PSI Group acquires 100 per cent of the shares in New Vision Baltija UAB from NV Invest UAB, which is owned by the founder and CEO and key managers in New Vision Baltija UAB. The company is a market leader within Retail Solutions in Lithuania, Latvia and Estonia, headquartered in Vilnius, Lithuania. The company also has subsidiaries in Finland and Russia.
New Vision Baltija UAB will become a fully owned subsidiary of PSI Group ASA from the 2nd of July 2014. The consideration for the shares is based on an earn-out model of 5 x EBITDA in 2014 x 51 per cent, plus 5 x EBITDA in 2015 x 49 per cent. The purchase price will be adjusted for net interest bearing debt as of 31.12.2014.
An upfront payment of EUR 1 840 000 in cash and 277 854 PSI shares equivalent to EUR 200 000 based on the volume weighted average share price of the last 30 trading days, transferred at closing on July 11. The parties have also agreed that the seller makes an additional investment by acquiring 277 854 shares in PSI on the same terms. All shares will be allocated from PSI Group's own holding.
One third of the total settlement will be in shares in PSI Group ASA, and the remaining consideration in cash. The cash amount will be financed with a credit facility.
The founder and principal shareholder of New Vision Baltija UAB will continue as the CEO of the company.
PSI Group and New Vision Baltija UAB have both been distributors of Digi scales wrapping equipment and Repant reverse vending machines for many years. The company targets the same customer segments in the Baltics as PSI Systems in Norway and PSI Antonson in Sweden.
New Vision Baltija UAB was established in 1993, and is an ambitious Baltic IT solutions and retail technology provider specialized towards the retail market segments. The company represents world leading suppliers of retail technology, as well as a complete solution provider for both food and non-food retailers. In addition, the company has a strong software development team, a store efficiency business consultancy team and a 24/7 retail IT help desk and service center. More information about the company can be found on www.new-vision.com
New Vision Baltija UAB has supplied and installed a range of store solutions in Lithuania, Latvia and Estonia. Offices in Finland and Russia are relatively young, but are already recognized as market leading experts in self-service checkout technologies. The company has close to 200 employees and the total turnover in 2013 was NOK 73.6 million.
"This transaction provides us with a strong position in the Baltics and adds new proprietary retail software solutions to PSI Group's portfolio. PSI Group will strengthen its role as a significant supplier of retail technology and business solutions in all our existing and new geographical markets. In addition, the acquisition will not only contribute to fulfilling our growth strategy for both CashGuard and Vensafe, through this well-functioning market leading sales and service organization in an exciting new Euro market, but also add a significant pool of highly skilled employees with retail know-how, which we will be able to deploy in our other markets." Says CEO of PSI Group ASA, Jørgen Waaler.
"The acquisition may lead to synergies in sales, marketing, development, production and IT. We will also develop New Vision Balija UAB to further strengthen our European expansion" concludes Waaler.
For further information, please contact
Jørgen Waaler,
CEO of PSI Group ASA
Phone: +47 9059 0010
About PSI Group:
PSI Group's mission: Driving Retailers' profitability by providing innovative integrated Technology Solutions enabling store owners to perform to their full potential.
PSI Group has its headquarter in Rælingen and has approx. 540 employees in the Nordics, the Baltics and the rest of Europe. The company is listed on the Oslo Stock Exchange. For further information, visit www.psigroup.no.
This information is subject of the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.
