Lindab acquires majority holding in Centrum Klima S.A. with the intention to launch a cash tender offer for the remaining shares. The transaction will be part-financed by the sale of treasury shares.
(Thomson Reuters ONE) -
Lindab announces that it has reached agreement with the main shareholders of
Centrum Klima, S.A. a leading Polish HVAC systems manufacturer and distributor,
to acquire 51.8 percent of the shares. The agreement comprises the acquisition
of shares at PLN 14.5 per share, which as of yesterday 26 April represents a
premium of 26.3 percent compared with the average share price during the past
three months of trading, or 29.3 percent compared with the last trade today, 27
April. The transaction will be financed partly through the sale of treasury
shares and is planned to be signed and completed on 30 April 2012. Pursuant to
this acquisition, Lindab will announce on 2 May 2012, a cash tender offer for
the remainder of the shares at the same price of PLN 14.5 per share
* Centrum Klima is based in Warsaw and listed on the Warsaw Stock Exchange.
The company employs around 200 staff and had net sales of PLN 93 m (SEK 205
m) for the full year 2011, with an operating profit of PLN 10 m (SEK 23 m).
Approximately 65 percent of sales derive from the Polish market with the
majority of remaining sales to other parts of Europe.
* Lindab has agreed on the detailed terms of the transaction with shareholders
of Centrum Klima controlling 51.8 percent of shares. The transaction will be
completed through indirect acquisition of 51.8 percent stake in Centrum
Klima. The intention of the parties is to sign the share purchase agreement
and finalise the transaction on April 30.
* Pursuant to this acquisition, Lindab will announce on 2 May, a cash tender
offer for the remainder of the shares at the same price of PLN 14.5 per
share. The subscription period is expected to close towards the end of June.
* The transaction will be financed partly through the sale of a maximum of
1,000,000 treasury shares on NASDAQ OMX Stockholm at a price according to
the mandate given by the AGM 11 May 2011, and partly through the existing
credit facilities.
* The transaction costs are calculated at SEK 6-8 m and will be recorded as
one-off costs in the second quarter of 2012.
* The acquisition is not subject to any approval from competition authorities
and is planned for completion on Monday 30 April.
Lindab's CEO and President David Brodetsky comments: "The acquisition is an
excellent strategic fit. It strengthens our position within Air Duct Systems and
reinforces our distribution, while at the same time it addresses underperforming
parts of our business and generates significant synergies."
Business Area Manager, Lindab Ventilation, Nils-Johan Andersson, comments:
"Centrum Klima is the market leader in Poland, the largest and most attractive
market in the CEE with good growth. Centrum Klima is a well-run company with
steady annual growth of around 15 percent in the past six years and with an
average operating margin around 10 percent, even during the downturn. We are
pleased to be able to combine our strengths and importantly, to retain the
successful management in Centrum Klima, which is central to our strategy going
forward."
End
The information here is that which Lindab International AB has willingly
chosen to make public or that which it is obliged to make public according to
the Swedish Securities Market Act and/or the Financial Instruments Trading
Act.
Telephone conference:
A telephone conference will be held on Monday at 9 am with President and CEO
David Brodetsky, CFO Per Nilsson and Business Area Manager Ventilation, Nils-
Johan Andersson.
Dial-ins to participate:
UK: +44 (0)1452 555 566
SWE: +46 (0)8 503 36 434
Conference ID:7682 2291
Contacts:
LINDAB
David Brodetsky, CEO
Email: david.brodetsky(at)lindab.com
Mobile: +46 (0)73 274 5418
Nils-Johan Andersson, Business Area Manager Ventilation
Email: nils-johan.andersson(at)lindab.com
Mobile:+46 (0)70 668 5075
Lindab - A Ventilation and Building Products company:
Lindab develops, manufactures, markets and distributes products and system
solutions primarily in steel for simplified construction and improved indoor
climate.
The business is carried out within three business areas, Ventilation, Building
Components and Building Systems. The products are characterised by their high
quality, ease of assembly, energy efficiency, consideration towards the
environment, and are delivered with high levels of service. Altogether, this
increases customer value.
The Group had sales revenue of SEK 6,878 m in 2011, was established in 31
countries and had approximately 4,300 employees. The main market is non-
residential construction, which accounts for 80 percent of sales, while
residential accounts for 20 percent of sales. During 2011, the Nordic market
accounted for 46 percent, CEE/CIS (Central and Eastern Europe as well as other
former Soviet states) for 23 percent, Western Europe for 28 percent and other
markets for 3 percent of total sales.
The share is listed on the Nasdaq OMX Nordic Exchange, Stockholm, Mid Cap. For
more information visit www.lindabgroup.com
This announcement is distributed by Thomson Reuters on behalf of
Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Lindab International AB via Thomson Reuters ONE
[HUG#1607038]
Unternehmensinformation / Kurzprofil:
Datum: 27.04.2012 - 19:49 Uhr
Sprache: Deutsch
News-ID 140228
Anzahl Zeichen: 6340
contact information:
Town:
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Kategorie:
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"Lindab acquires majority holding in Centrum Klima S.A. with the intention to launch a cash tender offer for the remaining shares. The transaction will be part-financed by the sale of treasury shares."
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