The information shown in this announcement and elsewhere on this website may be superseded or otherwise modified by subsequent releases or other updates.

In addition, some of the releases and reports published on this website contain forward-looking statements. These statements are based on current expectations and assumptions regarding future events and business performance and involve known and unknown risks, uncertainties and other factors that may cause industry trends or our actual results, level of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these statements. Although we believe that expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements. In connection with any forward-looking statements, you should carefully consider the material risks to our industry, business, capital structure and securities described or incorporated by reference in our most recently published annual report, which is published elsewhere on this website.

N&W Global Vending S.p.A. (N&W) makes available copies of annual, quarterly and current reports on its website in accordance with the provisions of the Indenture governing the Senior Secured Notes due 2023 and copies of our annual reports are filed with the Irish Stock Exchange.

 

N&W Group

N&W is the leading European manufacturer of coffee, other hot and cold beverage and food vending machines and is a major international player in both the Ho.Re.Ca. and the Office Coffee Service sectors.

N&W was established in 2000, from the combination of Necta & Wittenborg, but benefits from experience that dates back more than 90 years.

After the acquisition of Saeco Vending S.p.A. in March 2017, N&W Group has more than 1,700 employees, 7 manufacturing sites, 4 R&D centres and operating affiliates in 16 countries and its products are sold in over 100 countries.

N&W’s headquarters is in Bergamo, Italy.

 

Press Release

N&W Global Vending and Cafection complete joint venture transaction

  • N&W and Cafection complete joint venture transaction announced on 16 June 2017
  • François Baron has retained a 33% stake and is CEO of the joint venture

Valbrembo (Bergamo) - Quebec City, 18 July 2017 - On 16 June 2017, N&W Global Vending S.p.A. (“N&W") - a leading manufacturer in Europe of coffee, other hot and cold beverages and food vending machines, based in Valbrembo, Italy - and the Quebec City-based coffee machines manufacturer Les Entreprises Cafection Inc. (“Cafection”) -  announced the signing of an agreement to create a joint venture for the manufacture and sale of premium coffee machines for the North American office coffee serrvice (“OCS”) market and for the development of Cafection machine sales in other countries.

N&W and Cafection now announce the completion of their joint venture transaction. N&W indirectly owns a 67% stake in the joint venture, while the previous Cafection owner, François Baron, retains a 33% stake in the joint venture and is CEO of the joint venture. The joint venture continues the well-known "Cafection" brand and is based in Quebec City.

Cafection was founded in 1996 and has been manufacturing coffee machines for more than 20 years. It is the leading manufacturer of bean-to-cup machines for the OCS market in North America. The company has approximately 100 employees and distributes its lines of premium OCS coffee machines to more than 80% of the Fortune 500 companies, including Google, Facebook, Apple and Microsoft.

N&W is the leading manufacturer in Europe of coffee, other hot and cold beverages and food vending machines with a particular focus on espresso coffee, and a rapidly developing presence in coffee machines for the OCS and food service segments. N&W sells its products in over 100 countries, with subsidiaries throughout Europe, Latin America, Asia and Australia.

 

Press Release

N&W Global Vending announces potential tap issuance of €40,000,000 of its existing 7.000% senior secured notes due 2023

Valbrembo (Bergamo), 21 June 2017 - N&W Global Vending S.p.A. (“N&W”) - a leading manufacturer of coffee machines for the vending, food service and office coffee segments, based in Valbrembo, Italy - announced that it intends to offer €40,000,000 of 7.000% Temporary Senior Secured Notes due 2023 (the "Temporary Notes") which, subject to the completion of the Cafection Transaction (as defined below), will be exchanged for a tap issuance of its existing 7.000% Senior Secured Notes due 2023 (the "Existing Notes").

