Stockholm, Sweden -- Assa Abloy has, as a 39 percent shareholder in the Swiss company Agta Record ag has signed an agreement with the shareholders of Agta Finance to indirectly acquire their 54 percent shareholding in Agta Record. The purchase price for the Acquisition amounts to approximately EUR 502 million equivalent to a purchase price per Agta Record share of EUR 70.
After the completion of the acquisition, which is conditional upon EU antitrust authorities approval in particular, Assa Abloy will own approximately 93 percent of the share capital and voting rights of the company and will launch a public tender offer for the remaining outstanding shares at the same purchase price per Agta Record share as for the acquisition, subject to the fairness opinion of the independent appraiser.
After the closing of the public tender offer, Assa Abloy intends to implement, in accordance with the provisions of the Swiss Merger Act, a procedure equivalent in its results to a squeeze-out via a merger governed by Swiss law, on the remaining outstanding shares of the company. The contemplated Swiss merger will be subject to the approval of at least 90% of all voting rights of the shareholders meeting of Agta Record as the absorbed company. Under this procedure, Agta Record would be absorbed by a wholly-owned Swiss subsidiary of Assa Abloy.
According to Assa Abloy, trading in the Agta Record shares was suspended yesterday, March 6, 2019 and will resume on March 7, 2019.
Agta Record is a well-established manufacturer and service organisation dedicated to automatic pedestrian entrance systems. The company is headquartered in Fehraltorf, Switzerland and has 2,600 employees. For 2018 agta record´s sales amounted to EUR 374.4 million. The Company's extensive expertise covers the design, production, marketing, installation and maintenance of a large range of automatic doors.
Agta Record sells its products and services across the globe and is directly present with subsidiaries in 17 countries. Agta Record is listed on Euronext Paris, foreign stocks.
"I look forward to welcoming Agta Record and all of its employees into the Assa Abloy Group. I am convinced that Assa Abloy will be a very good home for Agta Record which is a strategic addition to the Group and adds important competence, products and services and thus enhances Assa Abloy´s position in a competitive entrance automation market, where our sales have grown from SEK 3 billion in 2008 to SEK 24 billion in 2018," says Nico Delvaux, President and CEO of Assa Abloy.
"Agta Record will complement both our product offering as well as geographic coverage. Agta Record has with "record" a well-known brand, a strong culture, high quality products and a very strong workforce and management. Our intention is to keep the "record" brand and keep Agta Record as a separate business area, in parallel to our pedestrian door activity, with headquarters in Fehraltorf, Switzerland," says Mogens Jensen, Executive Vice President of Assa Abloy and Head of Division Entrance Systems.
The biggest synergies are expected to be generated by cross selling of products as well as through procurement consolidation, but also from operational improvements and by further developing the service business.
The acquisition is conditional upon regulatory approval and is expected to close during the fourth quarter of 2019.