2011-09-29
First Sensor AG reached an agreement today with Augusta Technologie AG regarding the purchase of 100% of the shares in the Sensortechnics Group, which is made up of Sensortechnics GmbH (Puchheim, Germany), Elbau GmbH (Berlin, Germany), Elbau Singapore Pte. Ltd., Klay Instruments BV (Netherlands), Pressure & Flow Ltd. (England), Sensortechnics Inc. (USA), Sensortechnics Corp. (Canada), as well as Sensortechnics Scandinavia AB (Sweden). The purchase price, which was divided into several, partially performance-related installments, amounted to several tens of millions.
The Sensortechnics Group will add more than €60 million to sales for First Sensor AG, which will therefore more than double its group sales next year. With expected total sales for 2012 estimated at least €115 million, more than 750 employees and over 4,000 customers worldwide, First Sensor AG has become a leading global developer and manufacturer of high-quality sensor solutions. According to initial projections, First Sensor AG is planning an operating result (EBITA) of approximately €14 million for 2012.
With the acquisition of the Sensortechnics Group, First Sensor AG strengthened its market position and solution competence in the field of Life Science and significantly supplemented its existing, industry-specific product portfolio focusing on the areas of Mobility, Industrial and Security.
In the past, the Sensortechnics Group acted as an independent sub-group of Augusta Technologie AG and was always profitable. The management members of both companies had already cooperated closely and confidently on a series of mutual projects in the past. They formally welcome the merger between First Sensor AG and Sensortechnics Group and look forward to the future joint collaboration.
Synergies in the seven-figure range are expected to be realized in the coming years due to the merger.
Aside from taking on a long-term bank loan, a capital increase from authorized company capital will be undertaken to finance the transaction. This will take place with the issue of 3,312 million new First Sensor AG shares. The capital increase was resolved today by the First Sensor AG executive board and approved by the Supervisory Board. Shareholders are granted subscription rights in a 2:1 ratio and the option of additional subscription. The subscription offer is expected to be released on October 6, 2011. The subscription period is expected to begin on October 7, 2011 and end on 21 October, 2011. The subscription price for the new shares will be €10.00 per share. The subscription offer is aimed exclusively at First Sensor AG shareholders; there will be no trading of subscription rights. The capital increase will be managed by M.M. Warburg & CO.
Funds advised by the DPE Deutsche Private Equity GmbH (“DPE”) have guaranteed the capital increase of First Sensor AG significantly, subject to the shareholder's subscription right, and therefore are ensuring the successful execution of the capital measure by exercising their respective subscription and multiple subscription rights. In the course of this PIPE transaction (Private Investment in Public Equity), DPE will become an additional significant anchor shareholder of First Sensor AG with the intention of supervising and encouraging further strong growth of the group in the long term.
For more information on the company, please visit www.first-sensor.com or call us on
Tel.: +49 30 6399 23-710.
First Sensor AG
Executive Board
Information and stipulations of the issuers of this notification
First Sensor AG will offer a telephone conference with Dr. Hans-Georg Giering (CEO) and Dr. Ingo Stein (CFO) regarding the content of this ad-hoc notice on September 30, 2011 at 11:00 am CEST for analysts and journalists. To receive dial-up details for participation, register with First Sensor AG using the following telephone number: +49 30 6399 23 710 or via e-mail to ir@first-sensor.com.
About First Sensor
First Sensor AG is a leading supplier of custom sensor solutions for highly sophisticated requirements in the Life Science, Industrial, Mobility, Security and Aerospace sectors. In 2010 First Sensor achieved annual sales of €45.2 million, employing more than 400 people worldwide. Founded 1991 in Berlin, Germany, First Sensor has been listed on the Frankfurt Stock Exchange since 1999 [Prime Standard Ι WKN: 720190 Ι ISIN DE0007201907 Ι SIS].
About Sensortechnics
The Sensortechnics group specializes in the development and distribution of high-quality sensor solutions, including in the medical engineering sector. Furthermore, Sensortechnics GmbH owns Elbau GmbH, developer and manufacturer of sensor modules, and Klay B.V., which specializes in industrial solutions.
About DPE
DPE Deutsche Private Equity GmbH is an independent German investment company which uses funds advised by it to make expansion capital available to companies from sectors with long-term, fundamentally sound growth prospects. The Parcom Deutschland I fund is endowed with a committed equity of €250 million.
Additional information about DPE can be found at www.pdpe.de
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