Acquisition

HG Capital Trust PLC 25 July 2007 HgCapital acquires a majority stake in SLV Group The following is the text of a press release issued by HgCapital, which manages the investment portfolio of HgCapital Trust plc alongside those of other institutional clients. The Trust, which is a listed investment trust giving investors the opportunity to participate in all of HgCapital's investments, will invest approximately €9 million (£6 million) in SLV Group. • HgCapital continuing the lighting producer's success story • Private equity investor acquires majority stake from company founder Munich/Ubach-Palenberg, July 25, 2007. European private equity investor HgCapital is to become the majority shareholder in SLV Group, one of the fastest growing manufacturers of innovative lighting systems in Europe. The company's founder and current managing director Franko Neumetzler, who has hitherto held the majority of SLV's capital, will retain a significant minority stake in the company in the future, with the other members of management also continuing to hold shares. The transaction, which is being executed on the basis of an enterprise value of €320 million, still requires the approval of the German Federal Cartel Office and is expected to be closed in roughly one month's time. Comprising the parent company S.L.V. Elektronik GmbH, which is based in Ubach-Palenberg near Aachen, as well as subsidiaries and associates in Germany, France, Belgium, Switzerland, Hong Kong and Russia, SLV Group has evolved into one of the most successful European manufacturers of lighting systems over the past few years. Between 2004 and 2006, its sales surged by a total of 65% to just under €73 million, with a further increase to around €90 million projected for this year. In fact, revenues are expected to double to almost €150 million by 2010. With roughly 160 employees in Germany, the company is highly profitable and posted earnings before interest, taxes, depreciation and amortization (EBITDA) of almost €25 million in 2006. Founded in 1979 and achieving growth far in excess of the industry average, the SLV Group owes its ongoing success to the resolute implementation of what is a unique strategy in its sector. This strategy combines the development of innovative lighting systems in Germany with the cost advantages derived from the early relocation of production activities to less expensive foreign countries in tandem with highly effective logistics and an efficient multi-channel distribution system based on strong partnerships. Following the acquisition of a majority stake by HgCapital, SLV's proven structures and successful business model will be retained. After almost three decades at the helm, the company's founder Franko Neumetzler will be gradually withdrawing from day-to-day management between now and the end of the year, handing over the reins to a younger generation. Afterwards, he will not only be a shareholder but also an active adviser to the company. The other key members of management - Detlef Harms and Toni Stumpf - will retain their positions. Working in conjunction with the management team, HgCapital will drive continued efforts to develop foreign business and work towards preparing the company for a stock market flotation in the medium term. Justin von Simson of HgCapital in Munich commented: 'This is the sixth investment led by HgCapital's German team. Following the recent acquisition of toy maker Schleich, the transaction provides further proof of our ability to forge strong growth-oriented partnerships with successful family-owned companies as well as reflecting the mounting acceptance of private equity as a source of finance for German mid-size enterprises. Over the past few years, SLV has performed superbly and we are certain that it is ideally positioned to grow just as quickly and profitably as before in Germany as well as in its present and future international markets. We will be providing SLV's management with comprehensive support via our extensive resources and expertise and are convinced that the company will be ready for the capital market in a few years' time.' Franko Neumetzler, founder and shareholder/manager of SLV said: 'We are very pleased to have found in HgCapital an experienced and strong investor seeking a partnership-based relationship with whom we can continue our company's success story. With HgCapital by its side, SLV will retain its independence, continue to implement its business model in an undiluted form and unlock new potential. In this way, we have been able to find an answer smoothly and in good time to the difficult successor problem, which many small and mid-size shareholder-managed companies face. In addition, by working with HgCapital we can systematically and resolutely take SLV to the next level of its economic development- with the clear perspective of preparing it for the capital market.' HgCapital was advised on this transaction by Sal. Oppenheim (corporate finance), Clifford Chance (legal), PWC (financial due diligence) and Kurt Salmon Associates (commercial due diligence). SLV was assisted by investment bank Dresdner Kleinwort and law firm CMS Hasche Sigle. For more information: HgCapital +49 (0)89 2554955 - 0 Justin von Simson SLV Gruppe +49 (0) 2451 4833 - 95 Franko Neumetzler HERING SCHUPPENER Consulting +49 (0)69 921874 -76 Georg Jakobs About HgCapital HgCapital is a private-equity investor in the European mid-market. We focus on investments with an enterprise value in the range of €50-500 million. Our business model combines sector specialisation with dedicated, pro-active support to our portfolio companies as well as the corresponding management expertise across all phases of the investment process. HgCapital manages more than €2.7 billion for some of the world's most respected institutional and private investors. Our goal is to achieve outstanding results for our investors, management team and intermediaries. Further information on HgCapital can be found at www.hgcapital.com. About SLV Headquartered in Ubach-Palenberg in the German state of North Rhine-Westphalia, the SLV Group is one of the leaders in the market for innovative lighting systems and technical and residential lighting. The Group comprises S.L.V. Elektronik GmbH and the subsidiaries Delta Line & Light GmbH and Lichtwerk Immobilien Entwicklungs- und Verwaltungs GmbH and is affiliated with a further five independent international companies. In Germany, the company has 160 employees. Established in 1979, it solely supplies specialist retailers as a producer and wholesaler. Its wide range of products encompasses individual lighting systems for home and exterior uses as well as full-scale high or low-voltage lighting systems for store and fair construction. The company's own R+D department works permanently on new products with selected designers and engineers. These are then manufactured at facilities and partners in the Far East. Thanks to the carefully planned relocation of production complexes in the Far East, the restrictive selection of partners and suppliers as well as stringent quality assurance, the company is able to offer high-quality products featuring innovative designs at reasonable prices. Minimum delivery times are ensured in nearly all European countries thanks to favorable transportation links and a highly efficient logistics center fitted with a high-tech high-bay warehouse at which 98% of SLV products are kept in stock at all times. Further information on SLV is available at www.slv.de. This information is provided by RNS The company news service from the London Stock Exchange
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