CARGOTEC IS PLANNING A SEPARATION OF KALMAR AND HIAB
The Board of Directors of Cargotec has decided to investigate and initiate a process to potentially separate its core businesses Kalmar and Hiab into two standalone companies.
The Board of Directors of Cargotec has decided to investigate and initiate a process to potentially separate its core businesses Kalmar and Hiab into two standalone companies. Cargotec’s intention would be to separate Kalmar as a new listed company by means of a partial demerger from Cargotec. Based on the initial assessment, the Board of Directors of Cargotec has estimated that the separation of Kalmar and Hiab could unlock shareholder value by allowing both businesses to pursue sustainable profitable growth opportunities independently.
Webcast about the announcement
Cargotec arranged a live webcast about the announcement 27 April 2023 at 10:00 AM EEST alongside Q1/2023 results call. The on-demand version of the conference call can be accessed via the following link:
https://cargotec.videosync.fi/2023-q1?seek=904.*
Stock Exchange Release from 27 April:
Jaakko Eskola, Chair of the Board of Directors, Cargotec:
“The separation of Kalmar and Hiab would be the logical next step in the growth journey. The Board is convinced that the separation would unlock shareholder value by allowing both businesses to pursue sustainable profitable growth opportunities independently”
Casimir Lindholm, President & CEO, Cargotec:
“Kalmar and Hiab serve different customers and have limited cross selling synergies. Both businesses have ambitious growth plans and we are now assessing if those would be better served as separate standalone businesses. Kalmar has recently gone through a major transformation to become a more focused business and has an excellent foundation in place to continue to grow independently. Hiab has a proven track record of profitable growth and M&A”
The planning of the potential partial demerger is intended to be carried out during 2023 and the potential execution and separate listing of Kalmar on Nasdaq Helsinki would, if carried out, take place in 2024. As announced by Cargotec on 14 November 2022, MacGregor, which is currently one of the three business areas of Cargotec, will not be part of Cargotec’s portfolio in the future. Therefore, in parallel, Cargotec’s focus remains to continue looking for a solution for MacGregor during 2024. If the planned actions are completed, there would be three separate businesses, Kalmar, Hiab and MacGregor.
The planned partial demerger would be a logical next step in Cargotec’s previously announced aim to increase the independence of its businesses. The aim of the planned transaction is to create two focused world-leading listed companies.
More details on the assessment and the potential transaction will be provided in due course once the process proceeds. The timeline of the potential transactions is subject to change. These planned actions are subject to normal local legal requirements and works council consultations. In the event that the Board opts to recommend the partial demerger option as a means to separate Kalmar from the Cargotec group, the proposal would be subject to approval from a General Meeting of Cargotec.
* The following applies to this presentation, the oral presentation of the information in this presentation by Cargotec Corporation (the “Company” or “Cargotec”) or any person on behalf of the Company, and any question-and-answer session that follows the oral presentation (collectively, the “Information”). In accessing the Information, you agree to be bound by the following terms and conditions. This presentation does not constitute an offer of or an invitation by or on behalf of Cargotec, or any other person, to purchase any securities. The Information includes “forward-looking statements” that are based on present plans, estimates, projections and expectations and are not guarantees of future performance. They are based on certain expectations and assumptions, which, even though they seem to be reasonable at present, may turn out to be incorrect. Shareholders should not rely on these forward-looking statements. Numerous factors may cause the actual results of operations or financial condition of Cargotec, Kalmar or Hiab to differ materially from those expressed or implied in the forward-looking statements. Information in this presentation, including but not limited to forward-looking statements, applies only as of the date of this presentation and is not intended to give any assurances as to future results. The Information includes estimates relating to the benefits expected to arise from the planned partial demerger, which are based on a number of assumptions and judgments. The assumptions relating to the estimated benefits arising from the planned partial demerger are inherently uncertain and are subject to a wide variety of significant business, economic, regulatory and competitive risks and uncertainties that could cause the actual benefits arising from the planned partial demerger to differ materially from the estimates in this presentation. Further, there can be no certainty that the planned partial demerger will be completed in the manner and timeframe described in this presentation, or at all. All the discussion topics presented during the session and in the attached material are still in the planning phase. The final impact on the personnel, for example on the duties of the existing employees, will be specified only after the legal requirements of each affected function / country have been fulfilled in full, including possible informing and/or negotiation obligations in each function / country.