Microsoft Word - Board of Directors statement-ACE.docx


Press Release


Warsaw, 12 November 2015


GIS is a good partner for further growth of ACE, but the price in the tender offer does not represent the fair value The ACE Board of Directors perceives opportunities for growth and benefits for the Company flowing from the potential acquisition of ACE shares by Grupo Industrial Saltillo (GIS), but regards the price of PLN 13.50 per share proposed in the tender offer as not fair enough.

The ACE Board of Directors has analyzed the conditions and declarations presented in the tender offer announced by GIS on 27 October 2015, the price stated in the tender offer, and other factors that could be relevant for the growth of the Company upon realization of the tender offer and assumption of control over the Company's shares.

'In business terms, we perceive many potential benefits from such a merger for the further growth of ACE,' said ACE CEO José Manuel Corrales. 'The Company would become part of a larger, international and global group, complementing it well in terms of products and geographical presence. We should bear in mind that GIS does not produce automotive components outside Mexico, and we in turn operate and hold a leading market position in Europe. Also beneficial for us is the declaration by GIS on sharing innovative skills in the production and development of products, in addition to synergies and exchange of best practices as well as the availability of financial resources for further growth and development of the Company.'

The Board of Directors also took a positive view of GIS's declaration that they care for the development of employees in ACE, and due to the fact that GIS does not produce outside Mexico, it is not planning significant changes in the level of employment or the location of the ACE's business.

In analyzing all of these factors, the Board of Directors recognized that obtaining GIS as a long-term strategic investor would be beneficial for ensuring the growth of ACE.

At the same time, the Board of Directors takes the view that the price proposed in the tender offer (PLN 13.50 per ACE share) does not represent the fair value of the shares from a financial point of view, as it was also confirmed in an opinion prepared for the Company by external experts.

'The Fairness Opinion' was prepared for ACE in November 2015 by the brokerage Ipopema Securities.


About ACE GROUP:


ACE Group is a young and dynamic Group, well-positioned in the foundry business for automotive products. It is the leader on the European Automotive Components Market, specializing in safety parts for passenger cars. ACE was founded in 2006 and has been listed on WSE since June 2007. ACE has c.EUR 100m annual turnover with more than 700 staff across three factories in Spain, Poland and the Czech Republic and a high tech R&D center in Spain.


In Europe, ACE is the number 1 producer of iron anchors and number 2 producer of aluminum calipers for car disc brakes, with a market share of above 40% in anchors and around 40% in aluminium calipers. It is also a competitive reference manufacturer of iron calipers, aluminium TMC (Master cylinders) and front aluminium calipers. All products have constantly growing sales and a very promising outlook. ACE technologies include horizontal and vertical iron casting, aluminum gravity, iron and aluminum machining. It is the only company on the European market which provides solutions in both iron and aluminium technologies.


In 2014 the Group reported EUR 100.2m of revenues, EBITDA of EUR 10.5m and net profit of EUR 1.5m. In 2013 the Group reported EUR 100.8m of revenues, EBITDA of EUR 10.4m and net profit of EUR 1.9m.

distributed by