Ct Healthmarket via BizWire
07-28-2003, 01:00 PM
MONTERREY, Mexico--(BUSINESS WIRE)--July 28, 2003--
-- Savia and Fox Paine & Company, LLC entered into definitive
agreements to acquire Seminis. The overall transaction has a
total enterprise value in excess of 650 million dollars.
REPORTED RESULTS
Savia S.A. de C.V. (BMV:SAVIA) (NYSE:VAI) announced today its
results for the second quarter of 2003.
Main Business Indicators
Million of dollars of June 2003
Apr-Jun 2003 Apr-Jun 2002 Variation
------------ ------------ -----------
Sales 154 167 (7%)
Gross Profit 77 76 1%
Gross Profit 50% 46%
Operating Expenses 73 71 (3%)
Operating Income 4 5 (20%)
EBIT DA 9 11 (12%)
Consolidated Net Income (7) 15 (150%)
Majority Net Income (7) 11 (162%)
SECOND QUARTER CONSOLIDATED RESULTS 2003
Consolidated Net Sales
Consolidated net sales were 154 million dollars, a decrease of 7%
compared to the same period last year. This reduction is primarily due
to a decrease in the operations of Bionova at Culiacan, Sinaloa. Of
the reported sales, 45% were denominated in dollars, 23% in euros, 17%
in mexican pesos and 15% in other currencies.
Consolidated Operating Income
Consolidated operating income was 4 million dollars, a reduction
of 20% compared to the same period last year. The reduction was mainly
a result of the decrease in sales above mentioned as well as an
increase in Seminis' operating expenses caused mainly by reserves for
severance payments. The operating cash flow was 9 million dollars, 12%
less than the figure reported on the second quarter 2002.
Consolidated Net Income
Majority net loss was 7 million dollars, which represents a
variation of 19 million dollars in comparison to the majority net
income of 11 million reported on the second quarter 2002. Consolidated
net loss was 7 million dollars, a decrease of 150% compared to the
consolidated net income reached in the same period last year. This
variation is mainly due to a negative impact in the exchange income.
SECOND QUARTER RESULTS 2003 FOR THE MAIN SUBSIDIARIES
Seminis
Seminis reported total sales of 113 million dollars, an increase
of 4% compared to the sales reached in the same period last year. Its
operating gross profit was 71 million dollars, which represents 63% of
net sales. The operating income was 12 million dollars, an increase of
1 million dollars compared to the figure reported in the second
quarter 2002. The operating cash flow reached 15 million dollars, an
8% of improvement over the reported in the same period last year.
Bionova
Total sales of Bionova were 34 million dollars, a reduction of 24%
compared to the same period last year. This reduction is mainly due to
a decrease in the operations at Culiacan, Sinaloa. Operating loss was
1 million dollars; this represents a recovery of 87% compared to the
reported loss in the second quarter 2002.
CONSOLIDATED RESULTS FOR THE FIRST SEMESTER 2003
Consolidated Net Sales
The consolidated net sales were 352 million dollars, a decrease of
8% in comparison to the same period last year. This reduction was
principally a result of the decrease in the operations of Bionova at
Culiacan, Sinaloa. Of the reported sales, 44% were denominated in
dollars, 26% in euros, 14% in mexican pesos and 16% in other
currencies.
Consolidated Operating Income
Consolidated operating income reached 43 million dollars, a figure
slightly below to that reported in the first semester 2002. The
operating cash flow was 53 million dollars, which represents 15% of
net sales.
Consolidated Net Income
During the reported period, consolidated net income was 15 million
dollars, a reduction of 57% related to the first semester last year.
Majority net income decreased a 75% reaching 5 million dollars
compared to 21 million dollars reported on the same period last year.
This reduction is mainly the result of the negative impact of the
exchange income and deferred taxes.
