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TOMRA Systems M&A Activity 2010

Dec 14, 2010

3775_rns_2010-12-14_bf7ed13a-8a29-4330-b05e-238fd4081af0.html

M&A Activity

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Acquisition of Odenberg

This information is subject of the disclosure requirements acc. to §5-12 vphl

(Norwegian Securities Trading Act)

Tomra Systems ASA (TOMRA), through its fully owned subsidiary Titech AS

(Titech), has on 14 December 2010 entered into an option agreement with the

owners of Dublin based technology manufacturer Odenberg Investment Ltd

(Odenberg) enabling Titech to acquire 100 percent of the shares in Odenberg by

end of January 2011.

Odenberg is a leading provider of advanced sorting and processing technology to

the international food processing industry. Established in 1968, Odenberg today

has 171 people employed across locations in Dublin (Ireland), Sacramento

(California), Pezinok (Slovakia) and Ijsselstein (The Netherlands) and serves

several of the world's top 10 food manufacturers. More than 2,000 Odenberg

optical sorting systems have been sold worldwide. The company is expected to

generate a 2010 EBIT in excess of EUR 4 million on total revenue of

approximately EUR 40 million. Strong, profitable growth is expected going

forward. For more information about Odenberg, reference is made to the company

website www.Odenberg.com.

Titech is a global market leader in sensor based analysis and sorting solutions.

The company's technology is applied in the recycling, mining and food industries

under the brand names TITECH, CommodasUltrasort and QVision respectively. The

proposed acquisition of Odenberg represents another important step towards

realizing TiTech's strategy of strengthening its market position and product

offering within sensor based sorting. In addition to representing an interesting

growth case on its own, Odenberg is a strong strategic fit with Titech. Odenberg

brings to the table both unique, patented technology and leading market

positions in several fast-growing segments of the food sorting and processing

industry. Together, Titech and Odenberg will have a strong market presence and

an unrivalled technology base from which to grow further.

Titech will pay a consideration corresponding to an enterprise value of EUR 52

million. In addition conditional payments of up to EUR 5.5 million might be

triggered based on 2010 and 2011 financial performance. Titech will pay the

purchase price in cash and finance the transaction through TOMRA's current debt

facilities.

For questions or further comments, please contact TOMRA's President & CEO Stefan

Ranstrand (+47 97 47 72 70) or Senior Executive Vice President Espen Gundersen

(+47 97 68 73 01).

Asker, 14 December 2010

Tomra Systems ASA

Footnote: Required disclosure according to the Norwegian Security Trading Act;

Name of sellers: H.P. van den Bergh, H.A. van den Bergh and ACT Nominees Limited

Members of the Board of directors: Herman Van den Bergh, Hugo Van den Bergh,

Maurice Moynihan, Michael Broderick, Niall Carroll, Noel Basquel, Robert Ashley

Hunter and Shane Mulhall

Estimated balance sheet as of year end 2010 (in million EUR): Fixed assets 2,

Inventory 5, Receivables 5, Cash 2, Short term liabilities 10, Equity 4.

[HUG#1471988]