Altran launches
new step of the Aricent acquisition financing with the €2,125m
equivalent Senior Secured Term Loan B syndication
Altran is now undertaking a new
step in the completion of the Aricent acquisition with the launch
of the syndication of the €2,125m equivalent Senior Secured Term
Loan B, initially underwritten by Crédit Agricole Corporate and
Investment Bank, Goldman Sachs International and Morgan Stanley
& Co. The financing will consist in a combination of EUR and
USD tranches.
The Senior Secured Term Loan B
together with a €250 million Bridge Facility will be used to pay
the purchase price in the context of the Aricent acquisition and to
early redeem part of the Group's existing medium and long term
debt.
As a reminder, the shareholders'
meeting convened to authorize the share capital increase with
preferential subscription rights of a maximum amount of €750
million will be held on 26 January 2018 at 2:30 p.m. CET at
Altran's headquarters in Neuilly-sur-Seine. Subject to such
shareholders' authorization and to market conditions, this equity
issuance would then be decided and its net proceeds will be used to
repay part of the Senior Secured Term Loan B and the Bridge
Facility.
Proforma for the debt syndication
and, if implemented, equity issuance, the Altran net debt will
amount to €1.4 billion, or 3.2x net leverage based on an LTM 30
September 2017 Pro Forma Adjusted EBITDA of €449 million[1].
Information related to the calculation of the 30 September 2017
Proforma Adjusted EBITDA is included in appendix. Altran targets a
rapid deleveraging below 2.5x within two years after closing of the
transaction.
Contacts
Altran
Group
Investor Relations
Stéphanie Bia
Group Vice-President Investor Relations
Tel: + 33 (0)1 46 41 72 01
stephanie.bia@Altran.com
Media Relations
Marine Boulot
Group Vice-President Communications
Tel: + 33 (0)1 46 41 72 10
marine.boulot@Altran.com
Follow us on
Twitter:
@Altran
#Altran2020
About Altran
As a global leader in Engineering and R&D services (ER&D),
Altran offers its clients a new way to innovate by developing the
products and services of tomorrow. Altran works alongside its
clients on every link in the value chain of their project, from
conception to industrialization. For over thirty years, the Group
has provided its expertise to key players in the Aerospace,
Automotive, Defence, Energy, Finance, Life Sciences, Railway, and
Telecom sectors, among others. In 2016, the Altran group generated
revenues of €2.120 billion. With a headcount of more than 30,000
employees, Altran is present in more than 20 countries.
www.altran.com
Appendix - LTM[2] Financials as of 30-Sep-2017
Table A: Revenue and EBITDA
In €m, LTM as of 30-Sep-17 |
Altran[3] |
Aricent |
Combined |
Revenue reported |
2,236.9 |
602.1 |
2,839.0 |
Pro-forma full-year
impact of software deals |
- |
21.5 |
21.5 |
Pro-forma full-year
impact of acquisitions |
54.4 |
- |
54.4 |
Revenue pro-forma |
2,291.3 |
623.5 |
2,914.9 |
|
|
|
|
EBITDA |
246.5 |
154.6 |
401.1 |
EBITDA margin |
11.0% |
25.7% |
14.1% |
|
|
|
|
Pro-forma full-year
impact of software deals |
- |
15.4 |
15.4 |
Pro-forma full-year
impact of acquisitions |
7.2 |
- |
7.2 |
EBITDA pro-forma |
253.7 |
170.0 |
423.7 |
EBITDA pro-forma margin |
11.1% |
27.3% |
14.5% |
|
|
|
|
Run-rate
cost synergies |
|
|
25.0 |
Pro-forma LTM Financing EBITDA (inc. cost
synergies) |
|
|
448.7 |
Financing EBITDA (inc. cost synergies) pro-forma
margin |
|
|
15.4% |
[4]Table B:
Aricent Key Financials in $m[5]
In $m, LTM as of 30-Sep-17 |
Aricent |
Revenue pro-forma |
688.8 |
|
|
EBITDA pro-forma |
187.8 |
EBITDA pro-forma margin |
27.3 % |
|
|
DISCLAIMER
This press
release includes certain projections and forward-looking statements
with respect to the anticipated future performance of Altran,
Aricent and/or the combined group of Altran and Aricent following
completion of Altran's acquisition of Aricent, if completed (the
"Transaction").
