Imtech acquires Swedish NEA and doubles in size in the Nordics
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* Acquisition of NEA will strengthen Imtech's top 3 position in the Nordics
resulting in pro forma forecasted 2010 revenues of SEK 5.9 billion and
4,500 employees in the Nordics
* Strategic 'fit' allows for offering total technical solutions and growth
potential
* Imtech announces an accelerated bookbuild offering of up to 8,324,898
million new ordinary shares (9.99% of Imtech's N.V. issued ordinary share
capital)
Gouda - Imtech (technical services provider in Europe) has agreed to acquire the
Swedish technical services provider NEA (NEA Gruppen AB). The acquisition price
amounts to approximately SEK (Swedish kronor) 975 million (around 102 million
euro). NEA is the second largest player by revenue in the market for
electrotechnical services in Sweden and employs nearly 2,200 technical
specialists, with forecasted revenue of approximately SEK 2.5 billion in 2010
on annualized basis. The acquisition enables Imtech to considerably strengthen
its top 3 position in the Nordics (Sweden, Norway and Finland). Even more
important, however, is the strategic 'fit' between NEA and NVS (the current
Imtech organisation in the Nordics). NEA is specialised in electrical services,
whereas NVS focuses on mechanical services. The bundling of the two companies
will enable Imtech to offer total technical solutions in the Nordics, resulting
in considerable growth potential. NEA's management team is expected to stay on
after the acquisition, guaranteeing continuity. With the acquisition, Imtech
gives fresh impetus to its strategic plan for further growth towards a revenue
level of 5 billion euro in 2012.
Imtech CEO René van der Bruggen: 'The acquisition of NEA forms a key step for
our company. Imtech has a strategic growth plan that includes the objective to
realise a revenue level of 5 billion euro by 2012, among others by realising a
strong position in the Nordics. At the end of 2008, Imtech therefore acquired
the mechanical services specialist NVS, one of the largest mechanical services
providers in the Nordics. The acquisition of NEA, the second largest player in
the market for electrotechnical services in Sweden, will enable Imtech to offer
total technical solutions to the market (by combining mechanical and electrical
services). This results in considerable growth potential. With a pro forma 2010
annualized total staff of over 4,500 and a pro forma forecasted revenue of
approximately SEK 5.9 billion, Imtech will be able to strengthen its top 3
position in the Nordics.'
NVS General Manager Håkan Bergkvist: 'The acquisition is a big step in the
renewal of the market for technical services in the Nordics. There is a clear
and increasing tendency in the market for larger clients to look for strong
partners who can shoulder the entire responsibility for sustainable total
technical solutions in the future. Imtech Nordic, a combination of NVS and NEA,
answers this need perfectly. Together we possess all the key competences and
skills required enabling us to develop a strategic vision which - in line with
the strong European position of Imtech - makes it possible to solve the
technical challenges the future will bring.'
NEA General Manager Per Sjöstrand: 'The acquisition by Imtech makes it possible
to occupy a leading position together with NVS in the still fragmented technical
services market in Nordic. There is so much synergy rooted in the NVS and NEA
combination, that the new-formed Imtech Nordic can satisfy the most stringent
demands of the market. We look forward to an inspiring collaboration with our
new colleagues at NVS.'
NEA company profile
NEA (NEA Gruppen AB) was established in 1896. The company was a family business
until 1982. In 1982, NEA became a publicly listed company. In 2006, NEA stock
was taken off the exchange by Segulah III L.P. (private equity). NEA is the
largest firm in the Nordics to specialise entirely in electrical services.
Employing over 2,200 employees, the company expects to realise forecasted
annualized revenue of approximately SEK 2.5 billion in 2010 and a forecasted
EBITA of approximately SEK 150 million in 2010 resulting an EBITA margin of
5.9% in 2010.
NEA's head office is located in Örebro. It has a total of nearly 70 local
offices in Sweden. The firm has approximately 1,000 clients, with a share of top
10 clients less than ten percent of the total. This implies a strongly
diversified order and client portfolio, which contributes to a major extent
towards continuity. Approximately fifty percent of NEA's revenue stems from the
industrial sector (including energy, nuclear energy, steel, lumber, mining) and
the remainder from the business community, the care sector, government and
municipalities. Its clients include among others Volvo, Vattenfall, Korsnäs,
Unilever, SSAB, Sandvik, Skanska, Nordic Water, Västfastigheter, NKS
Förvaltningen, NCC, E.ON and the cities of Stockholm, Gothenburg and Malmö.
Service, maintenance and management activities constitute a total share of some
50% and revenue related to the energy and the environment growth markets is
increasing at a fast pace.
