DGAP-News: SMARTRAC and UPM join forces

DGAP-News: SMARTRAC N.V. / Key word(s): Mergers & Acquisitions
SMARTRAC and UPM join forces

22.12.2011 / 09:03

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* SMARTRAC to take over UPM's RFID business
* UPM-Kymmene Corporation to become indirect stockholder of SMARTRAC N.V.

Amsterdam and Helsinki, December 22, 2011 - SMARTRAC N.V., a leading
developer, manufacturer, and supplier of RFID transponders, announced that
the company has reached an agreement with UPM-Kymmene Corporation (UPM)
today by which SMARTRAC N.V. (SMARTRAC) will take over UPM's RFID business
while UPM-Kymmene Corporation will become an indirect stockholder of
SMARTRAC. The transaction is still subject to certain customary conditions,
including regulatory approvals.

As consideration for UPM's RFID business, UPM will obtain an indirect
economic interest in SMARTRAC of 10.6% via OEP Technologie B.V.. OEP
Technologie B.V. is an acquisition company controlled by One Equity
Partners (OEP). OEP Technologie B.V. holds approximately 87 percent of the
issued capital and voting rights in SMARTRAC.

OEP Technologie B.V. and Manfred Rietzler, one of the co-founders of
SMARTRAC who holds about 9.61 percent of the issued capital and voting
rights in SMARTRAC N.V., are persons acting in concert due to a pooling
agreement between OEP and Manfred Rietzler.

'We are very pleased that we were able to win UPM-Kymmene Corporation as
industrial investor of SMARTRAC N.V.', said Dr. Christian Fischer, CEO of
SMARTRAC. 'We are convinced that the world-class experience, innovative
spirit, and leadership of UPM-Kymmene Corporation will highly benefit our
company'.

UPM RFID is part of UPM-Kymmene Corporation's Engineered Materials business
group and consists of three companies located in Finland, the United States
and China. UPM RFID is a leading supplier of passive RFID products
specializing in the development and high-volume production of HF, NFC, and
UHF RFID tags and inlays for use in a broad range of RFID applications.

'UPM has been developing and investing in its RFID inlay business for a
number of years. The business unit has evolved from a small venture to a
sizeable business and now recognized as the market leader in its field.
However, the business has no longer little relation with UPM's other
businesses. In addition, combining the business unit with a company with
the industry's widest RFID business portfolio, we give it new leverage to
continue to develop successfully. Since we continue to believe in the
future development of the RFID business, we are very pleased to get the
opportunity to become an indirect shareholder in SMARTRAC, the undisputed
leader in the RFID business', says Jussi Vanhanen, President, Engineered
Materials, UPM.

'Becoming part of the leading player in the RFID industry opens up totally
new possibilities for us. I am convinced that this new setup will be a
strong player in the growing RFID market place, ready to offer support and
solutions to customers around the world,' says Marcus Vaenerberg, Senior
Vice President, UPM RFID.

SMARTRAC develops, manufactures, and supplies NFC and UHF RFID tags and
inlays at its production facility in Kulim, Malaysia. The company has
continuously expanded its production capacity at the site in Malaysia over
the past three years to satisfy the strong growing demand for UHF RFID tags
and inlays in the retail apparel and smart media management markets as well
as in further attractive RFID application fields.

'UPM RFID is a true pioneer in the global RFID tags and inlay business. We
are delighted to add such an experienced and capable crew to our global
team. The transaction will provide us with a strong product offering for
NFC and UHF RFID tags and inlays and will furnish us with favorable
additional manufacturing capacities in strategically important markets',
said Dr. Christian Fischer, CEO of SMARTRAC. 'The combination of SMARTRAC
and UPM RFID will significantly accelerate our momentum as a developer and
supplier of passive RFID tags and inlays for all relevant application
fields of today and tomorrow.'

About UPM:
UPM leads the integration of bio and forest industries into a new,
sustainable and innovation-driven future. Our products are made of
renewable raw materials and are recyclable. UPM consists of three Business
Groups: Energy and pulp, Paper, and Engineered materials. The Group employs
around 24,500 people and it has production plants in 16 countries. UPM's
annual sales exceed EUR 10 billion. UPM's shares are listed on the Helsinki
stock exchange. UPM - The Biofore Company - www.upm.com.

About UPM RFID:
UPM RFID, part of UPM's Engineered Materials business group, is the world's
number one producer of HF, NFC and UHF radio frequency identification
(RFID) tags and inlays. UPM RFID has a global service network consisting of
factories in China and the United States and a broad network of sales
offices worldwide. Further information is available at www.upmrfid.com.

About SMARTRAC:
SMARTRAC is a leading developer, manufacturer, and supplier of RFID
components for a broad range of applications in all current frequency
standards. The company produces both ready-made and customized transponders
for public transport, access control, RFID-based car immobilizers, animal
identification, libraries, industry, and logistics.

SMARTRAC is one of the global market leaders in high-quality RFID inlays
for electronic passports (e-passports) and contactless credit cards
(e-payment) as well as for RFID transponders for public transportation
applications. SMARTRAC was founded in 2000, went public in July 2006, and
trades as a stock corporation under Dutch law with its registered
headquarters in Amsterdam. The company currently employs approximately
3,300 employees and maintains a global research and development,
production, and sales network.

If you have any questions, please contact:
Tanja Moehler
Head of Corporate Communications & Marketing
SMARTRAC N.V.
Phone: +31 20 30 50 157
Email: tanja.moehler@smartrac-group.com
Internet: www.smartrac-group.com


Forward-looking statements:
To the extent that this press release contains forward-looking statements,
such statements are based on assumptions, planning, and forecasts at the
time of publication of this press release. Forward-looking statements
always involve uncertainties. Business and economic risks and developments,
the conduct of competitors, political decisions, and other factors may
cause the actual results to be materially different from the assumptions,
planning, and forecasts at the time of publication of this press release.
Therefore, SMARTRAC N.V. does not assume any responsibility relating to
forward-looking statements contained in this press release. Furthermore,
SMARTRAC N.V. does not assume any obligation to update the forward-looking
statements contained in this press release.


End of Corporate News

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Language:    English                                                
Company:     SMARTRAC N.V.                                          
             Strawinskylaan 851                                     
             1077 XX Amsterdam                                      
             Netherlands                                            
Phone:       +31 20 30 50 157                                       
Fax:         +31 20 30 50 155                                       
E-mail:      investor.relations@smartrac-group.com                  
Internet:    www.smartrac-group.com                                 
ISIN:        NL0000186633                                           
WKN:         A0JEHN                                                 
Listed:      Regulierter Markt in Frankfurt (Prime Standard);       
             Freiverkehr in Berlin, Düsseldorf, München, Stuttgart  
 
 
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