13 Subsequent events
13.1 Acquisition of Paramit Group
On June 23, 2021 the Group announced that it signed an agreement to acquire 100% of Paramit Group. The closing of the transaction was on August 2, 2021. As from this date (acquisition date), Paramit will be consolidated into Tecan Group.
The Paramit Group consists of the following entities:
Participation in %
Paramit Acquisition Corp.
Morgan Hill, CA (US)
Paramit Product Development –
Silicon Valley, Inc.
Morgan Hill, CA (US)
Emphysys Holdings, Inc.
Boston, MA (US)
Paramit Malaysia Sdn. Bhd.
S = services, holding functions, R = research and development, P = production, D = distribution
Paramit develops and manufactures medical devices and life science instruments. The acquired Group provides its customers with fully integrated engineering, initial product design, prototype development, commercial scale manufacturing, test solutions and assembly services. Paramit employs about 1,000 employees. The acquisition will further extend the Group’s position in solutions for life sciences and in-vitro diagnostics (IVD). It will also add a new business vertical in the attractive and fast-growing market for medical devices. The acquisition will bring significant engineering as well as cost-competitive manufacturing capabilities, both in North America and in the APAC region.
The consideration to be transferred is estimated at USD 911 million (CHF 847 million) plus a maximum contingent consideration (earn-out) of USD 80 million (CHF 74 million). The purchase price is paid in cash, financed with a bridge loan that is granted by a bank. Later, the bridge loan will be partially replaced by an authorized share capital increase and the issuance of a bond. The earn-out period ends on September 30, 2021 and the contingent payment is based on EBITDA-defined milestones.
For timing reasons not all information to prepare the valuation of the assets acquired and liabilities assumed was available before these interim condensed consolidated financial statements were authorized for issue. The purchase price allocation is yet to be performed. For 2022 a revenue of USD 300 million (CHF 276 million) is expected.
The acquisition-related costs of CHF 6.0 million are included in General & Administration expenses of the first half of 2021.
13.2 OTHER SUBSEQUENT EVENTS
There were no other events subsequent to the balance sheet date which would require adjustments to or disclosures in these interim condensed consolidated financial statements.