NEA has three business units:
* NEA Installation: Total electrical services: design, (detail) engineering,
assembly/implementation/installation, service and maintenance. This is done
from six regional departments in Sweden with a total of over 60 local
offices. The local character of the business has allowed NEA Installation to
build up excellent, often long-term, client relationships;
* NEA Teknik: A high-tech competence centre that operates across regional
boundaries with special focus on energy optimisation, industrial automation,
power supply, building automation, security and telecom. Besides its head
office in Gothenburg, NEA Technik has three local offices in Sweden's
Western region. In addition, this business unit is responsible for extensive
supraregional, long-term maintenance contracts;
* NEA Elmateriel: One of the larger electrical wholesale organisations in
Sweden. This business unit serves over 5,000 clients spread across eight
regions with a total of 32 local branches. For reasons of economies of
scale, NEA Elmateriel is also responsible for a large share of the sourcing
of materials required by NEA Installation.
In addition, NEA has a 38% minority interest in Elajo. Elajo also provides
electrical services and its operations are for the most part complementary to
those of NEA. The activities, which are executed from 23 local offices (head
office in Oskarshamn, Sweden), include, among other things, electrical solutions
in the segments security, energy, mobility and technical automation. Besides
operating in Sweden, Elajo is also active in Norway. In 2009, it realised total
revenue of nearly SEK 1 billion and employed approximately 1,000 people.
Synergy: powerful NVS/NEA combination creates considerable growth potential
The combination NVS/NEA is a powerful combination. With approximately 2.400
employees NVS expects to realise a forecasted annualized revenue of
approximately SEK 3.3 billion in 2010 and a forecasted EBITA of approximately
SEK 262 million (EBITA margin 7.9%). The NVS/NEA combination (approximately
4.500 employees) expects to realise rounded forecasted annualized revenue of
approximately SEK 5.9 billion in 2010 and a forecasted EBITA of approximately
SEK 412 million, resulting in an EBITA margin of 7.0%.
NVS and NEA are both approximately the same size and are characterised by a
comparable decentralised business model. This allows for cross-selling between
mechanical and electrical services core competences. As a result, the NVS/NEA
combination is able to offer technical total solutions. This will also bring the
successful Imtech business model (technical total solutions via the combination
of electrical engineering, ICT - information and communication technology - and
mechanical engineering) to life in the Nordics. In the recent past, Imtech has
proven in, among other markets, Germany, Spain and the UK that combining
technical competences - on the basis of its electrical engineering and
mechanical engineering services - can create higher added value for clients.
This results in substantial growth potential. As both organisations can make use
of the same project management systems and work with a more or less comparable
IT platform, Imtech will be able to implement cross-selling in the Nordics in
the relatively short term.
Other synergy benefits include that the NVS/NEA combination can develop
attractive partner concepts thanks to greater economies of scale and the
bundling of technical competences. In addition, the new combination will be able
to bid for large tenders more effectively than is currently the case. In the
maintenance market too, the sum of NVS and NEA's added value is greater than the
parts of the individual companies. Furthermore, the bundling of strengths allows
for an additional focus on larger projects - in the stadiums, care, tunnels and
rail infrastructure segments, for instance. In addition, specific knowledge in
the areas of energy, air and climate control, telecommunications, technical
automation, nuclear plant technology, low and medium voltage and security can be
utilised more effectively in a broader context. Greater scale furthermore allows
the companies to benefit from joint sourcing capacity. In addition, certain
local offices can be shared and overhead can be reduced.
Imtech Nordic: a new overall name for the NVS/NEA combination
Imtech strives to create an identity within Europe that is as uniform as
possible. For this reason, following completion of the acquisition, the NVS/NEA
combination will proceed under a new overall name: Imtech Nordic. For the time
being Imtech Nordic will be managed as two separate entities. Imtech has the
vision and ambition to act as a leading multidisciplinary technical services
company in the Nordics. The new Imtech Nordic possesses all the key competences
and skills required enabling to develop a strategic vision which - in line with
the strong European position of Imtech - makes it possible to solve the
technical challenges the future will bring. Håkan Bergkvist, the current General
Manager of NVS and a member of the Imtech Executive Council, the most senior
level of management within Imtech, will be President of the Board of Imtech
Nordic. Per Sjöstrand, the current General Manager of NEA, will stay on, as will
the NEA management team. Both Håkan Bergkvist and Per Sjöstrand, already
well-acquainted through their work in the sector, fully support the bundling of
NVS and NEA's strengths and see ample opportunities to realise the growth
potential found in the combination.
