Feldmühle Nobel AG

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Feldmühle Nobel AG

Postfach 3209
Mönchenwerther Strasse 15
4000 Düsseldorf 11
Federal Republic of Germany
(0211)58000
Fax: (0211) 58 0249

Public Company
Incorporated: 1985
Employees: 35,375
Sales: DM9.51 billion (US$5.63 billion)
Stock Exchanges: Düsseldorf Frankfurt Hanover Berlin Hamburg Stuttgart Bremen Munich

The conglomerate Feldmühle Nobel (Feno) has existed only since 1986. Feno is the legal successor to Friedrich Flick Industriever waltung KGaA, which became an Aktiengesellschaft (public limited company) and was acquired by Deutsche Bank from the Flick group on December 31, 1985. Dr. Friedrich Karl Flick, the owner, dissolved the Flick group by selling his shares. Feno, founded after this, represents the surviving industrial core of the earlier group. The new group provides an umbrella for the operations of three independent Aktiengesellschaften —Feldmühle AG, Dynamit Nobel AG, and Buderus AG—each with its own management and supervisory boards and all with very different products. Feldmühle AG in Düsseldorf produces paper and technical ceramics, Dynamit Nobel AG in Troisdorf manufactures explosives and plastics, and Buderus AG in Wetzlar, which manufactures specialty steel and foundry products, is one of the leading manufacturers in the heating-technology and machine-tool engineering sectors. Each of the three Feno subsidiaries has a long tradition of independent industrial production.

FELDMÜHLE AG

In 1885 the 25-year-old L. Gottstein, a scientist who had just completed his doctorate, purchased the Feldmühle, an old mill at Liebau in Silesia, on the Bober River. He planned to establish a cellulose factory there. The mill, which is first mentioned in 1285, belonged originally to the Cistercian monks of Kloster Grüssau near Liebau. In August 1885, Gottstein, along with other partners, founded the Feldmühle Silesian Sulphite and Cellulose Factory. Gottstein was appointed director of the company. After the necessary construction work had been completed, the factory went into production in October 1886, with two boilers for cellulose production. By the following year, an increase in capitalization had already been approved. During the next three years, despite a general decline in cellulose prices, the company was able to increase the return on sales of Feldmühle cellulose due to its high quality.

In 1891, because of unstable water levels on the Bober, the supervisory board agreed to build a new cellulose factory at Cosel on the Oder River. Cosel’s location at the intersection of the navigable Oder and the railway was equally favorable for the delivery of wood and coal and for the dispatch of the end product. The company’s name was changed to Feldmühle Cellulose Factory. Because of good trading conditions, diversification was planned. Instead of merely producing unfinished materials for use by paper factories, as had previously been the case, it was decided in 1895 that the company itself should undertake paper production. Subsequently a paper factory was established at Cosel and the works at Liebau were also converted for this purpose. In 1899 a second paper factory went into production at Cosel. Because of the company’s increasing size, its headquarters was transferred to Breslau in 1895.

In spite of initial trading difficulties and falling prices in the paper market at the beginning of the 20th century, Feldmühle expanded its production capacity, a move which was to bear fruit during the next phase of economic growth. In 1910 the company’s name was changed to Feldmühle Paper and Cellulose Works AG, and in the same year work began on a new plant at Odermünde near Stettin. Construction was complicated at the unfavorable location, the marshy meadows of the Oder valley; 85,890 meters of concrete posts were needed to support the building.

In 1911 Feldmühle continued to diversify, with the production of newsprint at the Odermünde factory. Two years later, countercurrent to the rest of the German economy, the production rate of the paper-manufacturing industry entered a phase of decline. At the beginning of World War I, most outstanding orders were immediately canceled and no new orders were given. The prices of raw materials rose. Feldmühle began to produce materials for the war effort. Cellulose had replaced cotton in the production of gun powder; furthermore, cellulose and paper were soon used as substitute materials in the production of other goods needed for the war. The gasoline shortage was offset partly by the effluent of cellulose factories, the sugar content of which was converted into alcohol. Spirit could be extracted from wood by-products, which had hitherto been discarded. In the factory at Oberlangenbielau, founded in 1917, paper textile products such as soldiers’ uniforms, coats, and flags were manufactured from cellulose.

