Mergers and Acquisitions

2007 - Acquisition

Tuja Group

  • Transaction announced on June 16th, 2007
  • Tuja Group is one of the leading temporary staffing companies in Germany, with revenues of EUR 466m in 2006 and over 630 colleagues and 125 branches. It offers specialized and general staffing services mainly to the automotive, aerospace and metal industries and is operating in Germany, Switzerland and Austria.
  • Consolidated since August 1st, 2007
  • Tuja Group operates under its own brand name
  • Adecco owns 100% of Tuja's shares

2006 - Acquisition

DIS

  • Transaction announced on January 9, 2006
  • DIS is the leading professional staffing company in Germany with revenues of EUR 399m in 2006, over 760 colleagues and 160 branches
  • Consolidated since March 31, 2006
  • DIS operates under its own brand and remains a stand-alone company under German law
  • In September 2007 Adecco raised its holdings in DIS from 84% to 98% and intends to initiate a squeeze-out procedure.

2005 - Acquisitions

Staffwise Legal

  • Legal staffing and recruiting firm
  • Solutions from single placements to full project staffing
  • Temporary and permanent legal professions e.g. attorneys and paralegals
  • Offices in Washington D.C. (HQ), Baltimore, Chicago, New York, Philadelphia and St. Louis.

Humangroup

  • Transaction announced on April 29, 2005
  • Spanish HR Service Company with sales of EUR 240 million
  • Offers staffing services and outsourcing solutions for logistics, manufacturing, call centers and sales & marketing
  • Operates under AltaGesti?n, Eurocen, Extel and Eurovendex brands
  • 100% Humangroup valued at EUR 57 million plus debt addumed of EUR 9 million

Altedia

  • Transaction announced on January 25, 2005
  • Acquired 50.5% of Altedia for EUR 19 per share
  • Tender offer for the remaining 49.5% of Altedia shares launched from April 12, 2005 to May 16, 2005, inclusive, for the price of EUR 19 per share (cum-dividend 2004).

2004 - Acquisitions

In 2004, Adecco completed several minor acquisitions for aggregate consideration of EUR 28 million, of which EUR 23 million paid in cash and the remaining EUR 5 million was contingent consideration for which the amount of payment was known beyond a reasonable doubt as of January 2, 2005. Main acquisitions were:

Sydelis, France

  • Announced on November 5, 2004
  • Paris-based IT consulting company to be integrated into the IT division of Ajilon France

PeopleOne, India

  • Announced on September 22, 2004
  • Acquisition initial 67% controlling stake
  • Consideration paid in cash, for an undisclosed sum
  • Residual equity stake to be held by PeopleOne management

2002 - Acquisition

jobpilot

  • Completion date: May 2002
  • Recommended cash offer
  • Offer price: EUR 5.30 per share
  • Equity value of approximately EUR 70 million
  • Segment: Online recruiting
  • jobpilot 2001 sales: EUR 45 million
  • Adecco sold its holding in jobpilot on April 22, 2004 for a sales price of EUR 88 million (EUR 64 million in cash and the remainder through the issuance of one million shares of Monster, the acquirer, which had a fair value of EUR 24 million on the date of sale)

2000 - Merger

 Adecco / Olsten

  • Completion date: March 15, 2000
  • Purchase Price: USD 1.55 billion (cash, shares, plus assumed debt)
  • Segments: General staffing and information technology
  • Terms of the Offer:
    1. 0.25 of a share of Gentiva Health Services common stock
    2. At the Olsten shareholder's election, USD 8.75 or 0.12472 of an Adecco ADS (subject to proration, according to the conditions specified in the merger agreement)
  • Details of the Share Exchange:
    1. Cost basis allocation: Please refer to the Adecco/Olsten Merger Transaction information. 
    2. Cost basis for new securities (fair market value, as of March 16, 2000):
      • Adecco ADS (ADO) = USD 99.34375 per ADS
      • Gentiva share (GTIV) = USD 5.65625 per share
    3. Treatment of fractional shares:
      • Per fraction of Adecco ADS (ADO) = USD 98.125
      • Per fraction of Gentiva share (GTIV) = USD 6.00
      • Proration factor: 0.5688536559

1999 - Acquisitions

Career Staff

  • Completion date: May 1999
  • Purchase Price: CHF 128 million
  • Segments: Generalist business (temporary and permanent)

Delphi

  • Completion date: April 1999
  • Purchase Price: Approximately CHF 395 million
  • Segments: Information technology services and staffing business

1997 - Acquisition

TAD

  • Completion date: October 1997
  • Purchase Price: CHF 570 million in cash
  • Segments: Technical, information technology, clerical, and light industrial

 1996 - Merger

Adia / ECCO

  • Completion date: August 20, 1996
  • Terms of the offer:
    1. Adia issued 1.028 new share for each accepting ECCO share
    2. Limited cash alternative offered to ECCO shareholders
    3. ECCO pays a special dividend of FRF 35 per share in addition to the FRF 20 dividend declared for 1995
    4. Adecco shares listed on the Bourse de Paris
  • Structure of the Financial Operation