STOCK EXCHANGE RELEASE
Free for publication on January 28, 2013, at 9.00 am (CET+1)
ELEKTROBIT CORPORATION (EB) SELLS ITS TEST TOOLS PRODUCT BUSINESS TO ANITE PLC
AND PROVIDES ADVANCE INFORMATION ON ITS FOURTH QUARTER AND FULL YEAR 2012 NET
SALES AND OPERATING RESULTS
SALE OF THE TEST TOOLS PRODUCT BUSINESS
Elektrobit Corporation ("EB") and Anite plc ("Anite") have signed an agreement
on 28 of January 2013, under the terms of which EB agrees to sell its Test Tools
product business to Anite ("the Transaction"). The Transaction comprises the
sale of the shares of EB's subsidiary Elektrobit System Test Ltd., a company
based in Oulu, Finland, and certain related other assets in the USA and China.
EB's Test Tools product business provides radio channel emulation tools and
testing solutions for the development of the wireless technologies and is a part
of the EB's Wireless Business Segment employing a total of 54 persons in
Finland, USA and China.
The cash consideration payable to EB by Anite as a result of the Transaction is
EUR 31.0 million on a cash and debt free basis, subject to a post completion
adjustment based upon the level of net working capital and cash and debt in the
Test Tools product business on January 31, 2013. The closing of the Transaction
results in a non-recurring net profit of about EUR 23 million in the first
quarter of 2013, and non-recurring net cash flow of about EUR 28 million, in the
first half of 2013. The net assets of the Test Tools product business in January
31, 2013 are expected to be approximately EUR 5 million.
In 2012 and 2011 the net sales and operating profit of the Test Tools product
business were as follows:
+-----------------------+----+----+
|(MEUR) |2011|2012|
+-----------------------+----+----+
|Net sales |14.1|16.1|
+-----------------------+----+----+
|Operating profit (loss)| 1.5| 1.3|
+-----------------------+----+----+
Part of the common cost base of the Wireless Business Segment previously
allocated for the Test Tools product business are not be included in the
Transaction and will remain in the Wireless Business Segment for the time being.
Closing of the Transaction has been agreed to take place on January 31, 2013,
subject to completion of customary closing events, such as payment of the cash
consideration.
"The market for EB's Test Tool products, radio channel emulators, is a global
niche market where our Propsim products have gained a strong position over
years. However, as the only test product line of EB, the Test Tools business
offered only limited long term growth opportunities for EB. For EB, this
transaction gives good cash consideration for the business, a significant non-
recurring profit and cash increase, and it further strengthens EB's financial
position. After this divestiture, our Wireless Business Segment is more focused
in the markets which offer EB larger long term growth potential. EB continues to
develop and offer products and product platforms for the defense, public safety
and industrial markets, and R&D services and customized solutions for the
wireless communications markets and other markets using wireless connectivity in
their devices. We believe Anite has the right capabilities and is very committed
to further developing the Test Tools product business as part of a broader range
of its testing solutions" said Jukka Harju, CEO of Elektrobit Corporation.
"The increasing market demand for more integrated wireless laboratory test
solutions makes Anite a natural fit for Propsim. Anite's established market and
technology leadership, and its substantial global sales and support footprint,
combined with the acknowledged expertise and market leading channel emulation
solutions in the Propsim brand, creates a dedicated supplier with a more
complete product offering. The product line we are buying is an excellent
addition and a good fit with Anite's Handset Testing business and the
acquisition is expected to be enhancing to adjusted earnings", said Christopher
Humphrey, Anite's Chief Executive.