N&W expects to use the proceeds of the issuance of the Temporary Notes to fund the cash consideration for the previously announced joint venture with Quebec City-based coffee machines manufacturer Les Entreprises Cafection Inc. (the "Cafection Transaction") and to repay outstanding borrowings under its revolving credit facility. Pending the consummation of the Cafection Transaction, the proceeds from issuance will be held in escrow. On the date of completion of the Cafection Transaction, the proceeds will be released from escrow, and the Temporary Notes will be automatically exchanged for an equal aggregate principal amount of notes under the Exhisting Notes' indenture containing identical terms, other than issue date and issue price, and constituting part of the same series as the Existing Notes.

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About this information:

This information is information that N&W Global Vending S.p.A. is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the contact set out below, at 6:15 p.m. (CET) on 21 June 2017.

For further information, please contact:

Investor.Relations@nwglobalvending.com

This announcement does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The securities to which this announcement relates have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “Securities Act”). Securities may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. There will be no public offer of the securities to which this announcement relates in the United States.

This announcement is being distributed only to, and is directed only at, persons outside the United States, its territories and possessions in “offshore transactions” in reliance on Regulation S under the Securities Act (“Regulation S”), who are qualified investors (as defined in Directive 2003/71/EC, as amended) and who (i) are outside the United Kingdom, (ii) are investment professionals, as such term is defined in experience in matters relating to investments who fall within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), (iii) fall within Article 49(2)(a) to (d) of the Order or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000) may otherwise lawfully be communicated or caused to be communicated pursuant to any other applicable private placement exemption (all such persons together being referred to as “relevant persons”).

The securities to which this announcement relates are available only to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be available only to or will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents. Persons distributing this announcement must satisfy themselves that it is lawful to do so. Persons into whose possession this announcement comes should inform themselves about and observe any such restrictions imposed by any jurisdiction where such securities may be offered or placed. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

 

Press Release

N&W Global Vending and Cafection sign a joint venture

  • N&W and Cafection to create a joint venture for North America office coffee
  • Cafection owner François Baron to retain a 33% stake and remain as CEO

Valbrembo (Bergamo) - Quebec City, 19 June 2017 - N&W Global Vending S.p.A. (“N&W”) - a  leading manufacturer of coffee machines for the vending, food service and office coffee segments, based in Valbrembo, Italy - and the Quebec City-based coffee machines manufacturer Les Entreprises Cafection Inc. (“Cafection”) -  announce that they have entered into a joint venture for the manufacture and sale of premium coffee machines for the North American office coffee service ("OCS") market and for the development of Cafection machine sales in other countries.

More specifically, N&W and François Baron have signed an agreement to create a joint venture that will acquire 100% of Cafection and include access to N&W’s capabilities. N&W will own a 67% stake in the JV, while the current Cafection owner, François Baron, will retain a 33% stake in the JV and become CEO. The joint venture will continue with the well-known "Cafection" brand and will be based in Quebec City.

Cafection was founded in 1996 and has been manufacturing coffee machines for more than 20 years. It is the leading manufacturer of bean-to-cup machines for the OCS market in North America.  The company has approximately 100 employees and distributes its lines of premium OCS coffee machines to more than 80% of the Fortune 500 companies, including Google, Facebook, Apple and Microsoft. 

N&W is the leading manufacturer in Europe of coffee, other hot and cold beverages and food vending machines with a particular focus on espresso coffee, and a rapidly developing presence in coffee machines for the OCS and food service segments. N&W sells its products in over 100 countries, with subsidiaries throughout Europe, Latin America, Asia and Australia.

The joint venture arrangements are expected to be completed during the month of July, subject to customary closing conditions.

Andrea Zocchi, Chief Executive Officer N&W: "We are delighted to enter into this venture with Cafection, which is well known for reliable machines delivering a high-quality experience in the office environment. For us this is the ideal platform for the expansion of N&W's espresso coffee technology into the North American market. Our Intention" - continues Andrea Zocchi - "is to fully leverage on the industrial, commercial and innovation capabilities of Cafection to build a credible presence in the large and stable US coffee market and to benefit from favorable consumer trends moving towards "European-style" coffee culture."

