5N Plus to Become a Global Leader in the Production and Distribution of Specialty Metals with the Acquisition of MCP Group SA

5N Plus Inc. announced that it has entered into a definitive acquisition agreement with the shareholders of MCP Group SA to acquire substantially all of the outstanding shares of MCP.

Pursuant to the acquisition agreement, the shares of MCP will be purchased for a cash consideration of €105.8 million (CDN$141.8 million), a promissory note to the vendors of €61.9 million (CDN$82.9 million) and approximately 11.4 million common shares of the corporation to be issued to the vendors. The transaction is expected to close in mid-April 2011.

Headquartered in Belgium, MCP is a private company created in September 2007 following a merger between MCP Aramayo Ltd. and Sidech SA, two worldwide specialty metal players. Today, MCP is the world’s leading producer and distributor of specialty metals and their chemicals, including bismuth, indium, gallium, selenium and tellurium.

MCP’s products are used in a variety of products, mainly related to electronic applications. It employs approximately 350 people in its eight production sites and 14 commercial offices across Europe, Asia and the United States. MCP is majority-owned by Laurent Raskin and Frank Fache, co-CEOs of MCP, and Floridienne SA, a Belgium industrial group.

“Today is a very important day in the history of 5N Plus. The acquisition of MCP will allow 5N Plus to significantly expand its product offering and to establish a worldwide manufacturing and distribution platform. This strategic transaction fits perfectly with our vision of becoming a global leader in the production of specialty metals for the clean technology market. We are pleased to welcome MCP, its shareholders and all its employees to the 5N Plus family and look forward to working with them,” said Jacques L’Écuyer, president and CEO of 5N Plus.

“We are thrilled to join forces with 5N Plus, a highly-reputable firm which shares similar values and objectives as MCP. We strongly believe that the combination of our two companies will yield significant synergies and bring an array of new opportunities,” said Raskin.

The acquisition of MCP is expected to allow 5N Plus to significantly expand its offering of metals, chemicals and compounds to the clean technology market. 5N Plus believes that it will become the leading producer and distributor of bismuth worldwide, a market that is poised for future growth as nontoxic bismuth is increasingly used in various alloys and compounds. Moreover, MCP’s expertise in gallium, indium, selenium and tellurium is expected to further solidify and diversify 5N Plus’ leadership position in the solar materials supply chain.

MCP generated revenues of approximately €345 million, approximately 40% of which were related to bismuth products and alloys. Its gross margin stood at approximately €80 million and EBITDA at €35 million.