Editor's Note: In case you missed this late-breaking news yesterday, I-Connect007 is featuring the following announcement made yesterday just after the release of our Daily Newsletter.
TTM Technologies, Inc. (Nasdaq: TTMI), North America's largest PCB manufacturer, today announced the signing of a definitive agreement to create a business combination with Meadville Holdings Limited's PCB business (Meadville PCB). Meadville Holdings Limited (HKSE: 3313.HK) is a Hong Kong listed company and a leading provider of volume high-end PCBs. The combination will create one of the largest PCB manufacturers in the world with combined 2008 annual sales of $1.35 billion
"The combined scale, complementary product capabilities and market breadth of these two great companies will create significant competitive advantages in the increasingly dynamic printed circuit board industry," said Kent Alder, President and CEO of TTM. "Together, we will have a more diversified customer base with little overlap, broader end-market exposure and expanded capabilities to service customers on a global basis."
As part of the transaction, TTM will acquire Meadville's PCB business in exchange for an equity purchase price of approximately $521 million which will be payable in the form of cash and TTM common stock. This implies a transaction enterprise value of approximately $936 million. The debt being assumed is in the form of a new fully committed bank facility with a syndicate of seven leading Asian banks.
Commenting on the proposed PCB transaction, Tom Tang, Executive Chairman and Group Managing Director of Meadville, said, "The combination of Meadville and TTM will create a leading global player in the PCB industry with a 'Global Presence, Local Knowledge' strategy. The proposed transaction enables us to further capture growing worldwide potential by sharpening our market competitiveness and extending our global presence. The combined efforts of TTM and Meadville will strengthen our platform in the growing Asia region while complementing TTM's existing U.S. footprint."
The combination is expected to be accretive to earnings without synergies within the first year post-closing. This statement is not intended to be a profit forecast and should not be interpreted to mean that earnings for any subsequent financial period would necessarily be greater than those of any preceding financial period.
Meadville PCB had unaudited revenue for the trailing 12 months ended June 30, 2009, of approximately $641 million and adjusted EBITDA of approximately $119 million. Services offered by Meadville PCB range from circuit design through volume production manufacturing. Meadville's facilities primarily service the Networking/Communications, Handsets, Computing and High-end Consumer Products markets, and are focused on more technically complex commercial PCB products. Headquartered in Hong Kong, Meadville PCB has diverse capabilities which are offered through its eight specialized facilities in China (7) and Hong Kong (1).
The transaction is expected to be completed in the first quarter of 2010, subject to customary closing conditions and shareholder and regulatory reviews in both the United States and Hong Kong, including review by the U.S. Department of Defense and the Committee on Foreign Investment in the United States.