Ahlstrom-Munksjö publishes additional selected comparative financial information on Expera

AHLSTROM-MUNKSJÖ OYJ, STOCK EXCHANGE RELEASE July 26, 2018 at 15:30 EEST

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Ahlstrom-Munksjö, a global leader in fiber based materials, publishes additional information on the prior profit development of Expera Specialty Solutions (“Expera”), a U.S. based specialty paper producer. Ahlstrom-Munksjö announced the acquisition of Expera on July 23, 2018.

The additional selected financial information on Expera’s results for the financial year 2016 to enhance comparability is presented below. The selected Expera financial information for the year 2016 is presented for continuing operations.

Key figures

Expera (US GAAP)

2017 EUR million 2017 USD million 2016 EUR million 2016 USD million
Net sales 616 721 609 713
EBITDA 56* 66* 59** 70**
Comparable   EBITDA 61* 71* 59** 69**

* Expera EBITDA 2017 includes expense item of EUR 3.8 million (USD 4.5 million) relating to a change in contingent consideration payable pursuant to a purchase agreement and other items that are, based on management’s preliminary assessment, considered to be outside ordinary course of business of EUR 0.9 million (USD 1.0 million), net expense which are considered as adjusting items in accordance with Ahlstrom-Munksjö principles. In addition, Expera EBITDA 2017 includes EUR 1.5 million (USD 1.7 million) of current management fees as well as EUR 0.9 million (USD 1.1 million) of start-up costs related to investments which will not have a continuous impact on EBITDA.

** Expera EBITDA 2016 includes an expense item of EUR 1.5 million (USD 1.8 million) relating to a change in the contingent consideration payable, a reimbursement income for certain capital investment projects of EUR 2.7 million (USD 3.2 million) and other expense items of EUR 0.4 million (USD 0.5 million) that are, based on currently available information, considered as adjusting items. In addition, Expera EBITDA 2016 includes EUR 1.4 million (USD 1.6 million) of current management fees and EUR 0.1 million (USD 0.1 million) of start-up costs related to investments which will not have a continuous impact on EBITDA.

Basis of preparation of selected financial information

The selected financial information presented above is based on Expera’s audited financial statements for the financial years 2017 and 2016 prepared in accordance with US GAAP. The figures have been rounded to the nearest million.

Expera's financial information in USD for the year 2017 and 2016 have been converted into EUR using the same EUR/USD exchange rate 1.17 for convenience purposes.

Ahlstrom-Munksjö plans to publish unaudited pro forma financial information to illustrate the impact of the acquisitions of Expera and Caieiras, announced in April 2018, and the related financing transactions to Ahlstrom-Munksjö’s financial information prepared in accordance with IFRS at the latest in connection with the rights issue, which is expected to be launched during the fourth quarter of 2018. The pro forma financial information will provide further information on Expera’s historical results and the impacts of the Expera acquisition to Ahlstrom-Munksjö’s financial position.

For further information, please contact: 

Pia Aaltonen-Forsell, CFO, tel +46 72 570 2553,
pia.aaltonen-forsell@ahlstrom-munksjo.com
Johan Lindh, Head of Investor Relations, tel + 46 (0)70 588 10 38, 
johan.lindh@ahlstrom-munksjo.com

IMPORTANT NOTICE

These materials are not an offer for sale of securities in the United States. Securities may not be sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended. Ahlstrom-Munksjö does not intend to register any part of the rights offering in the United States or to conduct a public offering of securities in the United States.

The distribution of this release may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restrictions. The information contained herein is not for publication or distribution, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, South Africa or the United States. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. This release is not directed to, and is not intended for distribution to or use by, any person or entity that is a citizen or resident or located in any locality, state, country or other jurisdiction where such distribution, publication, availability or use would be contrary to law or regulation or which would require any registration or licensing within such jurisdiction.

