Echo de la presse
SFC Energy AG emphasis strategic focus on system supply by acquiring PBF Group B.V.
Brunnthal/Munich, Germany, October 20, 2011 - SFC Energy AG (SFC), technology and market leader in mobile and remote power solutions based on fuel cells, today signed a contract to acquire PBF Group B.V. (PBF), a Dutch worldwide operating company specializing in switched mode power supplies and higher level power management solutions. This is an important step in SFC’s strategic reorientation as a systems provider.
About PBF Group
PBF develops, manufactures, and markets customized high tech power solutions, from power supply units to complete power systems for producers of professional machines and equipment. PBF translates these solutions into actual products, integrating electrical engineering, electronics, mechanical constructions and software. PBF is a fast growing company, strongly driven by technological innovation. Among PBF’s customers are companies such as Philips, Bosch Security Systems, Thales, FEI Company or Coherent; also ACAL BFi has been a long term partner providing a qualified sales channel throughout Europe for PBF. PBF was originally spun out from Philips Electronics NV through a Management Buy Out in 1999. The Company with approx. 100 employees is headquartered in the Netherlands and operates a R&D and production site in Romania.
In financial year 2010 PBF generated unaudited revenues of approx. EUR 9.0 million (2009: approx. EUR 7.0 million). For 2011 revenues of EUR 12 to 13 million are expected.
Acquisition background
The net purchase price amounts up to EUR 9.35 million, consisting of EUR 6.0 million in cash, 350,000 new SFC shares (at a valuation of EUR 5.70 per share), and a performance-related earn-out payment of up to EUR 1.35 million in cash. The new SFC shares to be issued to the seller at closing derive from authorized capital and are subject to a 24-month lock-up agreement. The earn-out payment is linked to achieving defined targets in the 2012 and 2013 fiscal years. The transaction is expected to be completed before the end of 2011.
SFC will bring its proven off-grid power generation expertise, its strong market position in the leisure, industry and defense markets, an excellent quality track record, and an established strong marketing and sales structure into the new group. This will be ideally complemented by PBF’s power management competence, excellent customer base, and development and production strength at its sites in the Netherlands and Romania.
Both companies’ combined expertise supports the strategic orientation of SFC as a systems provider and offers considerable growth potential to SFC as well as to PBF by increasing both companies’ presence in existing markets, such as industrial applications, security, and defense, as well as extending the customer base into new markets, such as medical equipment. In the future 60 percent of the turnover is planned to be generated in industrial applications. This will significantly reduce SFC's dependence on seasonal fluctuations in the leisure business and on the defense segment's traditionally low predictability. Major potential for increased efficiency will result from development, production, and supply chain synergies.
As the number of mobile, off-grid, and grid-based power applications grows, the combined SFC/PBF product portfolio is expected to increase both companies’ market presence. The aggregate revenues of the two companies for the year 2011 are expected be in the range of EUR 26 to 27 million.
Management
The PBF founders will all become part of the combined Company: in the future, the direction of group sales, the management of the Dutch and Romanian locations, and the electronic system development will each be led by a PBF manager.
“We are excited to become part of a leading and well capitalized power solution provider such as SFC,” says Hans Pol, co-founder of PBF Group. “Together, we will bring highly efficient, customized complete power solutions to users world wide.”
“PBF’s power management expertise complements SFC’s power generation strength and focus. This will create a technologically leading system solution competence for off-grid and grid-based power solutions. We expect direct growth opportunities and increased efficiency to result from combining our customer bases, from sharing our development and production capacities in Germany, the Netherlands, and Romania, and from supply chain integration. A more balanced business portfolio is another advantage of this acquisition”, says Dr. Peter Podesser, CEO of SFC Energy AG.
Financial and Legal Advisors
FCF Fox Corporate Finance, Munich, Freshfields Bruckhaus Dehringer, Hamburg and Amsterdam, and Deloitte, Munich and Amsterdam, acted as advisors to SFC.
About SFC Energy AG
SFC Energy AG (www.sfc.com) is a market leader in fuel cell technologies for mobile and off-grid power applications serving the leisure, industrial and defense markets. As one of Ger-many's technology pioneers, SFC has won numerous innovation awards. SFC has alliances with leading companies in a wide range of industries. Unlike most other fuel cell manufacturers, who are in the research and development phase or run subsidized demonstration projects, SFC has successfully shipped more than 22,000 fully commercial products to industrial and private end users for more than five years, and has created a convenient fuel cartridge supply infra-structure. SFC is DIN ISO 9001:2000 certified. SFC is based in Brunnthal, Germany, and has a U.S. sales and technical service office in the U.S. SFC Energy AG is listed at the Deutsche Boerse Prime Standard (WKN 756857).