After the end of the war it took some time to accomplish the transition from wartime to civilian production. The factories at Cosel and Obermünde were closed temporarily due to lack of raw materials. In 1919 Feldmühle disposed of the factories at Cosel, and founder L. Gottstein resigned from his post as director to join the supervisory board. The introduction of the rentenmark in Germany in 1923 brought an end to runaway inflation, and meant that Feldmühle’s year-end net profits amounted to only 999.19 rentenmarks instead of 999.19 billion marks. In 1925 the company acquired the Pommersche Papierfabrik Hohenkrug, a specialist manufacturer of high-quality writing papers with a history reaching back to 1528. Four years later Dr. Kurt Gottstein became a full member of the management board. In 1928 the company merged with the paper manufacturer Reisholz AG, which owned four factories—at Reisholz, Flensburg, Uetersen, and Arnsberg.

In 1930, the year of global economic crisis, Feldmühle cut back production and employment. Nonetheless, with the help of loans and capital-raising, the company was able to acquire the large German factories owned by Koholyt AG, itself controlled by the U.K. firm Inveresk Paper Company, which had acquired Koholyt from the estate of German industrialist Hugo Stinnes. The Koholyt factories consisted of cellulose works at Sackheim and Cosse, paper factories at Hillegossen and Oberlahnstein, an electronics factory at Lülsdorf, and a grinding tools factory at Wesseling. The devaluation of the British pound and customs restrictions imposed by other countries posed serious threats to exports. In the wake of the economic upturn after 1933, production was increased again and new jobs were created. In 1937 Feldmühle achieved record production levels for the pre-World War II era, manufacturing 272,000 tons of paper and board. Feldmühle continued to supply cellulose products and other goods to the German government during World War II. There is little specific information about the company’s wartime activities and Feldmühle refuses to discuss its activities during this period. After World War II, with the division of Germany, the company lost its entire cellulose production base and over 50% of its paper and board capacity. Six factories were lost to Eastern Europe, and the provisional administrative headquarters were transferred to Hillegossen near Bielefeld. In the years immediately after World War II there was a severe shortage of paper. Since 1951 the company’s administrative base has been located at Düsseldorf. Also in 1951, a rubber and plastics factory was established at Plochingen in Württemberg. With the introduction of polyethylene film production at the Rhineland factory at Lülsdorf in 1954, Feldmühle became one of the first manufacturers of these packaging films in the Federal Republic of Germany. In 1956 the American Feldmühle Corporation, now Kyocera Feldmühle, was founded in New York. The prewar production record set in 1937 was surpassed in 1957, when the company achieved a production volume of 279,000 tons of paper and board. In 1960 Feldmühle acquired a majority shareholding in Dynamit Nobel AG of Troisdorf.

In 1962 Feldmühle became a 100% subsidiary of the Flick group and the company’s name was changed to Feldmühle AG. In the mid-1960s, due to the increase in German paper exports, foreign distribution companies were established; in 1985 Feldmühle owned six such companies. In 1968, licenses to use Feldmühle patents were given to the International Paper Company, the largest paper manufacturer in the United States. In July 1970, with the sale of the electrochemical factory at Lülsdorf to Dynamit Nobel AG, the group’s chemical interests were focused on Dynamit Nobel. Kyocera Europa Elektronische Bauelemente GmbH at Plochingen was founded as a joint venture with the Kyocera Corporation of Kyoto, Japan. At the same time the company acquired interests in the Netherlands and in Sweden, and Feldmühle founded a German sales organization for newsprint in cooperation with Stora Kopparbergs Bergslags AB of Falun.

At the end of 1974, Feldmühle’s shareholding in Dynamit Nobel was taken over by the parent organization, the Flick group. At the end of the 1970s an extensive rationalization and expansion program was carried out. It was planned that each product should be assigned to the most cost-efficient production source. By 1984 Feldmühle was producing 1.2 million tons of paper and board, 13% of the total paper and board production of the Federal Republic of Germany.

DYNAMIT NOBEL AG

Alfred Bernhard Nobel, a Swede who later became sponsor of the Nobel prize, founded this company in 1865. As a result of his technochemical studies of nitroglycerine he invented “Nobel’s patent detonator”—a first step in the development of dynamite—in 1863. Because of transportation problems due to the impact sensitivity of explosive material, Nobel had to locate production sites as near as possible to the place where it was to be used, or close to ports of dispatch. Alfred Nobel & Company was entered in the trade register of Hamburg in 1865. For 14,000 Prussian thalers, Nobel purchased a disused tannery at Geesthacht to the southeast of Hamburg. The nitroglycerine and percussion-cap factory began production on June 1, 1866.

