15/12/2010 -- This information is subject of the disclosure requirements acc. to §5-12 vphl (Norwegian Securities Trading Act) Tomra Systems ASA (TOMRA), through its fully owned subsidiary TITECH AS (TITECH), has on 14 December 2010 entered into an option agreement with the owners of Dublin based technology manufacturer Odenberg Investment Ltd (Odenberg) enabling TITECH to acquire 100 percent of the shares in Odenberg by end of January 2011.
Odenberg is a leading provider of advanced sorting and processing technology to the international food processing industry. Established in 1968, Odenberg today has 171 people employed across locations in Dublin (Ireland), Sacramento (California), Pezinok (Slovakia) and Ijsselstein (The Netherlands) and serves several of the world's top 10 food manufacturers. More than 2,000 Odenberg optical sorting systems have been sold worldwide. The company is expected to generate a 2010 EBIT in excess of EUR 4 million on total revenue of approximately EUR 40 million. Strong, profitable growth is expected going forward. For more information about Odenberg, reference is made to the company website http://www.odenberg.com/
TITECH is a global market leader in sensor based analysis and sorting solutions. The company's technology is applied in the recycling, mining and food industries under the brand names TITECH, CommodasUltrasort and QVision respectively. The proposed acquisition of Odenberg represents another important step towards realizing TITECH's strategy of strengthening its market position and product offering within sensor based sorting. In addition to representing an interesting growth case on its own, Odenberg is a strong strategic fit with TITECH. Odenberg brings to the table both unique, patented technology and leading market positions in several fast-growing segments of the food sorting and processing industry. Together, TITECH and Odenberg will have a strong market presence and an unrivalled technology base from which to grow further.
TITECH will pay a consideration corresponding to an enterprise value of EUR 52 million. In addition conditional payments of up to EUR 5.5 million might be triggered based on 2010 and 2011 financial performance. TITECH will pay the purchase price in cash and finance the transaction through TOMRA's current debt facilities.
For questions or further comments, please contact TOMRA's President & CEO Stefan Ranstrand (+47 97 47 72 70) or Senior Executive Vice President Espen Gundersen (+47 97 68 73 01).
Footnote: Required disclosure according to the Norwegian Security Trading Act; Name of sellers: H.P. van den Bergh, H.A. van den Bergh and ACT Nominees Limited Members of the Board of directors: Herman Van den Bergh, Hugo Van den Bergh, Maurice Moynihan, Michael Broderick, Niall Carroll, Noel Basquel, Robert Ashley Hunter and Shane Mulhall Estimated balance sheet as of year end 2010 (in million €): Fixed assets 2, Inventory 5, Receivables 5, Cash 2, Short term liabilities 10, Equity 4.