Landis+Gyr to be Acquired by Toshiba for US$2.3 Billion

By Landisgyr, PRNE
Wednesday, May 18, 2011

Combined Smart Grid Leader to benefit utilities, consumers and staff

ZUG, Switzerland and TOKYO, May 19, 2011 - Landis+Gyr today announced that Toshiba Corporation (TOKYO: 6502) has
entered into a definitive sale agreement with the shareholders of Landis+Gyr,
under which Toshiba, one of the world's leaders in electronics and power
systems, will acquire Landis+Gyr, the global leader in energy management
solutions for utilities, for US$2.3 billion in cash, to build the world's
Smart Grid leader.

The acquisition is designed to create a new growth platform within
Toshiba specifically targeting the global Smart Grid opportunity, bringing
benefits to both utility customers and consumers. The combination will extend
Toshiba's tradition of first-class innovation, product portfolio and
commitment to research and development along side Landis+Gyr's iconic brand
and reputation for excellence in smart metering solutions.

With over 8,000 utility customers globally, Landis+Gyr has been a pioneer
in creating leading-edge smart metering, networking and service products to
meet the needs of the utility industry for more than 100 years. Toshiba is
acquiring this capability and know-how, and intends to build the business as
a stand-alone platform to offer utilities the most comprehensive product and
solution set in the industry.

"We welcome Landis+Gyr, the world leader in smart metering products and
services, to the Toshiba family," said Hideo Kitamura, Toshiba's Corporate
Executive Vice President. "Our intent is to become a global leader in the
Smart Community business by 2020. Together with Landis+Gyr, we will
accelerate the development of our combined product and service portfolio to
empower utilities and their end customers and to provide sophisticated Smart
Community solutions in the global market."

Toshiba will retain and enhance the globally respected Landis+Gyr brand,
and continue to meet and exceed customer requirements worldwide. There are no
plans for job reduction or restructuring as a result of this transaction. As
of today, Andreas Umbach has assumed the title of Landis+Gyr's Chief
Executive Officer and Cameron O'Reilly will become the Executive Deputy
Chairman until the closing of the transaction, after which he looks forward
to assisting Toshiba in further growing its smart grid business as well as
pursuing other private interests.

"Over the past 10 years we have built the world leader in smart
metering," said Landis+Gyr CEO Andreas Umbach. "As a growth platform for
Toshiba, Landis+Gyr will have the resources and power to complement, and
indeed accelerate, our product offering to utilities. With this transaction,
Toshiba will now share our vision of helping the world manage energy better."

The benefits of the acquisition will touch the stakeholders of both
companies. Utility customers will have seamless continuity of operations as
well as a broadened product offering to choose from, while Landis+Gyr will
gain additional capital strength from being an integral part of the US$77
billion
revenue Toshiba Corporation. Toshiba's ownership will provide
certainty and stability for Landis+Gyr's employees, reflecting Toshiba's
corporate values around "Committed to People, Committed to the Future."
Partners gain from an expanded commitment to broaden Landis+Gyr's
capabilities and access to a much wider offering suite. Consumers will
benefit from the integration of first class engineering know-how as the Smart
Grid applications continue to evolve into Smart Community environments.

"The shareholders and I are very proud to have come this far in creating
a global leader in an essential industry undergoing transformational growth,"
said Cameron O'Reilly, the founder of the investment group that has supported
the building of Landis+Gyr over the past 9 years. "We are delighted that
Toshiba fully shares our vision, and intends to take Landis+Gyr to the next
stage in its exciting development." Major shareholders of the selling
Landis+Gyr investor group include interests associated with Allianz Capital
Partners, Australian Capital Equity, DLJ Merchant Banking Partners, Dubai
International Capital, Marinya Holdings, Sir Douglas Myers, Sir Anthony
O'Reilly
, Propel Investments, and Sofina SA.

Credit Suisse and Lazard led the sale process of Landis+Gyr to Toshiba.
Deutsche Bank and Goldman Sachs co-advised Landis+Gyr shareholders on various
liquidity alternatives.

The acquisition remains subject to regulatory approvals and other
customary closing conditions and is expected to close in the third calendar
quarter of this year.

About Landis+Gyr

Landis+Gyr is the leading global provider of integrated energy management
products tailored to energy company needs and unique in its ability to
deliver true end-to-end advanced metering solutions. Today, the Company
offers the broadest portfolio of products and services in the electricity
metering industry, and is paving the way for the next generation of smart
grid. Landis+Gyr operates in 30 countries across five continents, and employs
5,000 people with the sole mission of helping the world manage energy better.
The company's LTM revenue and adjusted EBITDA through March 2011 were US$1.59
billion
and US$215 million respectively. Visit the company's website at
www.landisgyr.com.

About Toshiba

Toshiba is a world leader and innovator in pioneering high technology, a
diversified manufacturer and marketer of advanced electronic and electrical
products spanning digital consumer products; electronic devices and
components; power systems, including nuclear energy; industrial and social
infrastructure systems; and home appliances. Toshiba was founded in 1875, and
today operates a global network of more than 490 companies, with 203,000
employees worldwide and annual sales surpassing 6.3 trillion yen (US$77
billion
). Visit Toshiba's web site at www.toshiba.co.jp/index.htm.

Financial Community: Stan March, Landis+Gyr, +1-646-205-3119, Stan.March at landisgyr.com; Asia Pacific Media: John Sunley, +81-(0)-3-5425-7220, jas at ashton.jp; European Media: Monica Cristina, +32-(0)-2-289-09-52, Monica.Cristina at fdblueprint.eu; UK/Irish Media: Oliver Williams, +44-(0)-20-7269-7294, Oliver.Williams at fd.com; North American Media: Thor Valdmanis, +1-212-850-5696, Thor.Valdmanis at fd.com

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