CapMan Plc Stock Exchange Release / Inside information
19 June 2025 at 8:55 a.m. EEST
Inside information: CapMan Plc acquires majority of German based real estate debt specialist CAERUS Debt Investments AG and launches new investment area Real Asset Debt
CapMan Plc ("CapMan") has today signed an agreement on the acquisition of 51 per cent of the shares of CAERUS Debt Investments AG ("CAERUS") from the company's current shareholders.
CAERUS is a leading manager for real estate debt investments in Germany and one of the pioneers in the market. They offer institutional investors access to real estate debt investments through funds and individual mandates, with some EUR 700 million of assets under management currently.
With the transaction CapMan establishes a new investment area Real Asset Debt, that complements the existing real estate, infrastructure and natural capital investment areas and further strengthens CapMan's focus on real asset investments. The acquisition is aligned with CapMan's growth strategy and supports the strategic objective of reaching EUR 10 billion of assets under management through scaling existing real asset funds, launching new products and targeted acquisitions.
Key highlights of the transaction:
- CapMan enters partnership with CAERUS founder and CEO Michael Morgenroth by acquiring 51 percent of the share capital in CAERUS
- CapMan's fee-generating assets under management increase by some EUR 700 million as a result of the transaction
- The transaction is expected to have a slightly positive impact on CapMan's fee income and fee profit in 2025 and it does not have an effect on CapMan's outlook estimate for 2025
- In 2024, the fee profit of CAERUS was EUR 1.7 million (EUR 1.7 million in 2023)
Private real asset debt is a large, well-established market with an attractive growth outlook. Private real estate debt offers competitive solutions for borrowers in complex situations when e.g. bank financing is limited or unavailable. For institutional investors it is an attractive asset class with several benefits such as stable yield, downside protection, diversification and attractive risk adjusted returns.
CAERUS was founded in 2012 as one of the first real estate debt investment managers in Germany. With its long presence in the market and strong track-record, CAERUS has demonstrated its expertise in sourcing and selecting attractive investment opportunities for investors. With a team of 12 investment professionals, they offer tailored real estate debt financing across nearly all real estate segments with a focus on the DACH and Benelux-region. Since its inception, CAERUS has raised in total EUR 2.6 billion and today has seven active funds.
"This is a significant step for CapMan that further strengthen our focus on real asset investments and expands our presence to Germany. Real asset debt is a natural addition to our existing offering and an area where we see increasing demand and investor interest. I'm impressed with CAERUS' extensive experience in the area, and excited to join forces with founder and CEO Michael Morgenroth and his team. They have a demonstrated ability to deliver sustainable returns to their investors over the cycles and an entrepreneurial mindset to developing their business. These are values that align with those of CapMan perfectly," says Pia Kåll, CEO of CapMan.
"The whole CAERUS team is thrilled to partner with CapMan and look forward to this next chapter. CapMan's platform and strong presence in the Nordics especially within real estate provides us access to asset management resources and local market understanding that offer interesting expansion opportunities. At the same time, we can support CapMan's investment teams with local knowledge of the DACH and Benelux regions. By pooling our expertise, we are further expanding our market position in continental Europe and enabling our clients to benefit from this stronger market presence," says Michael Morgenroth, founder and CEO of CAERUS.
Main terms of the acquisition
The transaction is based on a debt and cash free valuation of up to EUR 13 million for 100 per cent of CAERUS, including a potential earn-out consideration. In the transaction CapMan acquires 51 per cent of the share capital with a debt and cash free up-front consideration of EUR 4.0 million at closing and an earn-out consideration of up to EUR 2.6 million, subject to CAERUS reaching certain operational targets during 2026. The up-front and potential earn-out consideration will be paid in cash. No external financing will be used to finance the acquisition.
Michael Morgenroth, founder and CEO of CAERUS will retain a 49 per cent ownership through his 100 per cent owned holding company MOMO Beteiligungs GmbH. At closing of the transaction Michael Morgenroth will be appointed to CapMan's Management Group as Managing Partner for Real Asset Debt investment area.
The acquisition is expected to be completed during the third quarter of 2025 after customary closing conditions have been fulfilled.
CAPMAN PLC
Board of Directors
Contact details:
Pia Kåll, CEO, CapMan Plc, +358 40 766 4446
DISTRIBUTION
Nasdaq Helsinki
Principal media
www.capman.com
About CapMan
CapMan is a leading Nordic private asset expert with an active approach to value creation and €6.4 billion in assets under management. As one of the private equity pioneers in the Nordics we have developed hundreds of companies and assets creating significant value for over three decades. Our objective is to provide attractive returns and innovative solutions to investors by enabling change across our portfolio companies. An example of this is greenhouse gas reduction targets that we have set under the Science Based Targets initiative in line with the 1.5°C scenario and our commitment to net-zero GHG emissions by 2040. We have a broad presence in the unlisted market through our local and specialised teams. Our investment strategies cover real estate and infrastructure assets, natural capital and minority and majority investments in portfolio companies. We also provide wealth management solutions. Altogether, CapMan employs around 200 professionals in Helsinki, Jyväskylä, Stockholm, Copenhagen, Oslo, London and Luxembourg. We are listed on Nasdaq Helsinki since 2001. Learn more at www.capman.com.
