Gemplus acquire Setec

Setec is one of the leading companies in the electronic passport business and security printing technologies, in a strategic move to complement activities from a business and a geographical perspective. Following the transaction with a base purchase price of 30 million euros and 19 million Gemplus shares, Gemplus will own 100% of Setec. Furthermore, pursuant to an additional purchase price mechanism, a maximum of 30 million Euros will be paid depending on a defined order backlog at the end of 2005. The transaction is expected to be accretive from the first year. The agreement is subject to certain standard closing conditions, including regulatory clearance. Setec is a privately held company based in Finland with an annual turnover of 58.5M€ under Finnish GAAP and around 350 employees in 2004. The company is growing above industry rates and enjoys strong profitability. Most activities are based in Nordic countries and the company supplies passports and e-passports to Finland, Sweden, Denmark, Norway and Lithuania. Setec is part of the consortium that was recently awarded the Singaporean e-passport, in cooperation with Gemplus.