Qioptiq Group makes bid to take over Linos

20 Jul 2006

Qioptiq investor company Candover has announced its plan for public takeover of Linos. Major Linos shareholder agrees to price of EUR 16 per share.

Qioptiq Group, a developer of optical components and modules for military and commercial applications, is launching a public takeover offer to acquire the outstanding shares of Linos. The price offered will be EUR 16.00 per share, equating to a 44% premium on the three-month average of EUR 11.10.

Linos, based in Göttingen, Germany, manufactures optical systems and operates world-wide. The acquisition will be made by Candover, Qioptiq Group's holding company, via Optco Akquisitions (Optco), a German company specifically provided for this acquisition. The Qioptiq Group is an investee company of funds managed by Candover, a private equity company.

Gerd Litfin, management board chairman of Linos, and his family - who together own 40.8% of the shares - has agreed to sell his shareholding to Optco for EUR 16.00 per share subject to the condition that at least 75% of the shares in Linos are held by Optco following completion of the takeover offer.

Linos produces a range of equipment for markets such as lasers, measurement technology, medicine, biotechnology and semiconductors. The company, which is listed in the Prime Standard of the Frankfurt Stock Exchange and emerged in 1996 from an MBO, has increased revenues by 8% year on year to EUR 43.5 million in the first half of 2006.

Linos is forecasting total fiscal 2006 revenues of between EUR 85 and 88 million. The company employs 750 people world-wide, has three production facilities in Germany and one plant in Poland. Qioptiq has significant international market share, particularly in the UK and North America and has facilities in the UK, North America, Singapore, Germany and Hungary.

"Our objective is to expand internationally and broaden our position as a manufacturer of sophisticated optical systems," said Litfin. "Qioptiq Group has a good understanding of our business sector and we welcome its intention to take over Linos."

Benoit Bazire, Qioptiq's CEO added: "In Linos we have found a complementary business operating in adjacent market segments. The combination of the two businesses would give us a strong platform in our customer markets."

Optco plans to publish the detailed offer document by the end of August 2006. The takeover offer will be subject to a minimum acceptance rate of 75% of Linos's capital stock. And the transaction is expected to be completed in the last quarter of 2006. The bidder does not anticipate any problems and expects antitrust approval in September 2006. HypoVereinsbank will be the bank providing the finance.

About Qioptiq

Qioptiq - formerly the High Tech Optics division of Thales - develops high-precision optical components and modules for applications including aerospace, defence, night-vision operation and space. Key products include head-up displays for aircraft, optical modules for defence programmes and night-vision equipment.

Qioptiq has its core operations in the UK and Singapore as well as other manufacturing and sales units in Germany, Hungary and the USA. The company employs about 1,450 people and generated revenues of EUR 142 million in 2005. In the UK, Qioptiq specialises in developing and producing sophisticated optical modules and components.

About Linos

Linos manufactures optical systems and operates all over the globe. In line with its corporate principle "Photonics for Innovation", Linos is a development partner and supplier for customers in markets such as lasers, optical metrology, medicine, biotechnology and semiconductors.

The company was established in a management buy-out in 1996, has acquired and integrated various photonics companies - most recently Rodenstock Präzisionsoptik in Munich - since then and is listed in the Prime Standard index at Frankfurt Stock Exchange.

Linos focuses on the three strategic business divisions Information Technology & Communications, Health Care & Life Sciences and Industrial Manufacturing. Its 750 well qualified staff are employed in the group, which manufactures at three locations in Germany and at a plant in Poland. Linos has sales companies of its own in the USA, UK and France, which are key export countries.