To acquire Storage Solutions group in the U.S.
German intralogistics pioneer Jungheinrich AG (“Jungheinrich”) is acquiring Indiana-based Storage Solutions group (“Storage Solutions”), a leading provider of racking and warehouse automation solutions in the U.S., to gain enhanced access to the attractive U.S. warehousing and automation market. Jungheinrich has signed a share purchase agreement with Merit Capital Partners, MFG Partners and the management of Storage Solutions for the acquisition of 100% of the share capital in Storage Solutions. The total consideration agreed under the share purchase agreement consists of a purchase price of approximately USD 375 million (which is subject to customary closing adjustments) and a flexible, performance-based component in the mid to high single digit percentage range of the purchase price which can be achieved by the retained Storage Solutions management over three years following completion of the transaction. The acquisition will be financed with available cash and debt with limited leverage impact.
Storage Solutions, headquartered in Westfield, Indiana, is a U.S. warehouse design, automation and integration company with 170 employees and 45 years of experience in delivering turnkey, best-fit solutions to customers. Based on a technology-agnostic business model, the company has achieved a strong position in the attractive U.S. warehousing market which benefits from robust long-term growth dynamics. It offers unique vertically integrated service lines with in-house logistics and installation teams, ensuring on-time project completion and providing value-added services including workflow optimisation, engineering and permitting.
Storage Solutions is a trusted partner to a large and growing customer base with a strategic focus on companies who need integrated warehouse design, technical and project management support and competencies. Its recurring customer base includes a broad range of leading brands, for example in the third-party logistics, e-commerce, retail, food and beverage and industrials sectors. For 2022, Storage Solutions is set to report revenues of approximately USD 290 million and an adjusted EBIT of approximately USD 34 million.
For Jungheinrich, the acquisition is highly complementary to its global footprint and will further strengthen the company’s market position. It is a unique opportunity to enter a large and rapidly growing market segment with a strategic foothold in the U.S. The market coverage of Storage Solutions will provide Jungheinrich with access to key logistics hubs in the U.S. and the opportunity to support the existing European customer base in this market. Acquiring a growth platform in the U.S. also provides additional mid-term potential to build a presence in the adjacent countries Canada and Mexico. The acquisition will sit alongside and not have any impact on the existing partnership of Jungheinrich with Mitsubishi Logisnext Americas (MLA), which will remain the sole activity of Jungheinrich in the North American forklifts market.
By combining the expertise and capabilities of both partners, Jungheinrich and Storage Solutions will jointly drive the further development of innovative automation solutions. Warehouse automation is a priority for customers both of Storage Solutions and Jungheinrich, with an expected global market growth of 10% (CAGR) in the period of 2021 to 2025.
The acquisition is expected to be accretive to EPS, free cash flow per share and adjusted EBIT margin from the beginning. The 2025+ goal of 20% of sales outside Europe, in particular through inorganic growth, will be underpinned by the addition of USD 300+ million annual revenues from Storage Solutions. Furthermore, the service-oriented business model of Storage Solutions allows for an asset-light approach with limited capital expenditure requirements, thereby strengthening Jungheinrich’s cash generation and resilience.
Dr Lars Brzoska, Chief Executive Officer of Jungheinrich: “The acquisition of Storage Solutions is an important step in the implementation of our 2025+ strategy. It is an excellent opportunity to expand our geographic footprint in the U.S. and adds a strong strategic platform for growth in warehouse automation across the region. Storage Solutions is a well-established and successful business with an attractive customer base and an excellent management team. We see great opportunities in combining the warehouse and automation capabilities of both parties to the benefit of customers in the U.S. as well as our European customers with operations in North America.”
Kevin Rowles, Chief Executive Officer of Storage Solutions: “The next level of growth in our industry will be driven by an increasing need for warehouse automation. Storage Solutions has established solid capabilities in racking as well as automation and digitalisation which we are seeking to expand further, as demand is continuously accelerating on the back of strong underlying fundamentals. Together with Jungheinrich, we look forward to jointly capturing the upside for further growth.”
The executive board and supervisory board of Jungheinrich have approved the transaction. The completion of the acquisition, which is expected to take place in the second quarter of 2023, is subject to customary closing conditions, including receipt of the merger control clearance in the United States.
Morgan Stanley & Co. International plc is acting as financial advisor to Jungheinrich and Freshfields Bruckhaus Deringer is acting as legal advisor, while Deloitte has provided support during the due diligence process. Baird is acting as financial advisor to Storage Solutions and Goodwin Procter LLP is acting as legal advisor.