HELIKOS SE COMPLETES ITS BUSINESS COMBINATION WITH EXCEET
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Luxembourg, July 26, 2011 – Today, Helikos SE completed its business combination with Switzerland-based Exceet Group AG (now renamed “Exceet Group AG”), a leading European provider of embedded electronics and security solutions. Following today’s closing of the transaction, Exceet Group AG has become a wholly-owned subsidiary of Helikos SE which has been renamed “Exceet Group SE”. As of July 27, 2011, the ticker symbol under which Exceet Group SE’s Class A shares are traded on the regulated market (Prime Standard) of the Frankfurt Stock Exchange will be changed from “HIT” to “EXC” to reflect the successful de-SPACing of Helikos SE.
Roland Lienau, previously CEO of Helikos SE and now director of Exceet Group SE, commented: “In Exceet, we have found a hidden champion in the fast-growing market for embedded intelligent electronics, with strong potential for future growth. We are delighted to have seized the opportunity to be a part of Exceet's growth story, we look forward to Exceet group’s future performance and are excited about our future role as listed holding company for the Exceet group.”
Ulrich Reutner, CEO of Exceet Group AG and newly appointed director of Exceet Group SE: “This business combination marks an important milestone in Exceet’s strategy to continuously expand its business. It will increase our visibility and provide the company with additional capital for further organic growth and future acquisitions.”
The newly appointed board of directors of Exceet Group SE consists of the following experienced directors: Mr. Hans Hofstetter (chairman), Dr. Hagen Hultzsch, Mr. Ulrich Reutner, Mr. Roland Lienau, Mr. Dirk-Jan van Ommeren and Mr. Thomas Brauchli.
Immediately following the closing of the share purchase agreement for the acquisition of Exceet (the “SPA”) among Helikos SE, the management of Exceet and its previous majority shareholder, Ventizz Capital Fund III Holding Company LLC (“Ventizz”), and the transactions related thereto, Ventizz, through a newly established Luxembourg subsidiary, and the other sellers under the SPA hold approximately 39.7% of the outstanding Class A shares and 49.5% of the outstanding voting shares of Exceet Group SE, and Oranje-Nassau Participaties BV (“ONP”), which is a wholly-owned subsidiary of Wendel SA, and the other founders of Helikos SE hold approximately 29.5% of the outstanding Class A shares and 32.5% of the outstanding voting shares of Exceet Group SE.
Frédéric Lemoine, Chairman of Wendel’s Executive Board, said: “We are very pleased to support Exceet for the long term. Led by an experienced management team, Exceet is a fast-growing company anchored in a region which benefits from a very strong economic development. Its end markets, such as medtech, industrial automation and security for financial services, provide an excellent outlook for medium- and long-term growth.”
Willi Mannheims, Managing Partner at Ventizz Capital Partners: “Exceet is an attractive growth story with an outstanding market position. We have strong confidence in its further growth potential and will maintain a substantial stake in the company.”
Investors who have validly requested redemption of their Helikos Class A shares will receive a cash payment of € 10.05625 per share, and holders of Helikos Class A warrants will receive a cash payment of € 0.625 per warrant held on July 21, 2011.
The transaction is also a milestone in the history of special purpose acquisition companies (SPACs) in Germany, as it marks the first successful business combination (de-SPACing) of a SPAC which since its IPO has been listed on a German stock exchange. “Helikos was the first SPAC admitted to listing on the Frankfurt Stock Exchange and completed the acquisition of Exceet within 18 months after its listing. We are very pleased that we have been able to achieve a successful de-SPACing in spite of the currently difficult market environment”, commented Roland Lienau.
About Exceet Group AG
Exceet Group AG is one of the leading providers of embedded electronics and security solutions in Europe with production facilities in Switzerland, Austria, the Czech Republic, Germany and the Netherlands. As previously announced, the preliminary non-audited consolidated group sales of Exceet Group AG in the first half-year of 2011 amounted to approximately CHF 100 million (approximately € 79 million), representing an increase of approximately 30% compared to group sales of CHF 76.5 million (€ 63.1 million) in the first half of 2010. In 2010, on a converted-to-euro basis Exceet Group AG generated sales of € 119.7 million (€ 79.1 million in 2009) and earnings (EBITDA) of € 17.7 million in 2010 (€ 7.0 million in 2009).
About Exceet Group SE
Exceet Group SE (formerly Helikos SE) is the parent company of Exceet Group AG. Exceet Group SE is listed on the Prime Standard of the Frankfurt Stock Exchange.
Company Contact Exceet Group AG
Company Contact Exceet Group SE
Tel: +49 (0) 170 223 4560
These materials are not an offer of securities in the United States or any other jurisdiction. Securities may not be sold in the United States absent registration or an exemption from registration. Exceet Group SE does not intend to register any offering of securities in the United States or to make any public offering in any jurisdiction.
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