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Enterprise Investors agrees to sell its stake in Zelmer to BSH

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Polish Enterprise Fund V (PEF V), a private equity fund managed by Enterprise Investors (EI), has signed a binding agreement with BSH Bosch und Siemens Hausgeräte (BSH) based on which it is to sell its entire 49 per cent stake in Zelmer. BSH has launched a public tender offer for 100 per cent of Zelmer shares and will become its strategic investor. The transaction is a result of the search for a new investor that Zelmer announced on 28 August 2012. The price to be paid by BSH in the tender will be PLN 40 per share.
The public tender offer is expected to last 70 calendar days from 4 December 2012, and will be subject to the approval of relevant antimonopoly authorities.
With a tender offer price of PLN 40 per share, BSH offers a 30 per cent premium over the share price as of 13 November 2012, and a 38 per cent premium over the six-month volume weighted average share price. Based on last twelve months' financials as of 30 September 2012, BSH offers a multiple of 9.4x EV/EBITDA and 17x P/E.
Zelmer is the leading local small appliances player in central and eastern Europe, and the leader in Poland with a market share of approximately 22 per cent. The company has 1,442 employees and manufactures small domestic appliances, mainly vacuum cleaners and kitchen electrics. In the twelve months to 30 September 2012 Zelmer recorded sales of around 170 million EUro and an EBITDA of PLN 74 million (equivalent to 18 million Euro), corresponding to a margin of 10.6 per cent. The company is listed on the Warsaw Stock Exchange.
PEF V has been Zelmer's financial investor since 2005. The fund invested a total of 28.7 million Euro in the company during its IPO organized by the Polish State Treasury, and in a subsequent tender offer.
"From Enterprise Investors' perspective, the investment in Zelmer has turned out to be a model one. We invested in a company with strong prospects, conducted the necessary restructuring programs and supported its growth. Today we are exiting this investment with a highly attractive return," said Jacek Siwicki, President of Enterprise Investors responsible for the investment in Zelmer.
BSH is the largest manufacturer of home appliances in Europe and one of the leading companies in the sector worldwide. BSH was founded as a joint venture in 1967 by Robert Bosch GmbH (Stuttgart) and Siemens AG (Munich), and posted annual sales of about 9.7 billion Euro in 2011. Today, BSH operates in 49 countries through 42 factories, with a total workforce of over 45,000 people. The product range encompasses large and small domestic appliances.

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