Securitas offers TeleLarm Care to the shareholders

Friday, November 27, 1998

In October 1997, Securitas acquired TeleLarm, which consisted of three business areas: Fire & Security, Care, and Alarm Communication. The business area Care included the business now assembled in the Care Group. Even though the operations of Care are in the general area of security and care, they are outside of Securitas’ core business and lack synergies with the other operations within Securitas. Against this background, and given Securitas’ strategy to focus on developing its core business, Securitas has decided to propose to the EGM to sell Care to the shareholders of Securitas. Funds generated in the sale of Care will contribute to giving Securitas increased resources for investments and continued expansion in the security market. For Care, the separation from Securitas’ operations is expected to give Care an even better opportunity to develop its core business with active owners engaged on a long-term basis.

The Care Group
Care is a wholly owned subsidiary of Securitas. The company develops and markets care systems for the elderly and handicapped persons. Care systems comprise products, such as care phones and other communication systems, and services, such as alarm forwarding and service and maintenance. Care’s goal is to be one of Europe’s leading suppliers of care systems, which will contribute to allowing the company’s customers to offer the elderly and handicapped persons living at home, in service homes, or in nursing homes, safer, more qualitative, and more cost-efficient care.
Care has its own sales organizations in Sweden, Finland, UK and Germany. Care also sells its products through distributors in other European markets as well as in Japan and USA.

Below, an extract from the nine-month report as of September 30, 1998 is presented.

MSEK Jan. 1 -Sept. 30 1998
Sales 217.1
Income after net financial items 14.1

MSEK September 30, 1998
Operating capital employed 45.6
Capital employed 57.3
Shareholders' equity 55.3
Net debt 2.0
Key ratios
Operating margin, % 6.8
Return on operating capital employed, % 43,3
Return on capital employed, % 33.3
Return on equity, % 31.6
Equity ratio, % 26.6
Net debt equity ratio, times 0.04

After the end of the reporting period, acquisitions have been made in the UK at the end of October. The acquisitions are estimated to add sales with MSEK 5 this year and with approximately MSEK 35 at an annual basis. The forecasted sales for 1998 amounts to MSEK 312 and the forecasted income after net financial items amounts to MSEK 23.

Independent fairness opinion
The offer regarding Care has been submitted to an independent fairness opinion. The fairness opinion has been provided by Enskilda Securities, according to whom the proposed price for the shares of Care corresponds to an estimated market value of Care.

December 1, 1998 Notice to attend the Extraordinary General Meeting
December 17, 1998 Extraordinary General Meeting in Securitas
December 22, 1998 Record date
January 4–21, 1999 Application period
February 9, 1999 Last day of settlement

A prospectus containing detailed information will be distributed to the shareholders of Securitas prior to the Extraordinary General Meeting.
The shares in Care will not initially be subject to organized trading. The Board of Directors of Care and the principal owners, however, have the intention of promoting a listing of the Care shares within a five-year period.
The sale of Care will not affect the result of the Securitas group.

Available documents