Jenoptik AG (JEN) Earnings Call Transcript & Summary

October 19, 2021

Deutsche Boerse Xetra DE Information Technology Electronic Equipment, Instruments and Components m_and_a 50 min

Earnings Call Speaker Segments

Operator

operator
#1

Good afternoon, ladies and gentlemen, and welcome to the Jenoptik conference call regarding the acquisition of the Berliner Glas Medical and SwissOptic. [Operator Instructions] Let me now turn the floor over to your host, Leslie Iltgen. Please go ahead.

Leslie Iltgen

executive
#2

Thank you very much, and a warm welcome to today's conference call regarding Jenoptik's acquisition of Berliner Glas Medical and SwissOptic. My name is Leslie Iltgen, Head of Investor Relations and Communications at Jenoptik. And here with me today are our CEO, Stefan Traeger; and CFO, Hans-Dieter Schumacher, who will give you some more details in a minute and are also happy to answer any questions in the following Q&A session. Before starting with the presentation, let me kindly remind you that this call will be recorded. A replay will be available on our Investor Relations website after the call. Also, let me refer you to our disclaimer in today's presentation as the presentation can contain forward-looking statements. Let me now hand over to our CEO, Stefan Traeger. Stefan, please go ahead.

Stefan Traeger

executive
#3

Thank you very much, Leslie, and a very warm welcome to everybody on the telephone. And please, can we go to Page #3 straight away? Ladies and gentlemen, we're really glad to be able to announce the signing of a share-purchase agreement for Jenoptik to acquire both Berliner Glas, BG Medical as well as SwissOptic with its footprint both in Switzerland and in China. The acquisition of Berliner Glas, BG Medical and SwissOptic for us is really a fantastic strategic fit. We will not only strengthen significantly our presence in the semiconductor manufacturing arena with our major customers, in particular ASML and others, but we'll also nearly double our exposure to medical technology and life sciences, which always have been a strategic desire of ours. In addition to that, we can significantly strengthen our footprint in low-cost production regions with a fairly large production facility, SwissOptic, in Wuhan, China. With that move, we are really glad to be able to deliver on our strategic promise. It's the next milestone on our strategic journey to strengthen our optics business and to transform Jenoptik into a really focused technology group, a business focused around our core competencies in optics and photonics. We expect to clean the acquisition -- to close the acquisition by roughly the end of this year, and we look forward to consolidate both BG Medical as well as SwissOptic into our Light & Optics division at the beginning of the new year. With that, I would like to hand over to my colleague, Hans-Dieter Schumacher, who is going to explain some more details around the financials of both BG Medical as well as SwissOptic. Hans-Dieter, over to you.

Hans-Dieter Schumacher

executive
#4

Yes. Thank you very much, Stefan, and a very warm welcome from my side as well to all of you. Well, let me please follow-up with the Slide or Page #4, please. Here, you see the Berliner Glas Medical and SwissOptic key performance indicators at a glance. We are talking about 70 years of high-precision optics experience. The key markets in medical technology, semiconductor and metrology, as Stefan already explained. We see a substantial expansion opportunity of combined global production facilities in the combination of our companies, and it's a definitely highly reputable premium product provider, both of these operations. We are talking about around 500 employees altogether, roughly 300 here in Swiss, 100 in China and 100 in Berlin roundabout. We are talking about more than EUR 130 million in 2022 revenue as a expectation, as a plan. We are talking about more than 10% midterm revenue CAGR, and we see a very attractive margin profile with the joining of these operations with Jenoptik. Having said this, in a nutshell, I would like to hand over again to Stefan, who will give you a more detailed overview about Berliner Glas Medical and SwissOptic, what they are producing and selling. Stefan, please?

