oracle

(10%) and Sage (9%). The SMB SAP market, which All for One Midmarket targets, is

furthermore led by SAP (23%), being closely followed by Oracle (21%) as well as Intuit

(20%) according to Forrester Research.

� Volume: The overall ERP market as estimated by AMR Research had a volume of

USD 32.3bn globally as well as a volume of USD 12.5bn in Europe in 07. Europe

represents the second largest ERP market behind North America.

� Growth by geographic region: The global market is expected to grow by 10.6%

(CAGR 06-11e). The European market is forecasted to show CAGR of 10.7% as the

market is relatively mature compared to the Latin American and Asia-Pacific market,

which grow by 21.1% and 13.4% p.a., respectively. The North American market is

forecasted to increase by 8.7% (CAGR 06-12e).

� Growth by application segment: The global ERP market concerning Enterprise

Management is forecasted by AMR to increase by CAGR 06-12e of 9.6%, reaching

USD 24.2bn in 12e from USD 17.2bn in 07. The moreover by All for One Midmarket AG

targeted Human Capital Management market is expected to grow by 12.7% p.a. from

USD 4.8bn in 07 to USD 7.6bn in 12e.

� Growth by revenue type: Software licenses are globally forecasted by AMR Research

to grow 10.0% p.a. from 06 to 12e, reaching a level of USD 14.9bn in 12e. Software

maintenance revenues are expected to reach USD 16.9bn, growing by 10.3% (CAGR

06-12e).

Global ERP application revenue estimate by application segment, 2006-2011

USD m 2006 2007e 2008e 2009e 2010e 2011e CAGR*

Enterprise Management 15326 17215 19312 21479 22023 24226 9.6%

Human Capital Management 4202 4842 5374 5912 6936 7630 12.7%

Supply Chain Management 2401 2637 3046 3547 4335 4769 14.7%

Product Lifecycle Management 556 613 681 749 824 906 10.3%

Customer Management 5384 6133 6449 6621 7934 8727 10.1%

Sourcing and Procurement 951 839 967 1104 1301 1431 8.5%

Total 28820 32279 35829 39412 43353 47689 10.6%

*2006 - 2011e Source: AMR Research, equinet Research

Page 8: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Page 8

Financials

Segments

Since the divestment of ACCURAT as of 2Q 08, All for One Midmarket AG changed its segment structure, now reporting Integrated Solutions as well as Human Resource

Solutions. We forecast a sales CAGR for Integrated Solutions of 6.9% (07-12e) as well as a CAGR of 6.7% for Human Resource Solutions.

� Integrated Solutions: We expect the Integrated Solutions segment, which includes the

selling of SAP licenses, industry solutions, systems integration, software maintenance,

consulting as well as outsourcing services, to be slightly ahead of HR Solutions in terms

of revenue growth. Our sales CAGR 07-12e stands at 6.9%. The segment contributes

89% of overall revenues.

� Human Resource Solutions: The Human Resource Solutions segment, offering full-

service for SAP Human Capital Management software, is expected to increase its

revenues by 6.7% (CAGR 07-12e). The segment contributes roughly 11% of overall

group sales.

� Economic resilience: We expect the HR Solutions segment to be less contingent on

an economic downturn, mainly driven by demand from legal requirements as well as the

higher diversification as the segment does not focus on special industries. The

Integrated Solutions segment is highly specified on the machinery and discrete

manufacturing industry, automotive suppliers as well as project and engineering-service

providers.

� Profitability: In the long-term, we forecast the group EBIT margin to come in at 4.6% in

12e, which we forecast to be mainly supported by the expanding share of recurring

outsourcing service revenues in the Integrated Solutions segment (EBIT CAGR 07-12e:

36.9%).

All for One Midmarket AG: Segmental development

EUR m 2005 2006* 2007 2008e 2009e 2010e 2011e 2012e CAGR **

Sales

Integrated Solutions 27.6 54.8 69.2 73.9 79.2 84.7 90.4 96.5 6.9%

Human Resource Solutions 5.8 7.8 8.8 9.7 10.4 11.0 11.6 12.2 6.7%

Group 33.4 62.6 78.1 83.6 89.6 95.7 102.1 108.7 6.8%

growth 87.5% 24.7% 7.1% 7.1% 6.9% 6.6% 6.5%

EBIT

Integrated Solutions 0.1 0.7 1.4 1.0 1.5 3.1 3.8 4.5 27.1%

Human Resource Solutions -0.6 -0.4 -0.3 0.0 0.1 0.3 0.4 0.4 n.m.

Group -0.5 0.3 1.0 1.0 1.6 3.4 4.2 5.0 36.9%

EBIT margin

Integrated Solutions 0.4% 1.3% 2.0% 1.4% 1.9% 3.7% 4.2% 4.7%

Human Resource Solutions -10.7% -5.2% -3.8% 0.0% 1.2% 2.6% 3.1% 3.6%

Group -1.5% 0.5% 1.3% 1.2% 1.8% 3.6% 4.1% 4.6%

* Acquisition of All for One in 06 ** CAGR 2007 - 2012e Source: Company data, equinet Research

Page 9: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Page 9

Earnings Development

� EBIT: EBIT is forecasted to stay relatively flat in 08e compared to the previous FY

(EBIT margin 1.2% compared to 1.3% in FY 07), due to increased investments into the

company’s turnaround and strategy implementation to become a full-service SAP

solution provider. In the long-term, we forecast the EBIT to improve, leading to an EBIT

margin of 4.6% in 12e. The EBIT CAGR 07-12e is thus forecasted at 36.9%.

� EPS and DPS: We derive an adjusted EPS CAGR 07-12e of 37.5%. Our tax rate

forecast stands at 40% for 09e and 30% for 10e - 12e. Adjusted EPS in 12e are

expected to come in at EUR 0.74, compared to EUR -0.02 in 08e. According to equinet

estimates, All for One Midmarket may become able to pay a dividend in the mid-term.

Cash Flow Analysis

� Operating cash flow (OCF): We forecast All for One Midmarket AG to achieve an OCF

of EUR 10.1m in 08e, please note this to be due to a net profit contribution of EUR 3.4m

from discontinued operations (ACCURAT business). Adjusted for one-offs, the OCF

amounts to c. EUR 3.5m. Higher EBIT margins expected in the mid-term should lead to

an OCF of EUR 7.7m by 12e.

� Free cash flow (FCF): In 08e, we estimate capital expenditure to peak, reaching a level

of 10% of expected sales (capex forecast: EUR 8.5m). This leads to a FCF in 08e of

EUR 1.6m. Capex for coming years are expected to slow down to EUR 3.2m, thus,

leading to an amendment of FCF to EUR 4.5m by 12e.

Cash Flow development

-8

-4

0

4

8

11

2006 2007 2008e* 2009e 2010e 2011e 2012e

EUR m

Operating CF Operating Free Cash Flow Free CF

Source: Company data, equinet Research*OCF 08e incl. EUR 3.4m from discont. operations

All for One Midmarket AG: Earnings development

EUR m 2006 2007 2008e 2009e 2010e 2011e 2012e CAGR *

EBIT 0.3 1.0 1.0 1.6 3.4 4.2 5.0 36.9%

growth -84.6% 264.4% -0.1% 57.5% 110.0% 21.6% 19.6%

margin 0.5% 1.3% 1.2% 1.8% 3.6% 4.1% 4.6%

EBT -0.4 0.9 0.8 1.4 3.5 4.5 5.6 42.6%

growth -118.8% -336.9% -18.9% 89.2% 138.6% 29.6% 24.5%

margin -0.6% 1.2% 0.9% 1.6% 3.6% 4.4% 5.1%

EAT -1.8 1.1 3.3 0.8 2.3 3.1 3.8 27.9%

growth -185.0% -160.8% 192.0% -75.8% 196.5% 30.6% 25.2%

margin -2.9% 1.4% 3.9% 0.9% 2.4% 3.0% 3.5%

EPS (adj.) -0.46 0.15 -0.02 0.15 0.45 0.59 0.74 37.5%

growth -210.1% -132.6% -113.6% -848.0% 196.5% 30.6% 25.2%

* CAGR 2007 - 2012e Source: Company data, equinet Research

Page 10: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Page 10

Working Capital

� Net working capital (NWC): In FY 07, All for One Midmarket employed NWC (trade

receivables plus inventories minus trade payables) of EUR 7.9m. Trade receivables

amounted to EUR 17.6m (22.6% of group sales). Inventories were rather low with EUR

0.7m. Trade payables came in at EUR 10.5m (13.4% of group sales). In 08e, we

forecast NWC of EUR 8.5m.

� NWC/sales ratio: The NWC/sales ratio amounted to 10.1% in the FY 07. For coming

years, we forecast a stable NWC/sales ratio of around 10%.

Equity & Debt

� Net debt: In FY 07, All for One Midmarket AG employed EUR 6.1m in net debt. In 08e,

we forecast net debt to come in at EUR 4.5m. Due to the restructuring of the company’s

financing, we forecast debt to be reduced by EUR 1.0m in 09e, EUR 2.0m in 10e and

EUR 2.5m in 11e and 12e, respectively.

� Gearing: Gearing in ‘07 was 23.4%. As we forecast the net debt position to decrease,

we expect the gearing to fall accordingly to -26.8% in 12e.

