Correction : Acquisition(s)
Further to the announcement released by Mondi plc this morning, a corrected
notification is attached which includes notes to editors relating to the Tire
Kutsan and Unterland announcement together with relevant Mondi contact details.
These details were omitted from the original notification.
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 listing 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.Åž. Strategic
Investment Fund, Birlik Pazarlama Sanayi ve Ticarat A.Åž, Vural Bulut, Murat
Ülker, Orhan Özokur, Ahsen Özokur, Ali Ülker, Istanbul Gida A.Ş., Selim Başaran
and Cahit BaÅŸaran (together "the Sellers") to acquire 2,117,915,691 shares in
Tire Kutsan Oluklu Mukavva Kutu ve KaÄŸit Sanayi A.Åž ("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 €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 Ãœlker Gida Sanayi ve Ticarat A.Åž,
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 Ãœlker 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 Ãœlker Group and the Ãœlker 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 €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.
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 €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 €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.
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