Acuity Brands Acquires Distech Controls for $252M

Acuity Brands, Inc. (AYI) (“Company”) today announced that it has entered into an agreement to acquire all of the outstanding capital stock of Distech Controls Inc., a leading provider of building automation and energy management solutions that allow for the seamless integration of lighting, HVAC, access control, closed circuit television, and related systems. Headquartered in Quebec, Canada, just outside Montreal, Distech Controls offers a wide-breadth of innovative products, services and solutions that optimize comfort and energy efficiency in buildings.

Vernon J. Nagel, Chairman, President, and Chief Executive Officer of Acuity Brands, said “The acquisition of Distech Controls, coupled with our broad, industry-leading solid-state lighting portfolio, innovative control technologies and integrated digital solutions, is part of our strategy to offer true end-to-end optimization of all aspects of the building for enhanced occupant experience, quality visual environment, seamless operation, energy efficiency, operational cost reductions, and increased digital functionality.  Acuity Brands` acquisition of Distech Controls extends our holistic approach of providing integrated intelligent solutions that are efficient, elegant, and sophisticated, while at the same time simple to install, maintain, and use.  Distech Controls expands our portfolio with an extensive and trusted offering of accomplished, sustainable, and integrated controls and building management solutions that will allow for the advancement of smart buildings and smart cities.”

As the digital backbones of intelligent lighting and building systems converge to form a platform for the Internet of Things within commercial, industrial, and institutional buildings, Acuity Brands is well positioned to deliver unmatched solutions that control, monitor, visualize and capture data within these facilities. The manner in which buildings are utilized and operated is evolving.  The deployment of intelligent digital networks provides the opportunity to create an indoor environment that increases productivity, improves operational efficiency and enhances safety.  The technologies resident in lighting, temperature, ventilation, access control and fire safety systems are converging into a single digital ecosystem.  This convergence provides a singular opportunity to couple Acuity Brands` smart lighting and control systems to the building management portfolio of Distech Controls to deliver fully integrated digital solutions that are unmatched in their ability to efficiently deliver both lighting and a quality indoor environment.

The terms of the agreement reflect a cash purchase price totaling approximately 318 million Canadian dollars (CA$).  The acquisition is subject to formal approval of certain shareholders of Distech Controls and other customary closing conditions both of which are expected to be achieved within the following four to eight weeks.

Distech Controls generated net sales in excess of CA$70 million during calendar year 2014.  The business has significantly outpaced the rate of growth of its core markets with a five-year annualized growth rate of over 25 percent.  Excluding acquisition-related costs, management expects the acquisition of Distech Controls to be slightly accretive to Acuity Brands consolidated fiscal 2015 results.  Management will provide additional details on the acquisition when the Company reports fiscal 2015 second quarter financial results in early April.

Etienne Veilleux, Founder, President and Chief Executive Officer of Distech Controls, commented, “All of us at Distech Controls are excited about the opportunity to join Acuity Brands.  Both our organizations share a very similar vision and passion for the success of our customers and employees. Our core expertise in integrating building systems through software and services perfectly complements Acuity`s broad portfolio of lighting solutions.  We look forward to utilizing the resources of our combined businesses to accelerate intelligent building automation and energy management solutions into the market.”

Mr. Nagel concluded, “We believe the combination of our dynamic businesses and strong leadership teams will provide growth opportunities with key customer sets, and will strengthen each of our primary sales channel partners in their respective markets. Acuity and Distech Controls combined offers the opportunity to deliver comprehensive solutions that fulfill the promise of intelligent buildings.”

09 Mar