Stefan Traeger

executive
#5

Yes, thanks. And if you follow me on Page #5 of our presentation, you'll see a more detailed split of products and markets at both BG Medical as well as SwissOptic to address. And on the very left side, you see that both BG Medical and SwissOptic are active in the medical field. And for those of you who follow us a bit closer, you will see that we are very complementary. Actually, there's relatively little product overlap, thus a lot of synergies. BG Medical is active, in particular in dental applications, with a very successful 3D dental scanner and camera module, which BG Medical sells in the very same fashion that we do sell our products in an OEM manner to a large key account, a large customer who then pops these and places those intraoral scanners into its product to sell it onto the end market. So dental application is the main application in terms of medical for BG Medical. There is also a new application and a very sort of modern application or, shall we say, high-tech application in terms of robotic surgery, camera modules for minimal invasive surgery. And we're really excited about that, which is -- and I'm pretty clear that this is going to be a very exciting growth field for us combined. Let me turn over to SwissOptic and just following up on that. The medical part of SwissOptic is also very interesting. It's a life science business and an ophthalmol business, fairly similar to ours, However, there are different customers being addressed but technology that we are very well aware of. You can see on the slide that the share of revenue of BG Medical is about 42% and if you -- at the 11% of total revenue that SwissOptic does in the medical field and the life science arena. You do see in the lower part of the slide, medical technologies, i.e., med-tech and life sciences account for about 53% of the total perimeter. And as I said earlier, we're really glad about that because we can significantly strengthen our own life science and health care business with that move. You do see on a further right on the Slide #5 that SwissOptic is also active in semicon, in metrology and some other photonics applications. Semicon, obviously driven big time at the moment by the surge in semicon and the digitization of our world. I don't think I have to explain how much sought after semiconductors are at the moment and why semicon is such a big growth field for us at Jenoptik and for SwissOptic. Those 2 parts, Jenoptik, our existing semiconductivities; and SwissOptic semiconductivities are very complementary and can support each other big-time, in particular when it comes to large customers that we address from the Jenoptik side and that SwissOptic addresses. So very nice strategic fit here. You do see there's also a metrology part, which is to do with surveying instruments and industrial applications and the customer-specific solutions that SwissOptic caters in particular to high-tech machine companies. The growth that we do see from the combined business of Jenoptik Light & Optics business and BG Medical and SwissOptic are both in the medical and life science field as well as in the semicon field. Those will be the major growth drivers going forward. If you go to Page #6, we have listed a number of strategic rationales. I think we made it already very clear. The product portfolios are very complementary. We do significantly strengthen our semicon business. We can nearly double our exposure to medical and life sciences, a strategic promise that we always made. And we can significantly expand our footprint when it comes to production, in particular in lower-cost regions. Here, in particular in Wuhan, in China. So over and above, that's sort of hard-core facts that I just raised. I would like to also point your interest or point you towards a strong cultural and organizational fit. BG Medical is in Berlin, not too far away from Jena actually. It's about 2 hours by car. We have a very long, even personal relationship to the colleagues in SwissOptic, and we have a very long relationship also to the colleagues in China. So not only is this a good fit from a business perspective, but we are very, very certain that we have a very strong culture and an organizational fit. And we're pretty, shall we say, optimistic that post-merger, we can work together very nicely. Let me go to Page #7, please. And then Page #7, we have listed and pictured again how the pro forma in Jenoptik revenue share would be by divisions, and you do see that photonics part of the portfolio of Jenoptik increases one more time and enlarges one more time with that move and with the consolidation of both BG Medical and SwissOptic into our existing Light & Optics business. The combined Light & Optics division will stand for almost half of the revenue of Jenoptik going forward. And in terms of photonics, 82% of our business going forward will comprise of our photonics applications. So with that, again, to the next page, Page #8. On Page #8, we have -- we've listed again, growth drivers, in particular for the medical applications and for our semicon exposure here. And the key trends are pretty clear. In terms of medical, there's a rising demand for efficiency, both in treatment and in diagnostics for our health care systems. Our health care systems are driven by an aging population, global rise in eye-related and other diseases. And we have to find ways to, yes, to make basically our health care system safer. And I think if anything, and the events of the last 18 months have demonstrated one more time how vulnerable our health care systems are. And clearly, to make health care systems more effective and more efficient is a big megatrend that we can follow. We're really glad, as I said earlier, with the acquisition of both part, Berliner Glas Medical as well as SwissOptic, we can strengthen our medical exposure. Semicon, no question about it. The structural growth and the demand for semicon chips driven by the digitization of our world, and I don't think I have to tell you how important that business is for us at Jenoptik, and we're really grateful for the ability and opportunity to strengthen our semicon business even further, even more customer reach, even more capacity that we have to satisfy the huge demand of our customers and the hunger of the world for more chips. In terms of metrology, let me also point you to that. There is an increasing demand, actually, for digital copies of the real world and for robotic stations. And if we do want to make the world a better place and produce our products with less resources and more sustainably, then we have to start thinking about smarter ways of producing smart manufacturing. And additive manufacturing becomes ever more important, and we can significantly strengthen that with the acquisition of the metrology piece of SwissOptic. And obviously, there is additional need for even more high-tech, shall we say, applications around laser communications. It's an enabler for new space systems. We are increasingly talking in our industry about how we can move data around, how we can communicate in a safer way than we do at the moment. We all seem to encrypt even our own text messages and God knows what. But I think the demand for safer communications becomes ever bigger, and you will hear us at Jenoptik talking about communication of data and data exchange ever more going forward. With this acquisition, we can strengthen our own activities in that space. I said earlier, and if you follow me on Page #9, that we do this acquisition predominantly because of its footprint in medical and semicon. Both are very important markets for us. In both cases, we can significantly strengthen our position. Medical. With our existing portfolio, the business was almost double if we do put BG Medical and our own activities together. And as I said earlier, there's very little, funny enough, very little application overviews. So from an applicative point of view, our existing business is strong in ophthalmo and in particular in dermatology and aesthetics. And BG Medical is very strong in dental applications, and that's a new application for us. In semicon side. No question, big driver there for us is strengthening the offering for all our major semicon customers. It's a complementary product portfolio, resulting in a more -- even more comprehensive combined portfolio. We can apply our own know-how in optics and design, manufacturing and so on and so forth with SwissOptics semicon portfolio, and that will allow us to even better address our fairly demanding customers. Actually, we are crying out for more product more than ever before. Let me just quickly go to Page #10, and I mentioned earlier, we also can significantly expand our footprint and our ability to deliver. SwissOptic comes as a factory in Heerbrugg, Switzerland and with a factory in Wuhan, China. Both are high-end factories that we can utilize right away. And in Berlin -- BG Medical in Berlin also has an existing manufacturing footprint. Here, we're looking to relocate the footprint of BG Medical into a new building that's already in the making, and we're looking to create synergies with our existing business here in Berlin. With that said, I would like to turn the page back to Hans-Dieter, who is going to summarize some of the upside potentials in terms of synergies and opportunities for that. Hans-Dieter, Page #11.

