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Intended acquisition Fritz & Macziol, a strong German ICT player


* Imtech acquires a position on the German ICT market
* ICT as a spearhead for integral technological solutions
* Intensification of partnerships with IBM and Microsoft.

27 July 2006, Gouda , The Netherlands - Imtech N.V. (technical services provider in Europe ) intends to acquire Fritz & Macziol. Fritz & Macziol is one of the fastest growing German ICT companies, e mploying around 300 ICT specialists and realising annual revenues of 115 million euro. The acquisition fits in with Imtech’s strategy for further growth of its ICT activities in Europe . At Imtech, ICT is developing – both organic and by means of acquisitions – into one of the spearheads. Thanks to the acquisition, the impact of ICT solutions as part of Imtech’s integral technological solutions (the combination of ICT, electrical engineering and mechanical engineering) will increase even more in Germany . It will also create an ICT home market in Germany and promote a considerable intensification of the partnerships with world market leaders IBM and Microsoft. The acquisition sum, including an earn-out, will approximately amount seven times the EBIT of Fritz & Macziol in the last financial year. The acquisition will make a direct contribution to the profit per share.

René van der Bruggen, Chairman of Imtech’s Board of Management, is very positive about the acquisition: ’ICT is becoming more and more important within Imtech. In the fragmented German ICT market, we are acquiring an important ICT player, and at the same time creating an ICT home market in Germany . Furthermore, Fritz & Macziol and Imtech ICT have a lot in common. In this way, we are strengthening our ICT position and generating a strong basis for further growth of our European ICT activities. Also because our partnerships with world market leaders IBM and Microsoft will be intensified considerably. Besides this, the combined activities of Fritz & Macziol and Imtech Deutschland, which has a leading position in the market of technical services provision in Germany , will create further growth of Imtech in Germany . This will boost our expansion strategy in Europe and will allow Imtech to position itself even higher in the market.’

Profile of Fritz & Macziol
Fritz & Macziol, FuM for short, was founded in 1987 and is a successful and rapidly growing ICT company with a solid base in Germany. Fritz & Macziol realises annual revenues of 115 million euro with around 300 ICT specialists. FuM is among the ten largest players in the fragmented German market for ICT services providers. During the last years, FuM realised a constant growth of over 30 percent per year. Fritz & Macziol is located in Germany (eleven branches), Austria (two branches) and Switzerland (two branches). In these German-speaking countries FuM is one of the most important partners of both IBM and Microsoft.

Fritz & Macziol has more then 1,500 clients and offers a broad portfolio of services and products:

* Hardware and standard software solutions from IBM, Microsoft, Citrix, VMWare and other suppliers;
* Own GroupWare and internet applications based on IBM Middleware;
* The development, supply and maintenance of software applications for the (bulk) industry: logistics, production automation and laboratory applications, among which a software package for the international cement industry;
* Software applications based on Microsoft Navision and IBM platforms for the public sector for financial administration, facility management, budgeting and E-Government, amongst other things. Fritz & Macziol works under its own label ’Infoma’ with more than 1,100 customers and 30,000 users;
* System integration (hardware, system software and applications) with the accompanying services, such as consultancy, design, implementation, migration, etc.

It was agreed with Messrs. Fritz, Macziol and Schallhorn, the management of Fritz & Macziol, that they will continue to be committed to the organisation for long-term. This will safeguard continuity. Under the wings of the financially strong Imtech, FuM can now further develop itself successfully in and beyond the German speaking countries. FuM can now further develop itself successfully.
The acquisition will help Imtech in generating an ICT home market in Germany as well as creating an immediate threefold synergy:

* The partnerships with IBM and Microsoft will be strengthened considerably. Imtech as well as Fritz & Macziol have a very good relationship with both world market leaders. Co-operation will strengthen this relationship significantly, which will further increase the added value for customers. This involves both software and hardware. In the medium term, Imtech wishes to develop itself into an organisation with a leading partnership in Europe together with IBM and Microsoft;
* The exchange of people, knowledge, software, hardware, products and services between Imtech ICT and Fritz & Macziol. By combining knowledge, it will be possible to sell developed competences over a broader market and increase the added value for customers;
* Synergy with the electrical and mechanical engineering activities of Imtech Deutschland, which is the market leader in multidisciplinary technical services in the German markets of buildings and industry (2005: almost 4,000 employees, revenues of about 850 million euro). In time, co-operation will lead to increased added value and further growth.

