The Billionaire’s Gambit: Is Rocket Internet Rigging the Game Against Its Own Startups?
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The Billionaire’s Gambit: Is Rocket Internet Rigging the Game Against Its Own Startups?

In the high-stakes world of tech, we celebrate the disruptors, the innovators, and the unicorn-builders. We talk about elegant code, scalable cloud architecture, and groundbreaking artificial intelligence. But behind the curtain of innovation lies a complex and often brutal world of corporate finance, where fortunes are made and lost not just with software, but with spreadsheets. Today, we’re diving into a story that peels back that curtain, putting one of tech’s most controversial and powerful figures, billionaire Oliver Samwer, and his empire, Rocket Internet, directly in the spotlight.

The accusation, brought to light by a detailed report from the Financial Times, is as simple as it is damning: that Rocket Internet is deliberately marking down the value of its startup investments. The alleged goal? To make the company appear less valuable than it is, paving the way for Samwer to buy out the remaining shareholders at a bargain-basement price. It’s a corporate chess move that, if true, raises serious questions about ethics, transparency, and the very nature of startup valuation in the modern tech ecosystem.

Who Are the Players? A Quick Refresher on Rocket Internet

For anyone who has been in the startup world for a while, the name Rocket Internet evokes a potent mix of awe and controversy. Founded by the Samwer brothers (Oliver, Marc, and Alexander), Rocket became famous—and infamous—for its “copycat” or “startup factory” model. They would identify successful US tech companies, like Zappos or Airbnb, and rapidly build clones for emerging markets in Europe, Southeast Asia, and Latin America.

Their method was pure blitzscaling before the term was even popular. They poured capital into aggressive marketing and logistics, aiming for market domination at breakneck speed. This required immense efficiency, leveraging the latest in SaaS platforms, automation for operations, and scalable cloud infrastructure to launch and grow businesses faster than anyone thought possible. And it worked. Rocket is the machine behind titans like Zalando (fashion e-commerce) and Delivery Hero (food delivery). But their aggressive tactics and ruthless corporate culture also earned them a reputation that has followed them for years.

The Core of the Controversy: Creative Accounting or Corporate Sabotage?

The current drama centers on a claim by a vocal group of shareholders, led by German tech investors Fabian and Ferry Heilemann. They argue that Rocket Internet, which delisted from the stock exchange in 2020 but still has minority shareholders, is engaging in a systematic process of “impairments.”

In simple terms, an impairment is an accounting procedure where a company reduces the value of an asset on its books. This happens when the asset’s market value is believed to have fallen below its recorded value. For a holding company like Rocket, its primary assets are its stakes in dozens of startups. According to the Heilemanns, Rocket has been writing down the value of these stakes far too aggressively. They point to a €400mn impairment charge in the first half of the year as a key piece of evidence.

Rocket’s defense is that these markdowns simply reflect the harsh reality of the current tech market. And to be fair, startup valuations have taken a beating globally. But the shareholders allege something more sinister is at play. They claim the goal is to artificially depress Rocket’s Net Asset Value (NAV)—the total value of its holdings minus its liabilities. Why? To execute something called a “squeeze-out.”

Here’s a breakdown of the central conflict:

Player Alleged Action & Motive Official Stance / Counter-Argument
Rocket Internet / Oliver Samwer Systematically writing down (impairing) the value of its startup portfolio to artificially lower the company’s Net Asset Value (NAV). The alleged motive is to make a future “squeeze-out” of minority shareholders significantly cheaper. The impairments are a prudent reflection of the challenging global market conditions for tech startups and are in line with standard accounting practices.
Minority Shareholders (Heilemann Brothers) Accusing Rocket Internet’s management of breaching their duties by deliberately undervaluing assets. They are demanding transparency and fair valuation to protect their investment. The current valuation does not reflect the true potential of the portfolio, especially promising ventures in sectors like fintech and e-commerce.

The “Squeeze-Out”: An Endgame for Minority Investors

A “squeeze-out” is a corporate maneuver where a majority shareholder forces the remaining minority shareholders to sell their stakes. Under German law, this is possible once a single entity controls 95% of the shares. Oliver Samwer, through his investment vehicles, is already close to that threshold. By allegedly driving down the company’s valuation, he could trigger the squeeze-out and acquire the final shares for a much lower price than what the shareholders believe they are truly worth.

This isn’t just a financial dispute; it’s a battle over fairness and the fundamental rights of investors. For any entrepreneur or developer holding equity in a startup, this story is a chilling reminder that your shares are only worth what someone is willing to pay for them—a value that can be influenced by the very people in charge.

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Editor’s Note: Having followed the Samwer brothers’ careers for over a decade, this situation feels less like a surprise and more like a predictable endgame. Their entire playbook has been built on ruthless efficiency and exploiting market arbitrage—whether that’s geographic arbitrage (cloning US models) or, allegedly, information arbitrage (knowing the true value of assets while publicly marking them down). The irony is that the tech world has evolved. Today’s most valuable companies aren’t just clones; they are built on deep, proprietary innovation, often involving complex artificial intelligence and machine learning models that are incredibly difficult to value. This ambiguity is a double-edged sword. While it fuels massive venture capital bets, it also creates the exact kind of opacity that can be exploited in situations like this. This controversy serves as a stark warning: the same aggressive, “move fast and break things” ethos that can build an empire can also be turned inward against a company’s own stakeholders.

Why This Matters to Every Founder, Developer, and Tech Professional

It’s easy to dismiss this as a squabble among German billionaires. But the implications ripple across the entire tech landscape, from the startup founder seeking their first seed round to the software engineer vesting their stock options.

  1. The Perils of Opaque Valuation: How do you truly value a private tech company? Especially one using cutting-edge AI whose commercial potential is still years away? Unlike public companies, private valuations are often a blend of art and science, making them susceptible to manipulation. This story underscores the need for founders to push for transparency and standardized reporting from their investors.
  2. Investor Relations are a Two-Way Street: This is a cautionary tale about choosing your investors. While capital is king, the integrity and governance of your financial partners are paramount. An investor who plays hardball with their own shareholders will likely do the same with their portfolio companies. The Heilemanns themselves noted that Rocket’s actions could damage its reputation, making it harder to attract top-tier entrepreneurs in the future (source).
  3. Your Code is a Financial Asset: For every developer, data scientist, and cybersecurity expert, the product you build and the programming you write are ultimately financialized. Your equity, your options, and your company’s ability to raise the next round are all tied to these arcane-seeming corporate finance battles. Understanding the basics of a cap table, shareholder rights, and valuation methods is no longer optional—it’s a critical part of a modern tech career.

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Governance as the Bedrock of Innovation

At the end of the day, this is a story about governance. Strong, transparent corporate governance isn’t just boring legal paperwork; it’s the operating system that allows innovation to flourish. Without it, trust erodes. When founders and employees fear that the game is rigged, it stifles risk-taking and long-term thinking.

In an industry built on disruption, from SaaS business models to decentralized technologies, we can’t afford to ignore the need to disrupt and improve the corporate structures that underpin it all. The Rocket Internet saga is a high-profile stress test of these structures. Whether it’s a case of prudent financial management in a tough market or a calculated gambit to short-change investors, the outcome will send a powerful message throughout the global startup community.

The core question remains: In the relentless pursuit of value, where do we draw the line? As the tech industry continues to mature, grappling with the ethics of AI and the responsibilities of building world-changing software, it must also look inward and ensure its own financial foundations are built on a bedrock of fairness and trust. Because without that, the entire glittering edifice of innovation is at risk.

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