Imtech announces the successful completion of the sale of the Imtech ICT division to VINCI Energies. The Imtech ICT division is divested at an enterprise value of 255 million euro. This divestment is an important part of Imtech's debt reduction programme.

The immediate cash proceeds from the divestment are 188 million euro and will be used for enhancement of the liquidity position and for the debt reduction programme. The difference between the enterprise value and immediate cash proceeds relate to a 26 million euro guarantee deposit, customary finance adjustments and transaction costs.

The required regulatory clearance from competition authorities has been obtained and the customary closing conditions have been satisfied.

In 2013, the revenue of the ICT division amounted to 740 million euro and 2,380 staff were employed. The divesture of the ICT division will not have an impact on Imtech's value proposition for customers. Automation expertise and know-how in the field of amongst others building automation, infrastructure automation, telecommunication, industrial automation and technical automation are an integral part of the offered value proposition of the other Imtech divisions.

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Imtech completes its debt reduction programme
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Royal Imtech completes its debt reduction programme with the conclusion of the rights issue, the closing of sale of the ICT division and the implementation of the amended financial agreements. The net cash proceeds of these transactions will be used for debt reduction and enhancement of the liquidity of the group. The company has now addressed the financial situation and can now focus fully on improvement of operational results and the completion of the turnaround programme.

Conclusion of the rights issue
The rights issue of approximately 600 million euro was concluded on 27 October by the issue of the new shares. The result is a strengthened and positive equity position for the company. The net cash proceeds amounted to approximately 567 million euro. On 28 October, our shares have been consolidated at a ratio of 500 for 1 and now have a nominal value of 5.00 euro per share.

Closing of the sale of the ICT division
Today, we closed the sale of the ICT division to VINCI Energies at an enterprise value of 255 million euro. The immediate cash proceeds from the divestment are 188 million euro. The difference between the enterprise value and immediate cash proceeds relate to a 26 million euro guarantee deposit, customary finance adjustments and transaction costs.

Implementation of amended financial agreements
With the implementation of the above deleveraging, the previously announced amendments of the financial agreements became effective. The amendments include:
- A step-down on pricing for each financier class. The revised pricing for the revolving credit facility and bilateral credit facilities amounts to euribor plus 3.75% (previously 7.5%), for the senior notes the interest is around 7% (previously around 10%) and guarantee fees amount to 1.9%-2.25% (previously 3.75%-4.5%).
- A covenant holiday for all covenants up to and including Q1 2016.
- Additional liquidity buffer for the company of 100 million euro.
- Maturity extension for all credit and guarantee facilities until 15 July 2017.

Taken together with the significant reduction in debt, the revised interest rates will result in a substantial reduction in financing costs. More details on the impact on the financial position of the group will be communicated as part of the third quarter results, which will be released on 18 November 2014.

Debt buyback programme
On 6 October, we received a substantial number of offers to purchase debt. As the market take-up of the rights issue was above 50%, we will realise the maximum benefit of this debt buyback programme for which approximately 117 million euro is available. We will accept offers of up to an aggregate par value of approximately 146 million euro at an average weighted price of approximately 79%. The resulting capital gain of approximately 30 million euro will be recorded in Q4 2014.

With this package of financial measures, Imtech has realised one of its key priorities for 2014 and fulfilled its deleveraging commitment of 400 million euro. Any previously agreed contingent penalties (non-cash fees and issuance of warrants) related to non-fulfilment of this commitment have been cancelled in the meantime.