François Baron, Chief Executive Officer Cafection: "Cafection has worked hard to earn the no. 1 position in the office coffee segment in North America, but our customers are increasingly demanding an espresso solution as part of our product range. N&W brings authentic espresso expertise and global scale, which will give us the capability to get to the next level in North America and beyond."

 

Press Release

N&W Global Vending: acquisition of Ducale Macchine da Caffè S.r.l.

Valbrembo (Bergamo), 6 June 2017 – N&W Global Vending S.p.A. (“N&W”) – a world leading manufacturer of coffee, other hot and cold beverage and food vending machines, and a leading player in both the Ho.Re.Ca. (Hotel/Restaurant/Café) and OCS (Office Coffee Service) sectors – announces that it has acquired the entire share capital of Ducale macchine da caffè  S.r.l. (“Ducale”).

Based in Parma and founded in 1954 by Ugo Sandei, Ducale  has a long established history as an innovative manufacturer of coffee and vending machines. The company is known for the high quality of the beverages dispensed by its coffee machines and for its original hi-tech solutions offering an outstanding user experience. Among these solutions is the innovative, patented “sottovuoto Ducale” system (Ducale Vacuum System), a unique product which ensures the supply of constantly fresh coffee, by preserving the quality of coffee beans over time.

With this acquisition, N&W intends to strengthen its competitive position by increasing its current ranges of hot drink vending machines – which already include leading brands such as Necta, Saeco and Wittenborg – with models from the Ducale range.

N&W’s goal is to further develop Ducale, keeping at the head of the company the current CEOs Pietro and Stefano Sandei, and enhancing both the brand and the manufacturing site in Parma. In addition, N&W intends to support the company in developing the product range and in promoting sales abroad, thanks to its network of operating affiliates in 16 countries in Europe and worldwide.

“The acquisition of Ducale, which follows on from the recent integration of Saeco Vending & Professional business, further supports our strategy aimed at consolidating brands which are well-known for the quality of their products. We are thus continuing on our growth path which allowed us to become a world leader at delivering the highest quality coffee experience out of home”, said Andrea Zocchi, CEO of N&W. “We believe that the different innovative technologies developed by Ducale’s R&D unit represent a highly distinctive element and will allow us to take advantage of new important opportunities, including in international markets.”

 

N&W Group key financials

 20152016

2016

Proforma (*)

LTM Q1 2017

Proforma (*)

     

Revenues

in million Euros

302.3299.6362.4365.4     

Adjusted EBITDA (**)

in million Euros

  74.1  75.682.682.9     

(*) Proforma figures include Saeco group results as if its acquisition occured on January 1,2016

(**) We define Adjusted EBITDA as net profit (loss) plus income tax expense, net financial income (expense), depreciation, amortization, special costs and the Real/Euro foreign exchange adjustment. Adjusted EBITDA is not a measure of financial performance under IFRS and should not be considered in isolation or as an alternative to any other measures of performance derived in accordance with IFRS. Adjusted EBITDA, as presented above, may not be comparable to similarly titled measures reported by other companies.

 

N&W Results First Quarter of FY 2017

First Quarter 2017 Proforma Revenues of Euro 96.6m (3.3% more than First Quarter 2016 of Euro 93.6m) were characterized by strong demand from small-medium sized customers worldwide and weaker demand from a few large customers.

First Quarter 2017 Adjusted EBITDA slightly increased over 2016 thanks to the increase in sales, being Euro 21.8m (22.6% of Net Sales), Euro 0.2m better than the 2016 figure of Euro 21.6m (23.0% of Net Sales).

 

N&W Results FY 2015/2016

2016 Revenues of Euro 299.6m (0.9% less than 2015) were characterized by strong demand from small-medium sized customers worldwide and weaker demand from a few large European customers.

2016 Adjusted EBITDA increased over 2015 thanks to a favorable product and customer mix and continuing costs optimization, being Euro 75.6m (25.2% of Net Sales), Euro 1.5m better than the 2015 figure of Euro 74.1m (24.5% of Net Sales).

 

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