140701 Press release Neways EGM approves

PRESS RELEASE
NEWAYS ELECTRONICS INTERNATIONAL N.V.
Number of pages: 2
Neways EGM approves proposed acquisition of BuS Group
SON, 1 JULY 2014 – NEWAYS ELECTRONICS INTERNATIONAL N.V. (Neways) (NYSE Euronext:
NEWAY) announces that its Extraordinary General Meeting of Shareholders (EGM) today
approved the plans announced on 10 April 2014 to acquire BuS Holding GmbH (BuS Group). The
acquisition, which will make a contribution to Neways’ earnings per share, will result in a
considerable strengthening of Neways’ market position in Germany, the third-largest Electronic
Manufacturing Services (EMS) market in the world. The merger with BuS Group will put Neways in
the top five European EMS players.
BuS Group is a provider of electronic solutions for the EMS market and is active right across Germany.
The company comprises two operating companies in Germany (Riesa and Erfurt) and one operating
company in the Czech Republic (Decin). The company has a total workforce of 900 people, including 50
developers.
BuS Group expects to book sales of around € 118 million with an EBIT margin of around 6% in 2014. In
the first five months of 2014, BuS Group realised some 45% of the estimated full-year sales. Neways
believes the acquisition will result in considerable synergy gains, thanks to the close strategic fit and the
highly complementary customer bases, market segments and activities.
Neways expects to pay around 80% of the purchase price for BuS Group in cash and around 20% in
Neways shares, with a lock-up period of 18 months on the shares. The purchase price is expected to be
lower than the net equity value of BuS Group.
Neways plans to finance the acquisition with a mix of equity and debt. The bulk of the acquisition will be
financed by increasing the existing credit facilities from € 30 million to € 50 million and the issuance of € 5
million in subordinated convertible bond loans. In addition, as previously announced Neways will make
use of the facility granted by the annual general meeting of shareholders to issue new ordinary shares.
The Board of Directors has been authorised to issue new shares to a maximum of 20% of the outstanding
ordinary share capital.
The details of the financing of the acquisition and the definitive purchase price will be determined in the
coming weeks, partly on the basis of the ongoing due diligence and BuS Group’s 2014 interim results. We
expect to complete the transaction in the third quarter of this year. The transaction will contribute to
Neways’ earnings per share as of 1 July 2014.
The two companies will continue to operate independently until the transaction is completed. The
transaction is subject to the outcome of the ongoing due diligence and financing.
For more information:
V.B.M. (Vincent) de Bok (CEO/CFO)
Tel. +31 (0)40 – 267 9247
Mob: +31 (0)6 51 13 79 64
H.W.T. (Huub) van der Vrande (CEO/COO)
Tel: +31 (0)40 – 267 9201
Mob: + 31 (0)6 53 87 85 10
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Neways Electronics International N.V.
Address head office:
P.O. Box 69, 5690 AB SON
Website: www.neways.nl
Neways Electronics International N.V. (Neways) is an international company active in the EMS (Electronic
Manufacturing Services) market. Neways offers its clients custom-made solutions for the complete production
lifecycle (from product development to after-sales service) of both electronic components and complete (box built)
electronic control systems. Neways operates in a niche of the EMS market and focuses primarily on small to mediumsized specialist series, with quality, flexibility and time-to-market playing a crucial role. Sectors in which Neways´
products are used include the semi-conductor, medical, automotive, telecom and defence industries. Neways has
operating companies in the Netherlands, Germany, Slovakia and China, with a total of around 1,909 employees in
2013. In 2013, Neways booked net turnover of EUR 265.0 million. Neways is listed on Euronext Amsterdam (symbol:
NEWAY).
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