JOST Acquires Hyva – Sale And Purchase Agreement To Acquire Hyva Signed

EQS-News: JOST Werke SE / Key word(s): Mergers & Acquisitions
JOST acquires Hyva – sale and purchase agreement to acquire Hyva signed
14.10.2024 / 09:10 CET/CEST
The issuer is solely responsible for the content of this announcement.

JOST acquires Hyva – sale and purchase agreement to acquire Hyva signed

• Larger and stronger group: The acquisition of Hyva will add over EUR 600 million in sales to the group and transforms JOST into an even stronger supplier for commercial vehicles with combined pro-forma group sales of around EUR 1.8 billion and a combined pro-forma group adj. EBIT of EUR 175 million (based on LTM June 2024 figures).
  
  
• Improved access to fast-growing off-highway markets: JOST significantly increases its access to the fast-growing infrastructure markets of India, Asia and Brazil and can leverage new products to strengthen its position in the off-highway market in North America.
  
  
• Strategically and financially compelling acquisition: The purchase price of Hyva amounts to EUR 362 million. The acquisition will be financed through a combination of cash and debt.
  
  
• Attractive multiples:
  With an adj. EBITDA contribution of EUR 54 million and expected synergies of more than EUR
  20
  million p.a. Hyva's EV/EBITDA multiple at the time of purchase is 6.7x and post synergies is expected to be less than 4.9x.
  
  
• JOST's robust financial situation preserved: The combined pro-forma group leverage, based on LTM figures as of June 30, 2024, would be 2.4x adj. EBITDA after the acquisition.
  
  
• Accretive to EPS: The acquisition is expected to be accretive to adj. EPS already in the first year post closing.

Neu-Isenburg, October 14, 2024. JOST Werke SE ("JOST"), a leading global producer and supplier of safety-critical systems for commercial vehicles, today signed a sale and purchase agreement with Unitas Capital Pte. Ltd. and NWS Holdings Limited, to purchase all shares in Hyva III B.V., including its direct and indirect subsidiaries worldwide ("Hyva").

Joachim Dürr, CEO of JOST Werke SE, said: "The acquisition of Hyva is a significant strategic step to push JOST forward on its path to become the number one supplier for on- and off-highway commercial vehicles worldwide. With Hyva, we are acquiring the global market leader for front-end tipping cylinder, expanding our product portfolio with a wide variety of smart hydraulic solutions and increasing JOST's exposure to fast-growing off-highway markets. Hyva complements and enhances JOST's family of market-leading brands. The strong know-how and industry expertise of Hyva's management team and its highly motivated staff fit JOST's focus on customer orientation, service excellence and high product quality. Together, we are well placed to capitalize on the large infrastructure investments in India, Asia, Brazil and North America, opening up new growth fields for JOST."

Alex Tan, CEO of Hyva, commented: "The acquisition by JOST represents a great opportunity for Hyva. With JOST we have found a strong, long-term oriented industrial partner also committed to advance technology and supply customers with innovative and efficient solutions for transportation, agricultural, construction, mining and environmental commercial vehicle applications. Joining forces will strengthen our market position globally and expand our product offerings. My team and I look forward to bringing our businesses together, developing new markets and seizing new growth opportunities."

Hyva is a leading supplier of hydraulic solutions for commercial vehicles with a worldwide market share of more than 40% for front-end tipping cylinders. Founded in 1979, Hyva is headquartered in The Netherlands and sells to customers across more than 110 countries through a well-established and recognized sales and service network. With about 3,000 employees around the world, Hyva's manufacturing footprint encompasses 14 production facilities across China, India, Brazil, Mexico, Germany and Italy, servicing the transport, agriculture, construction, mining and environmental industries.

In the last twelve months, ended June 30, 2024, Hyva generated sales of about EUR 629 million, a gross profit margin of 23.4%, an adj. EBITDA of EUR 54 million and an adj. EBIT of EUR 41 million. JOST is targeting a synergy potential of more than EUR 20 million p.a. and expects the acquisition to be accretive. Through a combination of both businesses as well as the realization of the identified synergies, Hyva's profitability is expected to match JOST's targeted adj. EBIT margin corridor (10.0% to 12.0%) two years after closing.

The purchased price amounts to USD 398 million (corresponding to approx. EUR 362 million, translated at the rate 1.10 USD = 1.00 EUR). This represents an EV/EBITDA of 6.7x at the time of purchase and of less than 4.9x post-synergies.

The acquisition of Hyva will unlock further opportunities for profitable growth for JOST. The newly combined group post-closing will be much larger and stronger, boosting the group's position as a global supplier for the commercial vehicle industry and further enhancing its ability to serve customers across the globe. Hyva's strong brand will enable JOST to replicate its successful push-and-pull sales strategy and expand its product portfolio, further widening its customer network of blue-chip OEMs, body builders, dealers and end-users.

The pro-forma combined group sales (based on based on LTM June 30, 2024, figures) are expected to grow significantly to EUR
1.8 billion and the combined adj. EBIT is expected to increase to EUR 175 million, which will be accretive to adj. EPS already in the first year post closing.

The closing of the acquisition is subject to approval by the relevant antitrust authorities. Closing is expected to take place by early 2025.

Contact:

JOST Werke SE
Romy Acosta
Head of Investor Relations
T: +49 6102 295-379
...

About JOST : JOST is a leading global manufacturer and supplier of safety-relevant systems for the commercial vehicle industry with its core brands JOST, ROCKINGER, TRIDEC and Quicke. JOST's global leadership position is driven by the strength of its brands, its long-standing client relationships serviced through its global distribution network, and its efficient and asset-light business model. With sales and production facilities in over 25 countries across six continents, JOST serves manufacturers, dealers and end customers in the transportation, agriculture and construction industries worldwide. JOST currently employs more than 4,500 staff across the world and is listed on the Frankfurt Stock Exchange. For more information about JOST, please visit

About Hyva: Hyva is a leading global provider of innovative and highly efficient transport solutions for the commercial vehicle and environmental service industries.
The company is committed to the development, production, marketing, and distribution of hydraulic solutions used in commercial vehicles products are used worldwide across a range of sectors including transport, agriculture, construction, mining, and environmental services.
Hyva is the world's leading producer of front-end tipping cylinders, and also supplies a full range of double acting cylinders, container lifting systems (hookloaders and skiploaders), waste handling solutions (refuse collection bodies and compactors), and truck-mounted cranes.

Founded in 1979, the company is headquartered in Alphen aan den Rijn in The Netherlands and operates in more than 110 countries with over 3,000 employees around the world. The Hyva group encompasses more than 30 subsidiaries globally, with an extraordinary sales and service coverage and 14 production facilities in Brazil, China, Germany, India, Italy and Mexico with more than 20,000 customers.
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