FIRST SEMESTER 2003 RESULTS FOR THE MAIN SUBSIDIARIES
Seminis
During first semester 2003, Seminis reached total sales of 273
million dollars, an increase of 7 million dollars related to the same
period last year. Operating gross profit was 172 million dollars,
which represents a 63% of net sales. The operating income was 53
million dollars, a similar level to that reported in the same period
last year. The operating cash flow totaled 60 million dollars.
Bionova
Bionova reported total sales of 61 million dollars, a decrease of
33% in comparison to the same period last year. This is a result of
the reduction in the operations at Culiacan, Sinaloa. The operating
net loss had a recovery of 39% related to the loss reported the first
semester 2002. This recovery is mainly a result of a reduction in the
operating expenses.
RELEVANT EVENTS
Savia and Fox Paine & Company entered into definitive agreements
to acquire Seminis.
Seminis announced on June 2nd, 2003 that it has entered into a
definitive merger agreement with entities related to Savia, S.A. de
C.V. pursuant to which certain Savia related parties will acquire all
of the outstanding shares of Seminis, the world's largest developer,
producer and marketer of fruit and vegetable seeds. Public holders of
approximately 15.8 million Seminis shares will receive $3.78 per share
in the merger. Immediately following the merger, certain Savia related
parties will sell to certain investment funds managed by Fox Paine &
Company, LLC, a San Francisco based private equity firm, a number of
the Seminis shares they will then own, representing approximately 75%
of the Seminis common shares, following completion of the
transactions, for $3.40 per share in cash. Certain entities affiliated
with Alfonso Romo Garza, Seminis' and Savia's Chairman and Chief
Executive Officer, will receive co-investment rights to purchase,
subject to certain conditions, up to 34% of Seminis following the
merger. Stockholders of Seminis representing in excess of 85% of the
currently outstanding voting power of Seminis have entered into
agreements to vote in favor of the merger. Savia shareholders provided
their approval at a shareholder meeting held on April 30, 2003.
The overall transaction has a total enterprise value in excess of
$650 million. The $3.78 per share price to Seminis' public
stockholders represents a premium of 51% based on Seminis' closing
price of $2.51 on December 13, 2002, the last closing price prior to
the public announcement of the Savia letter of intent with Fox Paine
regarding the overall transaction.
The Seminis Board of Directors approved the merger agreement after
receiving the unanimous recommendation of a special committee of
independent directors, which was formed following the announcement of
the December 13, 2002 letter of intent between Savia and Fox Paine.
As part of the transaction, immediately prior to the consummation
of the merger, Savia will exchange its Seminis Class C preferred
shares for approximately 37.7 million shares of Seminis common stock,
after which, the total number of outstanding Seminis common shares
will be approximately 101.7 million. Savia expects to distribute
approximately $0.53 per share to its shareholders from the proceeds of
its sale of Seminis shares to Fox Paine. In addition, a portion of the
proceeds will be used by Savia to settle and repay all of its
currently outstanding indebtedness.
Existing management will continue to run the Company, with Mr.
Romo serving as Chairman and Chief Executive Officer and Dexter Paine,
President of Fox Paine, serving as Vice Chairman of Seminis.
The transaction is expected to be completed during the third
quarter for the present year and is subject to certain conditions
including the approval of the Seminis' shareholders, the availability
of financing and certain regulatory approvals.
Savia obtains waivers to Syndicated Loan Agreement.
On May 20, 2003 Savia reached an agreement related to the
Syndicated Loan Agreement by which the maturity date was extended
until September 30, 2003 and obtained waivers to some financial
covenants included in such agreement.
Savia (www.savia.com.mx) participates in industries that offer
high growth potential in Mexico and internationally. Its principal
subsidiaries include Seminis, a global leader in the production and
marketing of fruit and vegetable seeds, Bionova, a company focused on
the production, distribution and commercialization of fruits and
vegetables and Desarrollo Inmobiliario Omega, a company dedicated to
the development of real estate in Northern Mexico.
