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Imtech has reached agreement with Vinci S.A. regarding the sale of the Imtech ICT division at an enterprise value of 255 million euro. The agreement is subject to competition clearance and customary closing conditions, and is expected to close well before the end of the year. The net proceeds of the transaction will be used for increased liquidity of the Group and debt reduction.
Gerard van de Aast, CEO of Royal Imtech: "After receiving the offer of Vinci S.A. we have carefully reviewed the options and concluded to accept it in the best interest of all our stakeholders. The resulting increased liquidity and debt reduction will strengthen our financial position. Vinci S.A. is a global player in concessions and construction, employing close to 191,000 people in some 100 countries. We are confident that the customers, suppliers and employees of Imtech ICT can look ahead to a good future."
ublished: 07:26 CEST 26-08-2014 /GlobeNewswire /Source: Imtech / : IM /ISIN: NL0006055329
Royal Imtech publishes second quarter and half year 2014 results
Only available in English
Decisive step in Imtech's financial recovery
Significant debt reduction
fully underwritten rights issue of 600 million euro
sale of ICT division at enterprise value of 255 million euro
New agreement with financiers, including:
step-down on cash pricing and elimination of all non-cash interest
full covenant holiday up to and including Q1 2016
additional liquidity buffer provided to Imtech
maturity extension to July 2017
Additional restructuring measures to be implemented in the second half of 2014
Revenue in the second quarter 967 million euro
Operational EBITDA loss in the second quarter of 14 million euro
Order intake in the second quarter 944 million euro, in line with revenue
Significant one-off and financing costs drive negative net result in the second quarter of 224 million euro and for the first half year of 302 million euro
Net debt for the total group of 1,038 million euro (second quarter 2013: 1,205.9 million euro)
Key figures
Quarters
in € million, unless otherwise indicated
Half year
Q2 2014
Q2 2013
2014
2013
for the total group
1,113.1
1,315.5
Revenue and other income
2,233.0
2,526.0
-8.0
-31.7
Operational EBITDA
-13.9
-45.3
-0.7%
-2.4%
Operational EBITDA margin
-0.6%
-1.8%
1,099.6
1,275.6
Order intake
2,236.3
2,509.0
81.9
332.3
Working capital
81.9
332.3
1,037.7
1,205.9
Net interest-bearing debt for the total group
1,037.7
1,205.9
continuing operations*
966.9
1,122.9
Revenue and other income
1,952.0
2,162.1
-13.6
-36.3
Operational EBITDA
-24.9
-58.7
-61.9
-89.4
Non-operational costs
-69.9
-101.4
-75.5
-125.7
EBITDA
-94.8
-160.1
-89.0
-144.7
Operating result (EBIT)
-121.9
-197.2
-155.6
-166.6
Result from continuing operations
-231.7
-228.6
-68.6
-4.3
Result from discontinued operations
-69.8
-1.9
-224.2
-170.9
Net result
-301.5
-230.5
944.4
1,058.8
Order intake
1,954.9
2,092.4
69.0
332.3
Working capital
69.0
332.3
Margins
-1.4%
-3.2%
Operational EBITDA margin
-1.3%
-2.7%
-7.8%
-11.2%
EBITDA margin
-4.9%
-7.4%
23,215
25,895
Number of employees (in FTE)
23,215
25,895
* Restated for 2013, see notes 4 and 5 to the Interim Financial Statements H1 2014.
Gerard van de Aast, CEO: "Today's announcement is a decisive step forward for the company. The sale of the ICT division combined with a fully underwritten rights issue and significant changes in the financial agreements, such as a step-down in pricing and increased liquidity, will significantly reduce debt and improve the financial structure. The support from all our financiers and in particular from ING, Rabobank, Commerzbank and ABN Amro is a strong signal of confidence in the company. The first half of 2014 has been difficult for the company due to market conditions and the uncertainty around our financial position. Management and employees can now focus fully on improvement of operational results and the completion of the turnaround programme."
Financial calendar 2014
7 October 2014: Extraordinary General Meeting
18 November 2014: third quarter figures 2014
18 March 2015: full year figures 2014
Press conference
Today at 9.00 hours (CET) Imtech will organize a press conference in the Novotel, Europaboulevard 10 in Amsterdam.
Analyst meeting
Today at 11.00 hours (CET) Imtech will organize a sell-side analyst meeting in the Novotel, Europaboulevard 10 in Amsterdam. This meeting will be transmitted live via the internet (www.imtech.com) and will afterwards also be available on the website as a replay.
More information
Media:
Analysts & investors:
Dorien Wietsma
Director Corporate Communication & CSR
T: +31 182 54 35 53
E: [email protected]
www.imtech.com
Jeroen Leenaers
Director Investor Relations
T: +31 182 543 504
E: [email protected]
www.imtech.com
Imtech profile
Royal Imtech N.V. is a European technical services provider in the fields of electrical solutions, ICT and mechanical solutions. With approximately 23,000 employees, Imtech is active attractive positions in the buildings and industry markets in the Netherlands, Belgium, Luxembourg, Germany, Austria, Eastern Europe, Sweden, Norway, Finland, the UK, Ireland and Spain, the European markets of ICT and Traffic as well as in the global marine market. In total Imtech serves 24,000 customers. Imtech offers integrated and multidisciplinary total solutions that lead to better business processes and more efficiency for customers and the customers they, in their turn, serve. Imtech also offers solutions that contribute towards a sustainable society - for example, in the areas of energy, the environment, water and traffic. Imtech shares are listed on the Euronext Amsterdam.