After some initial difficulties, deliveries were soon being made to Belgium, England, Austria, South America, and Australia. After the end of the U.S. Civil War, demand soared in North America and Nobel founded companies to produce his explosive in New York and San Francisco. After numerous fatal accidents had taken place, greater precautionary measures were taken in handling the dangerous product. Nobel’s invention of the safe dynamite, named after the Greek for “power,” was the result of his efforts to make nitroglycerine safer, and was the most significant event in this field since the introduction of black gunpowder to Europe from China. The company received many contracts, including one for the St. Gotthard tunnel in Switzerland and the Corinth Canal in Greece. Nobel subsidiaries operating dynamite factories were founded in many countries, and production rose from 11 tons in 1867 to 5,000 tons in 1876. In 1876, in the wake of this industrialization, the company was converted into an Aktiengesellschaft, with a share capital of 3.5 million marks. Alfred Nobel managed the company until 1879, when he became chairman of the supervisory board, a position he held until his death in 1896.

In 1885, Nobel succeeded in uniting three of his largest competitors in the explosives market with Dynamit AG to form the Deutsche Union. Dr. Gustav Aufschläger became chairman of the management board in 1889. As a result of Nobel’s invention of ballastite, the smokeless nitroglycerine powder, gunpowder companies considered the possibility of producing nitroglycerine, which in turn prompted nitroglycerine producers to make plans for manufacturing smokeless gunpowder. To prevent such competition, a general monopoly agreement between the companies of the dynamite group and the gunpowder group was made in 1889 to prevent them from entering each others’ markets.

In the years before the outbreak of World War I, Dynamit AG made several significant discoveries and improvements, such as Nobelit, involving the addition of effervescent materials to the explosive for which a patent was applied in 1903.

By 1914, Dynamit AG had become a company of considerable size. International cross-shareholdings in the explosives. and gunpowder industry produced an unusual situation when war broke out, where both German and British companies were supplying their respective enemies. A share exchange of the companies involved was therefore carried out on neutral territory, in the Netherlands, in 1915. Dynamit AG acquired the shares of the three other companies in the Deutsche Union. When war ended in 1918 the company had to adapt from wartime requirements to civilian production. Job losses were inevitable.

In the 1920s a new era began—the age of plastics. Explosive gelatine and celluloid originate from a common source material, nitrocellulose. Large-scale manufacture of celluloid began in the Troisdorf factory of the Rheinisch-Westfälischer Sprengstoff AG (RWS) of Cologne in 1905. As time passed, a variety of plastics were developed in the Troisdorf factory. Closures and dismantling during the years after World War I made it necessary for Dynamit AG to establish a cooperation agreement with the powerful I.G. Farbenindustrie AG (I.G. Farben). In 1931 Dynamit AG merged with RWS. Through the acquisition of several companies, Dynamit AG was able to present a healthy set of results in 1938, with turnover amounting to 210 million reichsmarks and a work force totaling 36,400. However, in 1945 the assets in all four occupied zones were seized, and many factories were dismantled. Decartelization measures resulted first of all in the dissociation of Dynamit AG from I.G. Farben and from interests held jointly with Wasag-Chemie AG.

In December 1953 the company was released from Allied control. Dynamit AG focused on its former explosives and plastics divisions and also became active in the chemicals sector. In subsequent years, the losses sustained during the war were made good by new acquisitions. Faced with acute shortages of natural fatty acids, an essential raw material, the company increased its involvement in the production of chemical base products.

Since 1959, after becoming a part of the Flick group, the company has been called Dynamit Nobel AG. Dynamit Nobel operates in selected markets of chemistry and technology. Explosive chemistry continues to be one of the firm’s main fields of activity. In the field of special chemistry, Dynamit Nobel has applied its experience in treating hazardous chemical reactions to the development and production of added-value organic intermediates. With its years of tradition and quality, Dynamit Nobel is one of the world’s top manufacturers in the market of ammunition for hunting, sports, and industrial use. Systems engineering and defense technology constitute a further division, including production of precision moldings for many industries—mainly automobile manufacturing. Dynamit Nobel has ten production plants in Germany. The principal foreign subsidiaries are in Spain, where plastic moldings are produced; Switzerland, where specialty chemicals are produced; and in Austria, France, Nigeria, the United Kingdom, and the United States, where distribution companies have been formed.

BUDERUS AG

In the Middle Ages, German feudal lords reserved for themselves the right to mine for iron ore. In 1707, a member of this class, Count Friedrich Ernst of Solms-Laubach, founded the Friedrichshütte (Friedrich Iron Works) at Laubach. Johann Wilhelm Buderus I, who had been administrator of the works, took over the lease in March 1731. This is considered the founding date of the Buderus company. Buderus’s second wife carried on his work after his death in 1753. The company grew rapidly during the next 45 years under their son, Johann Wilhelm Buderus II. In 1807, the latter’s three sons joined together, with equal shares, to form the company J.W. Buderus and Sons. After the sudden deaths of his two brothers, Georg Buderus managed the company until 1840. This period saw another phase of expansion through new lease or purchase agreements with other foundries. After the death of Georg Buderus in 1840, his three nephews took over the running of the business. In 1856 an administrative council was formed, whose headquarters were transferred to Wetzlar in mid-1862 after the closure of the Asslar works. 1861 was a year of particular significance in the company’s history: the Deutz-Giessen railway was completed, connecting the ore-rich area around Wetzlar with the coal-rich Ruhr area. In the following years, coke-fueled extraction of pig iron came to the fore and charcoal blast furnaces became less important.

