Published:
Sonova Announces the Acquisition of Advanced Bionics Corporation Expanding Its Position as the Leading Provider of Hearing Healthcare Solutions
STÄFA, Switzerland - (BUSINESS WIRE) - Sonova Holding AG (SIX:SOON), the world's leading provider of hearing
systems, announced today that it has entered into a share purchase
agreement with the shareholders of Advanced Bionics Corporation, Los
Angeles, USA. Advanced Bionics is a global leader in developing and
manufacturing cochlear implant systems. The purchase consideration of
USD 489 million will be fully paid in cash. Subject to regulatory
approvals, the transaction is expected to close within the coming three
months.
Highlights of the transaction:
-
Sonova becomes the first global hearing healthcare company with a
strong worldwide presence in hearing instruments and cochlear implant
systems
-
Sonova enters into the high growth market of cochlear implant systems
with expected market growth rates of 10-15% p.a.
-
Sonova's strong commitment to innovation will boost Advanced Bionics'
position as an innovation leader in the cochlear implant industry
-
The Sonova Group targets to improve the performance of Advanced
Bionics, doubling sales and increasing EBITA margin to 20% or beyond
within the coming three to five years
-
With all cash consideration of USD 489 million plus transaction costs
of CHF 10 million totaling CHF 510 million at current exchange rates,
the transaction is expected to be accretive to earnings per share
(EPS) before transaction-related amortization in the second full year
after closing
Sonova - the hearing healthcare company
The acquisition represents a strategic expansion into the area of
cochlear implants for the Sonova Group, leveraging the Group's leading
position as a global provider of hearing systems.
"With this transaction Sonova adds a new source of sustainable business
growth and enhances its position as the leading provider of hearing
healthcare solutions" , said Valentin Chapero, CEO of the Sonova Group.
"With all its brands Sonova will offer the most comprehensive and
innovative product and service portfolio covering any customer need for
most types of hearing problems."
Advanced Bionics will remain an independent business unit within the
Group but will share all the integral elements that have been driving
the success of Sonova over the last decade: Global sales coverage,
outstanding service orientation, world class supply chain, a high
innovation rate and a strong implementation culture.
Advanced Bionics - a leading company in cochlear implant systems
Advanced Bionics is one of the global leaders in the development,
manufacturing and distribution of cochlear implant systems with revenues
of USD 117 million in 2008. Founded in 1993 and backed by renowned
innovator Al Mann, the company is present in over 30 countries and has
become the global number two with an estimated share of approximately
18% of the cochlear implant market. Cochlear implants are surgically
implanted devices that restore hearing for people with profound hearing
loss. A cochlear implant system consists of an external processor that
captures and converts sound into detailed digital information, a
magnetic headpiece that sends the signal to the implant, and an
electrode, implanted directly in the cochlea, that delivers electrical
signals to the hearing nerve. The hearing nerve sends impulses to the
brain, where they are interpreted as sound.
Financing of the transaction
The transaction will be financed with a combination of existing cash of
the Sonova Group amounting to CHF 40 million and an underwritten senior
credit facility of CHF 470 million. The senior credit facility will be
made in two tranches, a CHF 240 million amortizing loan with a term of 3
years and a CHF 230 million term facility with a term of 5 years. Credit
Suisse, UBS and Zurcher Kantonalbank have underwritten the syndicated
credit facility as mandated lead arrangers. The acquisition is subject
to regulatory clearances.
Sonova also announces that it is terminating the share buy-back program
for up to 10% of its share capital which started on September 20, 2007
with immediate effect. A total of 2,113,500 registered shares with a
nominal value of CHF 0.05 have been repurchased at an average price paid
per share of CHF 94.98, corresponding to 3.15% of share capital when the
buy-back program was launched. The value of the shares repurchased was
CHF 200.7 million. The repurchase was carried out via a second trading
line on the SIX Swiss Exchange AG set up especially for the share
buy-back. The General Shareholders' Meeting of 2009 agreed a capital
reduction via the cancellation of the 718,500 registered shares which
had not yet been cancelled.
Significant value creation
Sonova shareholders are expected to benefit from value creation through
a combination of accelerated growth and financial improvements at
Advanced Bionics. Sonova aims to significantly increase Advanced
Bionics' market share in this high growth market.