German Bundeskartellamt
The acquisition can be formalised after the expected approval of the German Bundeskartellamt (German Federal Cartel Office).
Imtech and ICT: core business
From the very start, Imtech was involved in the trend towards increased computerisation and automation in society. For Imtech, ICT is inextricably bound up with its total technical solutions (combination of electrical engineering, ICT and mechanical engineering). This is evident when looking at the number of ICT employees now working in the organisation. Less than ten years ago, there were just a few dozen ICT specialists within Imtech. Now (including the acquisition of Fritz & Macziol) they number around 2,150 accounting for 14 percent of the total workforce (15,000):

* Almost 800 employees are active in the Netherlands’ Imtech ICT, with information and communication technology as its core business;
* The other 1,050 work ’embedded’ within Imtech. That high number is characteristic for the rapid growth of the ICT function in the various technical disciplines;
* The around 300 Fritz & Macziol ICT specialists of to be acquired.

Imtech ICT and the to be acquired Fritz & Macziol are Imtech’s leading edge in the field of ICT. Both are fixed on new developments that will play a long-term role in the provision of technical services within other divisions and countries within Imtech. Both ICT companies fulfil the role of an internal knowledge institute and a breeding ground for new talent. They are focussing on innovation and on the provision of high-grade customised products and services. As soon as the new technologies become a commodity, or when open standards make customisation unnecessary, the knowledge will be transferred internally to the ’embedded’ ICT specialists within Imtech and the focus is shifted to the next target for innovation.

Partnerships with world market leaders
Imtech focuses its ICT strategy on co-operation with world market leaders such as IBM and Microsoft. After all, the importance of Software Services within Imtech is growing fast. More and more Business Intelligence and co-ordinated ICT applications are dominating the total technological solutions of Imtech. Some examples are intelligent building management systems and advanced security solutions in buildings, ERP and energy solutions in the industry, ICT intelligence in the care sector, tracking and tracing technology in distribution, control management in tunnels, bridges, locks, ICT solutions on and besides traffic motorways as well as co-ordination and management of information on board of ships. Since Imtech wants to act strategically in the core of primary and secondary processes in buildings, the industry, infrastructure as well as the marine and telecoms markets, co-operation with world market leaders such as IBM and Microsoft is of importance for further development and growth of Imtech. Imtech ICT (among others the business units Imtech ICT Eniac, Imtech ICT Brocom en Imtech Dynamic Solutions) and Fritz & Macziol have a lot in common in this field and show strong resemblance to one and other.

Imtech ICT is a Premier Partner of IBM. The focus in the IBM software portfolio is on the sub-areas of Business Integration and People Productivity.

At Microsoft, Imtech ICT is a Gold Certified Partner for the specialisations Business Intelligence, Web Development and Networking Infrastructure Solutions, a Certified Partner in the area of System Integration and a Business Partner in the field of Navision.

Fritz & Macziol is a Premier Partner of IBM and a Certified Business Solution Partner of Microsoft.

Imtech and Fritz & Macziol are both involved in development projects and programmes with IBM laboratories in Rochester (USA) and Hursley (UK).
Higher positioning
Imtech is able to offer a proposition in a distinctive way that covers the entire spectrum (combination of electrical engineering, mechanical engineering and ICT) of technological solutions in both width and depth. With this unique position Imtech distinguishes itself from competitors and will be positioned on a higher level in the market.

Imtech N.V. is a European technical service provider in the field of information & communication technology and electrical & mechanical engineering. With more than 15,000 employees Imtech realises an annual turnover of approximately 2,5 billion euro. Imtech shares are listed on the Euronext Stock Exchange (Amsterdam), where Imtech is included in the Amsterdam SmallCap Index (AScX) and the Next 150 index.


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