Hans-Dieter Schumacher

executive
#6

Yes. Thank you, Stefan. Page #11. Here, you see the upside potential we have identified through the well-defined synergy opportunities. First of all, in the business field of procurement, obviously, we see cost synergies potential via joint procurement, higher volumes of both companies, so to speak. We see production optimization, Stefan already mentioned it in the additional production capacity to optimize the utilization levels across production footprint. And actually, it's really helpful in our Light & Optics business. Research and development. We see more efficient research and development with scale and development cost savings. And already also mentioned in the presentation, the Wuhan facility in China is offering us an expansion potential beyond current setup of Jenoptik that's really of interest for the synergy potential and acceleration of the combination. Then please follow me on Page #12. I'd like to give you some highlights of the deal. You see the around EUR 300 million purchase price. It's -- this acquisition will be already accretive in 2022 for our book. You see accelerated growth profile, more than 10% CAGR. In the years to come, we see an attractive margin profile in the businesses. The financing will be done with the closing, with cash on our balance sheet and on grown credit lines, and the major part will be cash on balance because we have our debenture bond payments in September on the banks. So we are talking about more than EUR 300 million in cash at the moment. Post-acquisition leverage will be around 3x EBITDA, still in line with our target leverage. And as Stefan already mentioned, we expect the closing in December of this year after the approval by the German Federal Cartel Office. Then having said this, I'd like to hand over for the final summary slide of Stefan, please.

