SOURCE: Platinum Equity

Platinum Equity

July 27, 2017 13:23 ET

Platinum Equity to Acquire Fischer Tech

Singapore-based manufacturer to merge with Platinum Equity's portfolio company Ying Shing Enterprises

LOS ANGELES, CA and SINGAPORE--(Marketwired - July 27, 2017) - Platinum Equity announced today that FT Holding II Limited ("Offeror"), an indirectly wholly-owned subsidiary of investment funds and entities affiliated with and advised by Platinum Equity, has signed a definitive agreement to acquire Fischer Tech Ltd. ("Fischer Tech"), a Singapore-listed manufacturer of high volume precision engineering plastic components, for S$3.02 in cash per share. The transaction is subject to shareholder and regulatory approval and is expected to close in 4Q 2017.

Once the acquisition is completed, Fischer Tech is expected to combine its business with that of Platinum Equity's portfolio company, Ying Shing Enterprises Limited ("Ying Shing") through a merger of the Offeror and Pearl Holding III Limited, the holding company of Ying Shing. Ying Shing, acquired by Platinum Equity in 2015, is a vertically integrated manufacturer of precision-engineered plastic injection molded and metal stamping components. The company is headquartered in Hong Kong with production facilities in Zhuhai and Suzhou.

Fischer Tech manufactures and supplies plastic precision components for a wide range of products including automobiles, consumer electronics, computers and medical devices. Fischer Tech has production facilities in Singapore, China, Malaysia and Thailand.

Jacob Kotzubei, the partner in Platinum Equity's Los Angeles headquarters who oversees the firm's Singapore-based team, said Fischer Tech and Ying Shing are highly complementary businesses.

"Fischer Tech will help diversify Ying Shing's customer base, add scale and greater reach to its manufacturing footprint, and provide new technology that will benefit customers around the world," said Mr. Kotzubei. "The companies are a natural fit that will be stronger and more capable working together."

Fischer Tech Founder, President and CEO Peter CK Tan said the prospective combination with Ying Shing is the right move for the future of the business.

"This transaction is exciting news for our company and our shareholders," said Mr. Tan. "Ying Shing shares our commitment to engineering excellence and will open up new opportunities for growth and expansion. Our customers will benefit greatly from the combined financial and technological capabilities."

Soo Jin Goh, Principal at Platinum Equity and head of the firm's Singapore-based investment team, said the add-on acquisition is delivering on Platinum Equity's promise to support Ying Shing's expansion.

"When we acquired Ying Shing we pledged to invest in the company's long-term growth and the acquisition of Fischer Tech is an example of that commitment," said Mr. Goh. "We expect to continue looking for new opportunities to expand the combined business."

Scheme of Arrangement and Joint Announcement

The proposed acquisition of Fischer Tech by the Offeror will be effected by way of a scheme of arrangement under the Singapore Companies Act (the "Scheme") and in accordance with the Singapore Code on Takeovers and Mergers.

This press release should be read in conjunction with the full text of the joint announcement in relation to the Scheme issued by the Offeror and Fischer Tech dated July 27, 2017 (the "Announcement"), which provides further details on the terms, conditions and financial evaluation of the Scheme.

A copy of the Announcement is available on www.sgx.com.

Advisers

Goldman Sachs (Singapore) Pte. is acting as sole financial adviser to the Offeror and Clifford Chance is acting as sole legal counsel to the Offeror.

About Platinum Equity

Founded in 1995 by Tom Gores, Platinum Equity (www.platinumequity.com) is a global investment firm with $13 billion of assets under management and a portfolio of approximately 30 operating companies that serve customers around the world. The firm is currently investing from Platinum Equity Capital Partners IV, a $6.5 billion global buyout fund. Platinum Equity specializes in mergers, acquisitions and operations -- a trademarked strategy it calls M&A&O® -- acquiring and operating companies in a broad range of business markets, including manufacturing, distribution, transportation and logistics, equipment rental, metals services, media and entertainment, technology, telecommunications and other industries. Over the past 22 years Platinum Equity has completed more than 190 acquisitions.

Responsibility Statements

The directors of each of the Offeror and FT Holding I Limited ("HoldCo") (including any who may have delegated detailed supervision of the preparation of this document) have taken all reasonable care to ensure that the facts stated and all opinions expressed in this document (excluding information relating to Fischer Tech or any opinion expressed by Fischer Tech) are fair and accurate and that, where appropriate, no material facts in relation thereto have been omitted from this document, and the directors of each of the Offeror and HoldCo jointly and severally accept responsibility accordingly.

Where any information has been extracted or reproduced from published or otherwise publicly available sources or obtained from Fischer Tech, the sole responsibility of the directors of each of the Offeror and HoldCo has been to ensure that, through reasonable inquiries, such information is accurately extracted from such sources or, as the case may be, reflected or reproduced in this document. The directors of each of the Offeror and HoldCo do not accept any responsibility for any information relating to, or any opinion expressed by, Fischer Tech.

Forward-looking Statements

All statements other than statements of historical facts included in this document are or may be forward-looking statements. Forward-looking statements include but are not limited to those using words such as "seek", "expect", "anticipate", "estimate", "believe", "intend", "project", "plan", "strategy", "forecast" and similar expressions or future or conditional verbs such as "will", "would", "should", "could", "may" and "might". These statements reflect the Offeror's or Platinum Equity's current expectations, beliefs, hopes, intentions or strategies regarding the future and assumptions in light of currently available information. Such forward-looking statements are not guarantees of future performance or events and involve known and unknown risks and uncertainties. Accordingly, actual results may differ materially from those described in such forward-looking statements. Shareholders should not place undue reliance on such forward-looking statements, and neither the Offeror nor Platinum Equity undertakes any obligation to update publicly or revise any forward-looking statements.

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