Helicopter Manuracturer Moves Into Aerospace Support And
Services
Eurocopter Holding, a subsidiary of EADS, and Canadian company
Vector Aerospace Corporation have entered into a Support Agreement
pursuant to which Eurocopter Holding will acquire all of the issued
and outstanding common shares of Vector Aerospace by way of a
take-over bid for consideration of $13.28 in cash per Common Share
(the Offer). The Offer values Vector Aerospace equity at
approximately $638.5 million.
The Board of Directors of Vector Aerospace, after receiving the
recommendation of the Special Committee, has unanimously approved
the Offer and has determined that it is in the best interests of
Vector Aerospace for the Offer to be made. Scotia Capital,
exclusive advisor to Vector Aerospace's Special Committee of
Independent Directors, has provided the Board of Directors with a
fairness opinion indicating that the consideration to be received
by Vector Aerospace shareholders is fair from a financial point of
view. In addition, shareholders holding approximately 60% of the
issued and outstanding Common Shares have entered into irrevocable
lock-up agreements with Eurocopter Holding under which they have
agreed to tender their Common Shares to the Offer.
Vector Aerospace, a provider of multi-platform helicopter
maintenance, repair and overhaul (MRO) services and of rotary and
fixed-wing aircraft engine repair & overhaul, will become
Eurocopter Holding's independent multi-platform MRO services
provider. The company employs some 2,500 persons, principally
located in Canada and the United Kingdom with a presence in the
United States and South Africa. Vector Aerospace will maintain and
develop its brand name.
EADS says the acquisition of Vector Aerospace constitutes a key
step towards the achievement of its strategic goals, They say the
acquisition will be a catalyst for the growth of Support &
Services with a focus on the high end segment and the servicing of
multi-customer platforms both in the civil and governmental
markets. Vector Aerospace will also strengthen EADS' presence in
North America.
Already present in the small engine MRO segment through its SECA
holding, EADS will be able to improve its commercial and
geographical coverage as well as enhance its service offering in
that field.
Completion of the transaction will enable Eurocopter to
capitalize on its own commercial network together with Vector
Aerospace's offering in order to position itself as a leading
global multi-platform service provider with an extended presence in
North America and the UK. Vector Aerospace will benefit from
Eurocopter's global footprint and presence in 25 countries to
develop in fast growing markets such as Asia and Latin America.This
acquisition is accretive for EADS and has been approved by the EADS
Board of Directors.
"This acquisition perfectly fits EADS' Vision 2020 strategy,
increasing services, strengthening the helicopter business,
international and more specifically North American exposure while
keeping a good balance between military and civil activities," said
Louis Gallois, CEO of EADS. "It is also an excellent investment
opportunity for Eurocopter, as Vector Aerospace has proven
resilient and profitable growth. EADS sees in this acquisition a
potential for synergies and value creation for our
shareholders."
The acquisition of Vector Aerospace is a major step towards
expanding Eurocopter's Support and Services footprint into new
areas, such as the maintenance of engines and non-Eurocopter
products. "This opportunity will provide the Eurocopter group with
a high-level of expertise, especially in public-private
partnerships for the maintenance on governmental aircraft," said
Lutz Bertling, CEO of Eurocopter Holding. "The complementary nature
of our worldwide network of subsidiaries and Vector Aerospace's own
network will enable us to develop our activities jointly, both
faster and more efficiently. Vector Aerospace will be managed as an
independent multi-customer platform MRO."
"We believe that being part of the Eurocopter group will allow
Vector Aerospace and our people to pursue our long history of
profitable growth and excellent levels of quality and customer
service," added Declan O'Shea, CEO of Vector Aerospace. "Vector
Aerospace's business will be complementary to Eurocopter's services
activities, in serving multi-customer platforms."
Completion of the Offer is subject to usual and customary
conditions including, but not limited to, a minimum of 66.% of the
Common Shares of Vector Aerospace being tendered to the Offer, as
well as the obtaining of regulatory approvals.