Fox Paine & Company, LLC (www.foxpaine.com) manages investment
funds in excess of US$1.5 billion, providing equity capital for
corporate acquisitions, company expansion and growth programs and
management buyouts. The Fox Paine funds are managed on behalf of over
50 leading international financial institutions, including major
governmental and corporate pension systems, Fortune 100 companies,
major life and property & casualty insurance and reinsurance
companies, money center and super regional commercial banks,
investment banking firms, and university endowments. Fox Paine was
founded in 1997 by Saul A. Fox, a former general partner of Kohlberg
Kravis Roberts & Co., and W. Dexter Paine, III, a former general
partner of Kohlberg & Co.
Savia's financial statements are prepared in compliance with
generally accepted accounting principles in Mexico. For the
consolidation of domestic subsidiaries, Savia follows the guidelines
set forth in bulletin B-10 and for foreign companies follows the
guidelines set forth in bulletin B-15. Seminis and Bionova report
following the generally accepted accounting principles of the United
States (GAAP) that differ from the generally accepted accounting
principles of Mexico. These results are adjusted to reflect the
above-mentioned guidelines. In addition, Seminis reports its fiscal
year the first quarter of October through the last of September. Savia
reports its fiscal year on a calendar basis, including in its
consolidated results the operations of Seminis according to calendar
year.
Savia S.A. de C.V and Subsidiaries
Statement of Consolidated Results
Results for the quarter April to June 2003
Million of Mexican Pesos and Dollars, except per
share and per ADR data
As of June 30, 2003 Purchasing Power
Apr-Jun '03 Apr-Jun '02
Pesos Dollars Pesos Dollars
Net Sales 1,609 154 1,736 167
Cost of Sales 804 77 942 90
Gross Profit 805 77 793 76
Operating Expenses 760 73 737 71
Operating Income 45 4 56 5
EBIT DA 99 9 112 11
Comprehensive Financing Income
Financial Expenses (75) (7) (92) (9)
Financial Income 15 1 33 3
Exchange Income (loss) (30) (3) 213 20
Monetary Result (11) (1) 11 1
Other Expenses (14) (1) (72) (7)
Income before Tax and Profit Sharing (70) (7) 150 14
Provision for Income Tax and Profit
Sharing 8 1 (7) (1)
Net Income before Discontinued
Operations (78) (7) 157 15
Discontinued Operations 0 0 0 0
Extraordinary Items 0 0 0 0
Net Income (78) (7) 157 15
Net Majority Income (74) (7) 119 11
Average Shares Outstanding (million
dollars) 471 462
Net Income per Share (pesos) (.16) .26
Net Income per ADR (dollars) (.06) .10
Savia S.A. de C.V and Subsidiaries
Statement of Consolidated Results
Results for the semester January to June 2003
Million of Mexican Pesos and Dollars, except per share
and per ADR data
As of June 30, 2003 Purchasing Power
Jan-Jun '03 Jan-Jun '02
Pesos Dollars Pesos Dollars
Net Sales 3,666 352 3,965 381
Cost of Sales 1,741 167 2,050 197
Gross Profit 1,925 185 1,915 184
Operating Expenses 1,474 142 1,462 140
Operating Income 451 43 454 44
EBIT DA 555 53 570 55
Comprehensive Financing Income
Financial Expenses (185) (18) (185) (18)
Financial Income 29 3 58 6
Exchange Income (loss) 3 0 147 14
Monetary Result 60 6 50 5
Other Expenses (53) (5) (104) (10)
Income before Tax and Profit Sharing 304 29 420 40
Provision for Income Tax and Profit
Sharing 145 14 52 5
Net Income before Discontinued
Operations 159 15 368 35
Discontinued Operations 0 0 0 0
Extraordinary Items 0 0 0 0
Net Income 159 15 368 35
Net Majority Income 55 5 223 21
Average Shares Outstanding (million
dollars) 469 462
Net Income per Share (pesos) .12 .48
Net Income per ADR (dollars) .04 .18
-- Savia and Fox Paine & Company, LLC entered into definitive
agreements to acquire Seminis. The overall transaction has a
total enterprise value in excess of 650 million dollars.
