Eurotech: agreement for the sale of Parvus Corporation to Curtiss-Wright Corporation
October 01 2013 - 12:45AM
Italian Regulatory (Text)
Eurotech: agreement for the sale of Parvus Corporation to
Curtiss-Wright Corporation
Amaro (Italy) Â October 1st, 2013. Eurotech, a leading provider of
embedded products and technology and of high energy efficient
supercomputers, today announces it has signed an agreement with
Curtiss-Wright Controls, Inc. Â a segment of Curtiss-Wright
Corporation  for the sale of 100% of the share capital of Parvus
Corporation, the American fully-owned subsidiary of the Eurotech
Group specialized in embedded computers and COTS subsystems for the
US Defence market. The consideration for the transaction has been
set by the parties at USD 38 million (equal to approx. 28.1 at
current exchange rates), net debt free. This amount will be subject
to adjustments based on the working capital as at September 30th,
2013. Positive adjustments in favour of Eurotech will have a cap of
USD 300 thousand. The collection of the consideration, net of
escrow deposit for 18 months to cover contractual warranties, will
be USD 35 million at the closing date, which is today October 1st
2013, while the adjustment based on the working capital will take
place within 150 days from that date. According to the US GAAP, in
2012 Parvus had revenues equal to USD 20.19 million and EBITDA
equal to USD 4.86 million. Eurotech S.p.A. acquired Parvus
Corporation in 2003 for a counter value of USD 2.26 million (equal
to 1.95 million) and in 2002 Parvus had revenues equal to USD 3.55
million and EBITDA equal to USD 254 thousand. The proceeds of the
transaction will be used for investment and development of the
strategic activities of the Group, the support of the ordinary
activities and possible uses for operations of external growth.
Roberto Siagri, President and CEO of Eurotech S.p.A., said: "This
transaction allows us to focus on our strategic directions of
Pervasive Computers and Low-power Supercomputers (Green HPCs), and
at the same time it gives us the opportunity to accelerate
investments to faster expand our presence in the market. With our
M2M solutions, our Xentinel SaaS platform for security and
surveillance and our EDC integration platform we can count on an
innovative value proposition for the Internet of Things and the
Smart Cities scenarios, while with With our Aurora and G-station
solutions we can address the markets of Green HPCs and High
Performance Embedded Computers (HPEC) for both fixed and mobile
applications. Thanks to the ready-to-use devices available in our
catalogue and to the combination of HW and SW platforms, Eurotech
is able today to provide its customers with sophisticated solutions
to implement asset monitoring projects, where "asset" can be
virtually anything that can be digitally identified. It's a fact
that the Internet of Things is emerging more and more strongly as
the new paradigm for building distributed systems and therefore is
shaping new ways of thinking about the processes of monitoring and
control of distributed assets. Around this massive digitization is
being born a new world of applications and a market with a size and
a variety of opportunities never seen before. Just think that by
2015, there are those who estimate that there will be 25 billion
smart devices connected to the internet that will produce an
enormous amount of data that will need to be collected and
processed. In order for all of this to produce positive effects in
terms of economic development and sustainability you will need to
have solutions that simplify and reduce the costs of the
implementation of these new applications, and this is exactly what
we have achieved with our products that interconnect smart devices
with each other and with the Cloud infrastructure."
EUROTECH spa Via F. Solari, 3/A 33020 Amaro (UD) - ITALY Tel. +39
0433 485411 Â Fax. +39 0433 485455 ir@eurotech.com
www.eurotech.com
Lincoln International served as the exclusive financial advisor to
Eurotech throughout the sale process.
Note: the disposal transaction turns out to be significant
according to the parameters laid down in Annex 3b of Consob
Regulation no. 11971/1999, in this regard Eurotech S.p.A. announces
that the Board of Directors of the Company on February 1, 2013 has
made use of the derogation from the preparation of the Information
Document (opt-out), as allowed by Consob with resolution no. 18214
of May 9, 2012.
About Eurotech Eurotech (ETH.MI) is a global company that
integrates hardware, software, services and expertise to deliver
embedded computing platforms and sub-systems to leading OEMs,
system integrators and enterprise customers for successful and
efficient deployment of their products and services. Drawing on
concepts of minimalist computing, Eurotech lowers power draw,
minimizes physical size and reduces coding complexity to bring
sensors, embedded platforms, subsystems, ready-to-use devices and
high performance computers to market, specializing in defense,
transportation, industrial and medical segments. By combining
domain expertise in wireless connectivity as well as communications
protocols, Eurotech architects platforms that simplify data
capture, processing and transfer over unified communications
networks. Learn more about Eurotech at www.eurotech.com.
Company contacts: Investor relations Andrea Barbaro Tel. +39 0433
485411 e-mail: andrea.barbaro@eurotech.com Corporate Press Office
Cristiana della Zonca Tel. +39 0433 485411 e-mail:
cristiana.dellazonca@eurotech.com International Press Office Jana
Sanchez Tel. +44 20 7936 9158 or +44 7985 917 060 e-mail:
jana@citysavvy.com
EUROTECH spa Via F. Solari, 3/A 33020 Amaro (UD) - ITALY Tel. +39
0433 485411 Â Fax. +39 0433 485455 ir@eurotech.com
www.eurotech.com
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