Cambridge, ON - ATS Automation Tooling Systems Inc. (TSX: ATA) ("ATS" or the "Company"), an industry-leading automation solutions provider, today announced it has entered into a definitive agreement to acquire SP Industries, Inc. ("SP"), a designer and manufacturer of high-grade biopharma processing equipment, life sciences equipment, and lab apparatus products for US$445 million (~C$550 million), subject to customary post-closing adjustments, representing 15.3x SP's trailing 12 month adjusted EBITDA or 11.9x post synergies(1).
"SP greatly expands our capabilities and offerings through the addition of its aseptic and non-aseptic lyophilization portfolio and its fill-finish solutions and enhances our position in the pharmaceutical drug development and production end-markets," said Andrew Hider, CEO of ATS. "SP participates in highly attractive segments where growth is driven by a robust pharma drug pipeline, rising usage of biologics and increasing lyophilization of products. Notably, the combination of ATS and SP will allow us to better support the needs of our customers throughout the lifecycle of pharmaceutical development and production, as well as in diagnostics, broader life sciences and applied sciences applications. With its proven track record and talented team, SP will be a strong contributor to the ATS family offering compelling sales synergy potential with our life sciences businesses including Comecer."
Founded in 1982 and based in Warminster, Pennsylvania, SP offers a broad portfolio of research and commercial lyophilizers, aseptic fill-finish equipment and systems, life sciences equipment, and attractive and meaningful recurring revenues through its labware and glassware business. In the trailing 12-months ended September 30, 2021, SP generated revenues of US$179 million and adjusted EBITDA of US$29 million. Approximately 70% of its revenues are derived from customers in North America, 14% from Europe, and the remainder from other regions. SP derives approximately 73% of its sales from biopharma processing equipment and life sciences equipment, including services, and approximately 27% from specialty lab and glassware products. SP employs approximately 700 employees spread across its nine manufacturing facilities and locations in the US, UK and Spain.
SP will continue to be led by its CEO, Brian Larkin, who remarked, "We have observed ATS in action over the years and recognize its life sciences leadership and dedication to value creation for customers, some of whom are also customers of SP. As part of ATS, we will be able to grow to the next level with a focus on customer-driven innovation and further enhancing our value proposition in our targeted end-markets."
The transaction is expected to close in the fourth calendar quarter of 2021, but no later than the first calendar quarter of 2022, pending the completion of customary regulatory filings. ATS plans to fund the acquisition by drawing on its revolving credit facility.
Attractive Synergy Opportunity
ATS expects to realize approximately US$3.5 million in annual cost synergies within three years of acquisition, inclusive of material cost savings and production process optimization. ATS also expects revenue synergies to generate approximately US$5.0 million of additional EBITDA within three years. These synergies will be achieved by leveraging the combined ATS and SP technology portfolios to provide expanded turnkey customer solutions. The transaction is expected to be accretive to ATS' earnings and cash flow per share metrics in the first year following the acquisition. ATS expects to achieve double digit return on invested capital (ROIC) by year four following completion of the acquisition.
Conference Call and Webcast
ATS will host an analyst conference call and accompanying webcast to discuss the transaction at 8:30 a.m. EDT on Monday November 8, 2021. The presentation and webcast can be accessed live at www.atsautomation.com. To participate in the conference call, please dial (416) 764-8659 five minutes prior. A replay of the conference will be available on the ATS website following the call. Alternatively, a telephone recording of the call will be available for one week (until midnight November 15, 2021) by dialing (416) 764-8677 and entering passcode 045577 followed by the number sign.
About SP Industries Inc.
SP is a leading global provider of state-of-the-art fill-finish drug manufacturing solutions, research, pilot and production lyophilizers, laboratory equipment and supplies, and specialty glassware. SP products support research and production across diverse end user markets including pharmaceuticals, life science, ophthalmic, environmental testing and monitoring, food and beverage and more. SP has a long and successful track record of quality and science innovation, and is headquartered in Warminster, Pennsylvania, with production facilities in the USA and Europe. SP offers a world-wide sales and service network including product training and technical assistance. For more information visit www.spindustries.com.
ATS is an industry-leading automation solutions provider to many of the world's most successful companies. ATS uses its extensive knowledge base and global capabilities in custom automation, repeat automation, automation products and value-added services, including pre-automation and after-sales services, to address the sophisticated manufacturing automation systems and service needs of multinational customers in markets such as life sciences, food & beverage, transportation, consumer products, and energy. Founded in 1978, ATS employs over 5,000 people at 28 manufacturing facilities and over 50 offices in North America, Europe, Southeast Asia and China. The Company's shares are traded on the Toronto Stock Exchange under the symbol ATA. Visit the Company's website at www.atsautomation.com
1EBITDA is based on the twelve-month period ended September 30, 2021; 11.9x post synergies multiple includes revenue and cost synergies of ~US$8.5 million