The Swiss company agta record announces that the shareholders of the family-held company 3B Finance GmbH, CM-CIC Investissement and the Banque Fédérative du Crédit Mutuel (Crédit Mutuel Alliance Fédérale) have decided to accept the offer received from Assa Abloy, which already is a 39% shareholder in agta record, to acquire all of the shares in 3B Finance GmbH and Agta Finance, i.e. the holding company of the agta record group.
Thus, agta record group announces that the shareholders of 3B Finance GmbH (the Bunzl sisters), CM-CIC Investissement and BFCM (Crédit Mutuel Alliance Fédérale), as shareholders of Agta Finance, have signed a sale agreement with Assa Abloy, valuing indirectly the 53.75% majority stake held by Agta Finance in agta record's share capital at EUR 70 per share. This transaction values 100% of agta record's share capital at EUR 933m. After the completion of the acquisition, which is however conditional upon approval from the European competition authorities, Assa Abloy will own 93.77% of agta record's share capital.
When such acquisition is completed, Assa Abloy will launch, within 10 trading days as from completion date, in accordance with the shareholders' agreement in force between Agta Finance's shareholder, a public tender offer for the remaining outstanding shares in agta record representing approximately 7.0% of its share capital, at a price of EUR 70 per share, subject to AMF Rules being applicable and specifically to the opinion of the independent appraiser who will be appointed for the offer.
If the legal prerequisites are fulfilled, after the closing of the 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 (or any other applicable procedure), on the remaining outstanding shares of the Company.
The founding family and CM CIC Investissement, who have accompanied and supported the group, its strategy and investment decisions in a very much humane vision, for more than 12 years, deemed that it was in the group's and its staff's interest to rely on a powerful company such as Assa Abloy, in order to ensure durable growth supported by targeted investments.
This transaction is also approved by the Board of Directors, with a shared purpose to actively drive the Group's growth for the benefit of its customers.
Holding shares in agta record since 2011, Assa Abloy intends to carry on developing agta record, a successful company that will supplement Assa Abloy's own business thanks to its product offering, strong recurrence and geographic scope, with a well-known brand, strong corporate culture, and high-quality management teams.
Credit Suisse, CMS (France and Switzerland) and Duteil Avocats advised the shareholders of 3B Finance GmbH and Agta Finance on this transaction.
Next press release: 2018 annual results, on 21 March 2019 after close of trading
About agta record
As one the key players on the global market of automatic pedestrian and industrial entrance systems, agta record relies on integrated commercial and technological know-how. The group's extensive expertise covers the design, production, marketing, installation and maintenance of a large range of automatic doors. Headquartered in Switzerland, agta record sells its products and services across the globe and has subsidiaries in 17 countries. Agta record is listed on Euronext Paris, foreign stocks, ISIN: CH0008853209.
agta record SA
Hubert Jouffroy – Chairman of the Board of Directors
Tel. + 33 6 07 44 56 12
Guillaume Le Floch – Tel. + 33 1 53 67 36 70