The purchase price for the Acquisition amounts to approximately EUR 506 million, equivalent to an adjusted purchase price per agta record share of EUR 70.54. The Acquisition is expected to close during August 2020. After the Acquisition ASSA ABLOY will own approximately 93% of the share capital and voting rights of agta record.

As previously announced, ASSA ABLOY has entered into agreements with Italy-based FAAC Group for the sale of certain agta record and ASSA ABLOY businesses, as part of the commitments to address the competition concerns of the EU Commission in connection with the Acquisition (the “Divestiture”).

Strategic addition

"I look forward to finally welcoming agta record and all of its employees into the ASSA ABLOY Group. I am convinced ASSA ABLOY will be a good home for agta record, which is a strategic addition to the Group and will bring important competence, products and services. I am also glad that the divested businesses, with its employees and customers, will be in good hands and I wish them future success,” says Nico Delvaux, President and CEO of ASSA ABLOY.

"Following a long acquisition journey we are happy to be near the end of the process. agta record brings the well-known brand “record”, a strong culture, high-quality products and a very strong workforce and management. We can now turn our focus to the many opportunities this acquisition will bring,” says Christopher Norbye, Executive Vice President of ASSA ABLOY and Head of Entrance Systems Division.

Simplified tender offer

Immediately after the Acquisition, ASSA ABLOY will file a proposed simplified public tender offer for the remaining outstanding shares of agta record, listed on Euronext Paris, at an adjusted price of 70.54 EUR per agta record share (the “Offer”). The Offer is subject to the AMF’s prior regulatory approval.

agta record will also apply for the delisting of its shares from Euronext Paris immediately after the Acquisition. Subject to the Euronext Paris approval, the delisting will become effective shortly after the closing of the Offer.

Financial effects for ASSA ABLOY

The purchase price for the Acquisition amounts to approximately EUR 506 million, equivalent to an adjusted purchase price per agta record share of EUR 70.54. Assuming all the free float will be tendered to the Offer, the total amount paid for the Acquisition and the Offer amounts to approximately EUR 575 million.

Based on external financial information for 2019 for both agta record and ASSA ABLOY, the acquisition of agta record adds around 4% to ASSA ABLOY’s consolidated revenue, excluding the Divestiture. The operating margin effect for ASSA ABLOY will be dilutive and the acquisition accretive to EPS from start, based on agta record´s financial performance in 2019.

As part of the transaction, the existing 39% ownership in agta record held by ASSA ABLOY, a shareholding in associates, will be revalued at fair value through the income statement at closing. The expected non-cash income in EBIT amounts to around SEK 2 billion.

Share with LinkedIn Share with Twitter Share with Facebook Share with Facebook
Download PDF version Download PDF version

In case you missed it

Water Plant Attack Emphasizes Cyber’s Impact On Physical Security
Water Plant Attack Emphasizes Cyber’s Impact On Physical Security

