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Hydratec Industries N.V. — M&A Activity 2011
Nov 11, 2011
3851_iss_2011-11-11_6ab5d414-716f-468b-8ef7-557468fb85b0.pdf
M&A Activity
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Press Release
Amersfoort, November 11th 2011
Hydratec to acquire Lias Industries
Hydratec Industries NV is engaged in talks about the possible acquisition of Lias Industries B.V, (Lias), the holding company of Pas Reform BV (Pas Reform), Zeddam, Holland and LAN Handling Systems International BV, Tilburg, Holland (LAN). Today parties have signed a letter of intent to this purpose.
Pas Reform is an international company, specialized in the development of innovative hatchery technologies for the poultry sectors. Pas Reform is one of the leading companies in this segment of the global agricultural market.
LAN is specialist in handling Systems for the food, pharmaceutical and hatchery industries.
Total annual turnover of Lias amounts to approx. € 60 mio. The company expects an EBITDA of approx. € 5 mio over 2011.
The management of LIAS own 15% of its shares and has expressed an interest to remain shareholders after conclusion of the intended transaction. The remaining 85% shareholding is owned by Ten Cate Investments, an investment company of Mr. Egbert ten Cate. Mr. Ten Cate is a major shareholder (82, 1%) and chairman of the board of Hydratec NV. To avoid any possible conflicts of interest, Mr. ten Cate has not been, and will not be, in any way involved in the discussions and decisions about this transaction within the board of Hydratec. Such in accordance of the "Best practice rules "of the Dutch Corporate Governance Code.
Hydratec expects to reach a final agreement about this transaction within a short time. This transaction will then be proposed for final approval to a general shareholdings meeting according to article 2:107a BW, which is expected to be held before year end 2011.
Hydratec will pay the purchase of the 85% shareholdings in Lias (approx. €17, 5 mio) fully in cash. In addition a small share issue of 4% will be proposed to acquire part of the shares held by the CEO of LIAS. Accordingly there will be almost no dilution for existing Hydratec shareholders and the total shareholding of Hydratec in Lias, after this transaction, will amount to 88, 5%.
Roland Zoomers, CEO of Hydratec:
"Pas Reform is a great company with a solid global presence in a market which offers excellent potential for further growth. We have always expressed to be interested in acquiring companies in other industrial sectors. The management of Lias / Pas Reform has successfully developed the company in recent years and will remain fully involved. I believe this acquisition will be in the interest of all shareholders of Hydratec!"
Profile Hydratec Industries NV
Hydratec Industries NV is an industrial holding company with its main activities in:
- The design and production of electronic panels (Man Machine Interfaces) organized in Danielson Europe, which has production operations in Hardenberg (The Netherlands) en Aylesbury (UK).
- Design and manufacturing of plastic parts and blow moulded packages by Timmerije and Euro Mouldings, with production facilities in Neede and Nijverdal (The Netherlands).
Hydratec Industries is listed at the NYSE Euronext stock exchange in Amsterdam (ISIN NL0009391242, ticker: HYDRA.)
Information:
Roland Zoomers, CEO Hydratec Industries NV Tel: +31 33 469 73 25 Mob: +31 6 53 39 76 33 E-mail: [email protected] Web: www.hydratec.