Press Release 7 June 2011
Not for distribution, directly or indirectly, in the United States, Canada, Australia or Japan.
WENDEL SUPPORTS HELIKOS IN ITS INTENT TO ACQUIRE
A FAST GROWING TECHNOLOGY COMPANY, EXCEET GROUP AG.
Helikos, a company established with the support of W endel and listed on the Frankfurt Stock
Exchange with the aim of investing in a non-listed company, has reached an agreement to purchase, for a consideration consisting of 110.5 M in cash, 3 million new Helikos public shares and 9 million
Helikos earn-out shares, the Swiss technology company Exceet Group AG (« Exceet »).
With strong German roots and industrial and commercial presence, Exceet is a European market leader in embedded intelligent electronic systems. It designs, develops and produces customised and essential components for blue chip clients, particularly in the fields of medical and healthcare, industrial automation, financial services, security, avionics and transportation.
Its product portfolio ranges from complex electronic modules and systems that are generally integrated in costly devices to smart-cards and ­devices, which are produced in small and medium quantities. Exceet serves its clients’ entire value chain from design to after sales and lifecycle management services.
Exceet posted sales of 119.7 million(*) in 2010, an over 50% increase (including organic growth of 20%) compared to the previous year. Its operating income (EBITDA) has more than doubled from 7.0 million to 17.7 million on the same period.
« Wendel has studied extensively the project and evaluates it extremely promising with regard to the quality of the company, a European leader in its markets, its exceptional historical growth, the dynamism of its end markets and its mid- and long-term development prospects. Therefore, in all aspects, choosing Exceet satisfies the approach developed by Wendel of investing in leading companies driven by ambitious and experienced managements. » commented Frédéric Lemoine,
Chairman of Wendel’s Executive Board.
Helikos’ Board of Directors approved unanimously this acquisition project, which will be submitted to vote of shareholders at an Extraordinary General Meeting on July 1, 2011.
If the project is adopted, Helikos would take the name Exceet Group SE. Based on Helikos’ current shareholder base, W endel via Oranje-Nassau Développement would hold a minimum of 12.7% of
Exceet’s public shares and 19.8% of voting rights in Exceet after the transaction. This position could evolve due to possible redemptions of shares from Helikos’ historical shareholders and the exercise by Oranje-Nassau Développement of its purchase option to acquire shares from such holders that request redemption of their public shares in connection with the EGM. Following the consummation of the acquisition, Wendel will provide an update on its final shareholding in Exceet. After the transaction, Exceet’s shareholder structure may be affected by the conversion of earn-out shares held by the sellers (Exceet’s current leading shareholder and management) and conversion of founding shares held by the Helikos founders (including mostly Oranje-Nassau Développement), each of which will depend on increases in the Exceet share price.
Details of the transaction and related documentation are available at www.helikosgroup.com.
(*)On a converted Swiss franc to euro basis
Disclaimer
This press release is not an offer of securities in the United States or any other jurisdiction. Securities may not be sold in the
United States absent registration or an exemption from registration. Helikos SE and Exceet Group AG do not intend to register any offering of securities in the United States or to make any public offering in any jurisdiction. 1

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