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This release does not constitute a prospectus as defined in the Prospectus Directive (EC/71/2003, as amended) and as such, does not constitute or form part of and should not be construed as, an offer to sell, or the solicitation or invitation of any offer to buy, acquire or subscribe for, any securities or an inducement to enter into investment activity.

No part of this release, nor the fact of its distribution, should form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. The information contained in this release has not been independently verified. No representation, warranty or undertaking, expressed or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or the opinions contained herein. Ahlstrom-Munksjö or any of its respective affiliates, advisors or representatives or any other person, shall have no liability whatsoever (in negligence or otherwise) for any loss however arising from any use of this release or its contents or otherwise arising in connection with this release. Each person must rely on their own examination and analysis of Ahlstrom-Munksjö, its subsidiaries, its securities and the transaction, including the merits and risks involved.

This release includes “forward-looking statements.” These statements may not be based on historical facts, but are statements about future expectations. When used in this release, the words “aims,” “anticipates,” “assumes,” “believes,” “could,” “estimates,” “expects,” “intends,” “may,” “plans,” “should,” “will,” “would” and similar expressions as they relate to Ahlstrom-Munksjö, Expera and the transaction identify certain of these forward-looking statements. Other forward-looking statements can be identified in the context in which the statements are made. Forward-looking statements are set forth in a number of places in this release, including wherever this release include information on the future results, plans and expectations with regard to the combined company’s business, including its strategic plans and plans on growth and profitability, and the general economic conditions. These forward-looking statements are based on present plans, estimates, projections and expectations and are not guarantees of future performance. They are based on certain expectations, which, even though they seem to be reasonable at present, may turn out to be incorrect. Such forward-looking statements are based on assumptions and are subject to various risks and uncertainties. Shareholders should not rely on these forward-looking statements. Numerous factors may cause the actual results of operations or financial condition of the combined company to differ materially from those expressed or implied in the forward-looking statements. Ahlstrom-Munksjö or any of its affiliates, advisors or representatives or any other person undertakes no obligation to review or confirm or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise after the date of this release.

This release includes estimates relating to the synergy benefits expected to arise from the transaction and the combination of the business operations of Ahlstrom-Munksjö and Expera as well as the related integration costs, which have been prepared by Ahlstrom-Munksjö and are based on a number of assumptions and judgments. Such estimates present the expected future impact of the transaction and the combination of the business operations of Ahlstrom-Munksjö and Expera on the combined company’s business, financial condition and results of operations. The assumptions relating to the estimated synergy benefits and related integration costs are inherently uncertain and are subject to a wide variety of significant business, economic, and competitive risks and uncertainties that could cause the actual synergy benefits from the transaction and the combination of the business operations of Ahlstrom-Munksjö and Expera, if any, and related integration costs to differ materially from the estimates in this release. Further, there can be no certainty that the transaction will be completed in the manner and timeframe described in this release, or at all.

Ahlstrom-Munksjö in brief
Ahlstrom-Munksjö is a global leader in fiber-based materials, supplying innovative and sustainable solutions to customers worldwide. Our offerings include decor paper, filter media, release liners, abrasive backings, nonwovens, electrotechnical paper, glass fiber materials, food packaging and labeling, tape, medical fiber materials and solutions for diagnostics. Combined annual net sales are about EUR 2.2 billion and we employ 6,000 people. The Ahlstrom-Munksjö share is listed on the Nasdaq Helsinki and Stockholm. Read more at www.ahlstrom-munksjo.com.

About Us

Ahlstrom-Munksjö is a global leader in fiber-based materials, supplying innovative and sustainable solutions to customers worldwide. Our offerings include decor paper, filter media, release liners, abrasive backings, nonwovens, electrotechnical paper, glass fiber materials, food packaging and labeling, tape, medical fiber materials and solutions for diagnostics. Combined annual net sales are about EUR 2.2 billion and we employ 6,000 people. The Ahlstrom-Munksjö share is listed on the Nasdaq Helsinki and Stockholm. Read more at www.ahlstrom-munksjo.com.

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