ADVANCE INFORMATION ON EB'S FOURTH QUARTER AND FULL YEAR 2012 NET SALES AND
OPERATING RESULTS
EB will report its 2012 financial results, as provided by the IFRS5 standard,
divided between Continuing and Discontinuing Operations, and Test Tools product
business is classified as Discontinuing Operations in the 2012 financial
statements. Based on the preliminary information on annual closing the
following table illustrates net sales and operating result of Continuing and
Discontinuing operations in 2012:
+--------------------+---------------------+-----------------------+-----------+
| | | Discontinuing| |
| 2012 |Continuing operations| operations|Group Total|
+--------------------+---------------------+-----------------------+-----------+
|Net sales | 185.4| 16.1| 201.5|
+--------------------+---------------------+-----------------------+-----------+
|Operating profit | | | |
|(loss) | 2.5| 1.3| 3.7|
+--------------------+---------------------+-----------------------+-----------+
EB's net sales and operating result of Continuing operations (excluding Test
Tools product business) were as follows:
+-----------------------+-----+-----+-----+-----+-----+-----+
|Continuing operations |1Q 12|2Q 12|3Q 12|4Q 12|2H 12| 2012|
+-----------------------+-----+-----+-----+-----+-----+-----+
|Net sales | 45.0| 43.6| 44.3| 52.6| 96.8|185.4|
+-----------------------+-----+-----+-----+-----+-----+-----+
|Operating profit (loss)| 0.8| -0.7| 2.2| 0.2| 2.4| 2.5|
+-----------------------+-----+-----+-----+-----+-----+-----+
EB total, including Continuing and Discontinuing operations were as follows:
+-----------------------+-----+-----+-----+-----+-----+-----+
|EB total |1Q 12|2Q 12|3Q 12|4Q 12|2H 12| 2012|
+-----------------------+-----+-----+-----+-----+-----+-----+
|Net sales | 48.6| 48.0| 47.0| 57.9|104.9|201.5|
+-----------------------+-----+-----+-----+-----+-----+-----+
|Operating profit (loss)| 0.9| -0.4| 2.1| 1.2| 3.2| 3.7|
+-----------------------+-----+-----+-----+-----+-----+-----+
The operating profit for the year 2012 presented above include non-recurring
items of approximately EUR 4 million in total, booked in the fourth quarter of
2012, as result of the financial challenges faced by a US based customer of EB's
subsidiary, Elektrobit Inc., as well as non-recurring income and costs related
to the reorganization processes of TerreStar companies, booked earlier in 2012,
all as announced previously.
Earlier in the stock exchange release published on January 10, 2013, before the
Transaction and including the Test Tools product business, EB expected that the
operating result of the fourth quarter of 2012 to be approximately between EUR
-0.4 million and EUR 1.1 million (EUR 3.5 million, 4Q 2011), the operating
result of the second half of 2012 to be approximately between EUR 1.7 million
and EUR 3.2 million (EUR 0.4 million, 2H 2011), and the operating result of the
whole year 2012 to be approximately between EUR 2.2 million and EUR 3.7 million
(operating loss of EUR -4.0 million in 2011). The expected operating results
presented above included non-recurring items related to the above mentioned US
customer that caused the lowering of the fourth quarter profit guidance, as well
as non-recurring income and costs related to the reorganization processes of
TerreStar companies, booked earlier in 2012.
Further, earlier EB expected the net sales of the fourth quarter of 2012 to be
approximately EUR 57 million (EUR 49.0 million in 4Q 2011), the net sales of the
second half of 2012 was expected to be approximately EUR 104 million (EUR 86.1
million in 2H 2011) and the net sales of the whole year 2012 was expected to be
approximately EUR 200 million (EUR 162.2 million in 2011).
The advance information is unaudited and it is not based on a financial
statement approved by the Board of Directors. Elektrobit Corporation's Financial
Statement Bulletin for January - December 2012 will be published as previously
announced on Tuesday February 19, 2013.
Oulu, January 28, 2013
Elektrobit Corporation (EB)
Jukka Harju
CEO
Further information:
Jukka Harju
CEO, Elektrobit Corporation
Tel. + 358 40 344 5466
Distribution:
NASDAQ OMX Helsinki
Principal media
Elektrobit (EB)
EB creates advanced technology and turns it into enriching end-user experiences.
EB is specialized in demanding embedded software and hardware solutions for
wireless and automotive industries. The net sales for the year 2011 totaled MEUR
162.2. Elektrobit Corporation is listed on NASDAQ OMX Helsinki.
www.elektrobit.com
Anite plc
Anite plc, an international software and solutions company, operates in two
discrete markets: we provide device and network testing systems to the wireless
market and reservation and e-commerce solutions to the leisure travel industry.
The success of both divisions is based on our comprehensive knowledge of the
sectors and on our proprietary software and hardware products.
Our 530 staff work with the world's leading wireless and travel companies, from
our headquarters in the UK and from offices in 15 countries throughout Europe,
the Americas, Asia and the Middle East. www.anite.com
[HUG#1673450]
ELEKTROBIT CORPORATION (EB) SELLS ITS TEST TOOLS PRODUCT BUSINESS TO ANITE PLC AND PROVIDES ADVANCE INFORMATION ON ITS FOURTH QUARTER AND FULL YEAR 2012 NET SALES AND OPERATING RESULTS
| Source: Bittium Oyj