Net Working Capital

0

3

6

9

12

15

2006 2007 2008e 2009e 2010e 2011e 2012e

EUR m

0%

3%

6%

9%

12%

15%

Net Working Capital NWC/Sales (rhs)

Source: Company data, equinet Research

Net debt & Gearing

-14

-9

-5

0

5

9

2006 2007 2008e 2009e 2010e 2011e 2012e

EUR m

-44%

-29%

-15%

0%

15%

29%

Net debt (incl. pension provisions) Gearing (rhs)

Source: Company data, equinet Research

Page 11: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Page 11

Return on capital employed (ROCE)

� Capital employed (CE): In 07, CE came in at EUR 51.1m. For the current fiscal year,

we expect CE to rise further to EUR 51.7m, due to the company’s significant investment

of EUR 8.5m in tangible assets such as data processing centres. Intangible assets as

well as net financial and other assets are expected to decrease by EUR 6.1m YoY due

to a purchase price amortisation of EUR 1.0m p.a. as well as the omission of the asset

position “planned discontinued operations”.

� ROCE: The ROCE of 1.3% in 07 is expected to slightly increase to 1.4% in 08e.

Beginning 09e, we forecast ROCE to increase to 7.3% by 12e.

Return on equity (ROE)

� Equity: Equity amounted to EUR 26.2m in 07. As we forecast the company to increase

its profitability, retained earnings are expected to grow. Thus, we expect equity to come

in at EUR 29.7m in 08e as well as EUR 39.7m in 12e.

� ROE: ROE in ‘07 was 4.3%. As we forecast the net income in 08e to be strong due to a

contribution of EUR 3.4m from discontinued operations, ROE should rise to 11.0% in

08e. For coming years, ROE will normalise, reaching 9.6% in 12e.

ROCE & Capital Employed

44

46

48

50

52

54

2006 2007 2008e 2009e 2010e 2011e 2012e

0%

2%

4%

5%

7%

9%

Capital Employed ROCE (rhs)

EUR m

Source: Company data, equinet Research

ROE & Equity

0

10

20

30

40

50

2006 2007 2008e 2009e 2010e 2011e 2012e

-10%

-2%

6%

14%

22%

30%

Equity ROE (rhs)

EUR m

Source: Company data, equinet Research

Page 12: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Page 12

Triggers & Swot Analysis

Triggers & Drivers

� Successful implementation of full-service strategy: All for One Midmarket AG

targets to become one of the leading SAP full-service providers to the mid-market in

its focus regions Germany, Switzerland and Austria. Hence, the ACCURAT

business has been sold recently. We expect positive news on the ongoing strategic

transition to lead to increased confidence in the company. Strategic investments in

employees, data processing centres and relocations are forecasted to peak in 08e.

� Profitability increases: In recent years, All for One Midmarket AG showed

inacceptable low EBIT margins. Due to cross-selling potential between the

company’s full-service offering in consulting, maintenance and outsourcing as well

as the high expected growth of enterprise resource planning tools in the mid-

market, we forecast an EBIT CAGR 07-12e of 36.9%.

SWOT Analysis

All for One Midmarket AG: SWOT

- Low free float (major shareholder: BEKO Holding 55.0%)

Source: equinet Research

- One-third of revenues are recurring (maintenance and

outsourcing services)

Weaknesses Threats

Strengths Opportunities

- Low market penetration of mid-size customers with ERP

products leading to expected high market potential

- One of the leading German full-service midsize SAP service

provider with a longstanding relationship to SAP

- New management team being experienced in SAP service

provision

- Further investments in strategy implementation lead to

decreased profitability, lowered EBIT guidance for FY 08

increases investors insecurity

- Due to the company's strategy implementation being in

progress, still high freelancer employment in IT consulting

- Dependence on mid-sized focus customers (exposure to

economic downturn) in focus industries

- Employee shortage may put a strain on growth and lead to

increased personnel expenses

- Revenue opportunities through "Business by Design"

- Dependence on SAP AG as well as the success of SAP

ERP products

- Cross-selling potential due to full-service offering leading to

profitability increases

Page 13: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Page 13

Detail 1 - Strategy

Strategy – Full-service SAP service provider: All for One Midmarket targets to become

one of the leading SAP full-service providers to the mid-market in its focus regions

Germany, Switzerland and Austria. International projects will be executed by being member

of the United Value Added Reseller Network, which has been founded by All for One (see

Detail 8 for further information).

The strategy aims to increase recurring outsourcing service revenues and includes offering

consulting services mainly for the selection of adequate ERP products, the process design

as well as implementation consulting concerning SAP projects. Moreover, help desk

services, support and application management are offered. The one-stop product offering is

completed by Managed IT services.

The strategy clearly focuses on:

� (1) Geographical focus (Germany, Switzerland and Austria)

� (2) Customer focus (Mid-size customers)

� (3) Industry Focus

� Machinery and equipment manufacturing industry

� Automotive suppliers

� Discrete manufacturing in its broader sense

� Project and engineering-services providers

(1) Geographical focus on Germany, Switzerland and Austria: All for One Midmarket

focuses its operations on Germany, Switzerland and Austria. In 07, 66% (EUR 51.6m) of

overall revenues of EUR 78.1m have been achieved in the German market. Switzerland

contributed 21% of revenues (EUR 16.3m), whereas Austria made off 4.0% of revenues

(EUR 3.2m).

International focus through United VAR network: In the future, the company moreover

targets to focus on these key markets, addressing international business activities by the

company’s partnership with the United Value Added Reseller Network (United VARs) only.

United VARs is a global association of leading SAP competence partners focusing on mid-

and small-size customers. The project enables IT services for SAP projects to be available

worldwide, without having the need to expand business activities in this region by All for

One Midmarket itself.

Geographic revenues FY 07

Rest of

Europe

9%

Sw itzerland

21%

Germany

66%

Austria

4%

Source: Company data, equinet Research

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All for One Midmarket AG

Page 14

(2) Customer focus – High growth potential: All for One Midmarket AG defines its

targeted segment by customers achieving revenues of EUR 50m to EUR 500m as well as

having approximately 100 to 2,500 employees. The industry focus is thus put on customers

from machinery and systems engineering, automotive supplier, discrete manufacturing as

well as project and engineering-services providers.

Customers that fulfil All for One Midmarket AG’s selection criteria have been named as a

number of 12,000 corporations. We thus expect All for One Midmarket AG’s growth

potential in terms of focused customers to be high. The market penetration is estimated to

be low.

Focus on SAP Business All-in-One: The company will clearly concentrate on the DACH

region as defined by SAP (Germany, Switzerland, and Austria). All for One Midmarket thus

mainly targets the Business All-in-One product market. The company identified further

growth opportunities in the SAP Business by Design market, which are nevertheless

unspecified as of to date.

(3) Overall industry solutions offered: All for One Midmarket offers additional potential in

the following SAP areas:

� SAP Business Intelligence

� SAP Customer-Relationship-Management (CRM)

� SAP Supply-Chain-Management (SCM)

� SAP Human Capital Management

� Document Management

All for One Midmarket AG: Targeted customers

Customer revenues EUR 50m to EUR 500m

Customer employees 100 to 2,500 employees

No. of customers ~ 12,000 corporations

Source: Company data, equinet Research

Source: SAP AG

Page 15: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Page 15

Industry Solutions: All for One Midmarket offers self-developed industry solutions for

several industries. The following industry solutions are available as of today:

� All for Machine

� All for Automotive

� All for Electric

� All for Metal

� All for Plastics

� All for Foundry

� All for Service / ProServ

� KWP All-in-One HR

Strategic targets: The overall target of the one-stop strategy has been defined as

� Winning of new customers through partnering with SAP

� Providing full-scale service to customers along the entire IT value chain

� Expanding the share of recurring revenues, enabling for higher margin sales

� Increasing customer satisfaction through full-service offering.

Organic growth strategy: All for One Midmarket AG moreover stated its recent strategy to

be dependant on organic growth, thus, not having the focus to acquire.

Renaming of AC-Service AG in All for One Midmarket AG: Recently, formerly known AC

Service AG communicated that it renamed itself to All for One Midmarket AG. The renaming

underpins the full strategic focus on SAP and puts greater emphasis on the successful

brand All for One. The renaming has been approved by the annual general meeting as of

June, 08.

Disinvestment of ACCURAT (Human Resource Services): All for One Midmarket targets

to become one of the leading SAP full-service providers to the midmarket in its focus

markets Germany, Switzerland and Austria. To strongly focus on SAP, the company

recently decided to sell its ACCURAT business (Human Resource Services). The sale of

ACCURAT led to a cash receipt of EUR 8.6m in 08 as well as guarantees of EUR 1.5m,

which have a term of two years. In 07, ACCURAT achieved revenues of EUR 10.4m as well

as an EBIT of EUR 1.4m. The subsidiary employed 91 employees.

Reasons for disinvestment: The company stated several reasons for the sale of

ACCURAT: (a) ACCURAT has no focus on the SAP market environment (b) no cross-

selling potential of SAP services to existing ACCURAT customers (c) market focus of

subsidiary on Germany did not meet market focus of the group on Germany, Austria and

Switzerland (d) financing of further growth.

Increased activities in SAP Human Capital Management: All for One Midmarket AG

increased its activities in the SAP Human Capital Management, which is deployed by KWP

Kümmel, Wiedmann & Partner Unternehmensberatung GmbH (KWP), and a 56% owned

subsidiary of All for One Midmarket. KWP currently has more than 700 customers and thus

is the leading SAP HCM consulting company in Germany. According to All for One

Midmarket, the market share of KWP should lie around 17% based on the number of

customers looked after.

