Philips To Sell Majority Stake In Semiconductors Business
To Private Equity Consortium KKR, Silver Lake and AlpInvest
Amsterdam, The Netherlands and London, United Kingdom,
August 3, 2006 – Royal Philips Electronics
(NYSE:PHG, AEX:PHI) announced today that the company
has signed an agreement with Kohlberg Kravis Roberts
& Co. (KKR), Silver Lake Partners and AlpInvest
Partners NV (together referred to as “the consortium”)
through which the consortium will acquire an 80.1% stake
in Philips’ Semiconductors business, with Philips
retaining a 19.9% stake in this business. The transaction
will put the enterprise value for Philips’ Semiconductors
business at approximately EUR 8.3 billion – consisting
of EUR 3.4 billion purchasing price, EUR 4.0 billion
for debt and other liabilities, and EUR 0.9 billion
for Philips’ remaining stake. Philips estimates
it will receive cash proceeds after tax and transaction
related costs of approximately EUR 6.4 billion. The
transaction is expected to close in the fourth quarter
of 2006, subject to closing conditions, including governmental
and regulatory approvals.
Philips’ Semiconductors is a leading supplier
of silicon system solutions for mobile communications,
consumer electronics, digital displays, contactless
payment and connectivity, and in-car entertainment and
networking, with approximately 37,000 employees worldwide.
The business had sales in 2005 of EUR 4.6 billion.
Commenting on today’s announcement, Mr. Gerard
Kleisterlee, President and CEO of Royal Philips Electronics,
said: “This is a defining moment for both Philips
and its semiconductors business. As a stand-alone company,
the semiconductors business will have every opportunity
to realize its full potential and we are very pleased
to have found strong partners that share our belief.
As a business partner, we will remain strongly committed
to the future success of the business. As Philips, we
are completing our shift away from running cyclical
activities, and can fully focus on building an even
stronger company in Healthcare and Lifestyle around
the brand promise of Sense and Simplicity.”
Upon completion of the transaction, Mr. Frans van
Houten will relinquish his current positions as member
of the Board of Royal Philips Electronics and CEO of
Philips’ Semiconductors business to become the
President and CEO of the new stand-alone semiconductors
company. The renaming of the new company will be announced
in due course.
Commenting on today’s announcement, Mr. van Houten
said: “Today’s agreement with KKR, Silver
Lake and AlpInvest represents an exciting foundation
upon which our new semiconductors company can successfully
grow and compete as a stand-alone company. The business,
with its strong R&D capabilities and broad intellectual
property portfolio, will continue to focus on strengthening
its performance and presence in Mobile & Personal,
Home, Automotive & Identification and Multi Market
Semiconductors – our four key markets. We remain
entirely committed to completing our successful business
renewal program.”
The consortium consists of KKR, one of the world’s
most experienced private equity firms, Silver Lake,
the leading private equity firm focused on technology
and AlpInvest, a major Dutch-based private equity investor
operating worldwide. The extensive expertise in technology
buy-outs of the partners in the consortium is evidenced
by buy-outs such as SunGard Data Systems Inc. in the
US and Avago Technologies Ltd. in Singapore.
Commenting on the transaction, Johannes Huth, a Member
of KKR said: “We are very pleased to be making
this investment and are excited about the opportunity
to work with the company’s outstanding management
team. With the support of the consortium and Philips
as an investor, the company will continue to innovate
in order to provide its customers with leading-edge
solutions and products that drive growth.”
Egon Durban, a Managing Director of Silver Lake Partners,
commented: “We believe the Philips’ Semiconductor
business is well positioned to pursue and achieve significant
expansion. We look forward to partnering with management
to continue building value through a demonstrated commitment
to innovative technologies and a strong share in both
established and emerging markets.”
Credit Suisse and Bank of America acted as lead M&A
financial advisors to the consortium, with ABN Amro
also providing advice. Clifford Chance and Simpson Thacher
& Bartlett served as legal advisors.
For more information on this announcement and on a
second announcement on Philips’ transformation
to a healthcare and lifestyle company, please visit
www.newscenter.philips.com.
The webcasting of the press conference on this announcement
is accessible via www.philips.com/webcast.
This will be live as from 10:00 CET on Friday, August
4, 2006 with a replay available shortly afterwards.