Disclaimer
Please read this carefully as it applies to all persons who read this press release. This press release contains information and documents relating to an offer, through a rights issue, of new shares of Royal Imtech N.V. You may not be eligible to view the contents of that information and those documents. Accordingly, if you wish to read this information you must first inform yourself about and then observe the statutory and regulatory requirements applicable to you and to your jurisdiction. In order to establish whether or not you may view the information and documents please read the disclaimer below in full.
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This press release is for information purposes only and are not intended to constitute, and should not be construed as, an offer to sell or a solicitation of any offer to buy securities of Royal Imtech N.V. (the "Company", and such securities, the "Securities") in the United States, Australia, Canada or Japan or in any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of such jurisdiction.
The Securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") and will not be registered with any authority competent with respect to securities in any state or other jurisdiction of the United States. The Securities may not be offered or sold in the United States of America absent registration or an exemption from registration under the U.S. Securities Act. The Company has registered no part of the offering of the Securities in the United States or any other jurisdiction, nor has it the intention to do so. The Company has no intention to make a public offering of Securities in the United States or in any other jurisdiction other than the Netherlands.
The Company has not authorised any offer to the public of Securities in any Member State of the European Economic Area other than the Netherlands. With respect to any Member State of the European Economic Area, other than the Netherlands, and which has implemented the Prospectus Directive (each a "Relevant Member State"), no action has been undertaken or will be undertaken to make an offer to the public of Securities requiring publication of a prospectus in any Relevant Member State. As a result, the Securities may only be offered in Relevant Member States (i) to any legal entity which is a qualified investor as defined in the Prospectus Directive; or (ii) in any other circumstances falling within Article 3(2) of the Prospectus Directive. For the purpose of this paragraph, the expression "offer of securities to the public" means the communication in any form and by any means of sufficient information on the terms of the offer and the Securities to be offered so as to enable the investor to decide to exercise, purchase or subscribe for the securities, as the same may be varied in that Member State by any measure implementing the Prospectus Directive in that Member State and the expression "Prospectus Directive" means Directive 2003/71/EC (and amendments thereto, including Directive 2010/73/EU, to the extent implemented in the Relevant Member State), and includes any relevant implementing measure in the Relevant Member State.
No action has been taken by the Company that would permit an offer of Securities or the possession or distribution of these materials or any other offering of publicity material relating to such Securities in any jurisdiction where action for that purpose is required.
The release, publication or distribution of this press release in certain jurisdictions may be restricted by law and therefore persons in such jurisdictions into which they are released, published or distributed, should inform themselves about, and observe, such restrictions.
This press release does not constitute a prospectus within the meaning of the Dutch Financial Markets Supervision Act (Wet op het financieel toezicht) and does not constitute an offer to acquire securities.
Any offer to acquire Securities pursuant to the proposed offering will be made, and any investor should make his investment, solely on the basis of information that will be contained in the prospectus to be made generally available in the Netherlands in connection with such offering. When made generally available, copies of the prospectus may be obtained at no cost from the Company or through the website of the Company.
ING, Rabobank, Commerzbank and ABN Amro act exclusively for the Company and no-one else in connection with any offering of Securities and will not be responsible to anyone other than the Company for providing the protections afforded to the customers of ING, Rabobank, Commerzbank and ABN Amro or for providing advice in relation to any offering or any transaction or arrangement referred to herein.
Cautionary statement regarding forward looking statements
This presentation contains forward-looking statements that reflect the Company's intentions, beliefs or current expectations and projections. Forward-looking statements include statements regarding the Group's future result of operations, financial condition, liquidity, performance, prospects, anticipated growth, strategies and opportunities and the market in which the Group operates as well as other statements that are not historical facts. The Company has tried to identify forward-looking statements by using words such as "may", "will", "would", "should", "expect", "intend", "estimate", "anticipate", "project", "believe", "could", "hope", "seek", "plan", "foresee", "aim", "objective", "potential", "goal" "strategy", "target", "continue" and similar expressions or their negatives.
The forward-looking statements are based on the Company's beliefs, assumptions and expectations regarding future events and trends that affect the Group's future performance, taking into account all information currently available to the Group, and are not guarantees of future performance. These beliefs, assumptions and expectations can change as a result of possible events or factors, not all of which are known to the Group or are within the Group's control. If a change occurs, the Group's business, financial condition, liquidity, results of operations, anticipated growth, strategies or opportunities may vary materially from those expressed in, or suggested by, these forward-looking statements.
Investors or potential investors should not place undue reliance on the forward-looking statements in this release. In light of the possible changes to the Company's beliefs, assumptions and expectations, the forward-looking events described in this release may not occur. Additional risks not known to the Company or that the Company has not considered material as of the date of this release could also cause the forward-looking events discussed in this release not to occur. Except as otherwise required by applicable securities laws and regulations, the Company undertakes no obligation to update publicly or revise publicly any forward-looking statements, whether as a result of new information, future events, changed circumstances or any other reason after the date of this release.
