In case anyone missed this...
Monday April 27, 8:28 am Eastern Time
Company Press Release
SOURCE: American Power Conversion Corporation
American Power Conversion to Acquire Denmark-based Silcon A/S
Acquisition Completes APC's End-To-End Enterprise Power Protection
Solutions and Service Offering
WEST KINGSTON, R.I., April 27 /PRNewswire/ -- American Power Conversion Corporation (Nasdaq: APCC - news) today announced that it has signed a definitive agreement to acquire all of the stock of Denmark-based Silcon A/S, a leading manufacturer of three-phase uninterruptible power supplies(UPSs) up to 480 kVA, for DKK 480 million or approximately $U.S. 68.6 million in cash. According to industry estimates, Silcon is among the ten
largest UPS suppliers in the world and the third largest in the European market.
''With its technological leadership in higher-end UPS systems, an
impressive international service organization, and its established presence among Europe's core enterprise accounts, Silcon is a logical and attractive complement to APC's existing operations,'' said Rodger B. Dowdell, Jr., APC's president and CEO. ''This union enables APC to immediately address its strategic objective of offering customers highly innovative, end-to-end power protection solutions and service for the enterprise, ultimately creating a global 'one-stop-shop.'''
Implementation of APC's enterprise power protection strategy began with last year's introduction of the Symmetra(TM) Power Array(TM), the first scalable and fault-tolerant power protection system for multiple servers, computer rooms, call centers and back-office applications.
''We are pleased to join forces with APC given our shared commitment to high-quality solutions and superior customer service,'' said Nils Nygaard, Silcon's president and CEO.
APC's definitive agreement is with the principal management shareholders of Silcon, Silcon president and CEO Nils Nygaard and Silcon technical director Soren Rathmann. The acquisition is targeted for completion in the second quarter of 1998, subject to certain conditions including the successful completion of a tender offer for the remaining shares, receipt of applicable European regulatory authority and third-party approvals, and the
conclusion of a satisfactory due diligence review by APC. APC expects a one-time charge against after-tax earnings of between $0.15 and $0.30 per share in the quarter in which the transaction closes for purchased-in-process research and development expenses.
''We expect the acquisition to provide attractive long-term value for APC shareholders,'' continued Dowdell. ''The transaction should add an incremental 5 percent to APC's full year 1998 revenue growth rate range of 20 to 25 percent and is not anticipated to be materially accretive or dilutive to operating earnings in 1998. Therefore, APC is maintaining its previous annual net income growth guidance in the 20 to 25 percent range
for 1998, excluding the impact of any one-time acquisition-related charges. We expect the acquisition to be accretive to earnings in 1999.''
Silcon serves both the information systems and industrial UPS markets with its patented technology for highly efficient on-line UPS systems. The company, which has plants in Denmark, Switzerland, Ireland and China, has sales and service offices in ten countries in Europe and Asia. In 1997,Silcon's sales increased by 19 percent to $76 million. Silcon A/S is listed
on the Copenhagen Stock Exchange.
Safe Harbor Provision
Statements contained in this press release which are not historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. All forward-looking statements are subject to risks and uncertainties which could cause actual results to differ from those projected. The factors that could cause actual results to differ materially include the following: the ability of APC to
complete the acquisition of Silcon in a timely and cost-effective manner; APC's ability to successfully integrate Silcon's operations; a variance between the actual and estimated charge for purchased-in-process research and development; the timely development and acceptance of new products such as the Symmetra Power Array; ramp up and expansion of manufacturing capacity; general economic conditions and growth rates in the power
protection industry and related industries, including but not limited to the PC, server and networking industries; competitive factors and pricing pressures; changes in product mix; changes in the seasonality of demand patterns; inventory risks due to shifts in market demand; the effects of any other possible acquisitions; component constraints and shortages; risk of nonpayment of accounts receivable; the uncertainty of the litigation
process including risk of an unexpected, unfavorable result of current litigation; and the risks described from time to time in the Company's filings with the Securities and Exchange Commission.
American Power Conversion is a leader in the designing, manufacturing and marketing of power protection equipment, including surge suppressors, uninterruptible power supplies (UPS), power conditioning equipment and related software for computer and computer related equipment. APC reported sales of $873 million for the year ended December 31, 1997. The Company is
headquartered in West Kingston, RI, and its products are distributed worldwide.
Call 800-877-4080 for more information about APC's award-winning products and services. Visit APC's web site at apcc.com for the latest products and news from APC. APC's press releases are also available through Company News On-Call by fax, 800-758-5804, ext. 046187, or at prnewswire.com
American Power Conversion is an affirmative action/ equal opportunity employer. All trademarks are the property of their owners.
SOURCE: American Power Conversion Corporation |