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All for One Midmarket AG

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KWP invested in 70% of Magnisol Deutschland GmbH in August 07. The company has

been renamed to KWP Professional Services GmbH. KWP now offers also HR Business

Process Outsourcing services (BPO), which are expected to grow significantly in the future.

Investment spending requirements in FY 08: All for One Midmarket AG’s strategy goes

ahead with significant investment spending requirements in 08. The company’s CFO

already gave indication of investment needs in 08, which are forecasted to lie at around

10% of revenues in 08. In 07, the company invested EUR 3.2m. For 08e, we expect capex

to reach EUR 8.5m, falling back to a continuous EUR 3.2m for 09e to 12e. The investment

focus in 08e will lie on:

� Employees

� Increase of employees

� Advanced education / training

� Data processing centres

� Frankfurt (2)

� Wettingen (2)

� Relocation

� Stuttgart

� Memmingen

� Heilbronn

Investment / Disinvestment

Company Date Purchase price / info

Investments

Process Partner AG Jul-01 40% share deal

Sales 2000: EUR 1.2m

Process Partner AG Dec-04 100% share deal

Sales 2004: EUR 2.6m

Mar-05 56% share deal

Sales 2004: EUR 6.0m

Feb-06 100% share deal

Sales 2005: EUR 23.0m

Magnisol Deutschland GmbH Aug-07 70% share deal

Sales 2007: EUR 1.0m - EUR 1.2m

Disinvestment

Business Division Distribution Solutions Oct-00 100% asset deal

Sales 1999: DEM 12.7m

Business Division ACCURAT May-08 100% share deal

Sales 2007: EUR 10.4m

Source: Company data, equinet Research

KWP Kümmel, Wiedmann & Partner

Unternehmensberatung GmbH

All for One Systemhaus GmbH Midmarket

Solutions

Page 17: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Page 17

Detail 2 - Business model

Integrated product portfolio and services: All for One Midmarket AG offers full-service in

the SAP environment. The customer relation, in general, begins with the consulting for the

implementation of SAP projects, which lead to the sale of licenses from SAP in cooperation

with the All for One industry solutions such as All for Machine, All for Automotive and All for

Service.

The sale of licenses furthermore leads to the closure of maintenance contracts, which

enable All for One Midmarket AG to increase its recurring revenues. Hence, the

development of license revenues should be closely monitored. Simultaneously with the

selling of licenses, the company offers Managed IT services which moreover increase the

recurring revenue basis.

Revenue by revenue contributor in FY 07: In FY 07, All for One Midmarket AG achieved

revenues mainly in IT consulting and professional services (39.2% revenue contribution;

EUR 30.6m). Data Processing services ranked second important with a revenue

contribution of 17.5% (EUR 13.7m), followed by software maintenance with 16% (EUR

12.7m). Software license sales amounted to EUR 10.2m (13.0% of overall revenues). All for

One Midmarket AG moreover sold hardware in the height of EUR 6.9m (9% of overall

revenues) as well as leasing (EUR 0.7m, 0.9%) and other revenues (EUR 3.4m, 4.3%).

The company groups software maintenance and data processing service revenues under

the term “Outsourcing Services”. “Hardware” sums up leasing revenues and hardware

revenues.

Source: All for One Midmarket AG

Revenue by revenue contributor FY 07

Hardw are

sales

9%

Leasing

1%

Other

4%

Data

processing

services

17%

IT consulting

&

professional

services

40%

Softw are

licenses

13%Softw are

maintenance

16%

Source: Company data, equinet Research

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All for One Midmarket AG

Page 18

Forecasts by revenue contributor: In 08e, we forecast the IT consulting business to grow

by 8.2%. Being on the conservative side due to some economic insecurity, we forecast

revenue growth in IT consulting to slow down to 7.1% in 09e and 5.5% for coming years.

Outsourcing services as well as software license revenues are expected to increase by

16.0% YoY and 0.8% YoY in 08e, respectively, falling back to growth of 12.0% YoY and

1.0% YoY in 09e. High hardware sales in 07 of EUR 7.6m are expected to decrease to a

lower level of EUR 6.3m in 08e. Other revenues are estimated to come in at EUR 3.7m in

08e.

Development of recurring revenues: The share of recurring revenues, which made of

30.5% of revenues in the fiscal year 07, is focused to improve. All for One Midmarket AG

Service evaluates a high share of maintenance and data processing services (outsourcing

services) to help stabilise the rather cyclical software license business. The improvement of

recurring revenues should hence lead to a lower dependence on the economic well-being.

Based on our forecasts, we expect recurring revenues to come in at EUR 27.6m in 08e,

corresponding to a revenue contribution of 33.1%. In 09e, we forecast recurring revenues of

EUR 31.0m, contributing 34.6% of overall group sales.

All for One Midmarket AG: Recurring revenues

EUR m 2005 2006 2007 2008e 2009e CAGR * CAGR **

Recurring 12.1 20.1 23.8 27.6 31.0 40.4% 14.0%

Non-recurring 33.6 42.5 54.3 55.9 58.6 27.1% 3.9%

Total 45.7 62.6 78.1 83.6 89.6 30.7% 7.1%

% recurring 26.5% 32.2% 30.5% 33.1% 34.6%

% non-recurring 73.5% 67.8% 69.5% 66.9% 65.4%

Recurring YoY 66.6% 18.3% 16.0% 12.0%

Non-recurring YoY 26.4% 27.8% 3.1% 4.7%

Total YoY 37.0% 24.7% 7.1% 7.1%

* 2005-2007 ** 2007-2009e Source: Company data, equinet Research

All for One Midmarket AG: Revenue by revenue contributor

EUR m 2005 2006 2007 2008e 2009e CAGR * CAGR **

IT consulting 12.8 24.9 30.6 33.1 35.5 54.4% 7.7%

growth 93.7% 23.1% 8.2% 7.1%

Outsourcing Services 12.1 20.1 23.8 27.6 31.0 40.4% 14.0%

growth 66.6% 18.3% 16.0% 12.0%

Software licenses 1.3 9.9 12.7 12.8 13.0 215.6% 0.9%

growth 673.2% 28.8% 0.8% 1.0%

Hardware 4.8 4.9 7.6 6.3 6.4 25.1% -8.5%

growth 1.9% 53.6% -17.0% 0.8%

Other 2.3 2.8 3.4 3.7 3.8 20.1% 7.0%

growth 20.0% 20.1% 11.1% 3.0%

* 2005-2007 ** 2007-2009e Source: Company data, equinet Research

Page 19: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Page 19

German SAP system integrators

SAP system integrators Germany: According to equinet Research, All for One Midmarket

AG mainly competes with Itelligence AG, TDS AG and IDS Scheer AG as well as privately

owned Steeb GmbH. All for One Midmarket AG ranks fourth in terms of overall group

revenues achieved in 07, achieving a market share of around 9% of overall revenues

generated by the mentioned SAP system integrators.

Potential for profitability increases compared to peers: According to profitability in terms

of EBIT margin, All for One Midmarket ranks strongly behind market leaders in SAP

consulting such as TDS AG with an EBIT margin in 07 of 9.1% as well as Itelligence AG

with an EBIT margin of 6.0%. We thus value the chosen strategy to be promising as

competition already proves higher EBIT margins to be achievable with this business model.

Sales EBIT EBIT margin Sales EBIT EBIT margin

IDS Scheer AG 393.5 36.8 9.4% 354.3 29.3 8.3%

Itelligence AG 190.9 11.5 6.0% 163.8 7.1 4.3%

TDS AG 106.2 9.7 9.1% 91.8 8.1 8.8%

All for One Midmarket AG 78.1 1.0 1.3% 62.6 0.3 0.5%

Steeb GmbH 66.9 n.a. n.a. 46.6 n.a. n.a.

% of sales / EBIT

IDS Scheer AG 47% 62% 49% 65%

Itelligence AG 23% 20% 23% 16%

TDS AG 13% 16% 13% 18%

All for One Midmarket AG 9% 2% 9% 1%

Steeb GmbH 8% n.a. 6% n.a.

