Inside information: Cargotec is planning a separation of Kalmar and Hiab

CARGOTEC CORPORATION, INSIDE INFORMATION, 27 APRIL 2023 AT 9:10 AM EEST

Inside information: Cargotec is planning a separation of Kalmar and Hiab

The Board of Directors of Cargotec Corporation (“Cargotec”) has decided to investigate and initiate a process to potentially separate its core businesses Kalmar and Hiab into two standalone companies. Cargotec’s intention would be to separate Kalmar as a new listed company by means of a partial demerger from Cargotec. Based on the initial assessment, the Board of Directors of Cargotec has estimated that the separation of Kalmar and Hiab could unlock shareholder value by allowing both businesses to pursue sustainable profitable growth opportunities independently.

The planning of the potential partial demerger is intended to be carried out during 2023 and the potential execution and separate listing of Kalmar on Nasdaq Helsinki would, if carried out, take place in 2024. As announced by Cargotec on 14 November 2022, MacGregor, which is currently one of the three business areas of Cargotec, will not be part of Cargotec’s portfolio in the future. Therefore, in parallel, Cargotec’s focus remains to continue looking for a solution for MacGregor during 2024. If the planned actions are completed, there would be three separate businesses, Kalmar, Hiab and MacGregor.

The planned partial demerger would be a logical next step in Cargotec’s previously announced aim to increase the independence of its businesses. The aim of the planned transaction is to create two focused world-leading listed companies:

• Kalmar, a technology forerunner in container handling and heavy logistics with strong market positions, geared to grow by making the industry electrified and more sustainable
• Hiab, an industry pioneer in on-road load handling with a strong track record of profitable growth and attractive M&A potential.

Unlocking value for shareholders and accelerating growth

Based on the Board of Director’s initial assessment, the planned partial demerger would be expected to improve Kalmar and Hiab’s business performance through higher agility, decisiveness and stronger management focus. In addition, as two standalone businesses, the companies could achieve faster organic and inorganic growth thanks to a more tailored capital allocation strategy and flexible access to external capital.

The Board of Directors believes the planned transaction would increase the attractiveness of the companies and facilitate fair valuation of the businesses. Furthermore, the planned separation would, if implemented, improve the governance and simplify the structures of the separate entities and provide greater transparency and accountability. The Board of Directors will continue assessing possibilities to separate Kalmar and Hiab and will only recommend the planned transaction if upon final assessment there is evidence that enhanced shareholder value can be attained.

“The separation of Kalmar and Hiab would be the logical next step in the growth journey. The Board is convinced that the separation would unlock shareholder value by allowing both businesses to pursue sustainable profitable growth opportunities independently,” says Cargotec’s Chair of Board Jaakko Eskola.

“Kalmar and Hiab serve different customers and have limited cross selling synergies. Both businesses have ambitious growth plans and we are now assessing if those would be better served as separate standalone businesses. Kalmar has recently gone through a major transformation to become a more focused business and has an excellent foundation in place to continue to grow independently. Hiab has a proven track record of profitable growth and M&A,” says Cargotec’s President and CEO Casimir Lindholm.

Telephone conference and further details

Cargotec will arrange a live international telephone conference for analysts, investors and media today at 10:00 a.m. EEST in conjunction with the Q1/2023 results presentation. The event will be held in English.

To ask questions, please join the teleconference by registering via the following link: . After the registration, the conference phone numbers and a conference ID to access the conference will be provided. Questions can be presented during the conference. For questions, please press *5 on your telephone keypad to join the queue.

The event can also be viewed as a live webcast at . The conference call will be recorded and an on-demand version of the conference will be published at Cargotec’s website later during the day.

Note that by dialling to the conference call, the participant agrees that personal information such as name and company name will be collected.

More details on the assessment and the potential transaction will be provided in due course once the process proceeds.

The timeline of the potential transactions is subject to change. These planned actions are subject to normal local legal requirements and works council consultations. In the event that the Board opts to recommend the partial demerger option as a means to separate Kalmar from the Cargotec group, the proposal would be subject to approval from a General Meeting of Cargotec.

Cargotec does not expect the planned separation to cause material disruptions to either business’s operations.

Cargotec Corporation

Board of Directors

For more information:

Carina Geber-Teir, Senior Vice President, Communications, tel. 5

Information for investors:

Aki Vesikallio, Vice President, Investor Relations, tel. 0

Cargotec (Nasdaq Helsinki: CGCBV) enables smarter cargo flow for a better everyday with its leading cargo handling solutions and services. Cargotec's business areas Kalmar, Hiab and MacGregor are pioneers in their fields. Through their unique position in ports, at sea and on roads, they optimise global cargo flows and create sustainable customer value. Cargotec has signed the United Nations Global Compact Business Ambition for 1.5°C. The company's sales in 2022 totalled approximately EUR 4.1 billion and it employs around 11,500 people.