Stefan Traeger

executive
#7

Yes. Thank you, Hans-Dieter. So with this acquisition, we clearly can accelerate the growth of our business and strengthen our market position as a leading global photonics group. We're accelerating the transition into a focused photonics player, a strategic promise that we always made, and we still stand behind that. We do want to transform Jenoptik from a fairly diversified industrial conglomerate into a technology group around our core competencies in optics and photonics. That's what we're good at. That's where really our DNA is, and we want to significantly focus our business around those core competencies of ours. We want to build a truly global enterprise. And I think with the acquisition of, in particular, SwissOptic in China. And the footprint there, we can deliver on that as well. We do see promising growth opportunities over and above the already very interesting applications around life science and health care and, of course, semicon. We also do see interesting applications when it comes to communication in free-space communications and some other applications. And as I said earlier, will probably hear us talking more and more about data and data exchange. And we do believe that with this acquisition, we can expand our footprint in those very promising [ module ] markets as well. However, from now, it's all around medical, life science and health care and semicon. Those are markets, those are businesses that have a huge demand at this very moment and that can help us to grow our business significantly. We, as I said earlier, do hope for and expect closing around the end of the year, and we anticipate that we are going to be able to consolidate both BG Medical as well as SwissOptic, SwissOptic Group, the SwissOptic in Switzerland and in China into our Jenoptik Light & Optics business division. So that said, [indiscernible]. Thank you very much for your attention, and we're more than happy to answer your questions that I'm pretty sure you have.

Operator

operator
#8

[Operator Instructions] And the first question comes from Richard Schramm.

Richard Schramm

analyst
#9

First question, I would like to pose this on the overlap because -- can you remember that Berliner Glas was mentioned as a competitor also in the area of optical systems? You talked only, of course, about the additions to your portfolio, but could you elaborate a bit if there is a meaningful overlap and what will happen to this part of the portfolio here? That's my first question.

Stefan Traeger

executive
#10

Sure. Let me address that straight away. A very fair question. The Berliner Glas Group consisted predominantly or basically of 3 parts, if you want. Actually, a bit more than that. One part has been sold by ASML already to a smaller Swiss or to a Swiss company that has to do with certain display technologies not at all in our space. We do have or there is a Berliner Glas part to do with certain technology for ASML to do, in particular, with, as far as we know, certain technology for -- within the machine of ASML. This part has not been for sale. As a matter of fact, our understanding that this part will at least for now remain within ASML. What has been for sale was, as I said earlier, BG Medical and the SwissOptic Group. In BG Medical, we don't have any meaningful business overlap at all for the simple reason that BG Medical addresses dental applications, which we at Jenoptik don't address. We address ophthalmological and dermatological/static applications. With Swiss Glas (sic) [ SwissOptic ], there is some overlap on the optics for the semiconductor business. And obviously, here, we did compete for business in the past. There is also some overlap in the life science but actually very little, and so we don't see a big overlap. We don't see that we do have to sort of consolidate business out. Most of it will be an addition to us. You will understand that we can't comment at this point in any more detail. As I said earlier, we are now after the signing of an SPA. There is a step that has to be taken between signing and closing, and we'll have to see how that develops, but we don't see too many product overlaps for now.

Richard Schramm

analyst
#11

Okay. And the second question, if I may. You mentioned that this deal should be earnings accretive right away from next year onwards. But yes, in the presentation, it's missed that this is excluding PPA and so on. If we include this, then we might not expect any contribution on the EBITDA level or so next year, right?

Stefan Traeger

executive
#12

Look, I mean so that's a very fair question, but please do bear with us. As I said earlier, we are between signing and closing, and we can't really specify PPA effects at this very moment for a variety of reasons. We have to analyze the business before we can really specify that. But before that, we have to get access to it. And for that, we need closing. So for now, we can't really give you any sort of detail as to how much -- how many PPA effects we actually do expect.

Operator

operator
#13

The next question comes from Craig Abbott.

Craig Abbott

analyst
#14

Congratulations on the deal. A couple of questions, please. First of all, just -- I appreciate you're not going to be able to be specific, but I wonder if you could give us at least a little bit of ballpark indication on the profitability. You just mentioned it as attractive. If you could be a little bit more precise, that would be very helpful. And similarly, I just wondered if you could give us some kind of broad indication of how much you expect in terms of synergies. And it sounds like a good bit of -- most of this, I guess, will be on the cost side, plus you mentioned that they are growing overproportionately. If you could just shed maybe a little bit of preliminary light there on what kind of potential you see there on the synergies.

