Methode Electronics offers to acquire Nordic Lights for EUR 6.30 per share

Methode Electronics announced that it has entered into a definitive agreement pursuant to which it will launch a recommended public tender offer for all of the outstanding shares of Nordic Lights, at an offer price of EUR 6.30 per share, for a total equity value of approximately EUR 132M. Nordic Lights is a provider of lighting solutions for heavy-duty equipment and a public limited liability company incorporated in Finland with its shares admitted to trading on Nasdaq First North. Excluding pre-tax costs related to the transaction, Methode expects the acquisition to be accretive to earnings and free cash flow on a per share basis in fiscal 2024 prior to any potential synergies and inclusive of estimated amortization, purchase accounting adjustments and interest expense. Methode expects to fund the purchase with a combination of cash on hand and debt financing under its existing credit facility. The transaction is not subject to a financing condition. Nordic Lights focuses on providing lighting solutions to five end-user segments: mining, construction, forestry, agriculture and material handling. Nordic Lights manufactures lights for three main application areas: work lights, driving lights and signal lights for heavy duty equipment. Nordic Lights’s products are mainly based on light-emitting diode technology, but its product offering also includes HID lights. Nordic Lights is headquartered in Pietarsaari, Finland, and had 271 employees worldwide as of December 31, 2022. The transaction is subject to the satisfaction of customary closing conditions for the acquisition of a public company in Finland, including, amongst others, that the tender offer is irrevocably accepted by shareholders holding more than 90% of the shares and voting rights in Nordic Lights, which will enable Methode to compulsorily acquire the remaining shares in the capital of Nordic Lights under Finnish law, and the receipt of all necessary regulatory approvals. The transaction is expected to be completed in the second half of 2023. Moelis & Company acted as exclusive financial advisor to Methode. Wachtell, Lipton, Rosen & Katz, together with Hannes Snellman Attorneys Ltd served as Methode’s outside legal co-counsel. Hill+Knowlton Strategies served as Methode’s communications advisor.