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.