Securitas Agrees to Acquire Diebold’s North American Electronic Security Business

Regulatory News:

Securitas (STO:SECUB) has agreed to acquire the commercial contracts and operational assets of Diebold Incorporated’s (NYSE-DBD) Electronic Security business in North America, and will operate as Securitas Electronic Security Inc. The 12-month sales of the acquired Diebold Electronic Security operation, from June 30, 2014 through June 30, 2015, are MSEK 2 760 (MUSD 330). The purchase price is approximately MSEK 2 900 (MUSD 350) on a debt-free basis including a normalized working capital, which according to Securitas' calculations equates to approximately 11x estimated EBITDA for 2015, of the acquired operation after it has been separated from Diebold Incorporated. The acquisition will be accretive to Securitas earnings per share as of 2016.

Diebold´s North American Electronic Security business, based in Green, Ohio, USA, is the third largest commercial electronic security provider in North America. For more than 70 years, Diebold´s North American Electronic Security business has brought together technology innovations, security expertise and quality services to become a leading provider of comprehensive electronic security solutions and services to business customers. Today the operation delivers a full spectrum of capabilities including design, build, integration, installation, monitoring and service providing compelling value propositions to customers. The monitoring services include intrusion alarms, fire alarms and sprinklers, and monitoring of elevators. Diebold´s North American Electronic Security business has approximately 1 100 employees. The operation includes more than 55 000 monitored customer locations and 200 000 sites serviced.

Securitas’ worldwide strategy is to increase security solutions and technology as a part of the offering. Over the past four years, Securitas has strengthened its technological know-how and continued recruiting specialists. In an increasingly demanding security market, Securitas knows that the decisive factor will be having a critical mass of knowledge and the ability to create innovative solutions that provide greater benefits for customers. To support the global strategy, in addition to making substantial investments in organically building strong competences, some key acquisitions have been made over the past four years. In 2014, Securitas acquired the Belgian security and critical communications systems integrator SAIT, and 24 percent of the shares in the US remote video services company Iverify. The acquisition of Diebold’s Electronic Security business in North America will strengthen this corporate strategy.

Securitas and Diebold believe that this deal is to the benefit of both parties. Securitas and Diebold will do their utmost to make the transaction a success, guarantee continuity and develop customer services and relationships. Securitas will serve as Diebold’s preferred supplier for electronic security solutions. This will help ensure a seamless transition for Diebold’s electronic security customers, as well as drive further security innovation and services for the industries in which both companies operate.

Alf Göransson, President and CEO, Securitas AB, says that this acquisition supports Securitas’ global strategy and strengthens Securitas’ position as the global knowledge leader in security solutions and technology.

"During the past years, we have focused on strengthening our technological expertise and come far to become the leading security solutions company. Securitas is at the forefront of the transformation of the security industry and we receive proof of this every day, in our interaction with existing and potential customers. With the acquisition of Diebold’s North American Electronic Security business, we will be able to further accelerate our development”, says Alf Göransson,

"Over the years, we have organically grown our electronic security business to become a leading provider of broad, innovative solutions - leveraging our industry-leading software and services - in the commercial and financial markets throughout the United States and Canada. As a highly capable global leader in the security industry, Securitas has the scale and resources to take this business to the next level for its customers. We also look forward to continuing the relationship with Securitas as our preferred provider of electronic security to provide compelling expertise that further leverages our combined capabilities in services and security moving forward. This will enable a smooth transition for customers and employees alike. Given the transformation that is occurring in the banking industry, this strategic decision will enable us to accelerate our own transformation and focus on the exciting opportunities we’re seeing for growth and innovation in that market,” says Andy W. Mattes, President and CEO, Diebold Incorporated.

Tony Byerly, who has led Diebold’s global electronic security business for the past three and a half years, will continue to lead the electronic security business as President and report to Santiago Galaz, Divisional President Securitas Security Services North America. Santiago Galaz says in a comment to the acquisition:

"We welcome Tony and his entire team to Securitas. Securitas Electronic Security - previously Diebold Electronic Security - will continue to be a leader in the North American electronic security industry. With this acquisition, we will have the ability to increase our security solutions sales, while also being an active player in the technology market, which will bring added value to our customers and make our offer much stronger. We also believe that we can leverage Diebold’s electronic security expertise to Securitas’ existing customer base and offer our customers possibilities of protective services by optimizing the equation between different service components." says Santiago Galaz.

The financing of the acquisition of Diebold’s North American electronic security business is in place in the existing Revolving Credit Facility. The one-off costs for separating the Diebold Electronic Security operation from Diebold Incorporated together with the transaction costs will amount to approximately MSEK 60 (MUSD 7) and will be recognized in 2016.

The acquisition is subject to regulatory approval. Closing of the acquisition is expected during first quarter of 2016, from which point it will be consolidated in Securitas.

This press release is also available at: www.securitas.com

SPECIAL NOTE: Please refer to the Diebold’s press release titled "Diebold agrees to sell North American Electronic Security business to Securitas”, also issued today, for related information.

Securitas is a global knowledge leader in security. From a broad range of services of specialized guarding, technology solutions and consulting and investigations, we customize offerings that are suited to the individual customer’s needs, in order to deliver the most effective security solutions. Everywhere from small stores to airports, our 320,000 employees are making a difference.

SECURITAS AB discloses the information provided herein pursuant to the Securities Markets Act and/or the Financial Instruments Trading Act. The information was submitted for publication at 18.00 (CET) on October 25, 2015.

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