ADDvise signs Letter of intent regarding acquisition of Hettich Labinstrument AB

  • ADDvise Group AB (publ) (”ADDvise”) has signed a Letter of intent with Hans Nilsson Holding AB regarding an acquisition of 100 percent of the shares in Hettich Labinstrument AB (”Hettich”), all together (”the Acquisition”).
  • The purchase price amounts to 15.3 MSEK based on a cash and debt free basis and is intended to be paid through a combination of cash and newly issued ADDvise shares of series B. A possible additional earn-out of 4.7 MSEK may be added to the purchase price given that certain earning targets are reached.
  • For the fiscal year 2016 Hettich is expected to reach a turnover of 48.8 MSEK with an EBITDA of 4.5 MSEK.
  • If Hettich is consolidated on pro forma basis, ADDvise’s turnover is estimated to amount to 248.4 (146.6) MSEK with an EBITDA of 21.5 (4.4) MSEK for 2016.
  • The Acquisition is subject to a conducted due diligence and that the parties will agree to enter into a share purchase agreement.
  • The Acquisition is expected to have a positive effect on ADDvise earnings per share.

Reasons for the acquisition Hettich contributes to a significant increase in ADDvise’s net sales and operating profit. The Acquisition is strategically important for ADDvise and will increase the range of products and strengthen the competence within the group. The Acquisition will generate both industrial and financial synergies.

–”An acquisition of Hettich enables a higher growth rate and gives us a new range of products, extensive expertise and vital sales channels”, says Rikard Akhtarzand, CEO of ADDvise.

Hettich in short The company began operations in 1995 as a Swedish distributor of laboratory centrifuges from the German Hettich Zentrifugen and has over the years extended its product range and is now a leading supplier of consumables, instruments and laboratory equipment to health care, research and the industrial sector. In addition to sales of products the company has a service department to perform service on medical equipment. For the fiscal year of 2016 Hettich is expected to have a turnover of 48.8 MSEK and to generate an EBITDA of 4.5 MSEK.

 

Proforma

If Hettich is consolidated on a pro forma basis ADDvise’s turnover is estimated to amount 248.4 (146.6) MSEK with and EBITDA of 21.5 (4.4) MSEK for 2016.[1] This represents an increase of 69 percent in turnover and 389 percent in EBITDA.

[1] Proforma is based on ADDvise’s net sales and EBITDA (including non-recurring costs and income) for H1 2016 and Hettich estimated sales and EBITDA for the full year 2016. ADDvise subsidiary LabRum AB is consolidated on a proforma basis from March 1, 2016 i.e. only 10 months.  

 

Payment of the purchase price

The purchase price amounts to 15.3 MSEK based on a cash and debt free basis and is intended to be paid through a combination of cash and newly issued ADDvise shares of series B. Furthermore, the Acquisition is conditional to that Hettich has a requisite amount of working capital at the admission date. A possible additional earn-out of 4.7 MSEK may be added to the purchase price given certain earning targets are reached. The total purchase price will be distributed as follows:

  • 5.0 MSEK to be paid on the admission date through newly issued ADDvise shares of series B.
  • 10.3 MSEK to be paid in cash on the admission date.
  • The additional earn-out is estimated to 4.7 MSEK and paid in cash, indicative in Q2 2018.   

 

Indicative time schedule

The signing of the share purchase agreement is expected to be completed before the end of 2016 and the Acquisition is expected to be completed early 2017.

 

Advisors

Mangold Fondkommission AB is financial advisor to ADDvise in connection with the Acquisition.

 

For further information, please contact:

Rikard Akhtarzand, CEO. +46 765-25 90 71

rikard.akhtarzand@addvisegroup.se

www.addvisegroup.se

 

Important information:

This information is required for ADDvise to disclose under the EU market abuse regulation. The information was submitted for publication on October 26, 2016 at 08:45 CET. 

 

About ADDvise:

ADDvise Group AB (publ) is an expansive group which through its subsidiaries IM-Medico Svenska AB, KEBO Inredningar Sverige AB, ADDvise Tillquist AB, LabRum AB, Sonesta Medical AB, Sonesta Medical Inc and Surgical Tables Inc offers comprehensive solutions in the form of products and services to healthcare and research facilities. ADDvise Group's customers are located in both the private and public sectors. The Company's share is listed on First North Premier and Mangold Fondkommission AB, +46 8-503015 50, is the company's Certified Adviser and liquidity provider.

 

About Us

ADDvise Group AB (publ) is a leading supplier of equipment to healthcare and research facilities. The group consists of approximately 10 subsidiaries organized into two business areas, Lab and Healthcare. Sales are global. The Group has a clear acquisition strategy with the aim of raising shareholder value and expand the business – both geographically and product wise. The Group has sales of about 250 MSEK. ADDvise shares are listed on Nasdaq First North Premier. Additional information is available at www.addvisegroup.com.