Atea — M&A Activity 2010

Nov 29, 2010

Atea acquires the Norwegian IT infrastructure company Umoe IKT

(Norway) Atea AS has entered into agreement to

acquire Umoe IKT AS with 384 employees and offices in

16 cities spread across the country.

Umoe IKT AS provides IT products and services within

IT infrastructure and has high competence especially

within areas such as telephony, Unified

Communication, videoconferencing, networks,

datacenter, outsourcing and IT-operations. The

company has 384 highly skilled employees located in

offices in 16 cities across Norway.

In 2009 the acquired company reported revenue of MNOK

973 and lost MNOK 28.1 on EBITDA. The company has

since been through a major restructuring including a

reduction in the number of employees, which has

reduced the operational costs considerably. Atea is

planning to round off the already initiated

restructuring initiatives but sees no need for any

further restructuring initiatives.

The acquired company is expected to deliver revenue

of MNOK 850-900 in 2011, and will be able to achieve

an EBITDA margin of approximately 5-6% post

integration.

Atea and Umoe IKT have offices in 11 of the same

cities and synergies on rental costs are expected by

co-locating to the same offices. Synergies are

further expected within purchases and administration.

This is a strategically important acquisition for

Atea in Norway as it will add strong competencies to

the current organization. Furthermore it will extend

the geographical presence of Atea in Norway as Umoe

IKT has offices in Steinkjer, Fredrikstad, Førde,

Tønsberg and Drammen where Atea is not present today.

The company's current ownership in Umoe iTet AS, Umoe

Consulting AS and Making Waves AS is transferred to

Umoe AS before closing of the transaction and is

therefore not a part of the future combined company.

Atea has acquired 100% of the shares from Umoe AS.

The purchase price (equity value) for 100% of the

shares in Umoe IKT is 4.0 million shares in Atea ASA

corresponding to an enterprise value of MNOK 154.8

(based on a share price of NOK 51.0). Atea currently

holds 1.78 million of its own shares and these will

be paid on closing. Payment of the remaining 2.22

million shares is based on a forward agreement, under

which Atea on closing pays to Umoe AS a cash amount

of MNOK 113.2. An amount equal to this plus interest

will be paid to Atea by May 26, 2011, as

consideration for the 2.22 million shares. The board

of directors of Atea ASA will propose to the annual

general meeting scheduled April 28, 2011, to issue

the 2.22 million shares.

The acquisition is subject to approval of the

Norwegian competition authorities and is expected to

have effect as of December 21, 2010.

For further information, please contact:

Claus Hougesen, CEO Atea ASA, mobile +45 3078 1200

Rune Falstad, CFO Atea ASA, mobile +47 906 14 482

Steinar Sønsteby, Managing Director, Atea AS, mobile

+47 930 55 655

About Atea

Atea is the leading Nordic and Baltic supplier of IT

infrastructure with approximately 4800 employees.

Atea is present in 73 cities in Norway, Sweden,

Denmark, Finland, Lithuania, Latvia and Estonia. Atea

delivers IT products from leading vendors and assists

its customers with specialist competencies within IT

infrastructure services. Atea has annual revenue of

approximately NOK 15 billion and is listed on Oslo

Stock Exchange. [http://www.atea.com]