An analysts' conference call will be held on August
4 at 11:30am CET. Dial in numbers are:
Netherlands: +31 20 794 8506
Rest of Europe: +44 20 715 42 666
USA/Canada: +1 480 629 9564
In addition a live audio webcast and a replay of the
conference call will be made available on www.philips.com/investor.
FOR PHILIPS:
In Amsterdam:
Jayson Otke
Philips Corporate Communications
Tel +31 20 59 77215
Email: jayson.otke@philips.com
In New York:
Andre Manning
Philips North America Corporate Communications
Tel +1 646 508 4545
Email: andre.manning@philips.com
FOR THE PRIVATE EQUITY CONSORTIUM IN EUROPE:
Simon Moyse / Zoe Watt
Finsbury
Tel: +44 207 251 3801 or 07713 157561
Uneke Dekkers
Citigate First Financial
Tel: +31 20 575 4021 / + 31 6 50 26 16 26
FOR KKR IN THE US:
Ruth Pachman / Mark Semer
Kekst & Co.
Tel: +1 212 521 4800
FOR SILVER LAKE PARTNERS IN THE US:
Matt Benson
Citigate Sard Verbinnen
Tel: +1 415 618 8750
About Royal Philips Electronics:
Royal Philips Electronics of the Netherlands (NYSE:
PHG, AEX: PHI) is one of the world's biggest electronics
companies and Europe's largest, with sales of EUR 30.4
billion in 2005. With activities in the three interlocking
domains of healthcare, lifestyle and technology and
158,000 employees in more than 60 countries, it has
market leadership positions in medical diagnostic imaging
and patient monitoring, color television sets, electric
shavers, lighting and silicon system solutions.
About KKR:
KKR is one of the world’s oldest and most experienced
private equity firms specializing in management buy-outs,
with offices in New York, Menlo Park, California, London,
Paris, Hong Kong and Tokyo. Over the past year, KKR
has committed more than $1 billion to technology businesses,
including SunGard Data Systems and Avago Technologies,
which are considered the two largest private equity
technology investments in history, with transaction
prices of US$11.8 billion and US$2.8 billion, respectively.
Past KKR technology industry investments include: Amphenol,
RELTEC, Wincor Nixdorf, Tenovis, Zhone Technologies
and the software development and solutions business
of Flextronics International Ltd (pending). Over the
past thirty years, KKR has invested in more than 141
transactions with a total value of US$213 billion. In
Europe, KKR has invested a total of US$5.9bn in 20 companies,
including Vendex, AVR, VNU, SBS Broadcasting, Newsquest,
Willis Group, Wincor Nixdorf, Legrand, FL Selenia, ATU
and MTU, among others. For more information, please
visit www.kkr.com.
About Silver Lake Partners:
Silver Lake Partners is the leading private equity firm
focused on large-scale investing in technology and related
growth industries. Silver Lake seeks to achieve superior
returns by investing with the strategic insight of an
experienced industry participant, the operating skill
of a world-class manager and the financial expertise
of a disciplined private equity investor. Specifically,
Silver Lake's mission is to function as a value-added
partner to the management teams of the world's leading
technology franchises. Its portfolio companies include
technology industry leaders such as Avago, Flextronics,
Gartner, Instinet, NASDAQ, Network General, Seagate
Technology, Serena Software, SunGard Data Systems, Thomson
and UGS. For more information, please visit www.silverlake.com.
About AlpInvest Partners NV:
AlpInvest Partners is one of the largest private equity
investors in the world with over EUR 30 billion of assets
under management. Approximately 80% of these funds are
invested by AlpInvest Partners in private equity funds
globally, with the remainder invested directly in companies
as a co-investor in Europe and the US. AlpInvest Partners
has 56 investment professionals based in Amsterdam and
New York. Its shareholders and main clients are ABP
and PGGM, two of the largest pension funds in the world
with respectively EUR 192 billion and EUR 71 billion
of assets under management (as per December 2005). To
learn more about AlpInvest Partners visit www.alpinvest.com
Forward-looking statements
This release may contain certain forward-looking statements
with respect to the financial condition, results of
operations and business of Philips and certain of the
plans and objectives of Philips with respect to these
items. By their nature, forward-looking statements involve
risk and uncertainty because they relate to events and
depend on circumstances that will occur in the future
and there are many factors that could cause actual results
and developments to differ materially from those expressed
or implied by these forward-looking statements.
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