Source: Company data, equinet Research

2007 2006Company

Page 20: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Page 20

Detail 3 – Group services and solutions portfolio

All for One Midmarket services and solutions portfolio

SAP All in One Industry Solutions SAP HCM Implementation

Business Process and IT Consulting SAP HCM Business Process Consulting

Implementation and Systems Integration SAP HCM Business Process Outsourcing

Software Maintenance SAP HCM Software Maintenance

Application Hosting and Management SAP HCM Training

Managed Services

Germany, Austria, (France, Czech), KWP

Midmarket

Upper Midsized Enterprises

Midmarket, EUR 50m > EUR 500m sales, 12.000 enterprises

> 300 customers > 700 customers

> 10% marketshare of SAP SME installed base > 17% market share of SAP SME installed base

TOP 3 TOP 3

Source: Company data, equinet Research

Germany (All for One), Austria (All for One), Switzerland (AC,

Process Partner), (Luxembourg, AC)

Discrete Manufacturing, Project Engineering Services, (Public

Sector)

Market position Market position

Market segments / Branding Market segments / Branding

Services and Solutions Services and Solutions

Integrated Solutions Human Resource Solutions

Page 21: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

Page 21

Detail 4 – Segment details

All for One Midmarket AG: Integrated Solutions

EUR m 2006 2007 2008e 2009e 2010e 2011e 2012e CAGR *

Sales 54.8 69.2 73.9 79.2 84.7 90.4 96.5 6.9%

growth 98.5% 26.4% 6.7% 7.1% 7.0% 6.8% 6.7%

EBIT 0.7 1.4 1.0 1.5 3.1 3.8 4.5 27.1%

growth 527.3% 98.4% -24.4% 45.4% 108.4% 21.2% 19.4%

margin 1.3% 2.0% 1.4% 1.9% 3.7% 4.2% 4.7%

* CAGR 2007 - 2012e Source: Company data, equinet Research

All for One Midmarket AG: Human Resource Solutions

EUR m 2006 2007 2008e 2009e 2010e 2011e 2012e CAGR *

Sales 7.8 8.8 9.7 10.4 11.0 11.6 12.2 6.7%

growth 35.0% 12.9% 9.8% 7.3% 5.7% 5.7% 5.2%

EBIT -0.4 -0.3 0.0 0.1 0.3 0.4 0.4 n.m.

growth -34.6% -17.7% -100.0% #DIV/0! 129.0% 26.0% 22.2%

margin -5.2% -3.8% 0.0% 1.2% 2.6% 3.1% 3.6%

* CAGR 2007 - 2012e Source: Company data, equinet Research

Integrated Solutions: Sales & EBIT margin

0

25

50

75

100

125

2006 2007 2008e 2009e 2010e 2011e 2012e

0%

1%

2%

4%

5%

6%

EUR m

Sales EBIT margin

Sources: Company data, equinet Research

Human Resource Solutions: Sales & EBIT margin

0

3

6

8

11

14

2006 2007 2008e 2009e 2010e 2011e 2012e

-8%

-5%

-3%

0%

3%

5%

EUR m

Sales EBIT margin

Sources: Company data, equinet Research

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All for One Midmarket AG

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Detail 5 – Reference customers

In the following, we present a reference customer list of the All for One Midmarket Group.

Please note this to be an excerpt.

Detail 6 – All for One Midmarket AG Group Structure

Source: All for One Midmarket AG

Process Partner AGSt. Gallen

All for One Midmarket AGStuttgart

All for One Midmarket AGStuttgart

100%

All for One Midmarket Solutions & Services GmbH

Wien

AC-Automation Center SA / SàrlBrüssel / Luxemburg

AC-Service (Schweiz) AGWettingen/Zürich

AC-Service (Schweiz) AGWettingen/Zürich

KWP GruppeTalheim / Heilbronn

100%100%

95%

100%

AC-Service Beteiligungs GmbHStuttgart

AC-Service Beteiligungs GmbHStuttgart

56%

Amsonic Riobeer AG Magna Cosma Engineering GmbH

Asem Group AG MAPAL Fabrik für Präzisionswerkzeuge Dr. Kress KG

austriamicrosystems AG Martin Lohse GmbH

Axpo Informatik AG MASA AG

Binder Systems Group GmbH Mennekes Elektrotechnik GmbH & Co. KG

Blickle Räder + Rollen GmbH u. Co KG Multivac Sepp Haggenmüller GmbH & Co. KG

Bruker Gruppe MEA Bausysteme GmbH

BDO Visura myonic GmbH

Bystronic Laser AG Nextira One AG

Coperion Gruppe ORNAMIN Kunststofftechnik GmbH

Carl Cloos Schweißtechnik GmbH SAF AG

EMPA Sanitas Krankenversicherung

GEIGER technik GmbH SVTI / Swiss TS Schweizerische Verein für Technische Inspektion

hago Feinwerktechnik GmbH Vollmer Werke GmbH

Jäger Gruppe Wintersteiger AG

Source: Company data, equinet Research

Reference customers (excerpt)

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All for One Midmarket AG

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Detail 7 – Employees

Strategic success will depend on employees: As All for One Midmarket generated

around 39% of revenues with IT consulting and professional services in the fiscal year 07,

which moreover enables the company to sell software licenses and expand recurring

outsourcing revenues, employees should be seen as the strategic key factor for the

successful implementation of its SAP full-service strategy. All for One Midmarket AG

strongly targets to broaden its customer base by employing a high-skilled sales force.

Employee base FY 07: In 07, All for One Midmarket employed 344 employees in its

Integrated Solutions segment as well as 81 employees in Human Resource Solutions

segment. Overall, the company reported to employ 303 consultants and data centre

operations employees as of the end of the fiscal year 07. The company only employed 21

people in software development and maintenance. 42 people were employed in sales and

marketing as well as 59 persons in management and administrative functions.

The employee base increased by 19.7% from 355 in the FY 06 to 425 employees in FY 07.

Please note this to be the employee base without discontinued operations (ACCURAT).

Including ACCURAT, the employee base has been 520 and 444 in 07 and 06, respectively.

Need for skilled employees: Management recently again emphasized its need to hire

high-skilled employees. The lack of well-trained consultants has been indicated to lead to

further investment needs which are accompanied be the implementation of advanced

education and re-education measures.

These statements are in line with the current development emphasized by BITKOM

(Bundesverband Informationswirtschaft, Telekommunikation und neue Medien e.V.) of an

increasing shortfall of skilled IT employees. According to BITKOM, 53% of software & IT-

service corporations plan to hire employees in 08. 43% of software & IT-service companies

Employees by function, 2007

Mgmt. &

Admin

14%

Sales &

Marketing

10%

IT

consulting &

data center

operations

71%

SW

developm. &

maintenance

5%

Sources: Company data, equinet Research

Employees by segment, 2007

Human

Resource

Solutions

19%

Integrated

solutions

81%

Sources: Company data, equinet Research

Employees by segment, 2006

Integrated

solutions

82%

Human

Resource

Solutions

18%

Sources: Company data, equinet Research

Employees by function, 2006

SW

developm. &

maintenance

6%

IT

consulting &

data center

operations

69%Sales &

Marketing

12%

Mgmt. &

Admin

13%Sources: Company data, equinet Research

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All for One Midmarket AG

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plan to keep their employee base at a constant term. We thus expect the personnel market

in 08 to be highly competitive, putting a strain of All for One Midmarket AG.

Employee forecast per segment: We forecast All for One Midmarket to hire 51 employees

in the FY 08, which should be mainly employed in Integrated Solutions (+45 employees). In

Human Resource Solutions, we forecast only 6 persons to be hired, thus, leading to 87

employees in this segment.

In 09e and 10e, we forecast the company hire 30 employees, respectively. The overall

headcount is expected to stand at 611 employees in 12e (511 employees in Integrated

Solutions (83.6%) as well as 101 employees in Human Resource Solutions (16.4%)).

All for One Midmarket: Employee development

EUR m 2005 2006 2007 2008e 2009e 2010e 2011e 2012e CAGR *

Integrated Solutions 155 291 344 389 416 443 475 511 8.2%

Human Resource Solutions 53 64 81 87 90 93 97 101 4.4%

Total 208 355 425 476 506 536 571 611 7.5%

Change (absolute) 147 70 51 30 30 35 40

Change (relative) 70.7% 19.7% 12.0% 6.3% 5.9% 6.5% 7.0%

* CAGR 2007 - 2012e Source: Company data, equinet Research

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All for One Midmarket AG

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Detail 8 - United VARs network

Internationalization strategy through United VARs network: All for One Midmarket is a

member of the United VARs network, which is a global association of leading SAP

competence partners focusing on mid- and small-size customers.

The project enables IT services for SAP projects to be available worldwide, without having

the need to expand business activities in this region by All for One Midmarket itself. The

network enables All for One Midmarket to take part on the international dynamics of the

SAP market without having to open own subsidiaries going ahead with risk concerning

management, currency as well as occupancy rates.

Network Services offered: Members of the network offer deep industry knowledge and

long-standing SAP experience. The network enables to coordinate global SAP projects with

standardized tools and methodologies. Services per location e.g. include implementation,

remote services, outsourcing, and local language hotline, on-going support, training courses

as well as network design and management.

Customers chose from signing a contract with one SAP service provider or individual

contracts with the local United VAR partners.

