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Samas sells Benelux operations

Wednesday 27 May 2009

Samas NV (Samas) has reached agreement to sell its Benelux operations to an investor consortium consisting of Tinseltown Investments and Stonehaven Holding, owners of the Ahrend Group, acquiring 60% and 40% of the shares respectively. The Benelux operations (Samas Benelux) will continue its activities as a whole on a standalone basis whereby it anticipates to relaunch the former trade names Aspa and Assenburg. On 7 May 2009, following the sale of its Swiss operations, Samas announced it is actively pursuing further strategic alternatives regarding its remaining activities. This process is executed in close consultation with its lending banks and with current credit arrangements under review.

Carl-Christoph Held, Chairman of the Executive Board and CEO of Samas:
“In the past months, we have been dealing with increasingly adverse market conditions and declining prices for business assets. This continued to vanish the anticipated positive effects of the implementation of our business roadmap, which followed our study of strategic options concluded last year. As a consequence, our financial household remained tight. This and the uncertainty regarding the full impact of the current downturn on our business required us to look beyond our initial roadmap and pursue further strategic alternatives, such as the divestment of our Benelux business announced today. Furthermore, I’m convinced that the strong market cooperation will be continued as it is still one of the focus areas of the Samas Benelux organisation to serve national and international customers with office furniture
solutions. Therefore cooperation with Samas Germany, Samas in Central and Eastern Europe and the ‘former’ Samas entities in Switzerland and France will be continued.”

Edward Vis, Managing Director of Samas Benelux:
“This transaction is a good alternative for Samas Benelux going forward. With the support from our new shareholders, we receive funding for working capital and the required restructurings. As a new standalone company, we can now further implement and execute the business plan we have recently developed. As such we will be better equipped to deal with the downturn and to benefit from the eventual recovery in markets. Although the coming period will certainly not be easy, I am confident this deal provides us the opportunity to continue and further improve our business of creating innovative and contemporary office solutions for our clients.”

Sale of Benelux operations
The sale comprises 100% of the shares in Samas Benelux and includes the transfer of all assets to the consortium for a cash consideration of EUR 5 million. The proceeds will for the most part be used to pay-off part of Samas’ debt, which brings total net debt to a level of approximately EUR 20 million.The pro forma full year 2008/2009 sales of the Benelux business amounted to EUR 71 million with a negative EBITDA.

Taking into account the significance of this transaction for the continuity of the Benelux operations and after consulting its major shareholders, Samas has reached agreement on the transaction. The works council has advised positively on the transaction. The transaction results in a limited book profit. At the same time one of the consortium partners has been granted a conditional option with a limited exercising period to acquire Samas’ operations in
Central and Eastern Europe.

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