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| Vilmorin, Clause & Company conclude a strategic alliance with Hazera Quality Seeds |
| Chappes, France July 4, 1998 Vilmorin, Clause & Company, world leader in Vegetable and Flower seed, has finalized several agreements to form a strategic alliance with the Israeli company, Hazera Quality Seeds. Vilmorin, CIause & Company creates, transforms, produces and distributes vegetable and flower seed around the world in both the professional and home garden markets and is listed on the Second Marché of the Paris Bourse for November 1993. During the fiscal year ending June 30, 1997, Vilmorin, Clause and Company had sales of US$396 million. Hazera is a leader in the hybrid fresh tomato seed market Hazera Quality Seeds, Brurim, Israel posted sales of US$57 million for their 1997 fiscal year and generated a NIAT of US$6.7 million. Vegetable seed accounted for about 80% of sales with the balance being field seed (wheat, cotton and sunflower). Serving professional markets exclusively, Hazera has gained undisputed leadership in the fresh tomato seed markets of the Mediterranean Basin with its improved shipping varieties Hazera also has top-notch ranges in pepper, rnelon, cucumbers and onions. Israel accounts for 31% of sales, Europe 39%, North America 8%, with the remaining 22% of Hazera's sales spread around the world. Hazera dedicates 10.7% of sales to Research. Vilmorin, Clause & Company and Hazera Quality Seeds announce a framework of wide cooperation in order to invest in Biological Technology. Responding to the fast advancement of biological technology, the companies have agreed on uniting forces to exchange their know-how and invest in new technologies in their respective countries and anywhere excellence prevails. In addition, they have agreed upon exploring all possible fields of cooperation in all segments of their business from Research to Distribution, including Production and Processing, while maintaining full respect for each other's autonomy. The quality of the contacts already established between the teams leads to hope for a wide implementation of the partnership and a very significant economic impact for both companies through common projects and synergy between very complementary organizations. Terms and conditions of the Vilmorin, Clause & Company and Hazera Quality Seeds Agreement These agreement are a cross participation that allows Vilmorin, Clause & Company to acquire about 11, 5% of the shares of Hazera for $24.5 million USD, a percentage that will be subject to the completion of the planned IPO of Hazera on the NASDAQ exchange, New York. Hazera will buy a 12.5% share of two subsidiaries, Vilmorin SA (France) and Harris Moran (USA), for $23.7 million USD as well as debentures convertible to 3.6% additional shares during a 5 year period. With this action, Vilmorin, Clause & Company begins an alliance with one of the top performing companies in its field and opens new avenues of development focused on key areas of Biological Technologies. For further information please contact: Pierre LEFEBVRE / Emmanuel ROUGIER Delphine DELEVAL N1149 |
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