REPORTED RESULTS
Savia S.A. de C.V. (BMV:SAVIA) (NYSE:VAI) announced today its
results for the second quarter of 2003.
Main Business Indicators
Million of dollars of June 2003
Apr-Jun 2003 Apr-Jun 2002 Variation
------------ ------------ -----------
Sales 154 167 (7%)
Gross Profit 77 76 1%
Gross Profit 50% 46%
Operating Expenses 73 71 (3%)
Operating Income 4 5 (20%)
EBIT DA 9 11 (12%)
Consolidated Net Income (7) 15 (150%)
Majority Net Income (7) 11 (162%)
SECOND QUARTER CONSOLIDATED RESULTS 2003
Consolidated Net Sales
Consolidated net sales were 154 million dollars, a decrease of 7%
compared to the same period last year. This reduction is primarily due
to a decrease in the operations of Bionova at Culiacan, Sinaloa. Of
the reported sales, 45% were denominated in dollars, 23% in euros, 17%
in mexican pesos and 15% in other currencies.
Consolidated Operating Income
Consolidated operating income was 4 million dollars, a reduction
of 20% compared to the same period last year. The reduction was mainly
a result of the decrease in sales above mentioned as well as an
increase in Seminis' operating expenses caused mainly by reserves for
severance payments. The operating cash flow was 9 million dollars, 12%
less than the figure reported on the second quarter 2002.
Consolidated Net Income
Majority net loss was 7 million dollars, which represents a
variation of 19 million dollars in comparison to the majority net
income of 11 million reported on the second quarter 2002. Consolidated
net loss was 7 million dollars, a decrease of 150% compared to the
consolidated net income reached in the same period last year. This
variation is mainly due to a negative impact in the exchange income.
SECOND QUARTER RESULTS 2003 FOR THE MAIN SUBSIDIARIES
Seminis
Seminis reported total sales of 113 million dollars, an increase
of 4% compared to the sales reached in the same period last year. Its
operating gross profit was 71 million dollars, which represents 63% of
net sales. The operating income was 12 million dollars, an increase of
1 million dollars compared to the figure reported in the second
quarter 2002. The operating cash flow reached 15 million dollars, an
8% of improvement over the reported in the same period last year.
Bionova
Total sales of Bionova were 34 million dollars, a reduction of 24%
compared to the same period last year. This reduction is mainly due to
a decrease in the operations at Culiacan, Sinaloa. Operating loss was
1 million dollars; this represents a recovery of 87% compared to the
reported loss in the second quarter 2002.
CONSOLIDATED RESULTS FOR THE FIRST SEMESTER 2003
Consolidated Net Sales
The consolidated net sales were 352 million dollars, a decrease of
8% in comparison to the same period last year. This reduction was
principally a result of the decrease in the operations of Bionova at
Culiacan, Sinaloa. Of the reported sales, 44% were denominated in
dollars, 26% in euros, 14% in mexican pesos and 16% in other
currencies.
Consolidated Operating Income
Consolidated operating income reached 43 million dollars, a figure
slightly below to that reported in the first semester 2002. The
operating cash flow was 53 million dollars, which represents 15% of
net sales.
Consolidated Net Income
During the reported period, consolidated net income was 15 million
dollars, a reduction of 57% related to the first semester last year.
Majority net income decreased a 75% reaching 5 million dollars
compared to 21 million dollars reported on the same period last year.
This reduction is mainly the result of the negative impact of the
exchange income and deferred taxes.
