Nanogate Acquires Jay Plastics, Its First US Subsidiary, Expects Growth Leap and Establishes Itself as a Global Provider

Transcription

1 PRESS RELEASE Nanogate Acquires Jay Plastics, Its First US Subsidiary, Expects Growth Leap and Establishes Itself as a Global Provider Strong market position of Jay Plastics in the US, based on high-tech plastics and metallization solutions Nanogate expects significant sales growth to more than EUR 150 million Accessible market potential in billions - Excellent alignment of know-how, product portfolios and global customers Göttelborn, Germany, December 5, Nanogate AG, a leading international systems provider for high-tech surfaces and components, is acquiring a company in the US for the first time, thereby becoming an outstanding global provider. The Group has today agreed to acquire Jay Industries plastics division, Jay Plastics, which is one of the leading US providers in this segment with a reputation for high-end components and performance surfaces. Nanogate expects to strengthen its earnings power by 2017 already, based on the two companies planned synergies and possible new product projects. Once the transaction has been completed, the Nanogate Group expects an immediate jump in sales to more than EUR 150 million as well as direct access to an international market worth billions. With the successful company, Nanogate is establishing itself as a leading global specialist for design-oriented high-tech surfaces and components of very high optical quality. As leading providers in their existing markets, both companies have many years of experience in the areas of materials, process and component engineering. Together with Jay Plastics, Nanogate can globally service companies while at the same time achieving significant synergies in development, sales and production. The planned transfer of technology further boosts Nanogate s sales

2 potential in the US, especially in the area of design surfaces. The transaction also improves Nanogate s market access to Asian manufacturers. Nanogate addresses a market with an accessible volume in billions. Group EBITDA Should Increase Significantly in 2017 Jay Plastics expects to achieve sales for 2016 in the mid double-digit million range as well as a valuable EBITDA. The Group already expects to see an increase in sales to more than EUR 150 million in 2017 as well as significant further growth in the medium term. The Nanogate Group s EBITDA should increase significantly once the acquisition has been completed and improve by as early as 2017 despite transaction and integration costs. Consolidation into the Group financial statements is expected in the first quarter of Nanogate will publish a detailed annual forecast for 2017 as well as an updated medium-term plan upon completion of the transaction. Leading Plastics Specialist in the US For many years, Jay Plastics has been a leading and successful expert in high value surface engineering of polymer components. In addition, the company has extensive expertise in the metallization of surfaces (PVD technology) and in the area of lighting. As an integrated provider, the company covers the entire value chain from the development of components to production. With approximately 400 employees, Jay Plastics commenced operations in 1968 and until now has been a division of the Jay Industries, Inc. family-owned company established in Its customers include well-known US automobile companies and suppliers as well as manufacturers from Japan and South Korea. Aside from the automotive industry, Jay Plastics operates in other sectors, such as household appliances. In addition to its headquarters in Mansfield, Ohio, conveniently situated near the major US automotive manufacturers, Jay Plastics also has access to a site in the US state of Alabama. Completion of the Transaction Expected at the Beginning of 2017 The purchase price for around 80 % of the shares is in the mid double-digit million range. The agreement includes performance-based components as part of a

3 graduated pricing model for acquiring the outstanding shares. Nanogate is expected to pay around 25 % of the purchase price in shares. The financing has been secured. The successful conclusion of the transaction still requires certain preparatory steps to be taken, such as spinning off the Jay Plastics division from the former parent company, Jay Industries. The transaction should be completed at the beginning of The existing management will continue to direct the company in the future. In addition, Nanogate would like to establish an advisory board for its new subsidiary. As with its previous transactions, the Group will further develop the new subsidiary over the course of the integration. Nanogate plans to create new jobs at the existing US site through the technology transfer. In order to achieve synergies at the Group level, Jay Plastics order and product mix will be gradually optimized at the same time. In view of its considerable transaction experience, the Group anticipates a rapid integration and the generation of synergies. Both companies are already in joint negotiations with customers over possible new projects. Ralf Zastrau, Chief Executive Officer of Nanogate AG, commented: Jay Plastics is a classic American success story. With the new expansion, Nanogate is establishing itself as one of the leading global integrated providers. As regards its technology portfolio and access to customers, Jay Plastics is the American counterpart to our existing activities and is a real gem. Together, we are the first place to turn, particularly in North America and Europe, for companies to develop and manufacture design-oriented, multifunctional surfaces and components of the highest optical quality. Along with its operational strength and sound finances, Jay Plastics impresses with its corporate culture, which is similar to that of a German small to medium-sized enterprise. We therefore remain committed to the existing site in Mansfield and to the employees there as well as the management. With the transaction, Nanogate is growing in a new dimension: We are expanding our market access, creating our own production capacities in North America and strengthening our technology portfolio. At the same time, we anticipate a significant boost for our business and transform the Group into a globally positioned provider.