Stefan Traeger

executive
#15

Sure. And you're right, Craig, we can't give you precise numbers on the profitability at the moment for a variety of reasons. I mean, firstly, we need to look into that in more detail post-closing, and also both parties have agreed to not discuss that and release that in detail. Sort of ballpark, I mean it's not too far away from the Jenoptik's Group, from the total group. And yes, we have -- this year, we have some specific effects in Jenoptik, as you know, from the acquisition of TRIOPTICS. So underlying profitability of the group is below. In other words, I would -- if I would be in your shoes, I would dial in to a model, an EBITDA margin that is at or around the group's profitability. But yes, as I say, we can't give you any more details at this moment. And if I refer to the group's profitability, then without the specific effect that we have, and as I said that we have to see how particular once we've consolidated the business it is going to develop. In terms of synergies, I'll point to the semicon business and also to the medical business. In terms of semicon, obviously, we address the same customers. We can shuffle production around a bit better, both parties, both we, Jenoptik as well as particularly Swiss Glas -- sorry, SwissOptic. We're pretty much maxed out in our capacity at the moment. And combined, we can utilize the existing facilities a bit better. Here as well, please do understand we can't give you any numbers at this moment. I fully understand you want to have more details, but we'd have to ask you to wait a bit longer until we have analyzed that in more detail post-closing.

Craig Abbott

analyst
#16

Can I just follow up real quick? Will this have any impact at all on your planned construction of the new plant in Dresden recently announced?

Stefan Traeger

executive
#17

No, not at all. The Dresden facility is for our micro-optics, for our sensors. And here, there is no overlap whatsoever to the activities, in particular of SwissOptic for semicon. So no influence on Dresden.

Operator

operator
#18

The next question comes from Florian Pfeilschifter.

Florian Pfeilschifter

analyst
#19

Great. Yes. My first question would be whether you can provide us with the reason ASML actually selling the business and why do you think that you can make this a value-add business within Jenoptik.

Stefan Traeger

executive
#20

Yes. Thanks for the question. I mean, obviously, it's for ASML to actually answer that. But in a broader sense, I would say ASML typically is managing a very intensive supply chain, at least from what we can tell. It's a big strength of ASML to manage the supply chain, not necessarily run optics companies but manage supply chains and in the optics industry at least. And I can only anticipate that, that is one of the reasons that ASML decided to sell those parts of the former Berliner Glas Group. In particular, as far as I'm aware, ASML is not active in medical technology, and also SwissOptic does not only sell to ASML but also to other semiconductor customers or semiconductor manufacturing customers. So I think, again, I can't answer the question for ASML, obviously. But from what I can see, there is -- this business is not just an ASML supplier. On the contrary, it's a supplier to many other important customers, as I said earlier, medical, other semicon players and so on and so forth. And thus, I led to believe it is why ASML decided to sell at least those parts that has been for sale into the marketplace. Now why we -- why do we believe that we can actually leverage the business? Well, very much the same argument. Actually, very much the same line of argument. We are in those businesses as well. We know the customers very well. We have good and extensive sales network. We can combine our production facility so we can generate both top line and bottom line synergies, our top line and cost synergies. And we can basically in the combined business address our customers even more when it comes to also our technology and our technological reach and strength in both areas, in medical business as well as the semicon and the other businesses of SwissOptic. So I hope that at least did answer your question to some extent.

Florian Pfeilschifter

analyst
#21

No, it definitely, it definitely does. I mean, obviously, you cannot look into ASML as ASML has. So definitely, definitely thanks for that. Then maybe you already commented a little on potential EBITDA margins, saying it's maybe around group level. So I was just wondering whether you could lift the EBITDA margin, if you believe you could lift the EBITDA margins from a group profitability level to a Light & Optics profitability level with the synergies you just described?

Stefan Traeger

executive
#22

Yes, we certainly plan to lift the EBITDA margins, of the business post-acquisition with the synergies we just described. We certainly plan to do that.

Florian Pfeilschifter

analyst
#23

Do you have to have a schedule for that? So might this take 1 to 2 years, 2 to 3 years? Any ballpark on that?

Stefan Traeger

executive
#24

I think it's very important to understand that this is a growth case. And with growing the business, in particular in the semicon arena, particularly in semicon arena, we will see further utilization and better utilization of the overhead structures and an even more attractive mix profile, and that together will definitely lift the margin of the acquired business.

Florian Pfeilschifter

analyst
#25

Okay. But you don't feel able to provide any ballpark time-range, when this is possible?

Stefan Traeger

executive
#26

We hope that we can lift the margin step by step every year to some extent. Then it's a step-by-step approach, obviously. So that's before PPA effects. Let's be clear, that would be before PPA effect. But the underlying margin, I believe, we should be able to improve step-by-step, year-by-year over the foreseeable midterm.

