Cambridge Instrument Company Plc yesterday announced the terms of its proposed merger with Swiss optical instruments company Wild Leitz Holding AG (CI No 1,216). The new combined group, with a turnover of UKP500m, will be named Leica Plc to capitalise on the reputation of that famous lens trade name. Under the agreed merger Cambridge Instruments will issue 110m new shares to buy Wild Leitz. After the acquisition the Swiss investment company Unotec and other Wild Leitz shareholders will hold up to 110m shares representing just under 53% of Cambridge Instruments’ enlarged share capital. Subsequent to the merger Unotec is offering shareholders in Cambridge Instruments the option to get out of the enlarged group by making a cash offer of 70 pence per ordinary Cambridge Instruments share against a price in the market of 58 pence when trading was suspended at the beginning of July. This offer is being handled for Unotec by Lazard Brothers & Co. Wild Leitz bondholders will be offered subordinated New Bonds which carry no coupon but grant them the option to convert each Bond into 5,000 Leica ordinary shares in 1993. Leica will continue as a public company registered in the UK and traded on the London Stock Exchange but will have its operational headquarters in Switzerland. Dr Gooding, chairman of Cambridge will become chairman of Leica, while Dr Rauh, president of Wild Leitz will become president and chief operating officer of the new group. Leica will focus on the life sciences, surveying, industrial, microelectronics and defence markets strengthening its position in both the US and European markets as well as gaining market share in the Far East and Japan. Within the enlarged group there will be scope for the rationalisation of research and development programmes, manufacturing facilities and distribution outlets for the optical microscope product lines. The reorganisation is expected to take two years and cost around UKP35m, of which UKP27m will be in the form of cash expenditure.