Advanced Bionics will benefit from Sonova's high-performance hard- and
software platforms and the Group's existing technologies that are
complementary to the cochlear implant industry. This transaction will
enable significant innovation by applying state-of-the-art acoustics and
mechanical engineering know-how, implementing advanced audiological
algorithms and simplifying the fitting process. The combination of
Advanced Bionics' superior nerve stimulation approach and Sonova's
thorough understanding of the acoustical challenges of profound hearing
loss will result in highly innovative products that deliver the best
possible hearing for cochlear implant patients.
In addition to the product and technology related benefits, Advanced
Bionics will be supported by the global sales organization of Sonova
achieving a significant enhancement of its international distribution
and service capabilities. Patients, customers and partners of Advanced
Bionics will not only benefit from the improved product features and the
expanded global presence, but also from the stability and continuous
innovation that Advanced Bionics will enjoy as part of the Sonova family.
Together with Sonova's operational management capabilities, there is
significant potential to improve the financial performance of Advanced
Bionics and to assure its long-term success. Sonova aims to double the
revenue of Advanced Bionics within the next three to five years and to
increase its EBITA margin to 20% or beyond.
Based on information available today, the current business plan and
financing structure, the transaction is expected to be accretive to
earnings per share (EPS) before transaction-related amortization in the
second year after closing. The company expects to pay down its debt
based on its continuous strong free cash flow generation.
"Over the last months, a significant number of people from both
companies have been working with each other. We all felt that this is
the ideal combination and that together we will be able to achieve great
things - especially for the benefit of hard-of-hearing people" , said
Valentin Chapero. "Sonova's management is looking forward to working
closely with the team at Advanced Bionics to unlock the company's
significant potential."
Timetable and key corporate dates
|
9 November 2009
|
|
Analyst & media presentation at 10:00 CET with Valentin Chapero,
CEO, and Oliver Walker, CFO Audio web cast of the
presentation on www.sonova.com Conference
call on +41 91 610 5600, +44 20 7107 0611 (UK), +1 (1) 866
291 4166 (USA)
|
|
10 November 2009
|
|
Sonova Half-year results 2009/10 publication
|
|
Around February 2010
|
|
Expected closing of transaction
|
Disclaimer
This Media Release may contain forward-looking statements which offer no
guarantee with regard to future performance. These statements are made
on the basis of management's views and assumptions regarding future
events and business performance at the time the statements are made.
They are subject to risks and uncertainties including, but not confined
to, future global economic conditions, exchange rates, legal provisions,
market conditions, activities by competitors and other factors outside
the company's control.
This is Sonova
Sonova is the leading provider of innovative hearing healthcare
solutions. The globally active group is the world's top manufacturer of
hearing systems, the market leader in wireless communication systems for
audiology applications and a provider of professional solutions for
hearing protection. Sonova is pursuing a clear growth strategy and is
intent on building its market share. To this end it is constantly
expanding its existing business segments and branching out into other
areas of the hearing healthcare industry.
Present in over 90 countries, and with a workforce of over 5,300
employees, Sonova generated sales of CHF 1.249 billion in the financial
year 2008/09 and a net profit of CHF 284 million. This financially
strong group of companies bases its success on innovation, customer
focus and proactive cost management.
The company has been successfully promoting understanding and
communication for over 60 years, and is ideally positioned to benefit
from the trends in this growth industry.
For more information please visit www.sonova.com.
Sonova shares (ticker symbol: SOON) have been listed on the SIX Swiss
Exchange since 1994.
About Advanced Bionics
Advanced Bionics Corporation is a global leader in developing the most
advanced cochlear implant systems in the world. Founded in 1993 and
headquartered in Valencia, Calif., AB is the only American company
developing cutting-edge cochlear implant technology that restores
hearing to the deaf and allows recipients to hear their best today,
tomorrow, and always.
AB has the most sophisticated cochlear implant system on the market, the
Harmony HiResolution Bionic Ear System, with five times more sound
resolution than its competitors, designed to allow recipients to go
beyond deciphering simple speech to hearing music. With sales in over 30
countries and a proven track record for developing high-performing,
state-of-the-art products, AB's talented group of over 600 technologists
and professionals from all over the world are driven to succeed, work
with integrity and stay firmly committed to quality.
For more information please visit www.advancedbionics.com.
Sonova
Dr. Holger Schimanke, +41 58 928 33 44
Director
Investor & Corporate Relations
holger.schimanke@sonova.com
or
Gina
Francioli, +41 58 928 33 47
Investor & Corporate Relations
gina.francioli@sonova.com
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