FIRST SEMESTER 2003 RESULTS FOR THE MAIN SUBSIDIARIES
Seminis
During first semester 2003, Seminis reached total sales of 273
million dollars, an increase of 7 million dollars related to the same
period last year. Operating gross profit was 172 million dollars,
which represents a 63% of net sales. The operating income was 53
million dollars, a similar level to that reported in the same period
last year. The operating cash flow totaled 60 million dollars.
Bionova
Bionova reported total sales of 61 million dollars, a decrease of
33% in comparison to the same period last year. This is a result of
the reduction in the operations at Culiacan, Sinaloa. The operating
net loss had a recovery of 39% related to the loss reported the first
semester 2002. This recovery is mainly a result of a reduction in the
operating expenses.
RELEVANT EVENTS
Savia and Fox Paine & Company entered into definitive agreements
to acquire Seminis.
Seminis announced on June 2nd, 2003 that it has entered into a
definitive merger agreement with entities related to Savia, S.A. de
C.V. pursuant to which certain Savia related parties will acquire all
of the outstanding shares of Seminis, the world's largest developer,
producer and marketer of fruit and vegetable seeds. Public holders of
approximately 15.8 million Seminis shares will receive $3.78 per share
in the merger. Immediately following the merger, certain Savia related
parties will sell to certain investment funds managed by Fox Paine &
Company, LLC, a San Francisco based private equity firm, a number of
the Seminis shares they will then own, representing approximately 75%
of the Seminis common shares, following completion of the
transactions, for $3.40 per share in cash. Certain entities affiliated
with Alfonso Romo Garza, Seminis' and Savia's Chairman and Chief
Executive Officer, will receive co-investment rights to purchase,
subject to certain conditions, up to 34% of Seminis following the
merger. Stockholders of Seminis representing in excess of 85% of the
currently outstanding voting power of Seminis have entered into
agreements to vote in favor of the merger. Savia shareholders provided
their approval at a shareholder meeting held on April 30, 2003.
The overall transaction has a total enterprise value in excess of
$650 million. The $3.78 per share price to Seminis' public
stockholders represents a premium of 51% based on Seminis' closing
price of $2.51 on December 13, 2002, the last closing price prior to
the public announcement of the Savia letter of intent with Fox Paine
regarding the overall transaction.
The Seminis Board of Directors approved the merger agreement after
receiving the unanimous recommendation of a special committee of
independent directors, which was formed following the announcement of
the December 13, 2002 letter of intent between Savia and Fox Paine.
As part of the transaction, immediately prior to the consummation
of the merger, Savia will exchange its Seminis Class C preferred
shares for approximately 37.7 million shares of Seminis common stock,
after which, the total number of outstanding Seminis common shares
will be approximately 101.7 million. Savia expects to distribute
approximately $0.53 per share to its shareholders from the proceeds of
its sale of Seminis shares to Fox Paine. In addition, a portion of the
proceeds will be used by Savia to settle and repay all of its
currently outstanding indebtedness.
Existing management will continue to run the Company, with Mr.
Romo serving as Chairman and Chief Executive Officer and Dexter Paine,
President of Fox Paine, serving as Vice Chairman of Seminis.
The transaction is expected to be completed during the third
quarter for the present year and is subject to certain conditions
including the approval of the Seminis' shareholders, the availability
of financing and certain regulatory approvals.
Savia obtains waivers to Syndicated Loan Agreement.
On May 20, 2003 Savia reached an agreement related to the
Syndicated Loan Agreement by which the maturity date was extended
until September 30, 2003 and obtained waivers to some financial
covenants included in such agreement.
Savia (www.savia.com.mx) participates in industries that offer
high growth potential in Mexico and internationally. Its principal
subsidiaries include Seminis, a global leader in the production and
marketing of fruit and vegetable seeds, Bionova, a company focused on
the production, distribution and commercialization of fruits and
vegetables and Desarrollo Inmobiliario Omega, a company dedicated to
the development of real estate in Northern Mexico.
