On the 18th of February 2011, PSI Group ASA ("PSI") entered into an agreement with OOO CKC ("CKC") pursuant to which CKC shall acquire all the shares in PSI's wholly owned subsidiary SQS Security Qube System AB ("SQS") based on an enterprise value of SEK 190 million.
The completion of the transaction is expected to take place in the beginning of March 2011, subject to the satisfaction of customary conditions for Closing.
"SQS reported an EBIT of NOK -24.5 million in 2010 and the transaction will be accretive to PSI's earnings. The transaction will enable PSI to strengthen its financial position significantly and net interest bearing debt post the transaction is estimated to be NOK 28 million. From an operational point of view, PSI will, following the divestment, focus entirely towards the retail industry" says Jørgen Waaler, CEO of PSI.
Key management of SQS is entitled to a transaction bonus estimated to a total of 1.5 per cent of the equity value of the transaction. Such transaction bonus is partly payable subject to signing of non-compete clauses and partly upon satisfaction of a 12 months stay-on undertaking.
Equity value (Enterprise value less net interest nearing debt in SQS) is estimated to SEK 132 million at Closing payable to PSI upon completion of the transaction.
PSI took a write-off of NOK 186 million on SQS in 4Q 2010. The current transaction will not have any impact on PSI's profit and loss statement.
PSI GROUP ASA Proforma exclusive of SQS 2010
PSI Group ASA 4th quarter 2010 EBITDA, exclusive discontinued operations, shows MNOK 10.9 - up from MNOK 3.7 for the corresponding quarter 2009.
PSI Group ASA 2010 EBITDA, exclusive discontinued operations, shows MNOK 43.2 - up from MNOK 17.2 for 2009.
A comprehensive proforma statement for 4th quarter 2010 and full year 2010 is enclosed in Appendix 2.
About SQS
SQS is one of the leading providers of intelligent security solutions for securing cash in transit and cash in ATMs in the Western European market. The company has a strong market position in Sweden, Norway, Belgium and France, and is well established in a range of European countries.
As per 31st December 2010 SQS Security Qube System AB and its subsidiaries had a total of 93 employees.
Board of directors:- Jørgen Waaler, Chairman
- Kjell Lindskog, Board member
- Erik Svedmark, Board member and CEO
- Håkan Lundberg, Board member (employee representative)
- Tore Hedberg, Board member (employee representative)
Executive management:
- Erik Svedmark, CEO
- Åsa Andersson, CFO
- Elvin Hillergren, R&D manager
- Thomas Löfroth, After sales managers
- Magnus Lindskog, Special projects manager
- Anders Lundqvist, Logistics and production manager
- Niklas Pettersson, Sales manager
- Kjell Lindskog, Senior advisor (consultant)
For further information see www.sqs-security.com.
Key figures from SQS' profit & loss account and balance sheet for the financial periods ended 31st of December 2010, 2009, and 2008 are included in Appendix 1.
For further information, please contact:
Jørgen Waaler,
CEO PSI Group ASA,
Tel +47 905 90 010
About PSI Group
PSI Group is the leading global provider of closed and secure cash handling
solutions wherever money moves.
PSI Group is head quartered at Rælingen (Norway) and has about 320 employees in
Scandinavia and Europe. The company is listed on the Oslo Stock Exchange and
Nasdaq OMX in Stockholm.
For more information please visit www.psigroup.no
Appendix 1.
| Key financial figures 2008-2010 | |||
| SEK in thousands | 2008 | 2009 | 2010 |
| Revenues | 206 146 | 211 543 | 110 984 |
| Gross profit | 111 814 | 139 681 | 74 712 |
| EBITDA | -518 | 32 805 | -16 591 |
| Depreciations tangible assets | 2 831 | 3 024 | 3 483 |
| Depreciations intangible assets (ex. goodwill) | 4 145 | 3 988 | 4 411 |
| EBIT | -7 494 | 25 793 | -24 485 |
| Non-current assets | 81 461 | 63 132 | 55 517 |
| Current assets | 101 636 | 87 566 | 63 658 |
| Equity | 43 643 | 54 699 | 25 263 |
| Long term liabilities | 29 500 | 32 623 | 23 734 |
| Short term liabilities | 109 954 | 63 376 | 70 178 |
| The figures are key financial figures from the unaudited management accounts | |||