SFC Investor Relations and Press Contact:
Barbara von Frankenberg
Head of IR and PR
SFC Energy AG
Eugen-Sänger-Ring 7
D-85649 Brunnthal
Tel. +49 89 673 592-378
Fax. +49 89 673 592-169
Email: barbara.frankenberg@sfc.com
Précédent
About PBF Group
PBF develops, manufactures, and markets customized high tech power solutions, from power supply units to complete power systems for producers of professional machines and equipment. PBF translates these solutions into actual products, integrating electrical engineering, electronics, mechanical constructions and software. PBF is a fast growing company, strongly driven by technological innovation. Among PBF’s customers are companies such as Philips, Bosch Security Systems, Thales, FEI Company or Coherent; also ACAL BFi has been a long term partner providing a qualified sales channel throughout Europe for PBF. PBF was originally spun out from Philips Electronics NV through a Management Buy Out in 1999. The Company with approx. 100 employees is headquartered in the Netherlands and operates a R&D and production site in Romania.
In financial year 2010 PBF generated unaudited revenues of approx. EUR 9.0 million (2009: approx. EUR 7.0 million). For 2011 revenues of EUR 12 to 13 million are expected.
Acquisition background
The net purchase price amounts up to EUR 9.35 million, consisting of EUR 6.0 million in cash, 350,000 new SFC shares (at a valuation of EUR 5.70 per share), and a performance-related earn-out payment of up to EUR 1.35 million in cash. The new SFC shares to be issued to the seller at closing derive from authorized capital and are subject to a 24-month lock-up agreement. The earn-out payment is linked to achieving defined targets in the 2012 and 2013 fiscal years. The transaction is expected to be completed before the end of 2011.
SFC will bring its proven off-grid power generation expertise, its strong market position in the leisure, industry and defense markets, an excellent quality track record, and an established strong marketing and sales structure into the new group. This will be ideally complemented by PBF’s power management competence, excellent customer base, and development and production strength at its sites in the Netherlands and Romania.
Both companies’ combined expertise supports the strategic orientation of SFC as a systems provider and offers considerable growth potential to SFC as well as to PBF by increasing both companies’ presence in existing markets, such as industrial applications, security, and defense, as well as extending the customer base into new markets, such as medical equipment. In the future 60 percent of the turnover is planned to be generated in industrial applications. This will significantly reduce SFC's dependence on seasonal fluctuations in the leisure business and on the defense segment's traditionally low predictability. Major potential for increased efficiency will result from development, production, and supply chain synergies.
As the number of mobile, off-grid, and grid-based power applications grows, the combined SFC/PBF product portfolio is expected to increase both companies’ market presence. The aggregate revenues of the two companies for the year 2011 are expected be in the range of EUR 26 to 27 million.
Management
The PBF founders will all become part of the combined Company: in the future, the direction of group sales, the management of the Dutch and Romanian locations, and the electronic system development will each be led by a PBF manager.
“We are excited to become part of a leading and well capitalized power solution provider such as SFC,” says Hans Pol, co-founder of PBF Group. “Together, we will bring highly efficient, customized complete power solutions to users world wide.”
“PBF’s power management expertise complements SFC’s power generation strength and focus. This will create a technologically leading system solution competence for off-grid and grid-based power solutions. We expect direct growth opportunities and increased efficiency to result from combining our customer bases, from sharing our development and production capacities in Germany, the Netherlands, and Romania, and from supply chain integration. A more balanced business portfolio is another advantage of this acquisition”, says Dr. Peter Podesser, CEO of SFC Energy AG.
Financial and Legal Advisors
FCF Fox Corporate Finance, Munich, Freshfields Bruckhaus Dehringer, Hamburg and Amsterdam, and Deloitte, Munich and Amsterdam, acted as advisors to SFC.
About SFC Energy AG
SFC Energy AG (www.sfc.com) is a market leader in fuel cell technologies for mobile and off-grid power applications serving the leisure, industrial and defense markets. As one of Ger-many's technology pioneers, SFC has won numerous innovation awards. SFC has alliances with leading companies in a wide range of industries. Unlike most other fuel cell manufacturers, who are in the research and development phase or run subsidized demonstration projects, SFC has successfully shipped more than 22,000 fully commercial products to industrial and private end users for more than five years, and has created a convenient fuel cartridge supply infra-structure. SFC is DIN ISO 9001:2000 certified. SFC is based in Brunnthal, Germany, and has a U.S. sales and technical service office in the U.S. SFC Energy AG is listed at the Deutsche Boerse Prime Standard (WKN 756857).
SFC Investor Relations and Press Contact:
Barbara von Frankenberg
Head of IR and PR
SFC Energy AG
Eugen-Sänger-Ring 7
D-85649 Brunnthal
Tel. +49 89 673 592-378
Fax. +49 89 673 592-169
Email: barbara.frankenberg@sfc.com
