Ad-hoc | 14 April 2005 19:09

Bechtle AG acquires DELEC AG and compartner systems GmbH

Ad hoc announcement §15 WpHG Mergers & Acquisitions Bechtle AG acquires DELEC AG and compartner systems GmbH Ad hoc announcement transmitted by DGAP. The issuer is solely responsible for the content of this announcement. —————————————————————————— Bechtle AG acquires DELEC AG and compartner systems GmbH – Acquisition by Bechtle AG of all shares of Swiss-based DELEC AG and compartner systems GmbH that operates in Germany – Bechtle intends to use the acquisitions to further expand its IT solutions business in Switzerland and its system house network in Germany – The management and the entire workforce of some 330 employees at DELEC and compartner systems will remain on board – The 2005 revenues target for the Bechtle Group raised to 1.3 billion euros Neckarsulm, 14.04.2005 -Bechtle AG, via its wholly-owned subsidiary ARP Holding AG, Rotkreuz, Switzerland, acquires all the shares of Swiss-based DELEC AG, which is based in Gümligen/Berne. The company that was founded in 1984 will allow the Bechtle Group to strengthen its position in the high- growth IT solutions business in particular. In the 2003/04 business year, profitable DELEC generated revenues of 100.2 million Swiss francs (around 65 million euros) with a workforce of 207 employees. The company has four locations and is one of the largest IT system integrators in Switzerland. As is usually the case with Bechtle acquisitions, the continuity of the business organisation will be preserved. This means that the managing directors of the company and the management of the company’s locations and branch offices will continue to be handled as before by the previous management. The DELEC brand name will also remain unchanged. Both parties have agreed not to disclose details of the purchase price, which is to be paid in cash. On the basis of a contract that was also signed today, Bechtle AG acquires the compartner systems GmbH (cps) system house group, Ratingen. cps, in its current composition, was formed in 2000 as a result of the merger of previously independent system houses. The group has a workforce of 135 employees at three locations. The acquisition is subject to the approval of the relevant competition authorities. The managing directors and members of management of the three cps system houses will continue to perform their present duties. Both parties have agreed not to disclose details of the purchase price, which is also to be paid in cash. Bechtle will run the new member of the Group initially under its present name. The employment relationships of the workforce remain unaffected by the acquisition. The Bechtle Executive Board adjusts the revenues target for the year 2005 as a whole upwards: the revenues volume is then to increase from the previously expected 1.25 billion euros to 1.3 billion euros. By comparison with the previous year, this is equivalent to an increase of 19.5 percent (2004: 1.09 billion euros). DELEC is to contribute 60 million Swiss francs (around 39 million euros) for the remaining three quarters as its share of the Bechtle Group’s total revenues. In the case of cps, its share of total revenues is to be around 17 million euros. The Executive Board still forecasts an improvement in pre-tax earnings for 2005 of over 9 percent and expects the final figure to increase to at least 42 million euros (previous year: 38.3 million euros). The reason for maintaining the current earnings target is based on the usual integration costs of the new companies in the Group. The Executive Board for this reason expects noticeable contributions to earnings from the two new members of the Group, DELEC and cps, in 2006. Telephone conference for analysts and the press: Friday, 15 April 2005, 10 a.m. for analysts – discussion partner: Ralf Klenk, Chairman of the Executive Board of Bechtle AG, and 1 p.m. for the press – discussion partner: Ralf Klenk, Chairman of the Executive Board of Bechtle AG and Jürg Schwarzenbach, Chairman of the Board of Directors of DELEC AG. The required access codes can be obtained by calling +49 (0) 7132/981-4115 or +49 (0) 7971/9502-24. Contact: Bechtle AG, Sabine Emich, Investor Relations, Phone: +49 (0) 7132/981-4115, Fax: +49 (0) 7132/981-4116, sabine.emich@bechtle.com Bechtle AG Bechtle Platz 1 74172 Neckarsulm Deutschland ISIN: DE0005158703 (TecDAX) WKN: 515870 Listed: Geregelter Markt in Frankfurt (Prime Standard); Freiverkehr in Berlin- Bremen, Düsseldorf, Hamburg, Hannover, München und Stuttgart End of ad hoc announcement (c)DGAP 14.04.2005 Issuer’s information/explanatory remarks concerning this ad hoc announcement: Re DELEC: Bechtle benefits further from the continuing consolidation in its system house business and continues its strategy of achieving full coverage throughout the German-speaking region. During the 2004 business year, Germany’s largest IT system house had already strengthened its position with three companies in Switzerland and, with ARP DATACON AG, is the Swiss market leader in IT eCommerce. Bechtle is also an active player in the system house business with Bechtle Data AG, the Bechtle IT system houses, Gate Informatic AG and CDC IT AG at its locations in Basle, Berne, Geneva, Lausanne, Pfäffikon, St. Gallen, Thalwil, Zürich and Zug. With the acquisition of DELEC, Bechtle’s expansion in Switzerland is essentially complete. DELEC has established itself on the Swiss market in the last 20 years and offers its primarily small to medium-sized business companies a full-service portfolio focusing on the development, implementation and management of complete IT solutions. DELEC’s portfolio of products and services supplements and enhances the Bechtle Group particularly in the strategically important IT solutions business, and above all in Enterprise Resource Planning (ERP). In return, as a member of the Bechtle Group, DELEC benefits from significant synergy effects and economies of scale in logistics and services, such as purchasing, product management and delivery. DELEC’s founder and current CEO, Jürg Schwarzenbach, is to remain at the company’s helm. The company has a stable financial basis. With the services it provides, DELEC mainly addresses business clients with 50 to 1,000 PC workstations and public sector agents. In addition to its head office in Gümligen near Bern, the company also has another legally independent company location in Dällikon near Zürich and branch offices in Frauenfeld and Liestal near Basle. DELEC is the largest ABACUS Software Partner in Switzerland a certified Cisco Silver Partner, Citrix Platinum Partner, HP Storage Elite Partner and Microsoft Gold Certified Partner. Re cps: For Bechtle, the acquisition of cps is another step on its way to strengthening its market position and increasing its market share of the consolidating German system house market. The system house group, in addition to its head office in Ratingen, has two more legally independent company locations in Rheinbach near Bonn and Wangen in the Allgäu region. The portfolio of products and services offered by cps supplements and strengthens the Bechtle Group, particularly with solutions in IT infrastructure – from project business to complete outsourcing. Customers include small to medium- sized businesses and public sector agents and companies from the financial sector. cps provides them with workstation, workgroup and data centre systems, plus storage subsystems, complete with the relevant networks. cps is an IBM Premier Partner, Service Partner for Hewlett Packard and Kyocera as well as certified Microsoft partner and a Citrix Expert for public sector agents and financial sector clients. The group also has an IBM Topseller Online Shop. Further information is available at http://www.bechtle.com, http://www.cpsystems.de and http://www.delec.ch End of message (c)DGAP 141909 Apr 05