| Fri 6 Jul 2007, 8:03 | | MND / MNP - Mondi - Mondi To Acquire Majority Stak |
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MND MNP
MND MNP
MND / MNP - Mondi - Mondi To Acquire Majority Stake In Tire Kutsan And 100%
Of Unterland Flexible Packaging
Mondi Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1967/013038/06)
JSE share code: MND & ISIN: ZAE000097051
Mondi plc
(Incorporated in England and Wales)
(Registration number: 6209386)
JSE share code: MNP ISIN: GB00B1CRLC47
MONDI TO ACQUIRE MAJORITY STAKE IN TIRE KUTSAN AND 100% OF UNTERLAND
FLEXIBLE PACKAGING
As part of the dual listed company structure, Mondi plc and Mondi Limited
notify both the London Stock Exchange and the JSE Limited of matters
required to be disclosed under the Disclosure and Listing Rules of the
United Kingdom Listing Authority and/or the JSE Listings Requirements.
Overview
Mondi Group ("Mondi") is pleased to announce two acquisitions within its
Mondi Packaging business unit.
Mondi has entered into agreements to acquire a majority interest in Tire
Kutsan, a Turkish corrugated packaging and containerboard business, and
100% of Unterland Flexible Packaging, a consumer flexibles business based
in Austria.
Commenting on the acquisitions, David Hathorn, CEO of Mondi, said:
"Tire Kutsan and Unterland are exciting additions to the Mondi Group,
further strengthening our packaging business in two of its three key
segments - corrugated and flexible packaging."
Completion of the transactions is subject to conditions, including the
obtaining of regulatory approvals, and is expected to take place before the
end of the third quarter of 2007.
Tire Kutsan
Mondi has entered into an agreement with Yildiz Holding A.S. Strategic
Investment Fund, Birlik Pazarlama Sanayi ve Ticarat A.S, Vural Bulut, Murat
Ulker, Orhan Ozokur, Ahsen Ozokur, Ali Ulker, Istanbul Gida A.S., Selim
Ba?aran and Cahit Ba?aran (together "the Sellers") to acquire 2,117,915,691
shares in Tire Kutsan Oluklu Mukavva Kutu ve Kagit Sanayi A.S ("Tire
Kutsan") corresponding to a 53.56% interest in the company ("the
Transaction").
The shares will be acquired for US$ 0.05007 per share with nominal value of
TRY0.01 (US$ 5.007 per 100 shares with nominal value of TRY 1.00) in cash
representing a total consideration for the Sellers of US$106.04 million.
This values the entire issued share capital of Tire Kutsan at US$198
million (representing a cash and debt free enterprise value of around Euro
190 million based on the net debt as of March 31, 2007).
Mondi has also agreed to acquire a further 388,733,261 shares in Tire
Kutsan, representing a further 9.83% interest, from Ulker Gida Sanayi ve
Ticarat A.?, within one month of the third anniversary of completion of the
Transaction.
Upon completion of Mondi`s initial 53.56% purchase and in compliance with
Turkish legal requirements, Mondi will apply to the Capital Markets Board
in Turkey to make a mandatory tender offer for the remaining shares in Tire
Kutsan on the Istanbul Stock Exchange.
Tire Kutsan gives Mondi an excellent platform for further growth in the
region, providing access to a:
- leading position in the Turkish corrugated packaging market - which is
forecast to have strong growth;
- well-invested asset base; and
- strong and experienced management team.
Tire Kutsan will benefit from the continued involvement of the Ulker Group,
which, as a leading player in a number of market sectors, brings a wealth
of experience of operating in Turkey. As well as retaining an equity
interest in Tire Kutsan for a three year period, a business cooperation
agreement will be entered into between Mondi Packaging and the Ulker Group
and the Ulker Group will nominate two members of Tire Kutsan`s Board of
Directors. The existing senior management team, headed by the CEO, Mr.
Tamer Karamollaoglu, will remain in place.
Unterland Flexible Packaging
Mondi has entered into an agreement to acquire 100% of Unterland Flexible
Packaging AG ("Unterland") from its current owners, who are CMP, a German
financial investor, and members of the Unterland management team. The
purchase price reflects a cash and debt free enterprise value of Euro 74
million.
Unterland is a consumer flexibles packaging business, based in Austria,
manufacturing polyethylene ("PE") and polypropylene ("CPP") films for use
in packaging.
Mondi`s existing flexible packaging business is focused on release liner,
extrusion coating and high quality film and consumer bags. The acquisition
of Unterland will add further high-quality film-making expertise and create
significant purchasing synergies with Mondi`s extrusion coating business.
6 July 2007
JSE Sponsor: UBS
Contacts
Paul Hollingworth
Office Tel : +44 (1932) 826 325
E-Mail : Paul.Hollingworth@mondigroup.com
Mervyn Walker
Office Tel : +44 (1932) 826 360
E-Mail : Mervyn.Walker@mondigroup.com
Richard Mountain
Office Tel : +44 (0)20 7269 7186
E-Mail : Richard.Mountain@fd.com
Notes to Editors:
About Tire Kutsan
Founded in 1972, Tire Kutsan, which is based in the district of Tire,
Izmir, in Turkey, is an integrated manufacturer of containerboard and
corrugated box products. It had revenues of approximately US$154 million in
2006, which excludes the full impact of recent acquisitions and a
greenfield expansion (completed in late 2006/early 2007). It has a leading
position in the Turkish market for containerboard and corrugated boxes,
with 8 production locations and approximately 1,100 employees.
About Unterland
Founded in 1959, Unterland operates a large single production facility for
the manufacture of high quality polyethylene and polypropylene films near
Kufstein in Austria. Unterland has approximately 400 employees and had
revenues of approximately Euro 129 million in 2006.
About Mondi
Mondi is an integrated paper and packaging group founded in South Africa in
1967. In 2006 it had revenues of Euro 5.751 billion. Its key operations
and interests are in Western Europe, Emerging Europe and South Africa.
Mondi is principally involved in the manufacture of packaging paper,
converted packaging products (including corrugated packaging, bags and
flexible packaging) and office paper.
Mondi is integrated across the paper and packaging production process from
the growing of wood for pulp production and the manufacture of pulp and
paper to the conversion of packaging papers into corrugated packaging and
industrial bags. It also has a growing flexibles business focused on the
production of release liner, extrusion coating and consumer flexibles
products.
Mondi has production operations in 112 locations across 34 countries and
averaged approximately 34,000 employees in 2006.
Date: 06/07/2007 08:03:19 Produced by the JSE SENS Department.
