Avnet Announces Cash Offer to Acquire HORIZON TECHNOLOGY GROUP PLC
Acquisition will substantially strengthen market position in the UK and Ireland Expands suite of solutions and services
Phoenix, Arizona.- Avnet, Inc. (NYSE:AVT) announced on Friday that through its wholly-owned subsidiary, Avnet (Holdings) Limited, the Company plans to acquire Horizon Technology Group PLC in an all cash offer for Ä1.18 per share, which equates to an equity value of approximately Ä98.5 million ($156.1 million) and a transaction value of Ä94.4 million ($149.6 million) assuming a net cash position for Horizon of Ä4.1M as of December 31, 2007. Horizon is a leading technical integrator and distributor of information technology products in the UK and Ireland. The transaction, which is subject to, among other things, the completion of a tender offer under the Irish Takeover Rules and EU merger control clearance, is expected to close by the end of June 2008.
Horizonís distribution business markets enterprise server, storage, networking and security products from leading vendors including Sun Microsystems, EMC, F5 Networks Juniper, IBM, and Nortel. With a loyal customer base, a highly efficient ERP system and a focus on value-add solutions, Horizon has become one of the largest channel partners to strategic vendors. In addition to the traditional distribution business its Client Solutions business unit partners with major software vendors including BMC, Microstrategy and SAP to provide a full range of development and implementation services. In 2007, Horizon had total sales of Ä288 million and EBITDA of Ä10.7 million before unusual items. Horizon will be integrated into Avnetís European Technology Solutions (TS) business.
Roy Vallee, Avnetís chairman and chief executive officer commented, íThe acquisition of Horizon will substantially strengthen Technology Solutionsí position in the UK IT distribution market and expand its geographic coverage into Ireland. Horizonís leading position with tier 1 vendors and growing services practices offer an opportunity to bolster Avnetís current product and services offerings in Europe. This acquisition creates exciting cross selling opportunities and adds scale to our TS business in the region. We are also very excited about the management and talented team of people at Horizon that should allow Avnet to accelerate the growth of Technology Solutions in Europe.í
In compliance with the Irish Takeover Rules, Avnet (Holdings) Limited will within 28 days mail to Horizon shareholders an offer document which sets out in full the terms and conditions of the offer. Avnet has already received irrevocable commitments to accept the offer from Horizon Directors and certain other shareholders representing 61.35% of the issued shares. The transaction is expected to be completed by the end of June and be accretive to earnings by approximately $0.10 per share in FY2009, excluding integration charges, and supports Avnetís return on capital goals.
John Paget, President of Technology Solutions added, íThe acquisition of Horizon provides a great opportunity to enhance our value proposition to both customers and suppliers in EMEA. By investing in technical resources and focusing on complete solutions, Horizon has been able to expand its offerings. Its business model is a strong fit with our strategy to provide more value-add and affords meaningful opportunities to exchange best practices.í
Banc of America Securities Limited acted as a financial advisor and Allen & Overy LLP and McCann FitzGerald Solicitors acted as legal counsel to Avnet in connection with this transaction.
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