Rieter Acquires Three Businesses from Saurer
With this acquisition, Rieter will complete the offering of ring- and compact spinning systems by acquiring the Schlafhorst automatic winder business. Additionally, Rieter invests in two attractive component businesses: Accotex (elastomer components for spinning machines) and Temco (bearing solutions for filament machines).
In total, the three businesses had a combined turnover of EUR 142 million in 2020, the year of the Covid-19 crisis. In 2019 and 2018, the total combined turnover was at a level of EUR 235 million and EUR 260 million, respectively.
Accotex Rieter has financed the purchase price by cash and available credit lines.
Rieter and Saurer expect to close the transaction during the month of August. In the first step of the transaction, Rieter will acquire 57% of the shares of Saurer Netherlands. The shares will be returned to Saurer after the implementation of the transaction in six to nine months.
In connection with the transaction, it is envisaged that Rieter will supply automatic winders to Saurer in the future.
Changes in the Rieter Board of Directors
During the course of this transaction, it came to serious violations of the statutory duty of loyalty, the obligation to maintain business secrets and the Rieter Code of Conduct by the two members of the Board of Directors Luc Tack and Stefaan Haspeslagh. They have used information internal to the Board of Directors in order to compete with Rieter through their own offer.
The Board of Directors considers this to be a strong violation of Rieter’s interests, to the detriment of all of its stakeholders, and a sustained breach of the relationship of trust within the Board of Directors which makes further cooperation impossible.
Therefore, the Board of Directors of Rieter Holding Ltd. intends to convene an Extraordinary General Meeting at which its members, Luc Tack and Stefaan Haspeslagh, are to be dismissed.
To protect Rieter’s interests, the Board of Directors will file a criminal complaint against the two members of the Board of Directors.
Statement from Picanol
Picanol Group responded to the press release issued by Rieter Holding AG on Monday, August 16, 2021 as follows.
As a weaving machine manufacturer, Picanol has a long-standing commercial relationship with the controlling shareholder of Saurer Intelligent Technology Co. Ltd. In that capacity, it investigated how it could work with the controlling shareholder to save the European operations of Saurer Intelligent Technology Co. Ltd. that had encountered financial difficulties. However, the discussions have not led Picanol to make a formal offer for the purchase of assets or businesses.
In this context, Picanol Group provided a 20 million EUR credit loan to Saurer Technologies GmbH & Co, whilst not obtaining any preferential rights for the purchase of assets or businesses.
In addition, upon learning of the financial problems at Saurer, Luc Tack had also informed the CEO of Rieter that this might also represent an opportunity to further strengthen Rieter by acquiring certain parts.
Luc Tack and Stefaan Haspeslagh respected at all times the rules of governance applicable in the framework of any potential conflict of interest when deliberating or taking decisions on this matter. They neither participated at Rieter in the deliberations nor in the decisions concerning the acquisition of parts of Saurer in the framework of corporate governance nor did they take access to or use information shared through Rieter on the Saurer matter.
Luc Tack and Stefaan Haspeslagh are convinced that Rieter has been considerably strengthened with the acquisition of parts of Saurer, as Rieter can now offer all types of machines for processing fiber into yarn. In this context, Picanol Group has also offered to Rieter financing through a capital increase for financing part of this acquisition, if the Board of Directors of Rieter should deem it necessary.
Picanol Group, Luc Tack, and Stefaan Haspeslagh deeply regret the communication and steps taken by Rieter and retain full confidence in Rieter’s strategy. Luc Tack and Stefaan Haspeslagh will cooperate with any investigation in order to establish the unfounded nature of any of the allegations made by Rieter.