2C Change Denmark, Norway

All for One Midmarket Germany, Austria, Switzerland

Answerthink USA

Bayantrade Philippines

BCS Business Consulting Hungary, Romania

Biztech & Ektimo Korea

COVICS Business Solutions China

Crystalis Consulting Peru, Mexico

ICM.S Italy

IKT Consult Russia

IKT-PM&C Ukraine

Implema Sweden

mYuice The Netherlands, Belgium

S&T Hermes Plus d.d. Slowenia, Croatia, Serbia & Montenegro, Bosnia-Herzegovina, Macedonia

S&T IT Systems & Solutions Turkey

S&T Services Polska Poland

SAP Concept Bulgaria

Seidor Spain, Portugal, Argentina, Chile, France

VARIAS CZ a.s. Olomouc Czech. Republic

VARIAS a.s. Zilina Slovakia

Zensar Technologies Great Britain, India, Japan

Source: United VARs, equinet Research

United VARs Member

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Detail 9 – Detailed Global ERP market overview

Global ERP application revenue estimate by geographic region, 2006–2011

USD m 2006 2007e 2008e 2009e 2010e 2011e CAGR*

North America 13237 14057 15102 16612 18273 20101 8.7%

Europe 11192 12492 13973 15371 16908 18598 10.7%

Asia-Pacific 3050 3631 4299 4729 5202 5723 13.4%

Latin America 787 1291 1541 1695 1864 2051 21.1%

Rest of World 554 807 914 1005 1106 1216 17.0%

Total 28820 32278 35829 39412 43353 47689 10.6%

*2006 - 2011e Source: AMR Research, equinet Research

Global ERP application revenue estimate by revenue type, 2006-2011

USD m 2006 2007e 2008e 2009e 2010e 2011e CAGR*

Applicat. Software License 9237 9951 11189 12465 13668 14892 10.0%

Alternate Pricing and Delivery 387 452 537 631 737 954 19.8%

Applicat. Software Maintenance 10375 11459 12719 13991 15390 16929 10.3%

Implementation, etc. 8646 9933 10846 11734 12907 14198 10.4%

Other 174 484 537 591 650 715 32.7%

Total 28819 32279 35828 39412 43352 47688 10.6%

*2006 - 2011e Source: AMR Research, equinet Research

Global ERP application revenue estimate by application segment, 2006-2011

USD m 2006 2007e 2008e 2009e 2010e 2011e CAGR*

Enterprise Management 15326 17215 19312 21479 22023 24226 9.6%

Human Capital Management 4202 4842 5374 5912 6936 7630 12.7%

Supply Chain Management 2401 2637 3046 3547 4335 4769 14.7%

Product Lifecycle Management 556 613 681 749 824 906 10.3%

Customer Management 5384 6133 6449 6621 7934 8727 10.1%

Sourcing and Procurement 951 839 967 1104 1301 1431 8.5%

Total 28820 32279 35829 39412 43353 47689 10.6%

*2006 - 2011e Source: AMR Research, equinet Research

Page 27: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

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Detail 10 – Outlook 3Q 08

All for One Midmarket AG will release its 3Q 08 results on November 13, 08. We forecast

the company to report sales of EUR 20.9m (excluding ACCURAT) compared to EUR 19.9m

in 3Q 07 (excluding ACCURAT, restated). Revenue for the first nine months 08 are thus

expected to come in at EUR 61.9m. The EBIT is forecasted to come in at 0.1m in 3Q 08,

corresponding to an EBIT margin of 0.5%, compared to an EBIT of EUR 0.8m in 3Q 07

(EBIT margin of 4.0%). EPS should reach EUR -0.03.

Detail 11 - Guidance

All for One Midmarket AG: Guidance

EUR m 2007 2008 Update after 1H 2008 2009

Sales

Group Confirmed

YoY

EBITA

Group EUR 2.3m - 2.7m

Amortization EUR 1.0m

EBITA-margin 4.2% - 4.8% (reported: 3.9%) 2.7% - 3.3% 2.2% - 2.4%

EBIT

Group (reported EUR 1.0m) EUR 1.3m - 1.7m

EBIT-margin (reported 1.3%) 1.5% - 2.1% ~ 1.2%

Employees +70 hires n.a.

Source: Company data, equinet Research

Double digit growthEUR 83m - 85m (reported: EUR

88.5m, incl. discont. operations)

~ 13.9% to 16.6% (reported:

21.4%)

EUR 3.6m - 4.0m (reported: EUR

3.5m)

Significant improvement

in profitability

Lowered: EUR 1.9m - 2.0m

Lowered: EBIT slightly

above EUR 1.0m

EUR 1.0m

~ 5.0% to 8.9%

EUR 82m - 85m (without

discont. operations)

3Q 2008e

EUR m 3Q 08e 3Q 07 YoY 2008e* 2007 YoY

Sales 20.9 19.9 4.9% 83.6 78.1 7.1%

EBIT 0.1 0.8 -87.2% 1.0 1.0 -0.1%

margin 0.5% 4.0% 1.2% 1.3%

EBT 0.0 0.8 -95.4% 0.8 0.9 -18.9%

margin 0.2% 4.0% 0.9% 1.2%

Net profit -0.1 n.a. 3.3 1.1 192.0%

EPS (€) -0.03 n.a. 0.63 0.22 192.0%

*08e net profit incl. discont. operations Source: Company data, equinet Research

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Detail 12 – Equinet vs. Consensus

Compared to Thomson Financial consensus estimates, equinet forecasts are slightly more

ambitious in terms of revenues for the current FY 08 but more cautious in terms of EBIT

(minus 10.0%). For coming years 09e and 10e, we expect revenues to increase less than

consensus in a small range (minus 1.1% and minus 1.5%, respectively), being moreover

more prudent in terms of profitability (minus 5.6% and minus 16.0%).

Detail 13 – Financial Calendar

Equinet vs. consensus

Revenues

Equinet 83.6 89.6 95.7

Consensus 83.5 90.6 97.2

Delta 0.1% -1.1% -1.5%

EBIT

Equinet 1.0 1.6 3.4

Consensus 1.2 1.7 4.1

Delta -10.0% -5.6% -16.0%

EBIT-margin

Equinet 1.2% 1.8% 3.6%

Consensus 1.4% 1.9% 4.2%

Source: Company data, Thomson, equinet Research

EUR m 2008 2009 2010

All for One Midmarket AG - Financial Calendar

EK Forum, Frankfurt November 11, 2008

Report on 3Q 2008 November 13, 2008

Report on FY 2008 March 24, 2009

Analyst Presentation, Frankfurt March 25, 2009

Report on 1Q 2009 May 12, 2009

AGM, Stuttgart May 19, 2009

Report on 2Q 2009 August 10, 2009

Report on 3Q 2009 November 10, 2009

Source: Company data, equinet Research

Page 29: All for One Midmarket AG · All for One Midmarket AG Page 3 Investment Case All for One Midmarket AG is a full-service IT provider in the SAP environment, being focused on Germany,

All for One Midmarket AG

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Detail 14 – Yearly overview

All for One Midmarket: Yearly overview

EUR m 2006 2007 2008e 2009e 2010e 2011e 2012e CAGR **

Sales 62.6 78.1 83.6 89.6 95.7 102.1 108.7 6.8%

YoY 37.0% 24.7% 7.1% 7.1% 6.9% 6.6% 6.5%

Other operating income 0.4 1.8 1.2 1.2 1.2 1.2 1.2

Total output 63.0 79.8 84.8 90.8 97.0 103.3 109.9 6.6%

Cost of material 21.3 29.6 29.6 30.5 31.8 34.1 35.7 3.8%

% of sales 34.0% 37.9% 35.5% 34.1% 33.2% 33.4% 32.9%

Gross profit 41.7 50.2 55.1 60.2 65.2 69.2 74.2 8.1%

% of sales 66.7% 64.3% 65.9% 67.3% 68.1% 67.8% 68.3%

Personnel Expenses 28.6 34.0 38.5 40.0 42.8 45.8 49.2 7.7%

% of sales 45.7% 43.6% 46.0% 44.7% 44.7% 44.8% 45.3%

Other operating expenses 10.1 11.9 12.1 13.0 13.9 14.8 15.8 5.9%

% of sales 16.1% 15.2% 14.5% 14.5% 14.5% 14.5% 14.5%

Depreciation & amortization 2.7 3.3 3.5 5.6 5.1 4.5 4.2

% of sales 4.4% 4.2% 4.1% 6.3% 5.4% 4.4% 3.9%

EBIT 0.3 1.0 1.0 1.6 3.4 4.2 5.0 36.9%

% of sales 0.5% 1.3% 1.2% 1.8% 3.6% 4.1% 4.6%

Financial result -0.7 -0.1 -0.3 -0.2 0.0 0.3 0.6

% of sales -1.1% -0.1% -0.3% -0.2% 0.0% 0.3% 0.5%

EBT -0.4 0.9 0.8 1.4 3.5 4.5 5.6 42.6%

% of sales -0.6% 1.2% 0.9% 1.6% 3.6% 4.4% 5.1%

Taxes on income and earnings -2.0 -0.1 -0.8 -0.6 -1.0 -1.3 -1.7

% of EBT n.m. 10.6% n.m. 40.0% 30.0% 30.0% 30.0%

Minorities 0.1 -0.1 -0.1 -0.1 -0.1 -0.1 -0.1

Net profit -1.8 1.1 3.3 0.8 2.3 3.1 3.8 27.9%

% of sales -2.9% 1.4% 3.9% 0.9% 2.4% 3.0% 3.5%

No of shares 5.2 5.2 5.2 5.2 5.2 5.2 5.2

EPS -0.35 0.22 0.63 0.15 0.45 0.59 0.74 27.9%

DPS 0.00 0.00 0.00 0.00 0.00 0.00 0.00

*08e net profit incl. discont. operations ** 07 - 12e Source: Company data, equinet Research

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All for One Midmarket AG: Summary tables P R OF IT & LOSS (EUR m) 2005 2006 2007 2008e 2009e 2010e C A GR 10/ 05

Sales 45.7 62.6 78.1 83.6 89.6 95.7 15.9%

Cost of Sales & Operating Costs (excl. Pers. Expenses) -17.1 -31.0 -39.7 -40.6 -42.3 -44.4

