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Kendrion N.V. — M&A Activity 2008
Nov 26, 2008
3857_iss_2008-11-26_17bbb381-08a3-475e-a291-1ab4a91b3977.pdf
M&A Activity
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PRESS RELEASE
KENDRION N.V.
26 NOVEMBER 2008
Kendrion to sell Distribution Services division
Kendrion has reached agreement with the British company Edmundson Distribution Limited and Claessen ELGB N.V. on the sale of its Distribution Services operations. The Distribution Services operations comprise the Vink group which will be sold to Edmundson Distribution Limited and the company Servico who will be sold to Claessen ELGB N.V. Edmundson Distribution Limited is engaged in the distribution of semi-finished plastics under the name Amari Plastics in the UK and Claessen is engaged in the distribution of electrical products in Belgium where Servico operates.
Kendrion CEO Piet Veenema: "This divestment is fully in line with the strategy of "Focused acceleration" pursued by Kendrion to introduce greater focus to its activities. This strategy is aimed at expanding Kendrion into an internationally operating, fast-growing high-technology company in the field of electromagnetic components and systems in specific industries."
In the first six months of 2008 the Distribution Services division achieved revenue of EUR 181.6 million and operating profit of normalised EUR 8.1 million. The Vink group has locations in 11 European countries. Servico is established in Belgium. The Distribution Services division employs around 1,100 people.
The transaction value is EUR 94 million. After reduction of costs, write-down of goodwill and deferred tax assets (totalling around EUR 12 million), the transaction will result in a book profit for Kendrion of around EUR 9 million.
The transaction is conditional on approval by the shareholders of Kendrion N.V. An Extraordinary General Meeting of Shareholders will take place on 12 December 2008, in which that approval will be requested. The transaction is also subject to approval by the European competition authorities and the banks. Furthermore the Servico transaction is conditional on approval of its biggest supplier. This supplier also has a pre-emptive right of buying Servico in the coming three weeks. The transaction is expected to be completed around the turn of the year.
After the sale of the Distribution Services operations, Kendrion will achieve total revenue of over EUR 200 million with around 1,400 employees. The company will operate in eight European countries (Germany, Austria, Spain, the Czech Republic, the UK, Switzerland, Rumania and the Netherlands) and four countries outside Europe (Brazil, China, Mexico and the US). The activities are performed by four business units: Industrial Magnetic Systems, Industrial Drive Systems, Passenger Car Systems and Commercial Vehicle Systems. All of these business units have leading positions in their own niche markets. In the coming years each of these business units will be expanded either by organic growth or selective acquisitions. The most recent acquisition took place on 26 August of this year, when the US company Tri-Tech LCC was acquired to strengthen the business unit Industrial Magnetic Systems.
Rabo Securities is Kendrion's advisor for this transaction. Allen & Overy acts as legal advisor to Kendrion.
Profile of Kendrion N.V.
Kendrion N.V. develops, manufactures, and markets high-quality electromagnetic systems and components. The activities of Kendrion are performed in four business units: Industrial Magnetic Systems, Industrial Drive Systems, Passenger Car Systems and Commercial Vehicle Systems. The electromagnets are used in machines, lifts, door locking systems, motor coaches, industrial robots, medical equipment, diesel engines, automatic gear boxes and airco systems.
Kendrion has leading positions in a number of business-to-business niche markets. With around 1,400 employees worldwide, it achieves annual revenue of over EUR 200 million. Germany is Kendrion's main home market.
Kendrion aims to be a leading international company that leverages its existing know-how, innovative capabilities and commercial strengths to provide effective solutions to its industrial customers. In doing so, Kendrion is committed to remaining a transparent, flexible and reliable company in which entrepreneurial zeal is combined with clear profit targets. Kendrion aims to further strengthen its position as a fast-growing high-tech company in the future by organic growth, strategic acquisitions and generating an attractive return on invested capital. Kendrion's objective is to become a major player worldwide.
Kendrion's shares are listed on NYSE Euronext's Amsterdam market.
Zeist, 26 November 2008
Executive Board of Kendrion N.V.
For more information, please contact:
Kendrion N.V. Mr P. Veenema Utrechtseweg 33 3704 HA ZEIST NETHERLANDS
Tel: +31 - 30 - 699.72.68 Fax: +31 - 30 - 695.11.65 www.kendrion.com