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Teraplast SA M&A Activity 2017

May 30, 2017

2298_iss_2017-05-30_68e381ee-1891-4dc0-b1ff-628b471d9a4a.pdf

M&A Activity

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AD HOC REPORT

In accordance with Law no. 297/2004 and NSC Regulation no. 1/2006

Report date: May 30th 2017 Name of issuer: TERAPLAST S.A. Headquarters: Teraplast Industrial Park, DN 15A, KM 45+500, Bistrita-Nasaud County Telephone/Fax: 0263/238.202 / 0263/231.221 Trade Register No: J06/735/1992

Sole registration number at the Trade Register Office: RO3094980

Share capital: 56,643,266 lei

Regulated market on which the issued shares are traded: Bucharest Stock Exchange

Major events to be reported

  • a) Changes in the control over the company – N/A
  • b) Substantial acquisitions and alienations of assets – N/A
  • c) Bankruptcy – N/A
  • d) Transactions as listed in art. 225 of Law 297/2004– N/A
  • e) Other events

Teraplast Group, the largest PVC processor in Romania and one of the leading manufacturers of materials for construction and installation market, received from the Competition Council (Consiliul Concurentei) the decision of non-objection regarding the operation of economic concentration after the acquisition of 50% of the metallic tiles producer Depaco.

Following the decision of the Competition Council (Consiliul Concurentei), Teraplast SA will purchase the 50% stake of Depaco SRL (which owns 51% of the company Cortina WTB SRL) and the founding shareholder, Mr. Dragos Irimescu will remain an important shareholder of the company. Depaco operations will be managed by Mr. Valeriu Irimescu as Chief Executive Officer.

Dorel Goia, Chairman of the Board of Directors of Teraplast: "Depaco is a solid company and we are convinced that it will bring added value to the Teraplast Group business. We will begin to take advantage of the acquisition and commercial synergies, so that we accomplish what we aim for Depaco and by default for Teraplast Group".

The company Depaco was established in 1999 and it is the second producer of metallic sheet tiles in Romania. Currently the production process at the Depaco factory from Baicoi is conducted on more than 40 automated lines: for metallic sheet tiles with different profiles, for corrugated metallic sheet tiles, for the drainage system, for seamed metallic sheet tiles and for many other accessories. In 2016 the company realized a turnover of RON 130 million, EBITDA of RON 15.76 million and a net profit of RON 11 million.

Teraplast Group is developing an annual turnover of over 400 million LEI. The products portfolio of the Group is structured in six business lines: Installations & Decorations, Windows profiles, Compounds, Sandwich panels, Galvanized profiles and PVC windows and doors, and is on top positions on most of the markets on which is present. The parent company Teraplast is market leader in exterior sewage drains and compound and on the second position in interior sewage. The subsidiary, TeraSteel, is the second player on sandwich panels market and the leader of the galvanized steel structures market.

The production facilities of the companies in the Group are located in the Teraplast Industrial Park, developed outside Bistrita, on a surface of over 200.000 sqm. During 2007-2015 Teraplast Group invested over 260 million lei in the development and the modernization of the production capacities, but also in the products portfolio extension.

For further information, please contact the Communications Department of Teraplast: Anca Rif – Communications & Investor Relations Manager; Tel: +40-752-101.639; Email: [email protected]