Personnel Expenses -24.5 -28.6 -34.0 -38.5 -40.0 -42.8

Non Recurrent Expenses/Income 0.0 0.0 0.0 0.0 0.0 0.0

EB IT D A 4.1 3.0 4.3 4 .5 7.3 8 .6 15.9%

EB IT D A (adj.) * 4 .1 3 .0 4.3 4 .5 7.3 8 .6

Depreciation, Amortisation & Write Downs -2.2 -2.7 -3.3 -3.5 -5.6 -5.1

EB IT 1.8 0 .3 1.0 1.0 1.6 3 .4

EBIT (adj.)* 1.8 0.3 1.0 1.0 1.6 3.4

Net Financial Interest 0.3 -0.7 -0.1 -0.3 -0.2 0.0

Other Financials 0.0 0.0 0.0 0.0 0.0 0.0

Associates 0.0 0.0 0.0 0.0 0.0 0.0

Other Non Recurrent Items 0.0 0.0 0.0 0.0 0.0 0.0

Earnings B efo re T ax (EB T ) 2 .1 -0 .4 0.9 0 .8 1.4 3 .5 10.3%

Tax -0.1 -2.0 -0.1 -0.8 -0.6 -1.0

Tax rate 4.2% nm 10.6% nm 40.0% 30.0%

Discontinued Operations 0.0 0.0 0.0 0.0 0.0 0.0

M ino rit ies 0.1 0.1 -0 .1 -0.1 -0 .1 -0.1

N et P ro f it ( repo rted) 2.2 -1.8 1.1 3 .3 0.8 2 .3

Net Profit (adj.) 2.2 -2.4 0.8 -0.1 0.8 2.3

C A SH F LOW (EUR m)

Cash Flow from Operations before change in NWC 4.4 0.9 4.4 6.7 6.4 7.5 11.1%

Change in Net Working Capital -8.6 1.9 -4.2 3.4 -0.4 -0.4

C ash F lo w fro m Operat io ns -4.2 2 .8 0.2 10.1 6 .1 7.1

Capex 0.0 -6.0 -3.2 -8.5 -3.2 -3.2

Net Financial Investments 0.0 0.0 0.0 0.0 0.0 0.0

F ree C ash F lo w -4.2 -3 .2 -3.0 1.6 2.9 3 .9 R +

Dividends 0.0 0.0 0.0 0.0 0.0 0.0

Other (incl. Capital Increase & share buy backs) 0.0 0.0 0.0 0.0 0.0 0.0

C hange in N et D ebt -4.2 -3 .2 -3.0 1.6 2.9 3 .9

NOPLAT 1.2 0.2 0.7 0.7 1.1 2.4

B A LA N C E SH EET & OT H ER IT EM S (EUR m)

Net Tangible Assets 5.0 6.8 7.4 13.4 12.0 11.1

Net Intangible Assets (incl.Goodwill) 5.7 18.7 15.2 14.2 13.2 12.2

Net Financial Assets & Other 13.2 15.5 20.7 15.6 15.6 15.6

T o ta l F ixed A ssets 23.8 41.1 43.2 43.2 40.7 38.8 10.2%

Net Working Capital 5.1 8.6 7.9 8.5 9.1 9.8

Shareho lders Equity 26.4 24.4 25.3 28.9 29.7 32.0 3.9%

M ino rit ies Equity 0.5 0 .4 0.9 0 .9 0.9 0 .9

Net Debt -8.8 6.2 5.9 4.2 1.4 -2.5 R +

P ro visio ns 2.1 2 .5 2.9 3 .6 3.9 4.1

Other Net Liabilities o r Assets 8.6 16.1 16.2 14.1 14.1 14.1

Net Capital Employed/Invested 28.9 49.7 51.1 51.7 49.9 48.6

T o ta l M arket C ap 28.0 32.5 26.9 18.6 18.6 18.6

Enterprise Value (EV adj.) 15.1 34.7 28.8 16.4 13.6 9.7

M A R GIN S A N D R A T IOSSales growth 37.0% 24.7% 7.1% 7.1% 6.9%

EBITDA growth -26.1% 43.5% 3.6% 61.5% 17.9%

EBIT growth -84.6% 264.4% -0.1% 57.5% 110.0%

EB IT D A margin 9.0% 4.8% 5.6% 5.4% 8.1% 8.9%EBIT margin 4.0% 0.5% 1.3% 1.2% 1.8% 3.6%

D ebt/ Equity (gearing) -32 .5% 25.0% 22.4% 14.3% 4.5% -7.6%

Debt/EBITDA -2.1 2.1 1.4 0.9 0.2 -0.3

Interest cover (EBITDA/Fin.interest) nm 4.4 47.2 16.7 39.8 nmROCE (adj.) 7.6% 0.5% 2.2% 2.0% 3.3% 7.3%

WACC 10.3% 10.3% 10.3% 10.3% 10.3% 10.3%

R OC E (adj.) / WA C C 0.7 0.1 0.2 0 .2 0.3 0 .7

EV/CE 0.5 0.7 0.6 0.3 0.3 0.2OpFCF/EV -28.1% -9.3% -10.3% 9.9% 21.0% 40.2%

EV/Sales 0.3 0.6 0.4 0.2 0.2 0.1

EV/ EB IT D A 3.7 11.5 6.6 3 .7 1.9 1.1

EV/EBITDA (adj.)* 3.7 11.5 6.6 3.7 1.9 1.1

EV/EBIT 8.2 nm 27.8 15.9 8.3 2.8

EV/EBIT (adj.)* 8.2 nm 27.8 15.9 8.3 2.8

P/E (adj.) 13.0 nm 34.7 nm 23.6 8.0

P/BV 1.1 1.3 1.1 0.6 0.6 0.6

F C F yie ld -15.1% -9.9% -11.0% 8.8% 15.3% 20.9%

Payout ratio 0.0% 0.0% 0.0% 0.0% 0.0% 0.0%

D ividend yield (gro ss) 0 .0% 0.0% 0.0% 0.0% 0.0% 0.0%

P ER SH A R E D A T A (EUR )

EP S (repo rted) 0 .42 -0.35 0.22 0.63 0.15 0.45 1.6%

EP S (adj.) 0 .42 -0.46 0.15 -0.02 0.15 0.45 1.6%

BVPS 5.11 4.72 4.90 5.58 5.73 6.18 3.9%

DPS 0.00 0.00 0.00 0.00 0.00 0.00 R -

Source: Company, Equinet estimates. * Where EBITDA (adj.) or EBIT (adj.)= EBITDA (or EBIT) +/- Non Recurrent Expenses/Income

1998 restated as IFRS proforma

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Recommendations and Disclosures

Coverage Analyst Target Rating Disc. Coverage Analyst Target Rating Disc.

Aareal Bank Häßler 24.00 Buy IVG Immobilien AG Rothenbacher 12.00 Buy

Ad pepper Marinoni 3.30 Hold 2/3 Jetter Heymann 10.00 Accumulate 2/3

Adidas Faust 55.00 Buy Kontron Pehl 12.50 Buy

Advanced Vision Technology Marinoni 8.00 Buy 2/3 Krones AG Schmidt 50.00 Hold

Aixtron Pehl 7.50 Buy 2/3 KTG Agrar Schäfer 21.00 Buy 2/3/4/5

Allianz Muschick 125.00 Accumulate KUKA Schäfer 20.00 Buy

All for One Midmarket AG Schuh 4.80 Buy Leoni Schuldt 38.00 Buy

Augusta Technologie Faust 23.00 Buy 2/3 Loewe Faust 20.00 Buy 2

AWD Holding AG Muschick 24.00 Reduce Logwin Rothenbacher 2.00 Buy 2/3

BASF Schwarz 45.00 Buy Lufthansa Rothenbacher 16.00 Hold

Bayer Possienke 65.00 Buy MAX Automation AG Schmidt 4.50 Hold 2/5

Beta Systems Software Schuh 4.90 Accumulate 2/3 Medion Simmroß 16.00 Buy

Bijou Brigitte Marinoni 130.00 Buy Merck Possienke 83.00 Hold

Bilfinger Berger Faust 66.00 Buy MLP Muschick 10.00 Sell

Bio-Gate Demidova 4.40 Hold 2/3/5 Morphosys Possienke 80.00 Buy

Biopetrol Industries Schäfer 3.70 Buy 2/3/5 MPC Muenchmeyer Petersen CapitalMuschick 40.00 Buy

