Bagnolo in Piano (RE), 23 December 2010 - Emak S.p.A., one of the leading European operators in the manufacturing and distribution of outdoor power equipment for gardening, forestry and small farming activities, today entered into an agreement for the acquisition of 61% of the share capital of Epicenter LTD; with registered office in Kiev, it has been the distributor of Oleo-Mac trademark products in the Ukrainian market since 2000 and closed the 2009 financial year with a turnover of around € 5 million and a net profit of around € 0.2 million.
The operation is in line with the Group’s strategy for development through external means in markets with high potential for growth. With this acquisition, Emak seeks to achieve better penetration in a market with great potential such as the Ukrainian market, where Emak is already an important operator.
As in the past, Emak’s strategy is to provide an important partner, as Epicenter has already proved to be, with the necessary means to develop the distribution network and internal organization, exploiting at the same time its knowledge and reputation in the territory.
Today’s agreement provides for the transfer of 61% of the shares to Emak by April 2011 at an overall price of between € 1.4 and € 1.7 million. The consideration for the operation will be calculated with the market multiples method, on the basis of the due diligence to be carried out on Epicenter.
The agreement also gives EMAK the right to a call option for the acquisition of a further stake of 14% to be exercised by 2013, bringing its shareholding to 75%.
The acquisition by EMAK will be financed by using its own normally held resources.
The inclusion of the target company within EMAK’s scope of consolidation will take effect from the effective date of the acquisition of control of the company.
Due to the small size of the target company, the conditions of materiality provided for by art. 71 of Consob’s Regulations for Issuers no. 11971 of 14/5/1999 do not apply, and as a result, EMAK shall not be preparing a specific informative document.
COMMENT BY THE CHAIRMAN, FAUSTO BELLAMICO
“The agreement entered into today is in line with the development strategy by external means that the Group is following in order to strengthen its distribution network. Thanks to the newly acquired Epicenter, the Group will be able to further develop its operations in a strategic country such as Ukraine, a market with great potential for growth.”
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