At an Oldsmar, Fla., water treatment facility on Feb. 5, an operator watched a computer screen as someone remotely accessed the system monitoring the water supply and increased the amount of sodium hydroxide from 100 parts per million to 11,100 parts per million. The chemical, also known as lye, is used in small concentrations to control acidity in the water. In larger concentrations, the compound is poisonous – the same corrosive chemical used to eat away at clogged drains. The impact of cybersecurity attacks The incident is the latest example of how cybersecurity attacks can translate into real-world, physical security consequences – even deadly ones.Cybersecurity attacks on small municipal water systems have been a concern among security professionals for years. The computer system was set up to allow remote access only to authorized users. The source of the unauthorized access is unknown. However, the attacker was only in the system for 3 to 5 minutes, and an operator corrected the concentration back to 100 parts per million soon after. It would have taken a day or more for contaminated water to enter the system. In the end, the city’s water supply was not affected. There were other safeguards in place that would have prevented contaminated water from entering the city’s water supply, which serves around 15,000 residents. The remote access used for the attack was disabled pending an investigation by the FBI, Secret Service and Pinellas County Sheriff’s Office. On Feb. 2, a compilation of breached usernames and passwords, known as COMB for “Compilation of Many Breaches,” was leaked online. COMB contains 3.2 billion unique email/password pairs. It was later discovered that the breach included the credentials for the Oldsmar water plant. Water plant attacks feared for years Cybersecurity attacks on small municipal water systems have been a concern among security professionals for years. Florida’s Sen. Marco Rubio tweeted that the attempt to poison the water supply should be treated as a “matter of national security.” “The incident at the Oldsmar water treatment plant is a reminder that our nation’s critical infrastructure is continually at risk; not only from nation-state attackers, but also from malicious actors with unknown motives and goals,” comments Mieng Lim, VP of Product Management at Digital Defense Inc., a provider of vulnerability management and threat assessment solutions.The attack on Oldsmar’s water treatment system shows how critical national infrastructure is increasingly becoming a target for hackers as organizations bring systems online “Our dependency on critical infrastructure – power grids, utilities, water supplies, communications, financial services, emergency services, etc. – on a daily basis emphasizes the need to ensure the systems are defended against any adversary,” Mieng Lim adds. “Proactive security measures are crucial to safeguard critical infrastructure systems when perimeter defenses have been compromised or circumvented. We have to get back to the basics – re-evaluate and rebuild security protections from the ground up.” "This event reinforces the increasing need to authenticate not only users, but the devices and machine identities that are authorized to connect to an organization's network,” adds Chris Hickman, Chief Security Officer at digital identity security vendor Keyfactor. “If your only line of protection is user authentication, it will be compromised. It's not necessarily about who connects to the system, but what that user can access once they're inside. "If the network could have authenticated the validity of the device connecting to the network, the connection would have failed because hackers rarely have possession of authorized devices. This and other cases of hijacked user credentials can be limited or mitigated if devices are issued strong, crypto-derived, unique credentials like a digital certificate. In this case, it looks like the network had trust in the user credential but not in the validity of the device itself. Unfortunately, this kind of scenario is what can happen when zero trust is your end state, not your beginning point." “The attack on Oldsmar’s water treatment system shows how critical national infrastructure is increasingly becoming a target for hackers as organizations bring systems online for the first time as part of digital transformation projects,” says Gareth Williams, Vice President - Secure Communications & Information Systems, Thales UK. “While the move towards greater automation and connected switches and control systems brings unprecedented opportunities, it is not without risk, as anything that is brought online immediately becomes a target to be hacked.” Operational technology to mitigate attacks Williams advises organizations to approach Operational Technology as its own entity and put in place procedures that mitigate against the impact of an attack that could ultimately cost lives. This means understanding what is connected, who has access to it and what else might be at risk should that system be compromised, he says. “Once that is established, they can secure access through protocols like access management and fail-safe systems.”  “The cyberattack against the water supply in Oldsmar should come as a wakeup call,” says Saryu Nayyar, CEO, Gurucul.  “Cybersecurity professionals have been talking about infrastructure vulnerabilities for years, detailing the potential for attacks like this, and this is a near perfect example of what we have been warning about,” she says.  Although this attack was not successful, there is little doubt a skilled attacker could execute a similar infrastructure attack with more destructive results, says Nayyar. Organizations tasked with operating and protecting critical public infrastructure must assume the worst and take more serious measures to protect their environments, she advises. Fortunately, there were backup systems in place in Oldsmar. What could have been a tragedy instead became a cautionary tale. Both physical security and cybersecurity professionals should pay attention.

What Are The Positive And Negative Effects Of COVID-19 To Security?
What Are The Positive And Negative Effects Of COVID-19 To Security?

The COVID-19 global pandemic had a life-changing impact on all of us in 2020, including a multi-faceted jolt on the physical security industry. With the benefit of hindsight, we can now see more clearly the exact nature and extent of that impact. And it’s not over yet: The pandemic will continue to be top-of-mind in 2021. We asked this week’s Expert Panel Roundtable: What have been the positive and negative effects of Covid-19 on the physical security industry in 2020? What impact will it have on 2021?

Expert Roundup: Healthy Buildings, Blockchain, AI, Skilled Workers, And More
Expert Roundup: Healthy Buildings, Blockchain, AI, Skilled Workers, And More

Our Expert Panel Roundtable is an opinionated group. However, for a variety of reasons, we are sometimes guilty of not publishing their musings in a timely manner. At the end of 2020, we came across several interesting comments among those that were previously unpublished. Following is a catch-all collection of those responses, addressing some of the most current and important issues in the security marketplace in 2021.