Irreconcilable differences of opinion within the family about future strategy led to the dissolution of the partnership in 1870. After a new company had been formed, Georg Buderus II and his son Georg Buderus III began production on the site of today’s works at Wetzlar. Georg Buderus III took control of the works in 1873 after his father’s death. In 1884, because of the company’s continuing expansion and perpetual family disagreements, the company was changed into an Aktiengesellschaft, Buderus’sche Eisenwerke. The Buderus family still formed the management and supervisory boards. In 1895, after the death of Georg Buderus III and his brother Hugo’s departure from the firm, Eduard Kaiser took over the management of the company, which was in some financial difficulty. This brought to an end the Buderus family’s control of the company.

In the following years, Kaiser restored the company’s financial health by broadening its product base. This primarily involved the exploitation of products and by-products of the foundry operations. Alfred Groebler succeeded Eduard Kaiser after his death in 1911. During World War I, after many employees had been enlisted, women and prisoners of war were employed to maintain production, which was now focused on the supply of war materials, namely steel. The company’s report of 1918 reveals that the adaptation from wartime to civilian production after the end of the war was not difficult for Buderus, as “the company had strayed no more than absolutely necessary from the basis of peace-time production.” The policy that had been introduced around 1900 was continued after the war, with the addition of foundries to make use of the pig iron produced. In 1920 the Stahlwerke Róchling AG were founded in cooperation with the Róchling steel-works in Vólklingen. Two works were brought to a standstill in 1923 when the French and Belgians occupied the Ruhr district. From 1936 onwards Buderus was controlled to an ever greater extent by Nazi economic policies, limiting its production to war materials. In September 1944, bombing destroyed pig iron production at the Wetzlar works. At the beginning of 1945 Buderus had 8,000 employees, of whom around 45% were foreigners. About 70% of production was intended for military use. In 1946, with permission from the military government, operation of the steel furnaces at Wetzlar resumed. In 1952, those sectors of the Buderus’sche Eisenwerke that had been transferred to public ownership by a vote in 1946, and that had until then been administered by a trust, were combined to form the Hessische Berg- und Hüttenwerke AG. With compensation received for the assets transferred to this Aktiengesellschaft, the company purchased a majority shareholding in arms manufacturer Krauss-Maffei AG in Munich in 1955. In 1956 Friedrich Flick acquired the majority of the company’s widely held share capital. At the beginning of 1965 Buderus acquired the Röchling group’s share of the Stahlwerke Röchling-Buderus AG. From then onwards the company was known as Edelstahlwerke Buderus AG. The shares owned by the state of Hessen in the Hessische Berg-und Hüttenwerke AG were also acquired by Buderus. By the end of the 1960s the company had completed the expansion that had begun after the 1948 currency reform. In the 1950s the technical development of the works had been the key to expansion; after this, growth came chiefly through acquisition.

In 1974, under the executive chairmanship of Hans Werner Kolb, a restructuring of the company was undertaken. Loss-making production sites were closed. Three years later, share-holders voted to change the company’s name to Buderus AG, and in 1978 they agreed upon an investment program without parallel in the company’s history, expanding facilities and increasing its work force.

In May 1985 negotiations began between the Flick group, with its subsidiaries Feldmühle Nobel AG, Dynamit Nobel, and Buderus, and the Deutsche Bank AG. The group’s owner, Friedrich Karl Flick, wanted to retire from business life for a variety of reasons and sold his businesses to the Deutsche Bank in December 1985. After the disposal of the Flick stakes in the U.S. conglomerate W.R. Grace, in the auto company Daimler-Benz, and in the insurance group Gerling of Cologne, the remaining core of the Flick group, Feldmühle, Dynamit Nobel, and Buderus, was brought together to form Feldmühle Nobel AG. Heribert Blaschke was named as chairman of the board. His three colleagues on Feno’s board are also chairmen of the group’s subsidiaries: Hartwig Geginat of Feldmühle, Ernst Grosch of Dynamit Nobel, and Dr. Wolfgang Laaf of Buderus. All three subsidiaries are legally independent Aktiengesellschaften.