Biotest Possienke 66.00 Buy 2/4/5 MTU Pehl Under review Under review

BMW Schuldt 28.00 Hold Müller - Die lila Logistik Rothenbacher 2.30 Buy

Business Media China Marinoni 20.00 Buy 2/3/5 Nanogate AG Demidova 30.00 Buy 2/3

Carl Zeiss Meditec Demidova 11.00 Hold Nexus AG Demidova 4.70 Buy 2/3/5

Celesio Possienke 31.00 Buy OVB Holding AG Muschick 25.00 Sell

Cenit AG Systemhaus Pehl 4.60 Hold 2/3 Pfleiderer Faust 6.00 Sell

Comdirect Häßler 9.00 Accumulate Phoenix Solar Growe 40.00 Reduce

Commerzbank Häßler 22.00 Hold Porsche Schuldt 110.00 Hold

Conergy Growe 9.00 Reduce Postbank Häßler 42.00 Accumulate

Constantin Film Marinoni 24.00 Buy Premiere AG Marinoni 10.40 Reduce

Continental Schuldt 65.00 Reduce ProSiebenSat.1 MEDIA Marinoni 6.50 Buy

D.Logistics Rothenbacher 2.50 Buy 2/3 PSI Schuh 6.50 Buy 2

DAB Bank Häßler 7.00 Buy Puma Faust 230.00 Hold

Daimler AG Schuldt 65.00 Buy Q-Cells Growe 75.00 Accumulate

Daldrup & Soehne Growe 34.00 Accumulate 2/3/4/5 Rheinmetall Pehl 54.00 Buy

Demag Cranes Schmidt 45.00 Buy 2 Rhoen-Klinikum Possienke 23.00 Accumulate

Deutsche Bank Häßler 55.00 Hold Roth & Rau Growe 40.00 Buy

Deutsche Boerse Muschick 95.00 Buy RWE Schäfer 84.00 Buy

Deutsche EuroShop Rothenbacher 31.00 Buy SAF-Holland Heymann 8.50 Hold

Deutsche Forfait Häßler 8.80 Buy 2/3/4/5 Sanacorp Possienke 24.00 Reduce

Deutsche Post Rothenbacher 20.00 Buy Seven Principles AG Schuh 4.40 Reduce 2/3/5

DEWB Simmroß 3.20 Buy 2/3 Solar-Fabrik Growe 11.00 Accumulate 5

Douglas Holding Faust 46.00 Buy SolarWorld Growe 35.00 Hold

Drägerwerk Demidova 45.00 Hold Solon Growe 55.00 Accumulate

E.ON Schäfer 47.00 Accumulate Stada Possienke 42.00 Accumulate

ElringKlinger Schuldt 25.00 Buy Sunways Growe 10.00 Buy 2/3

EOP Biodiesel Schäfer 7.50 Reduce 2/3/5 Swissquote Muschick 55.00 Buy

Ersol Growe 101.00 Hold TA Triumph Adler AG Demidova 0.90 Hold 2/3

Escada Faust 22.00 Buy TUI Rothenbacher 10.00 Reduce

Fielmann Possienke 60.00 Buy Twintec Schäfer 20.00 Buy 2/3/4/5

Fraport Rothenbacher 54.00 Buy United Internet Pehl 14.00 Buy

Fresenius Possienke 54.00 Hold Utimaco Safeware Schuh 14.75 Hold 2/3/5

Fresenius Medical Care Possienke 43.00 Buy VBH Holding Faust 9.00 Buy 2/3/5

GBK Beteiligungen Marinoni 7.00 Buy 2/3/4/5 Volkswagen Schuldt 125.00 Sell

Gerresheimer AG Aubéry 39.00 Buy Vossloh Schmidt 90.00 Hold

Gesco Marinoni 85.00 Buy 2/3/4/5 Wacker Chemie AG Schwarz 113.00 Accumulate

GFT Technologies Schuh 3.50 Buy 2/3 Wincor Nixdorf Pehl 52.00 Accumulate 2/3

Gildemeister Schmidt 15.00 Buy

Grenkeleasing AG Muschick 25.00 Hold

Heidelberger Druck Schmidt 10.50 Reduce

Henkel Schwarz 34.00 Buy

Highlight Communications Marinoni 10.00 Buy 2/3

Hochtief Faust 78.00 Buy

Hugo Boss Faust 32.00 Buy

Hypo Real Estate Group Häßler 10.00 Sell

i:FAO AG Schuh 7.00 Accumulate 2/3

IKB Häßler 1.70 Sell

Integralis AG Schuh 7.50 Buy 2/3

Interseroh Schäfer 72.00 Buy 2/3

Isra Marinoni 20.00 Buy 2/3/5

Itelligence Schuh 4.60 Accumulate 2/3

* Target price in CHF Source: equinet Recommendations

Recommendation history for ALL FOR ONE MIDMARKET AG (DE) EUR 3.60

Date Recommendation Price at change date Target Price at change date

30. Sep 08 Buy 3.60 4.80

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Notes

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Notice according to § 34 b (German) Securities Trading Act (“Wertpapierhandelsgesetz”) This document is issued by equinet AG (“equinet”). It has been prepared by its authors independently of the Company, and none of equinet, the Company or its shareholders has independently verified any of the information given in this document. equinet possesses relations to the covered companies as detailed in the table on the previous page. Additional information and disclosures will be made available upon request and/or can be looked up on our website http://www.equinet-ag.de 1 - equinet and/or its affiliate(s) hold(s) more than 5% of the share capital of this company calculated under computational methods required by German law. 2 - equinet acts as a designated sponsor for this company, including the provision of bid and ask offers. Therefore, we regularly possess shares of the company in our proprietary trading books. equinet receives a commission from the company for the provision of the designated sponsor services. 3 – The designated sponsor services include a contractually agreed provision of research services. 4 – Within the last twelve months, equinet was involved as a lead or co-lead manager in the public offering of securities which are/whose issuer is the subject of this report. 5 – Within the last twelve months, equinet and/or its affiliate(s) provided investment banking- and/or other consultancy services for this company and/or it’s shareholders. 6 - equinet and/or its affiliate(s) has/have other substantial financial interests in relation to this issuer. 7 – equinet has entered into an agreement with this company about the preparation of research reports and – in return - receives a compensation. Companies of the equinet group and/or its directors, officers and employees or clients may take positions in, and may make purchases and/or sales as principal or agent in the securities or related financial instruments discussed in our reports. The equinet group may provide investment banking and other services to and/or serve as directors of the companies referred to in our reports. In compliance with Para 5 Sec. 4 of the Ordinance on the Analysis of Financial Instruments (FinAnV) equinet has realized additional internal and organizational measures, such as specific research guidelines, to prevent or manage conflicts of interest. Neither the company nor its employees are allowed to receive donations from third parties with a special interest in the content of the analysis. The salary of the research analysts of equinet AG does not depend on the investment banking transactions of the company. Nevertheless, this does not rule out the payment of a bonus which depends on the overall financial performance of the bank. Particular care is taken that the individual performance of each research analyst of equinet AG is not being assessed by a manager of another business division with similar or same interests. To assure a highest degree of transparency equinet AG regularly provides - on a quarterly basis – a summary according to Para 5 Sec. 4 No. 3 of the Ordinance on the Analysis of Financial Instruments (FinAnV). It informs about the overall analysts recommendations and sets them in a relationship to those companies, for which equinet provided investment banking services within the last twelve months. This summary is published via our website http://www.equinet-ag.de. Furthermore, we refer to our conflict of interest policy as well as the German Securities Trading Act (WpHG) and the Ordinance on the Analysis of Financial Instruments (FinAnV) provided in the download area of our website http://www.equinet-ag.de.

Remarks

Recommendation System Buy - The stock is expected to generate a total return of over 15% during the next 6 months time horizon. Accumulate - The stock is expected to generate a total return of 5% to15% during the next 6 months time horizon. Hold - The stock is expected to generate a total return of 0% to 5% during the next 6 months time horizon Reduce - The stock is expected to generate a total return of 0 to -15% during the next 6 months time horizon Sell - The stock is expected to generate a total return below -15% during the next 6 months time horizon Basis of Valuation Equinet uses for valuation purposes primarily DCF-Valuations and Sum-Of-The-Parts-Valuations as well as peer group comparisons. Share prices Share prices in this analysis are the German closing prices of the last trading day before the publication. Sources equinet has made any effort to carefully research all information contained in the analysis. The information on which the analysis is based has been obtained from sources which we believe to be reliable such as, for example, Reuters, Bloomberg and the relevant press as well as the company which is the subject of the analysis. Only that part of the research note is made available to the issuer, who is the subject of the analysis, which is necessary to properly reconcile with the facts. Should this result in considerable changes a reference is made in the research note. Actualizations Opinions expressed in this analysis are our current opinions as of the issuing date indicated on this document. We do not commit ourselves in advance to whether and in which intervals updates are made.

