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Antares Vision Acquires 100% of Convel, Further Diversifying Its Inspection Machine Portfolio

Press release from the issuing company

Convel specializes in inspection equipment providing leak detection for pharmaceutical products packaged in glass and plastic containers.

Travagliato (BS) – Antares Vision, a global leader in visual inspection systems, track & trace solutions and smart data management, has acquired 100% of Convel S.r.l. (“Convel”), an Italy-based supplier of automated inspection equipment for the pharmaceutical industry. Specializing in equipment that provides leak detection for drugs packaged in glass or plastics containers, Convel boasts an extensive sales network both in Italy and abroad, including North America.

Convel employs 16 people, many of which are highly specialized technicians with over 20 years of experience in inspection machines for the pharmaceuticals industry. With the goal of combining innovative solutions featuring cutting-edge technologies with premium after-sales service, the company is a leader in Leak Testing, which among other mission-critical quality control aspects can play a pivotal role in guaranteeing sterility.

Convel’s commitment to research and development have allowed the company to address a variety of emerging challenges in the evolving, exacting pharmaceuticals production landscape. In 2019, Convel recorded revenues of EUR 4.2 million (60% of which was abroad), EBITDA of over EUR 1.6 million, and a positive Net Financial Position (cash) at Closing of EUR 3.2 million. Based on first quarter trends and back orders, Convel expects 2020 revenues to be at least as high as those realized in 2019.

Emidio Zorzella, Chairman and Managing Director of Antares Vision: “The acquisition of Convel is consistent with our strategy to diversify and strengthen our target industrial sectors. Convel will allow Antares Vision to consolidate its presence in the inspection machine market, complement its range of products and expand its customer base – thus creating cross selling opportunities – and to strengthen the management team with people of proven standing.”

Massimo Bonardi, Managing Director of Antares Vision: “We are proud of this acquisition: industrial innovation plays a key role in our company’s continued competitiveness. Over the years, Convel has led to significant market evolution, especially with regard to High Voltage Leak Detection (HVLD) technology to analyse sealed glass or plastic containers. Understanding the needs of our customers and anticipating the new challenges of the market helps us add authentic value through technology.”

Andrea Gallo and Giovanni Lovato, shareholders and directors of Convel: “Joining Antares Vision is a great development opportunity for Convel; we are confident to be able to significantly support the growth of the Group as a whole. Today, Convel is boosting its evolution, enhancing its skills and exploiting the synergies that joining such an important Group can generate, while continuing to support its customers with renewed determination.”

The agreement was signed by Antares Vision and Convel’s shareholders, Andrea Gallo and Giovanni Lovato, each of whom own 50% of Convel’s share capital. The transaction included the transfer of 100% of shares, for a total price (equity value) of EUR 15.7 million, paid in cash.

The acquisition of 100% of Convel’s share capital is based on an Enterprise Value on the Closing date of EUR 12.5 million, which corresponds to a multiple of the 2019 EBITDA of less than 8 times.

As part of the investment transaction, Andrea Gallo and Giovanni Lovato – the current directors of Convel – have signed management agreements to attend to the development project underlying the acquisition by Antares Vision, thus assuring continuity in the company’s management.

The transaction is non substantial, pursuant to art. 12 of the AIM Issuers Regulation, since none of the applicable relevance indices exceeds 25%.

In the acquisition transaction, Antares Vision was assisted by Orsingher Ortu (Legal Advisor) and New Deal Advisors (Financial Due Diligence) and by Studio Marchese (Fiscal Due Diligence).

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