SAF-HOLLAND acquires subsidiary of Georg Fischer AG and strengthens its market position in the European truck industry
• Pamplona Capital Management guarantees underwriting of new shares
• Profit and sales increase significantly in first half-year
Bessenbach, Germany, August 28, 2008 - SAF-HOLLAND S.A., a leading global
supplier of complex, high-quality components and systems for the trailer
and truck industry, and Georg Fischer AG, Schaffhausen (Switzerland), have
agreed that SAF-HOLLAND will acquire all the capital shares of Georg
Fischer Verkehrstechnik GmbH, Singen, a subsidiary of Georg Fischer AG. The
acquisition is an important step in SAF-HOLLAND’s growth strategy as this
move strengthens the Company’s position in the European market for fifth
wheels and facilitates it to become a significant supplier for this product
also of the European truck industry. It will be able to benefit from its
experience as a marketleader for fifth wheels in North America. Just 18
months after the merger of SAF and Holland, the Group is now completing its
European product range with technologically leading products and expanding
its European trailer business via the truck sector. All activities that
have been initiated since the combination of the two companies SAF and
Holland are developing speedily and smoothly. The transaction will further
accelerate SAF-HOLLAND’s growth path.
'With the acquisition of Georg Fischer Verkehrstechnik GmbH, we are closing
a strategic gap and can thus position ourselves as an international,
comprehensive supplier and partner of the truck and trailer industry,'
explains Rudi Ludwig, CEO of SAF-HOLLAND S.A.
Georg Fischer Verkehrstechnik GmbH, which produces and sells fifth wheels
and trilex wheels for the commercial vehicle sector, generated sales in
2007 in excess of EUR 60 million with approximately 80 employees.
SAF-HOLLAND is expecting from the transaction an above average positive
effect on the overall result for 2009. Thereby SAF-HOLLAND will continue
the existing business activities of the Singen-based company. The
transaction requires the approval of the merger control authorities. The
parties have agreed not to disclose the purchase price.
It is planned to finance the acquisition through a mix of funds from
borrowings and additional equity. The SAF-HOLLAND S.A. Board of Directors
intends to approve a capital increase from the authorised capital of less
than 10 percent. SAF-HOLLAND intends to place the new shares with
institutional investors and therewith to increase the freefloat. Pamplona
Capital Partners, which currently holds more than 34.5 percent of the
shares of SAF-HOLLAND S.A., intends to subscribe in a material way to the
offering. Additionally they have agreed to provide a guarantee to
underwrite all new shares that cannot be placed. 'The Company can now make
full use of the opportunities the market offers. This is why we wish to
facilitate this transaction for SAF-HOLLAND and have on request of the
Board made a guarantee to underwrite any new shares that are not placed,'
said Martin Schwab, partner at Pamplona Capital Management.
SAF-HOLLAND has boosted its Group sales in the first half of 2008 by 11.3
percent to EUR 458.0 million (previous year: EUR 411.6 million). Adjusted
EBIT improved by 23.8 percent to EUR 37.5 million (previous year: EUR 30.3
million). With an adjusted EBIT margin of 8.2 percent, the Company remained
within its target range for 2008. Profit improved significantly during the
reporting period from EUR 3.1 million to EUR 17.3 million. Despite a
currently subdued environment, SAF-HOLLAND still expects to reach the lower
bound of its forecasted target range of EUR 900 to 950 million sales and
8.0 to 8.5 percent adjusted EBIT margin for fiscal year 2008.
SAF-HOLLAND will release its half-year results on August 29, 2008.
Company Profile
With more than EUR 800 million in sales and approximately 3,000 employees,
SAF-HOLLAND S.A. is one of the worldwide leading manufacturers and
suppliers of premium product systems and components primarily for trailers
as well as trucks, buses, and recreational vehicles. The product range
encompasses axle and suspension systems, fifth wheels, couplers, kingpins,
and landing legs. SAF-HOLLAND customers include the majority of large truck
and trailer producers all over the world. The products are sold to Original
Equipment Manufacturers (OEMs) and Original Equipment Suppliers (OESs) by
means of a global service and distribution network and via aftermarket
channels directly to the end users and service garages. SAF-HOLLAND has
therefore established itself as one of the few manufacturers in its sector
that is internationally positioned with an extensive product range and a
broad service network. SAF-HOLLAND S.A. has been listed in the Prime
Standard of the Frankfurt Stock Exchange since June 2007.
28.08.2008 Financial News transmitted by DGAP