Press Release: The Shyft Group to Merge with Aebi Schmidt Group to Create A Specialty Vehicles Leader

Dow Jones2024-12-16

Aebi Schmidt will file a registration statement on Form S-4 with the SEC in connection with the proposed transaction. The Form S-4 will contain a combined proxy statement/prospectus of Shyft and Aebi Schmidt. Aebi Schmidt and Shyft will prepare and file the combined proxy statement/prospectus with the SEC and Shyft will mail the combined proxy statement/prospectus to its stockholders and file other documents regarding the proposed transaction with the SEC. This communication is not a substitute for any registration statement, proxy statement/prospectus or other documents that may be filed with the SEC in connection with the proposed transaction. INVESTORS SHOULD READ THE COMBINED PROXY STATEMENT/PROSPECTUS WHEN AVAILABLE AND SUCH OTHER DOCUMENTS FILED OR TO BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THE COMBINED PROXY STATEMENT/PROSPECTUS AND SUCH DOCUMENTS, BEFORE THEY MAKE ANY DECISION WITH RESPECT TO THE PROPOSED TRANSACTION, BECAUSE THEY CONTAIN IMPORTANT INFORMATION. The Form S-4, the combined proxy statement/prospectus and all other documents filed with the SEC in connection with the transaction will be available when filed free of charge on the SEC's web site at www.sec.gov. Copies of documents filed with the SEC by Shyft will be made available free of charge on Shyft's investor relations website at https://theshyftgroup.com/investor-relations/.

Contacts

Shyft

Media

Sydney Machesky Director, Corporate Communications

The Shyft Group

Sydney.Machesky@theshyftgroup.com

586.413.4112

FGS Global

Jim Barron/Warren Rizzi

shyft@fgsglobal.com

Investors

Randy Wilson Vice President, Investor Relations and Treasury

The Shyft Group

Randy.Wilson@theshyftgroup.com

248.727.3755

Aebi Schmidt

Media

Thomas Schenkirsch

Head Group Strategic Development

Thomas.Schenkirsch@aebi-schmidt.com

Direct Phone: +41 44 308 58 55

(1) Aebi Schmidt financials presented on a Swiss GAAP FER basis; Financials converted to USD using a EUR / USD exchange rate of 1.05 (as of 12/13/24)

(2) Shyft 2024 figures based on management guidance as of October 24, 2024 and pro forma revenue adjustment of $37M to show full year impact of ITU acquisition assuming the acquisition had closed on January 1, 2024; Aebi Schmidt 2024 figures include pro forma adjustment to show full year impact of Ladog acquisition assuming the acquisition had closed on January 1, 2024

(3) Shyft Adjusted EBITDA excludes approximately $22.5M of expense related to investment in Blue Arc and a pro forma adjustment of approximately $6.3M to include the full-year impact of the ITU acquisition assuming the acquisition had closed on 1/1/24

(4) Total synergies comprised of $20M to $25M cost synergies and an additional $5M EBITDA opportunity from near-term revenue synergies

(5) Aebi Schmidt financials presented on a Swiss GAAP FER basis; Financials converted to USD using a EUR / USD exchange rate of 1.05 (as of 12/13/24)

(6) Shyft 2024 figures based on management guidance as of October 24, 2024 and pro forma revenue adjustment of $37M to show full year impact of ITU acquisition assuming the acquisition had closed on January 1, 2024; Aebi Schmidt 2024 figures include pro forma adjustment to show full year impact of Ladog acquisition assuming the acquisition had closed on January 1, 2024

(7) Shyft Adjusted EBITDA excludes approximately $22.5M of expense related to investment in Blue Arc and a pro forma adjustment of approximately $6.3M to include the full-year impact of the ITU acquisition assuming the acquisition had closed on 1/1/24

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SOURCE The Shyft Group, Inc.

 

(END) Dow Jones Newswires

December 16, 2024 06:01 ET (11:01 GMT)

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