Asset management LLC with an ETF portfolio (~550 T€) – Purchase below NAV, optionally including two software products

100% of the shares in a GmbH headquartered in Germany are for sale. The company was founded as a one-person consulting firm in the IT sector and has been operated profitably for several years. Revenue has recently remained stable at around 218–220 T€ per year. Apart from the compensation paid to the sole shareholder and managing director, there were virtually no other costs. Adjusted for this compensation and before income taxes, net income amounted to approximately 207 T€ (2025) and approximately 218 T€ (2024). The decline in the reported net income for 2025 is solely attributable to the higher managing partner’s compensation.

Profits were fully retained and invested in a broadly diversified ETF portfolio. Unrealized capital gains are not included in net income under the German Commercial Code (HGB); the current portfolio value of approximately 550,000 € therefore exceeds the book value. The consulting business was discontinued as planned in 2026. The historical figures show the accumulation of assets, not future earnings. The value of the company is derived from the ETF portfolio.

Today, the company is primarily engaged in asset management. There are no employees, no ongoing client contracts, no real estate, and no legacy operational liabilities. The annual financial statements and tax returns are complete.

In addition, the company has developed two proprietary software products that can optionally be included in the sale:
– a web application in the field of ophthalmology (myopia management), developed in collaboration with a specialist and presented at a professional conference; to date, approximately 4 T€ in revenue; currently no ongoing revenue
– a web and mobile app (iOS/Android) designed to help families navigate the long-term care system, created as part of an incubator program; currently generating no revenue

The products are not included in the purchase price; the terms will be agreed upon separately. Upon request, they may remain within the company; otherwise, they will be spun off prior to closing.

The reason for the sale is a personal career change: The shareholder-managing director is relocating abroad and ceasing his activities in Germany. A sale of shares is preferred over liquidation with a one-year lock-up period.

Investment Highlights:

– Purchase below net asset value: The purchase price is based on the portfolio’s NAV as of the cut-off date, less deferred taxes on unrealized capital gains and a discount. The buyer retains an economic benefit of approximately €10,000–20,000 after taxes (before transaction costs).

– Tax-efficient for corporations: Approximately 95% of profit distributions to an acquiring GmbH are tax-free (Section 8b of the German Corporate Income Tax Act (KStG)). The effective tax burden is approximately 1.5%.

– No valuation risk: The enterprise value is derived directly from the securities account statement, eliminating the need for a time-consuming business valuation. Calculating the purchase price based on the NAV as of the reporting date protects both parties from price fluctuations until closing.

– Fast, streamlined transaction: Thanks to the simple structure, due diligence can be completed quickly. Payment is made via a notary escrow account concurrently with the transfer of shares.

– Bank-eligible assets: The liquid portfolio is generally suitable as collateral for debt financing of the purchase price.

– Optional bonus: two developed software products in the health tech and care sectors as a basis for further in-house development.

Desired Buyer:
A corporation based in Germany, such as a holding GmbH, an asset management GmbH, a family office, or an entrepreneur with an existing holding structure. Buyers from the health tech or healthcare sectors are also of interest for the optional software products. The purchase price is to be paid from the buyer’s own funds or through the buyer’s own bank financing. Closing is possible flexibly starting in 2027, preferably on an annual reporting date.

We will provide additional documents (securities account statement, annual financial statements, extract from the commercial register, product overview) after a confidentiality agreement has been signed.