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Heidelberg transfers Digital Division to Eastman Kodak
Co.
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Heidelberg and Goss agree on major issues for the intended
transfer of its Web Offset Division to Goss International
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One-time cost of 525 million Euro already reserved in third
quarter of FY 2003/2004
Heidelberger Druckmaschinen AG (Heidelberg) is handing over
its Digital division to Eastman Kodak Co. and will be transferring
its Web Offset division to Goss International. These steps
contribute to Heidelberg's realignment process, which it had
announced in November 2003. "The two portfolio decisions will
decisively accelerate the realignment process", said Bernhard
Schreier, CEO of Heidelberger Druckmaschinen AG. "From now on,
Heidelberg will strengthen its focus on the Sheetfed Offset
business in order to optimally serve commercial, packaging and
label printers with a comprehensive product portfolio. We are
convinced that this strategy will lead Heidelberg back to
profitability very quickly."
Heidelberg transfers Digital Division to Eastman Kodak Co.
Heidelberger Druckmaschinen AG is transferring its
Digital Print division to Eastman Kodak Co. The two companies
signed a mutual agreement, which yet is to be confirmed by the
antitrust organizations. The closing of the transaction will occur
after all such approvals have been received. The agreement involves
all Heidelberg Digital Print activities.
Heidelberg's Digital b/w business (HDI LLC., Rochester,
USA), its 50 percent share in the Heidelberg/Eastman Kodak Co.
joint enterprise venture (Nexpress Solutions LLC., Rochester), as
well as its 100 percent share of Nexpress GmbH in Kiel, Germany,
are all incorporated elements of the agreement. Within the next two
years, Heidelberg will not engage in competitive activities related
to its digital division to be transferred.
Under the terms of the acquisition, the companies agreed to
use a performance-based earn-out formula whereby Kodak will make
periodic payments to Heidelberg over a two-year period, if certain
sales goals are met. If all sales goals are met during the next two
calendar years ending December 31, 2005, Kodak will pay a maximum
of 150 million US-Dollars in cash. Additional sales related
earn-out payments over a five-year period are agreed, if certain
sales targets are achieved. Kodak will not pay any cash at closing
for the business being acquired.
Further financial details of the transaction were not
disclosed.
"This is Heidelberg's reaction to the changes in
market dynamics within the print media industry. As announced,
Heidelberg will reallocate its resources and refocus its efforts,
in alignment to its core customer base, on the offset sector",
said Bernhard Schreier, CEO of the company. "Our global sales
organization will continue to work closely together with Kodak in
the digital printing area." As part of Heidelberg's new
alignment, announced in November 2003, the company will intensify
its focus on the Sheetfed Offset, Prepress and Finishing
businesses, as well as their attached workflow systems, training
and service activities. Integration of digital printing in print
shops' workflows, using Prinect, will remain part of the
Heidelberg service offerings and will be intensified. In effect,
the Heidelberg location Rochester, NY (USA) will be absorbed by
Eastman Kodak Co.
Roughly 2.000 people worldwide focus on research,
development, production, sales and service for the Heidelberg
Digital business.
In 1997, Heidelberg and Eastman Kodak Co. had created the
Nexpress Solutions LLC joint venture to develop a digital color
printing press for the high-end market segment. Heidelberg acquired
Eastman Kodak Co.'s Office Imaging black and white digital
printing activities in 1999. In fiscal year 2002/2003, Heidelberg's
Digital division achieved 240 million Euro in sales. This accounted
for roughly six percent of Heidelberg's total sales (4.1 billion
Euro).
Heidelberg and Goss agree on major issues for the intended
transfer of its Web Offset Division to Goss International
Heidelberg and Goss International have reached an agreement
on major issues for the intended transfer of the Heidelberg Web
Offset division to Goss International.
After completion of the consultation process with the
workers' councils in France and the Netherlands and the
agreement of the antitrust organizations, Heidelberg will transfer
the Web Offset Division to Goss International Corporation.
An outline deal has been agreed in principle but some issues
remain to be resolved before definitive documents are expected to
be executed over the coming weeks.
This transaction includes Heidelberg's Commercial Web and
Newspaper presses. The transaction also incorporates the Web
Finishing business in the USA. Heidelberg will become a new
shareholder at Goss International, holding slightly below 20
percent of the company's shares.
The financial details of the agreement were not disclosed.
"The market volume for Web Offset printing presses has
diminished", explained Bernhard Schreier, CEO of the company.
"The weak economy and the corresponding low levels of
advertising spending contributed to this development". Both
companies expect drastically improved capacity utilization and
optimized market penetration from the business combination and
restructuring of activities.
At closure of the contract, nearly 2,100 employees at sites
in the US, France and the Netherlands will be transferred to Goss
International.
In order to complement its own activities, in 1988 Heidelberg
acquired Harris Graphic Corporation, with sites in the US and
France marking Heidelberg's entrance to the Web Offset market.
The acquisition of Stork Contiweb in the Netherlands allowed
Heidelberg to add splicers and dryers to their offerings for this
market segment.
In fiscal year 2002/2003, Heidelberg's Web Offset
division achieved 430 million Euro in sales. This accounted for
roughly ten percent of Heidelberg's total sales (4.1 billion
Euro).
No further burdens to financial results in FY 2003/04
In connection to the announced realignment, in the third
quarter of FY 2003/2004 Heidelberg had reserved an amount
of 525 million Euro, mostly for depreciation of book values.
"We expect no further burdens for the current fiscal
year," said Chief Financial Officer Dr. Herbert Meyer.
"The improved profitability of the Group will become visible
by the beginning of next fiscal year."
For further information:
Heidelberger Druckmaschinen AG
Investor Relations
Dirk Kaliebe
Tel.: +49 (0)6221 92 60 20
Fax: +49 (0)6221 92 60 61
E-Mail:
dirk.kaliebe@heidelberg.com