4 Rick Taylor, President and CEO of Jay Plastics, commented: Nanogate is the ideal partner for Jay Plastics further development. The Group is a leader in technology and quality. Nanogate enables us to offer our customers new and innovative technologies. Our existing site, which should now be further developed together, will also benefit from this. In addition, Nanogate has excellent relationships with top German automotive manufacturers. Together, we are a strong pair for innovative surfaces and plastic components on both sides of the Atlantic. Nanogate on Twitter: If you have any queries, please contact: Christian Dose (financial press and investors) WMP Finanzkommunikation GmbH Tel nanogate@wmp-ag.de Liane Stieler-Joachim Nanogate AG Tel liane.stieler-joachim@nanogate.com Nanogate AG Zum Schacht Göttelborn Germany Jay Plastics: Jay Industries, Inc. was founded in 1917 and added its polymer division Jay Plastics in Headquartered in Mansfield, Ohio, Jay Plastics employs approximately 400 associates and is a vertically integrated manufacturer of injection molded plastic products with superior, durable and optically advanced surface treatments. Customers include all the US automotive OEM s plus OEM s from Japan and South Korea and all their leading US Tier I and Tier II suppliers. Other customers are in the lawn and garden, agriculture and white goods industries. The company is certified with TS (Quality) and ISO (Environmental) and prides itself on its strong community and employee relations. Nanogate AG: Nanogate (ISIN DE000A0JKHC9) is a leading international systems provider for high-tech surfaces and components. The Group employs more than 700 people and expects to generate sales of over EUR 105 million in Nanogate develops and produces designoriented surfaces and components and enhances them with additional properties (e.g. nonstick, scratchproof, anti-corrosive). The Group has first-class references (e.g. Airbus, Audi, August Brötje, BMW, BSH Hausgeräte, Daimler, FILA, Fresenius, Jaguar, Junghans, Porsche, Volkswagen). Several

5 hundred mass production projects for customers have already been implemented successfully. The Nanogate Group comprises Nanogate Eurogard Systems B.V., Nanogate GfO Systems AG, Nanogate Industrial Systems GmbH, Nanogate Textile & Care Systems GmbH, Nanogate Glazing Systems B.V. and Nanogate Vogler Systems GmbH, as well as majority stakes in Nanogate PD Systems GmbH and Nanogate Goletz Systems GmbH. It also has subsidiaries in the US and Turkey. True to its slogan A world of new surfaces, Nanogate is a long-standing innovation partner who opens up the diverse possibilities offered by new materials to companies in a wide range of industries. It aims to improve customers products and processes and to provide environmental benefits by using multifunctional surfaces, such as those made of plastic or metal, and innovative plastic components. The Group concentrates on attractive sectors such as automotive/transport, mechanical/plant engineering, buildings/interiors and sport/leisure. As a systems provider, Nanogate offers the entire value chain: materials development for surface systems, series coating of various different substrates as well as the production and enhancement of complete plastic components. The main value drivers are the opening up of international markets, the development of new applications for the strategic growth areas Advanced Polymers (innovative plastics) and Advanced Metals (innovative metal enhancements) as well as external growth. Disclaimer: This publication constitutes neither an offer to sell nor an invitation to buy securities. The shares in Nanogate AG (the Shares ) may not be offered or sold in the United States or to or for the account or benefit of U.S. persons (as such term is defined in Regulation S under the U.S. Securities Act of 1933, as amended (the Securities Act )). No offer or sale of transferable securities is being made to the public.