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DISCLAIMER

THE PREPARATION OF THIS DOCUMENT IS SUBJECT TO REGULATION BY GERMAN LAW. THIS DOCUMENT IS BEING SUPPLIED TO YOU SOLELY IN YOUR CAPACITY AS A PROFESSIONAL INSTITUTIONAL INVESTOR FOR YOUR INFORMATION AND MAY NOT BE REPRODUCED OR PASSED ON, DIRECTLY OR INDIRECTLY, TO ANY OTHER PERSON OR PUBLISHED, IN WHOLE OR IN PART, FOR ANY PURPOSE. NEITHER THIS DOCUMENT NOR ANY COPY OF IT MAY BE TAKEN OR TRANSMITTED INTO AUSTRALIA, CANADA OR JAPAN OR DISTRIBUTED, DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA OR JAPAN OR TO ANY RESIDENT THEREOF. THE DELIVERY OF THIS RESEARCH REPORT TO U.S. PERSONS IN THE UNITED STATES OF AMERICA IS MADE BY AND UNDER THE RESPONSIBILITY OF ESN NA, INC. (REGISTERED WITH THE SEC). THIS RESEARCH REPORT IS ONLY INTENDED FOR PERSONS WHO QUALIFY AS MAJOR U.S. INSTITUTIONAL INVESTORS, AS DEFINED IN SECURITIES EXCHANGE ACT RULE 15A-6, AND DEAL WITH ESN NA, INC. HOWEVER, THE DELIVERY OF THIS RESEARCH REPORT OR SUMMARY TO ANY U.S. PERSON SHALL NOT BE DEEMED A RECOMMENDATION OF ESN NA, INC. TO EFFECT ANY TRANSACTIONS IN THE SECURITIES DISCUSSED HEREIN OR AN ENDORSEMENT OF ANYOPINION EXPRESSED HEREIN. ESN NA, INC. MAY FURNISH UPON REQUEST ALL INVESTMENT INFORMATION AVAILABLE TO IT SUPPORTING ANY RECOMMENDATIONS MADE IN THIS RESEARCH REPORT. ALL TRADES WITH U.S. RECIPIENTS OF THIS RESEARCH SHALL BE EXECUTED THROUGH ESN NA, INC. THIS DOCUMENT IS FOR DISTRIBUTION IN THE U.K. ONLY TO PERSONS WHO HAVE PROFESSSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS AND FALL WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005 (THE “ORDER”) OR (ii) ARE PERSONS FALLING WITHIN ARTICLE 49(2)(A) TO (D) OF THE ORDER, NAMELY HIGH NET WORTH COMPANIES, UNINCORPORATED ASSOCIATIONS ETC (ALL SUCH PERSONS TOGETHER BEING REFERRED TO AS “RELEVANT PERSONS”). THIS DOCUMENT MUST NOT BE ACTED ON OR RELIED UPON BY PERSONS WHO ARE NOT RELEVANT PERSONS. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS DOCUMENT RELATES IS AVAILABLE ONLY TO RELEVANT PERSONS AND WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS. THE DISTRIBUTION OF THIS DOCUMENT IN OTHER JURISDICTIONS OR TO RESIDENTS OF OTHER JURISDICTIONS MAY ALSO BE RESTRICTED BY LAW, AND PERSONS INTO WHOSE POSSESSION THIS DOCUMENT COMES SHOULD INFORM THEMSELVES ABOUT, AND OBSERVE, ANY SUCH RESTRICTIONS. BY ACCEPTING THIS REPORT YOU AGREE TO BE BOUND BY THE FOREGOING INSTRUCTIONS. YOU SHALL INDEMNIFY EQUINET AGAINST ANY DAMAGES, CLAIMS, LOSSES, AND DETRIMENTS RESULTING FROM OR IN CONNECTION WITH THE UNAUTHORIZED USE OF THIS DOCUMENT. This report is for informational purposes only and has no regard to the specific investment objectives, financial situation or particular needs of any specific recipient. This publication is intended to provide information to assist institutional investors in making their own investment decisions, not to provide investment advice to any specific investor. Therefore, investments discussed and recommendations made herein may not be suitable for all investors: readers must exercise their own inde-pendent judgment as to the suitability of such investments and recommendations in the light of their own investment objectives, experience, taxation status and financial position. The information herein is believed by equinet to be reliable and has been obtained from sources believed to be reliable, but equinet makes no representation as to the accuracy or completeness of such information. The information given in this report is subject to change without notice; it may be incomplete or condensed and it may not contain all material information concerning the Company. Opinions expressed herein may differ or be contrary to opinions expressed by other business areas of the equinet group as a result of using different assumptions and criteria. equinet is under no obligation to update or keep the information current. equinet provides data concerning the future development of securities in the context of its usual research activity. However, if a financial instrument is denominated in a currency other than an investor’s currency, a change in exchange rates may adversely affect the price or value of, or the income derived from, the financial instrument, and such investor effectively assumes currency risk. In addition, income from an investment may fluctuate and the price or value of financial instruments de-scribed in this report, either directly or indirectly, may rise or fall. Furthermore, past performance is not necessarily indicative of future results. Neither the author nor equinet accepts any liability whatsoever for any loss howsoever arising from any use of this publication or its contents or otherwise arising in connection herewith, except as provided for under applicable regulations. equinet shall only be liable for any damages intentionally caused or which result from any gross negligence of equinet. Further equinet shall be liable for the breach of a material obligation of equinet, however, limited to the amount of the typical foreseeable which shall in no event exceed the amount of EUR 10,000. German law shall be applicable and court of jurisdiction for all disputes shall be Frankfurt/Main (Germany). Competent Supervisory Authority: Bundesanstalt für Finanzdienstleistungsaufsicht -BaFin- (Federal Financial Supervisory Authority) Graurheindorfer Straße 108, 53117 Bonn and Lurgialle 12, 60439 Frankfurt am Main.

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ESN Recommendation System The ESN Recommendation System is Absolute. It means that each stock is rated on the

basis of a total return, measured by the upside potential (including dividends and capital

reimbursement) over a 12 month time horizon.

The ESN spectrum of recommendations (or ratings) for each stock comprises 5 categories:

Buy, Accumulate (or Add), Hold, Reduce and Sell (in short: B, A, H, R, S).

Furthermore, in specific cases and for a limited period of time, the analysts are allowed to rate

the stocks as Rating Suspended (RS) or Not Rated (NR), as explained below.

Meaning of each recommendation or rating:

• Buy: the stock is expected to generate total return of over 20% during the next 12 months time horizon

• Accumulate: the stock is expected to generate total return of 10% to 20% during the next 12 months time horizon

• Hold: the stock is expected to generate total return of 0% to 10% during the next 12 months time horizon.

• Reduce: the stock is expected to generate total return of 0% to -10% during the next 12 months time horizon

• Sell: the stock is expected to generate total return under -10% during the next 12 months time horizon

• Rating Suspended: the rating is suspended due to a capital operation (take-over bid, SPO, …) where the issuer of the document (a partner of ESN) or a related party of the issuer is or could be involved or to a change of analyst covering the stock

• Not Rated: there is no rating for a company being floated (IPO) by the issuer of the document (a partner of ESN) or a related party of the issuer

equinet Ratings Breakdown

History of ESN Recommendation System

Since 18 October 2004, the Members of ESN are using an Absolute Recommendation System (before was a Relative Rec. System) to rate any single stock under coverage.

Since 4 August 2008, the ESN Rec. System has been amended as follow.

• Time horizon changed to 12 months (it was 6 months)

• Recommendations Total Return Range changed as below:

BEFORE

-15% 0% 5% 15%

SELL REDUCE HOLD ACCUMULATE BUY

TODAY

-10% 0% 10% 20%

SELL REDUCE HOLD ACCUMULATE BUY

BEFORE

-15% 0% 5% 15%

SELL REDUCE HOLD ACCUMULATE BUY

BEFORE

-15% 0% 5% 15%

SELL REDUCE HOLD ACCUMULATE BUY

TODAY

-10% 0% 10% 20%

SELL REDUCE HOLD ACCUMULATE BUY

TODAY

-10% 0% 10% 20%

SELL REDUCE HOLD ACCUMULATE BUY

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Disclaimer: These reports have been prepared and issued by the Members of European Securities Network LLP (‘ESN’). ESN, its Members and their affiliates (and any director, officer or employee thereof), are neither liable for the proper and complete transmission of these reports nor for any delay in their receipt. Any unauthorised use, disclosure, copying, distribution, or taking of any action in reliance on these reports is strictly prohibited. The views and expressions in the reports are expressions of opinion and are given in good faith, but are subject to change without notice. These reports may not be reproduced in whole or in part or passed to third parties without permission. The information herein was obtained from various sources. ESN, its Members and their affiliates (and any director, officer or employee thereof) do not guarantee their accuracy or completeness, and neither ESN, nor its Members, nor its Members’ affiliates (nor any director, officer or employee thereof) shall be liable in respect of any errors or omissions or for any losses or consequential losses arising from such errors or omissions. Neither the information contained in these reports nor any opinion expressed constitutes an offer, or an invitation to make an offer, to buy or sell any securities or any options, futures or other derivatives related to such securities (‘related investments’). These reports are prepared for the clients of the Members of ESN only. They do not have regard to the specific investment objectives, financial situation and the particular needs of any specific person who may receive any of these reports. Investors should seek financial advice regarding the appropriateness of investing in any securities or investment strategies discussed or recommended in these reports and should understand that statements regarding future prospects may not be realised. Investors should note that income from such securities, if any, may fluctuate and that each security’s price or value may rise or fall. Accordingly, investors may receive back less than originally invested. Past performance is not necessarily a guide to future performance. Foreign currency rates of exchange may adversely affect the value, price or income of any security or related investment mentioned in these reports. In addition, investors in securities such as ADRs, whose value are influenced by the currency of the underlying security, effectively assume currency risk. ESN, its Members and their affiliates may submit a pre-publication draft (without mentioning neither the recommendation nor the target price/fair value) of its reports for review to the Investor Relations Department of the issuer forming the subject of the report, solely for the purpose of correcting any inadvertent material inaccuracies. Like all members employees, analysts receive compensation that is impacted by overall firm profitability For further details about the specific risks of the company and about the valuation methods used to determine the price targets included in this report/note, please refer to the latest relevant published research on single stock. Research is available through your sales representative. ESN will provide periodic updates on companies or sectors based on company-specific developments or announcements, market conditions or any other publicly available information. Unless agreed in writing with an ESN Member, this research is intended solely for internal use by the recipient. Neither this document nor any copy of it may be taken or transmitted into Australia, Canada or Japan or distributed, directly or indirectly, in Australia, Canada or Japan or to any resident thereof. This document is for distribution in the U.K. Only to persons who have professional experience in matters relating to investments and fall within article 19(5) of the financial services and markets act 2000 (financial promotion) order 2005 (the “order”) or (ii) are persons falling within article 49(2)(a) to (d) of the order, namely high net worth companies, unincorporated associations etc (all such persons together being referred to as “relevant persons”). This document must not be acted on or relied upon by persons who are not relevant persons. 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All for One Midmarket AG

Germany Software & Computer Services

Banca Akros S.p.A. Viale Eginardo, 29 20149 Milano Italy Phone: +39 02 43 444 389 Fax: +39 02 43 444 302

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