Fox Paine & Company, LLC (www.foxpaine.com) manages investment
funds in excess of US$1.5 billion, providing equity capital for
corporate acquisitions, company expansion and growth programs and
management buyouts. The Fox Paine funds are managed on behalf of over
50 leading international financial institutions, including major
governmental and corporate pension systems, Fortune 100 companies,
major life and property & casualty insurance and reinsurance
companies, money center and super regional commercial banks,
investment banking firms, and university endowments. Fox Paine was
founded in 1997 by Saul A. Fox, a former general partner of Kohlberg
Kravis Roberts & Co., and W. Dexter Paine, III, a former general
partner of Kohlberg & Co.
Savia's financial statements are prepared in compliance with
generally accepted accounting principles in Mexico. For the
consolidation of domestic subsidiaries, Savia follows the guidelines
set forth in bulletin B-10 and for foreign companies follows the
guidelines set forth in bulletin B-15. Seminis and Bionova report
following the generally accepted accounting principles of the United
States (GAAP) that differ from the generally accepted accounting
principles of Mexico. These results are adjusted to reflect the
above-mentioned guidelines. In addition, Seminis reports its fiscal
year the first quarter of October through the last of September. Savia
reports its fiscal year on a calendar basis, including in its
consolidated results the operations of Seminis according to calendar
year.
Savia S.A. de C.V and Subsidiaries
Statement of Consolidated Results
Results for the quarter April to June 2003
Million of Mexican Pesos and Dollars, except per
share and per ADR data
As of June 30, 2003 Purchasing Power
Apr-Jun '03 Apr-Jun '02
Pesos Dollars Pesos Dollars
Net Sales 1,609 154 1,736 167
Cost of Sales 804 77 942 90
Gross Profit 805 77 793 76
Operating Expenses 760 73 737 71
Operating Income 45 4 56 5
EBIT DA 99 9 112 11
Comprehensive Financing Income
Financial Expenses (75) (7) (92) (9)
Financial Income 15 1 33 3
Exchange Income (loss) (30) (3) 213 20
Monetary Result (11) (1) 11 1
Other Expenses (14) (1) (72) (7)
Income before Tax and Profit Sharing (70) (7) 150 14
Provision for Income Tax and Profit
Sharing 8 1 (7) (1)
Net Income before Discontinued
Operations (78) (7) 157 15
Discontinued Operations 0 0 0 0
Extraordinary Items 0 0 0 0
Net Income (78) (7) 157 15
Net Majority Income (74) (7) 119 11
Average Shares Outstanding (million
dollars) 471 462
Net Income per Share (pesos) (.16) .26
Net Income per ADR (dollars) (.06) .10
Savia S.A. de C.V and Subsidiaries
Statement of Consolidated Results
Results for the semester January to June 2003
Million of Mexican Pesos and Dollars, except per share
and per ADR data
As of June 30, 2003 Purchasing Power
Jan-Jun '03 Jan-Jun '02
Pesos Dollars Pesos Dollars
Net Sales 3,666 352 3,965 381
Cost of Sales 1,741 167 2,050 197
Gross Profit 1,925 185 1,915 184
Operating Expenses 1,474 142 1,462 140
Operating Income 451 43 454 44
EBIT DA 555 53 570 55
Comprehensive Financing Income
Financial Expenses (185) (18) (185) (18)
Financial Income 29 3 58 6
Exchange Income (loss) 3 0 147 14
Monetary Result 60 6 50 5
Other Expenses (53) (5) (104) (10)
Income before Tax and Profit Sharing 304 29 420 40
Provision for Income Tax and Profit
Sharing 145 14 52 5
Net Income before Discontinued
Operations 159 15 368 35
Discontinued Operations 0 0 0 0
Extraordinary Items 0 0 0 0
Net Income 159 15 368 35
Net Majority Income 55 5 223 21
Average Shares Outstanding (million
dollars) 469 462
Net Income per Share (pesos) .12 .48
Net Income per ADR (dollars) .04 .18