As a protection against hostile takeovers, the group’s share-holders agreed in 1988 to limit each individual share-holder’s voting rights to a maximum of 5% of the share capital. Indeed, Flick’s two nephews Gert-Rudolf and Friedrich Christian Flick had planned to acquire a majority stake in Feno during 1988, but their intentions became known and the attempt failed. In June 1989, Veba AG of Düsseldorf acquired a 40% stake in Feno from a group of buyers associated with Friedrich-Christian Flick. Veba already owned 6% of Feno’s shares. During the following months this stake was built up to over 50%. Because of the voting restrictions, however, the capital majority did not bring any increase in influence. It was for this reason, among others, that Veba in 1990 sold its stake in Feno for DM4 billion to Stora Kopparbergs Bergslags AB of Falun, Sweden’s largest paper manufacturer, itself controlled by the influential Wallenberg group. Through further purchases, Stora now owns about 98% of Feno’s shares. As Stora is principally interested in cooperation in the paper sector with Feno’s largest and most important subsidiary, Feldmühle, the fate of the other two subsidiaries remains uncertain.

Principal Subsidiaries

Buderus AG (98.72%): Buderus Heiztechnik GmbH; Sieger Heizkesselwerke GmbH; Buderus Bau- und Abwassertechnik GmbH; Ritterhaus & Blecher GmbH; Baustoff-Union GmbH; Ferrum GmbH; Buderus Kuhdenguss GmbH; Buderus Küchentechnik GmbH; Roeder-Grossküchentechnik GmbH; Buderus Sell GmbH; Edelstahlwerke Buderus Aktiengesellschaft; Buderus Handel GmbH; Logana-Speditionsgesellschaft mbH; TBG Mittelhessische Lieferbeton GmbH & Co KG; Senkingwerk GmbH; Wetzlarer Bauverein GmbH; Buderus Corporation (U.S.A.); Buderus Austria AG Heiateduik GmbH; Edelstahlwerke Buderus Nederland B.V. (Netherlands); Dynamit Nobel Aktiengesellschaft; Sprengstoff-Handels-Gesellschaft mbH; Sprengstoff-Verwartungs-Gesellschaft mbH; Vereinigte Jute Spinnereien und Weboreien GmbH; EURODYN Sprengmittel-Gesellschaft mbH; Sprengmittelvertrieb in Beyern GmbH; Menzolit GmbH; Dynamit Nobel RWS Inc. (U.S.A.); Leslie Hewett Ltd, (U.K.); BEDEC Chasse S.A. (France); Dynamit Nobel Ibérica S.A. (Spain); Gustav Genschow “Nobel” Ges.m.b.-H. (Austria); Rohner AG (Switzerland); FFV Norma AB (Sweden); Feldmühle AG; Altpapierverwertung Wattenscheid GmbH; Conti Bau und Immobilien GmbH; Continentale Versicherungs-Vermittlung GmbH; Conti Marketing-Service GmbH; Feldmühle-Hylte GmbH; Forschungs- und Entwick-lungsgesellschaft für Faserstoffe Aktiengesellschaft; Nord-Ostsee Schiffahrtund Transport-Gesellschaft mbH; Papierfabrik, Baienfurth GmbH; Sortiermaschinen-Gesellschaft mbH; Feldmühle Kyocera Europa Elektronische Bauelemente GmbH (52.5%); N.V. Papierfabrik Gennep (Netherlands); S.A. Page (France); Page Verkoopmaatschappij Nederlande B.V. (Netherlands); Page Celstofcrepe A.P.S. Denmark; N.V. Page (Belgium); Feldmühle Wien Gesellschaft mbH (Austria); Comtrade Handelsgesellschaft mbH (Austria); Feldmühle Schweden; Feldmühle Zellstoff AB (Sweden); Feldmuehle Ltd. (U.K.); Gerald Judd Sales Ltd. (U.K.); Feldmühle IMEC S.R.L. (Italy); Papierfabriek Langerbrugge N.V. (Belgium); Feldmühle Vermögungsverwaltung Aktiengesellschaft; Gesellschaft für Fahrzeugund Maschinenwerte GmbH; Mittelstahl-Handelsgesellschaft mbH; Linke-Hofmann-Werke GmbH; Waggonund Maschinenfabrik GmbH; Brandenburger Eisenwerke GmbH; Eisenund Stückblech-Handelsgesellschaft mbH; Gesellschaft für Luftfahrtzubehör mbH Orion; Sächsische Gussstahl-Werke Döhlen GmbH (99.99%); Menzolit GmbH (95%); Magal Indústria e Comércio Ltda. (Brazil); Menzolit S.A.R.L. (France).