In follow-up to the Relevant Fact of May 16, 2019 and within the framework of the development and fulfillment of its 2018-2020 Strategic Plan, the Amper Group communicates that, as of today, July 4, 2019, it has proceeded to acquire 73 , 24% of Núcleo de Comunicaciones y Control SL (NCC). This acquisition has been articulated after the verification of the following milestones: – Absence of transaction price as payment to the previous shareholder. – Prior realization of a restructuring of NCC’s labor liabilities that has had a cost of 1 M euros which represents a saving of 1.6 M euros per year and that has allowed the adaptation of the Company’s workforce to its true operational needs . – Previous restructuring carried out by NCC already formalized on July 3, of the NCC Financial Liabilities, which presented 5.1 million euros has been reduced to 0.65 M euros. – Capital increase / contribution of own funds for an amount of around 7.5 M euros, of which Amper has contributed a total of 5.5 M euros and minority partners the rest in new money as of today, July 4th. – Preparation of an Operational Plan for immediate execution that will reduce the fixed and variable costs of NCC, in addition to the 1.6 M euros mentioned above and the financial costs arising from the previous Financial Liability, by an additional minimum amount of 1, 5 M euros. Thus, the result is that Amper’s contribution is 5.5 M for 73.24% of the Company, which is used entirely to meet the needs of NCC’s working and working capital to finance its growth plan. NCC currently presents 32 M euros of executable portfolio in the coming quarters. This distribution of the shareholdings also implies the optimal use of more than 60 M euros in negative tax bases derived from the results of previous years and deductions pending activation. After the adjustments made by NCC, Amper estimates the Company’s positive EBITDA for the year 2019 and, once the Operational Plan is also fully implemented, a turnover exceeding 35 M euros with EBITDA / sales margins exceeding 10% for the year 2020. Núcleo is a Company that provides turnkey solutions for communications and control projects based on the integration and development of specific products and systems for the Aeronautical, Energy, Environmental, Maritime, Security and Defense Industries. NCC therefore acts in several of the business areas defined in the growth verticals of the Amper Group, so it shows obvious synergies about them, providing its own product and solutions that reinforce the Group’s portfolio in business niches considered strategic.
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