M&A Activity • May 19, 2008
M&A Activity
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Press Release Solna, May 19, 2008
As previously announced, on March 3, 2008, Scribona signed an agreement with the Tech Data Nordic affiliates of Tech Data Corporation, for the transfer of its operating assets. Completion of the agreement was subject to a number of conditions. These conditions have now been fulfilled, for which reason Scribona's operating activities were taken over by Tech Data as of today's date.
The total purchase consideration consists of a premium and the net asset value transferred, primarily inventories. The maximum premium amounts to €16.5 million, of which €15 million will be paid in four installments according to the terms of the agreement. The Company successfully met all of the premium-related performance targets during the closing period. The remainder of the premium – €1.5 million – may be paid as an additional purchase price in 2009 on fulfillment of certain criteria related to Tech Data's gross profit during February-April 2009. The parties have valued the transferred assets at SEK 364.698.330 .
Scribona has today received the initial payment from Tech Data in the amount of SEK 75.674.749, which represents 15% of the total purchase price SEK 504.498.300 (excluding the effect of any additional premium payable in 2009). The other three installments of the total purchase price will be paid as follows: 35 percent within 30 days, an additional 35 percent within two months and the remaining 15 percent within six months of Closing. Certain deductions from the established purchase price are possible, for example pursuant to any adjustments in valuation of the acquired assets.
The net proceeds available to the stockholders is dependent on future factors such as costs for the wind-down of operations. It is today anticipated that the outcome will not be below the earlier indicated "value range" and the board is rather of the view that the outcome could be in excess of this range.
The Directors of the Board like to express their gratitude towards the staff and its management for successfully handling the management and transfer of the business.
Fredrik Berglund, President and CEO of Scribona, +46 73 719 37 39 Hans-Åke Gustafsson, CFO, +46 73 719 35 34 David E. Marcus, Chairman of Scribona, +1 908 378 2888
Visit also: www.scribona.se
Scribona, quoted on the Small Cap list of the OMX Nordic Exchange, was a leading provider of IT products in the Nordic market.
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