Florian Pfeilschifter

analyst
#27

That's clear. And then my last question, you also wrote in the press release that you believe you can improve your relationship with ASML, which obviously also would potentially mean broaden the customer share overall. Do you see an increased cluster risk from ASML arising from that? Or do you still think that, that is well manageable and shouldn't be a risk for the entire group?

Stefan Traeger

executive
#28

Yes. a very interesting point. We have a very good relationship with ASML, and ASML is a very important customer of ours. But let's not forget that the semicon share of SwissOptic and BG Medical together is, at this very moment, even below 20%. The major part of the acquisition at this very moment is actually in the medical applications. And as such, it will actually help us to balance our potential cluster risks in the semicon arena. Now I do admit that the semicon part is -- we do see as a big, big growth potential. And obviously, ASML is a very important customer for SwissOptic as well. But for now, it is actually a move that will decrease our dependency on single customers and a single business segment because, again, more than 50% of the whole business is actually in medical applications.

Florian Pfeilschifter

analyst
#29

And is there any cluster risk, to follow up on that, in the medical business? Or is this a quite balanced customer structure?

Stefan Traeger

executive
#30

The customer structure of BG Medical is not balanced. They don't have lots of customers. It's similar to our own business in terms of customers as such. So BG Medical is also acting as an OEM provider. So they provide modules to certain customers who then bring them to the end markets. With the group, though, from a group perspective, again, not an increased customer clustering simply because we as Jenoptik, we are not active in the dental world. And BG Medical is basically not active in the spaces we are acting i.e., in ophthalmology and in particular in dermatology and aesthetics. So actually, it's a broadening of our customer profile more than anything.

Operator

operator
#31

And the next question comes from Malte Schaumann.

Malte Schaumann

analyst
#32

Congratulations on the ability to snap up these assets. First, can you please further elaborate on cross-selling opportunities? I think in your slides, you just mentioned synergies in -- especially on the cost side, reduction level, et cetera, but you elaborated a bit on -- that you definitely see cross-selling opportunities even at revenue level. And I remember correctly with the TRIOPTICS acquisition, you provided some more detailed numbers, what you could assume over the next year. So maybe you can shed some more light and in which areas you see cross-selling opportunities, maybe give an extent how large these might be, time frame when these might kick in? Anything on that would be appreciated.

Stefan Traeger

executive
#33

Yes. Sure, sure. So from a segment perspective, again, it's predominantly in medical and in semicon, in particular in semicon, in particular on the sort of sales front because we would be an even stronger partner to our customers in both medical and semicon. At this moment, we really can't give you any detailed numbers on it. Again, we have just signed a deal. We have to close it first before we can give you any more details. But from a segment perspective, really, it's around semicon and medical.

Malte Schaumann

analyst
#34

Okay. And over time, you would expect these to be double digits in the medium term?

Stefan Traeger

executive
#35

Please do understand that we have to wait until we can sort of comment on these specifics in more detail. I don't think it's -- let me just say that both from a -- we do see top line and cost synergies. We do see both. Very importantly, it is a growth case. I mean we're actually -- we do expect, in particular the semicon business, to grow significantly in the next coming years by addressing, in particular semicon customers, even better by growing a share of wallet in specifically customers that we address together. So yes, we do see synergies on the top line and on the cost side. And please do bear with us, we hope that we can specify it in a bit more detail going forward.

Malte Schaumann

analyst
#36

Okay. Fair enough. Is it right to assume that -- you just mentioned semiconductors that both semiconductors and especially dentistry are the both major growth drivers for that business in the future?

Stefan Traeger

executive
#37

Semiconductor, more certainly. Dentistry is also a very interesting application, but I think the semiconductor part will be the most important growth driver going forward in the foreseeable future.

Malte Schaumann

analyst
#38

Okay. Good. And in terms of technology, you can elaborate, I mean you already addressed the question regarding overlap in end markets, then maybe not overlapping technologies. But what brings SwissOptic and Berliner Glas to the table you were potentially lacking formerly technology-wise?

