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Dynamic Materials Purchases German Explosion Welding and Oil-Well Perforation Company DYNAenergetics for $96.6 Million in Cash and Stock
Acquisition Expands DMC's Presence in Worldwide Explosion Welding Markets; Establishes New Business Segment in Growing Oil and Gas Industry
| Source: Dynamic Materials Corp.
BOULDER, CO--(Marketwire - November 16, 2007) - Dynamic Materials Corporation (DMC) (NASDAQ : BOOM ), the world's leading provider of explosion-welded plates, today
announced it has purchased privately held DYNAenergetics, a Germany-based
manufacturer of clad metal plates and various explosives-related oil-field
products. The acquisition was valued at approximately $96.6 million (Euro
65.9 million), exclusive of transaction costs, and was completed for $83.4
million in cash (Euro 56.9 million) and 251,041 shares of DMC common stock.
DMC also assumed approximately $2.8 million (Euro 1.9 million) of
DYNAenergetics net indebtedness.
DYNAenergetics recorded sales of approximately Euro 50 million ($73.3
million) for its fiscal year ended September 30, 2007. The company
operates two business units: DYNAPLAT and DYNAWELL.
DYNAPLAT has a 40-year history as one of Europe's leading explosion welding
companies, and generates approximately 55% of DYNAenergetics' total revenue
stream. The business operates manufacturing facilities in Germany and
serves primarily a European and Asian base of industrial fabrication
customers.
The DYNAWELL division utilizes both explosive and metalworking technologies
to manufacture a wide range of proprietary and non-proprietary products for
the global oil field production and decommissioning industries. Products
manufactured by DYNAWELL include shaped charges, detonators and detonating
cords, bi-directional boosters, and perforating guns for the perforation of
oil and gas wells. DYNAWELL also distributes a line of seismic products
that support oil and gas exploration activities.
Yvon Cariou, president and CEO of DMC, said, "DYNAenergetics is widely
regarded as one of the world's top-tier explosion-welding businesses. Its
addition to the DMC family enhances our ability to address growing
worldwide demand for clad metal plates, brings new depth and talent to our
management and operations teams, and expands our already leading position
in the global explosion welding market. We also are very excited about the
addition of DYNAWELL, which will augment our involvement in specialized
explosive manufacturing processes and immediately position us within the
growing international oil and gas services industry."
Rolf Rospek, who has 27 years of industry experience and has served as
chief executive of DYNAenergetics since 2001, said, "This is an exciting
transaction for our company and its employees. This combination should
also benefit our collective base of customers, who will gain access to
expanded production capacity and the combined expertise of two of the
world's leading explosion-welding businesses. Among other benefits, this
transaction positions DYNAWELL within a respected U.S. public company that
has an energy sector orientation, which will enhance DYNAWELL's opportunity
for future growth."
Rospek, 49, will continue to serve as the chief executive of
DYNAenergetics, and also has been appointed to the DMC board. Dean Allen,
chairman, said, "Rolf is a respected veteran of the specialized explosive
services sector and brings deep industry experience to our board. His
talent as a leader is reflected in DYNAenergetics' financial success, which
includes compound annual revenue growth of approximately 25% during the
past five years. We are extremely pleased to welcome him as a director."
In connection with the acquisition, DMC entered into a dollar- and
euro-denominated credit facility valued at approximately $100 million. DMC
borrowed approximately $65 million under the new facility to fund a portion
of the purchase price. JP Morgan was the lead credit arranger for this
facility, which was provided by a syndicate of seven banks. Green Manning &
Bunch acted as exclusive financial advisor to DMC with respect to the
DYNAenergetics acquisition.
About Dynamic Materials Corporation
Based in Boulder, Colorado, Dynamic Materials Corporation is a leading
international metalworking company. Its products, which are typically used
in industrial capital projects, include explosion-welded clad metal plates
and other metal fabrications for use in a variety of industries, including
upstream oil and gas, oil refinery, petrochemicals, hydrometallurgy,
aluminum production, shipbuilding, power generation, industrial
refrigeration and similar industries. The Company operates two business
segments: Explosive Metalworking, which uses proprietary explosive
processes to fuse different metals and alloys, and AMK Welding, which
utilizes various technologies to weld components for use in
power-generation turbines, as well as commercial and military jet engines.
For more information, visit the Company's website at
http://www.dynamicmaterials.com. Additional information regarding
DYNAenergetics is available at http://www.dynaenergetics.de.
Safe Harbor Language
Except for the historical information contained herein, this news release
contains forward-looking statements that involve risks and uncertainties
including, but not limited to, the following: our ability to integrate the
DYNAenergetics business, DYNAenergetics ability to continue the rate of its
sales, net income and growth; as well as the other risks detailed from time
to time in the Company's SEC reports, including the report on Form 10-K for
the year ended December 31, 2006.