Additional growth
The management's attention is primarily focused on giving concrete shape to the
multidisciplinary technical services company Imtech Nordic and on realising
autonomous growth. However, Imtech believes that there are ample opportunities
for additional growth by Imtech in the Nordics. The heavily fragmented market in
Nordic offers additional acquisition opportunities. NVS and NEA both have a
proven acquisition track record. Imtech believes that this additional growth can
be realised under the aegis of a financially strong Imtech. Earlier in 2009 and
2010 Imtech already acquired five smaller companies in Sweden and Norway. The
focus for future acquisitions will initially be on high-tech firms and specific
regional companies. The long-term objective is to create a situation whereby all
Imtech core competences - i.e. with the inclusion of information and
communication technology - are represented in the Nordics. In addition, the
position in Norway and Finland in particular can be developed further in
geographic terms. Further expansion in the direction of the Baltic States is on
the long-term horizon. Co-operation with various Imtech companies in Europe also
adds additional growth to the possibilities.
Approval by the competition authorities
The acquisition is subject to the approval of the Swedish competition
authorities. The closing of the acquisition is expected at the end of July 2010.
Equity offering
Together with the acquisition of NEA, Imtech announces the launch of an equity
offering ('the Offering') of up to 8,324,898 million new ordinary shares or up
to 9.99% of Imtech's N.V. issued ordinary share capital. The proceeds of the
Offering will partly be used to finance the intended acquisition of NEA. The
remainder of the proceeds are expected to be used to finance other future
acquisitions and organic growth of the company. The newly issued ordinary shares
will be offered through an accelerated bookbuild offering to institutional and
other professional investors on a non pre-emptive basis. It is expected that the
shares issued in connection with the Offering will be admitted to listing on
Euronext Amsterdam by NYSE Euronext on 29 June 2010.
The issue price and number of the ordinary shares to be placed in the Offering
will be determined at the conclusion of this Offering and will be announced in a
subsequent press release. The book will open with immediate effect and the
closing of the book and allocation of the Shares are expected tomorrow in the
course of the day. Application will be made for listing and admission to trading
of the new ordinary shares on Euronext Amsterdam by NYSE Euronext. No prospectus
will be published in connection with such admission or the Offering. It is
currently expected that payment and settlement will occur three trading days
after allocation (which takes place immediately after the closing of the book)
on 29 June 2010. The new ordinary shares will rank pari passu in all respects
with the currently outstanding ordinary shares.
The Royal Bank of Scotland N.V. and Fortis Bank Nederland / MeesPierson will act
as Joint Bookrunners in the Offering and ING Bank and Rabobank International
Equity Capital Markets as Co-Lead Managers. Kempen & Co. acts as advisor to
Imtech in the context of this Offering.
On the assumption that the Offering is completed, Imtech has undertaken with the
Joint Bookrunners not to issue any additional ordinary shares for a period of
90 days, subject to exceptions customary in offerings of this nature.
Maintaining outlook 2010 and long-term growth target 2012
To its current views Imtech maintains its outlook 2010 of a further increase in
EBITA in 2010 through organic growth and acquisitions. Imtech is keeping fully
in place its long-term strategic plan for achieving 2012 revenues of 5 billion
euro while maintaining an operational EBITA margin target of 6% (revenue 2009:
more than 4,3 billion euro with an EBITA margin of 5.8%).
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More information
Media: Analysts & investors:
Mark Salomons Jeroen Leenaers
Company Secretary Manager Investor Relations
T: +31 182 54 35 14 T: +31 182 54 35 04
E: mark.salomons(at)imtech.eu E:jeroen.leenaers(at)imtech.eu
www.imtech.eu www.imtech.eu
Imtech profile
Imtech N.V. is a European technical services provider in the fields of
electrical engineering, ICT and mechanical engineering. With approximately
23,000 employees, Imtech achieves annual revenue of more than 4.3 billion euro
in 2009. Imtech holds strong positions in the buildings, industry and
infrastructure/traffic markets in the Netherlands, Belgium, Luxembourg, Germany,
Eastern Europe, the Nordics, the UK, Ireland and Spain and in the global marine
market. In total Imtech serves 20,000 customers. Imtech offers added value in
the form of integrated and multidisciplinary total solutions that lead to better
business processes and more efficiency for customers and the customers they, in
their turn, serve. Imtech also offers solutions that contribute towards a
sustainable society, for example in the areas of energy, the environment, water
and mobility. Imtech shares are listed on the Euronext Amsterdam by NYSE
Euronext, where Imtech is included in the Midkap Index. Imtech shares are also
included in the Dow Jones STOXX 600 index.
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[HUG#1426722]
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Datum: 23.06.2010 - 18:01 Uhr
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