12th of September 2014
CTT ANNOUNCES STRATEGIC MARKETING AGREEMENT WITH B/E AEROSPACE, INC. EXTRAORDINARY SHAREHOLDERS MEETING DIRECTEDSHARE ISSUE OF APPROX. 30 MSEK
CTT SYSTEMS AB (“CTT”), the market leader for non-condensation systems in commercial aircraft structures and a provider of humidification products for cockpit, crew rest and cabin areas, today announces 1) the signing of an Exclusive Marketing Agreement (“EMA”) with B/E AEROSPACE, INC. (“B/E”), a leading manufacturer and provider of aircraft cabin interior products for commercial airliners and business jets; and 2) that the board of directors in CTT gives notice to attend an extraordinary shareholders meeting for approval of the Board’s resolution of a directed share issue to B/E.
In accordance with the terms and conditions of the EMA, B/E will promote and market CTT’s Zonal Drying™ and Cair™ products. B/E has also entered into a Shareholders’ Agreement (“SHA”) with the two largest shareholders in CTT, Trulscom Förvaltning AB (“Trulscom”) and Volito AB (“Volito”), according to which Volito and Trulscom Förvaltning, inter alia, have undertaken to vote for a directed share issue to B/E Aerospace and to vote for the appointment of a B/E designee to CTT’s board of directors. B/E will own less than 10% of the shares of CTT.
“CTT is enthusiastically convinced that B/E, with its strong brand, skilled sales team and impressive customer footprint in the cabin interior market will leverage our OEM sole-source supplier position for CAIR™ into the broad retrofit market,” comments Torbjörn Johansson, CEO of CTT. “This, combined with the strong B/E commitment in driving the market for CTT’s Zonal Drying™ and Cair™ products and providing access to new segments, such as business jets, will give greater visibility to our products and has the potential to significantly grow our installed base.”
“We are pleased to offer CTT’s complementary and unique products to our customers in an effort to boost airline awareness, increase market penetration and drive sales growth,” said Amin Khoury, Chairman and CEO of B/E Aerospace, Inc. “Many airlines are looking to improve their premium cabin class passenger experience and humidification is a key differentiator.”
An Extraordinary General Meeting (“EGM”) is scheduled for 8 October, 2014 (see separate Notice for more detailed information). The proposed EGM agenda includes two items: 1) the approval of the Board's resolution dated 11 September 2014 to issue 1,138,005 common shares to B/E with an issue price of SEK 26.63 per share equaling an issued amount of approx. 30 MSEK, the proceeds of which will be reinvested by CTT in research and development and manufacturing capacity and LEAN improvements; and 2) the appointment of a B/E designee to CTT’s board of directors. Under the SHA, shareholders representing 23 percent of all outstanding CTT shares prior to this issue have agreed to vote in favor of the Board’s resolution at the EGM to approve the directed share issue and the appointment of a B/E designee to CTT's board of directors.
“Instantly CTT will get access to a well-established, world class sales team with frequent direct contacts with airlines top-management and decision makers,” says Tomas Torlöf, Chairman of the board of CTT. “To build up our own sales organization to scale our business on a stand-alone-basis would have taken much longer with far more risk involved and it is always challenging for a niche-product provider - such as CTT - to gain access to the right people within the airlines on a regular basis. We are pleased to have B/E on-board and look forward to the value B/E brings to our business and eventually enhancing value for CTT shareholders.”
About B/E Aerospace, Inc.
B/E Aerospace is a leading manufacturer of aircraft cabin interior products and a leading provider of aerospace fasteners, consumables and logistics services. B/E Aerospace designs, develops and manufactures a broad range of products for both commercial aircraft and business jets. B/E Aerospace manufactured products include aircraft cabin seating, lighting systems, oxygen systems, food and beverage preparation and storage equipment, galley systems, and modular lavatory systems. The Company provides aerospace fasteners, consumables and logistics services as well as oilfield services and associated rental equipment. B/E Aerospace sells and supports its products through its own global direct sales and product support organization. For more information, visit the B/E Aerospace website at www.beaerospace.com
This information is disclosed by CTT Systems AB in accordance with the Swedish Securities Markets Act, the Swedish Financial Instruments Trading Act, or the requirements stated in the listing agreements. The information was submitted for publication on 12th of September 2014 at 08:30 (CET).
For additional information:
Torbjörn Johansson, CEO, CTT Systems AB.
+46-155-20 59 01 or +46-70-665 24 46, or E-mail: firstname.lastname@example.org
Tomas Torlöf, Chairman of the board, CTT Systems AB
+46-705943819 or E-mail email@example.com