SERVIZI ITALIA S.P.A. Castellina di Soragna (PR), Italy, 20th January 2015
Servizi Italia S.p.A. - the Italian market leader in healthcare outsourcing of hospital services, listed on the STAR segment of the Italian Stock Exchange - announced that has completed the acquisition of the remaining 50% of the share capital of Lavsim Higienização Têxtil S.A.
("Lavsim"), whose share capital was participated by Servizi Italia S.p.A. through SRI Empreendimentos e Participações Ltda since July 2, 2012.
Lavsim Higienização Têxtil S.A. is a Brazilian company which offers laundry services for the healthcare sector in the State of São Paolo and, during 2014, it recorded a preliminary turnover of about BRL 34.8 million (Euro 10.6 million based on the 2014 average exchange rate of 3.2683 BRL/Euro) and a net profit of about BRL 3.1 million (Euro 0.9 million).
As a result of the investments made by the Servizi Italia Group, starting from July 2012, on structures, plants and equipment, together with an attentive human resources management, Lavsim could maintain a strong adherence to customers' needs and a high level of service. Since its entry into the share capital of Lavsim, Servizi Italia has also supported the company with its technical and managerial know-how. This contribution turned out to be decisive for Lavsim's significant improvement in revenues and margins, going to implicitly confirm the goodness of the development strategy of the Group.
With to this operation, Servizi Italia management considers that it could be pursued the target of a greater flexibility of internal processes for cost control while continuing the mission of Servizi Italia Group in Brazil, i.e. consolidate and develop its leadership, grounded on an integrated system of services (wash-hire and sterilization) in the State of São Paolo and in other areas of Brazil. Moreover, the operation is considered as able to maintain the target to be primary partner for the research and realization of projects for the quality and optimization of healthcare services within the Brazilian market.
The operation does not present specific risks of current or potential conflicts of interest of the parties involved in the transaction.
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Prior to the execution of this operation, the shareholding structure of Lavsim (whose share capital is BRL 550,000) was held by:
• SRI Empreendimentos e Participações Ltda, holding the 50% of the share capital; and
• Rodrigues Family, holding the 50% of the share capital.
The Rodrigues family, who remains part of the management of the Company, has sold the
50% of the share capital of Lavsim to SRI Empreendimentos e Participações Ltda and for this operation, parties agreed a total price of BRL 18.5 million, equal to Euro 6.1 million, defined taking as reference the exchange rate of 3.0357 as at January 16, 2015.
The price for the acquisition has been entirely paid by SRI Empreendimentos e Participações Ltda to the Rodrigues Family, simultaneously with the transfer of the shares, and it will be financed by medium-term debt.
On the occasion of the purchase of the first 50% stake of Lavsim, the parties agreed on specific put and call options (respectively owned by the Rodrigues Family and - through SRI Empreendimentos and Participações Ltda - by Servizi Italia), enabling Servizi Italia to get to own the 100% of Lavsim by 2017. Thus, this transaction temporally anticipates a strategy which was already outlined by the Group in 2012.
It is also to be noticed that, through the execution of this operation, the options above expire and therefore Servizi Italia will clear the financial debts related to Lavsim put and earn-out options (such financial liabilities amounted to Euro 5.7 million as at September 30, 2014).
The transaction has no significant effect on the protection of Company's equity or on the completeness and correctness of the information, including accounting, relevant to Servizi Italia.
It is also to underline that, pursuant to art. 71 of Issuers' Regulation, the operation results as "non significant", taking into account the parameters set by the applicable law. Value and other characteristics of the transaction did not require the assistance of one or more independent experts to express an opinion on economic and/or legal and/or technical aspects of the same. Therefore, there are no independent appraisals. The operation is not to be
considered as atypical, unusual or settled to conditions other than standard.
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From today this press release is available on the company's website www.si-servizitalia.comand disclosed by
SDIR/NIS and 1Info Storage (www.1info.it) systems.
Servizi Italia S.p.A., a company based in Castellina in Soragna (PR), listed on the STAR segment of the Italian Stock Exchange, is the leading operator in Italy in the field of integrated services for hire, washing and sterilization of textile materials and surgical instruments for hospitals. With a technologically advanced production platform, articulated in laundry facilities, textile sterilization centers , surgical instruments sterilization centers and many wardrobes, the Company, which together with its Italian and foreign subsidiaries constitute the Servizi Italia Group, turns primarily to companies in public and private healthcare sector of center / northern Italy and the State of S. Paulo, Brazil, with a wide and diversified offer.
For further information:
Investor Relations | Media & Investor Relations |
Servizi Italia | IR Top |
Giovanni Manti, Chiara Peterlini | Maria Antonietta Pireddu, Domenico Gentile |
Tel: +39 0524598511 | Tel. +39 02 45473884/3 |
investor@si-servizitalia.com | ir.servizitalia@irtop.com |
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