Stefan Traeger

executive
#39

I don't think that there is a particular technology, at least in a broader sense that we don't have. I mean at the end of the day, it's all optics. And we -- both sides know how to polish a lens and how to coat a lens. What SwissOptic brings to the table is, in particular, the knowledge how to manage a fairly large factory in China. That's something that's very important. I mean we do have our own footprint in Pudong, in Shanghai, but, yes, to a smaller extent and a smaller scale. The management team at SwissOptic, which I know fairly well from my own past history, is very seasoned that knows very well how to transfer product from a European facility to an Asian facility. So that's something that they bring to the table. And obviously, BG Medical is in an application field that we're not addressing, i.e., dental. But underlying technology, we know fairly well what they're doing, and they know fairly well what we're doing, I think.

Operator

operator
#40

The next question comes from Peter Rothenaicher.

Peter Rothenaicher

analyst
#41

First, please, margin of the acquired companies, has it been largely stable over the recent years? Or has there been fluctuation? And with that the question, the purchase price, is it a fixed purchase price? Or is there an earn-out component in?

Stefan Traeger

executive
#42

There is no -- thanks for the question, there is no earn-out components. It's -- the structure is such that we have agreed on an enterprise value, and the final sort of equity value depends on -- it's basically closing accounts. We do see that the margins of the business are fairly in line with typical development that you would expect. So no major fluctuations in the recent history. Not necessarily steady state, but obviously driven by volume over the years. So it's not that this is a -- as if we basically see margins all over the place. It's fairly, fairly steady, basically fairly steady development.

Peter Rothenaicher

analyst
#43

Okay. And with regard to the financing of this acquisition, you mentioned you have the cash on balance. So you did not mention any other refinancing steps. Might this have also to do with a possible divestment of VINCORION that you expect here to get some liquidity in?

Stefan Traeger

executive
#44

Nice try. Look, I mean I said at the last earnings call that at this very moment, I cannot and will not comment any further on the -- on VINCORION. We do finance this deal from existing facilities and existing lines, and we always said that we don't sell or intend to dispose VINCORION because of the need to generate cash. We always said that we can execute our strategic targets with or without the sale of VINCORION. A potential sale of VINCORION always have been driven by a strategic decision to further focus our business around our core competencies to make Jenoptik easier to understand, easier to read, and frankly easier to manage. So we, as communicated, still have the strategic desire to find a better owner for VINCORION. We believe that it should be a better owner for VINCORION. But for now, it's still part of the Jenoptik Group. And yes, at this very moment, I can't give you any more comments on that particular topic around VINCORION. The move here, the acquisition of BG Medical and SwissOptic, with that move, we can deliver on our promise -- on our strategic promise, and we can finance that regardless of any proceedings from any potential VINCORION sale.

Operator

operator
#45

And we have a follow-up question from Richard Schramm.

Stefan Maichl

analyst
#46

A quick one on this semicon business you're taking over here the 17% share. So is it a fair assumption that this is more or less completely ASML-related if I look to the products which you mentioned here?

Stefan Traeger

executive
#47

No. The colleagues at SwissOptic sell to all the household names in semiconductor manufacturing equipment as much as we do. Yes, ASML is an important customer of us and of SwissOptic, but there's also other very important customers that SwissOptic sells and caters to as much as we do as well. So it's not just ASML.

Operator

operator
#48

Okay. So we have no further questions. So let me hand back over to your host for some closing remarks.

Stefan Traeger

executive
#49

Okay. Thank you very much again for dialing in. Again, I guess the one point that I would like to make is we're really glad about this. We're really proud of this move. It's something that we worked on for a while and something that we, quite frankly, really desired to achieve. I think it's a further milestone in our delivery of our strategy to focus Jenoptik more around our core business around optics and photonics, a topic that we're talking about since almost 4 years now. And as I said, [indiscernible] I think with the acquisition of TRIOPTICS, we -- last year, we could demonstrate that we are able to do moves like that. With this next step, we delivered the next milestone on that. Not only does SwissOptic come with and a good footprint in China and a strong semicon business that strengthen our semicon business as well, but at least equally important, it's a business that at this moment, more than 50% is actually medical and life science, and that's also a very important strategic milestone for us. We always wanted to strengthen our medical and life science business. And with this move, we can almost double our own footprint in medical and life -- med-tech and life sciences. So really, really glad that it works out that way. I hope that we can close the acquisition before the end of the year and consolidate both BG Medical and SwissOptic into our own Light & Optics division. So with that, thank you very much again for your -- for the time and looking forward to seeing all of you, hopefully, in our Capital Markets Day at the end of November. Thank you very much.

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