mic AG concludes term sheet for the takeover of faytech AG and forecasts consolidated sales of around EUR 100 million in 2022 if successful
Munich, July 29, 2021 - mic AG today concluded a term sheet with Arne Weber, founder, CEO and majority shareholder of faytech AG, Witzenhausen, and faytech AG itself for the takeover of faytech AG, Witzenhausen. The parties to the term sheet have the still non-binding intention to contribute all shares of faytech AG and thus also all national and international subsidiaries to mic AG.
According to preliminary figures, faytech AG generated pro forma revenue of around 24.7 million euros and EBIT of around 1.7 million euros in 2020. The company is to be transferred debt-free and free of non-operating assets.
According to the term sheet, the basic purchase price is to amount to EUR 15.82 million. In addition to a cash purchase price of EUR 4.532 million, more than 70% of the total purchase price is to be paid in new shares of mic AG at a price of EUR 3.30 per share, for which a capital increase in kind is to be resolved in due course. The cash component is to be financed preferably through debt or existing equity. In addition, an earnout component of max. EUR 7.138 million is to be agreed, which is linked to the achievement of the target figures of faytech AG / Pyramid Computer GmbH for the next three years. This is also to be paid in mic AG shares at EUR 3.30 each.
Upon completion of the transaction, Arne Weber, founder and former major shareholder of faytech AG, will become one of the largest single shareholders of mic AG. He will continue to manage faytech AG together with his board colleague Peter Trosien. The sellers of faytech AG undertake to hold the newly issued mic shares for a longer period ("lock-up period"), which underlines the long-term nature of faytech's interests.
faytech AG is one of the leading manufacturers of touchscreen devices for industrial and commercial applications with worldwide production capacities, mainly in Shenzen, China and at the second production site in Suining, China. All touch devices offered are exclusively developed and manufactured by faytech AG. In 2013, faytech North America was founded as a partner company to consolidate growth in the US market. Due to high demand, subsidiaries were opened in India and Japan in 2018 and in Korea in 2021. faytech's customers include well-known companies such as Bechtle, Bosch, Continental, Honeywell, Komatsu, Qualcomm, Siemens, Unilever and Dell.
After mic AG successfully implemented the Pyramid transaction in May/June 2021, the planned acquisition of faytech AG is the logical strategic step to position the "new" mic AG as the world's leading provider of automated interactions in the P.O.S. sector (point-of-sale and point-of-service).
The following synergies can be derived from the planned acquisition target and Pyramid, which have been in operational exchange for years: The acquisition of mic AG by faytech AG will strengthen the company's visibility on an international level. In particular, the planned renaming of mic AG to "Pyramid AG" at the upcoming Annual General Meeting will further strengthen the perception of the new brand.
In addition, mic AG's expected pro forma consolidated sales will increase to around EUR 100 million in the 2022 financial year following the completion of the planned M&A transaction. While Pyramid Computer GmbH expects sales of EUR 67 to 71 million for 2022, faytech AG is planning pro forma consolidated sales of around EUR 30 million and EBIT in the region of more than EUR 1.7 million for 2022. The total pro forma Group EBIT would be between EUR 7.70 million and EUR 8.1 million.
By optimizing production (modular concepts; building blocks), streamlining management positions and increasing the global market presence, savings in manufacturing and operating costs of more than EUR 1 million p.a. are expected in all areas of both companies once the transaction has been completed.
The transaction is expected to be signed with binding effect by October 1, 2021. Prior to this, a due diligence must be carried out at faytech AG and a final company purchase agreement must be negotiated on the basis of these results.