Such information
is sometimes identified by the use of the future tense, the
conditional mood and forward-looking terms such as "think," "aim,"
"expect," "intend," "should," "has the ambition of," "consider,"
"believe," "wish," "could" and so forth. This information is based
on data, assumptions and estimates that Altran considers
reasonable. Actual results could differ materially from those
projected or forecast in the forward-looking statements, in
particular due to the inability of Altran to achieve expected
synergies or to successfully integrate Aricent, to uncertainties
inherent to any business activity and to the economic, financial,
competitive and regulatory environment. All forward-looking
statements contained in this press release are expressly qualified
in their entirety by the cautionary statements contained or
referred to in this disclaimer. Each forward-looking statement
speaks only as at the date of this press release. Altran makes no
undertaking to update or revise any information or the objectives,
outlook and forward-looking statements contained in this press
release or that Altran otherwise may make, except pursuant to any
statutory or regulatory obligations applicable to Altran.
No statement in
this press release is intended as a profit forecast or estimate for
any period. Persons receiving this document should not place undue
reliance on forward-looking statements. Past performance is not an
indicator of future results and the results of Altran or Aricent in
this document may not be indicative of, and are not an estimate or
forecast of, the future results of Altran, Aricent and/or the
combined group of Altran and Aricent following completion of the
Transaction.
This press
release includes market and competition data relating to Altran,
Aricent or the potential combined group of Altran and Aricent. Some
of this data was obtained from external market research. Such
publicly available data is not endorsed by Altran as being accurate
and has not been independently verified and Altran cannot guarantee
that a third-party using different fact-gathering, analytical or
calculation methods to compute market data would obtain the same
results. Unless otherwise stated, data included in this press
release relating to market size and competitive positions in
Altran's and/or the potential group of Altran and Aricent's core
markets is based on Altran's management's estimates. All such data
is included herein for information purposes only and is subject to
the provisions of this notice.
Information
relating to Aricent set out in this press release have been
prepared based on information provided to Altran by Aricent within
the context of the acquisition process. These financial figures
have not been audited or reviewed by Altran's auditors.
Combined
financial data provided in this press release regarding the
potential combined group of Altran and Aricent has been neither
audited nor reviewed by Altran's auditors.
Moreover, readers
should consult the registration document of Altran, registered with
the Autorité des marchés financiers (the "AMF") under no. D.
17-0223 on 24 March 2017 (the "Registration Document"), which is
available free of charge from the AMF's website at
www.amf-france.org and from Altran's website at
www.altran.com/us/en/finance/regulated-information. The
Registration Document includes a detailed description of Altran,
its business, strategy, financial condition, results of operations
and risk factors. Readers' attention is drawn to Chapter 4 "Risks"
of the Registration Document. The materialization of all or any of
these risks may have an adverse effect on Altran's operations,
financial conditions, results or objectives, or the market price of
Altran shares.
This press
release does not constitute an offer to acquire, purchase,
subscribe for, sell or exchange (or the solicitation of an offer to
acquire, purchase, subscribe for, sell or exchange), any securities
in any jurisdiction.
Any offer of
Altran securities may only be made in France pursuant to a
prospectus having received the visa of the AMF or, outside of
France, pursuant to an offering document prepared for such purpose
in accordance with applicable laws. Any investment decision shall
only be made on the basis of such prospectus and/or offering
document.
This press
release does not constitute an offer or a solicitation to sell or
subscribe requiring a prospectus within the meaning of Directive
2003/71/EC of the European Parliament and Council dated 4 November
2003, as amended, in particular by Directive 2010/73/EU in the case
where such directive was implemented into law in the member States
of the European Economic Area (together, the "Prospectus
Directive"). This press release is not a prospectus within the
meaning of the Prospectus Directive or otherwise.
This press release includes only
summary information and does not purport to be comprehensive. No
representation, warranty or undertaking, express or implied, is
made by Altran as to, and no reliance should be placed on the
completeness of the information and/or opinions contained herein or
in any connected written or oral communications.
[1] Proforma
LTM EBITDA as of September 2017 including impact of estimated cost
synergies (€25m)
[2] "LTM"
stands for Last Twelve Months, i.e. the twelve months preceding
30-Sep-2017
[3] US
utilities business is considered as discontinued (IFRS5)
Note: all numbers of Aricent in US GAAP - captions
aligned to Altran's definitions of financial aggregates when
possible (including criteria used for non recurring income and
charges); converted from USD to EUR at the average EURUSD rate over
the twelve months preceding 30-Sep-2017 of 1.1046
PR Altran - Financing - EN - 11
January
This
announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: ALTRAN TECHNOLOGIES via Globenewswire