Ergon Capital Partners, Vestar Capital Partners and Athena Private Equity to acquire Seves Group

Ergon Capital Partners, Vestar Capital Partners and Athena Private Equity have signed a definitive agreement to acquire Florence-based Seves Group, the global leader in glass insulators for power transmission and glass bricks for interior design.The company is being acquired from a group of shareholders which includes Athena, Fidia SGR, Intek spa, Interbanca Spa and 3i Plc. In acquiring Seves, the investors are partnering with Luciano Zottola, Chairman, Enrico Basso, Chief Executive Officer, and several other members of the company's management team, who will remain meaningful investors in the company. The €375 million transaction is expected to close in the second quarter of 2006, subject to receipt of regulatory approvals.

Headquartered in Florence, Seves is the world leader in two attractive glass market niches: glass insulators for high and medium power transmission and distribution systems and, glass blocks for architectural and interior design applications. Over the past ten years, Seves has enjoyed substantial growth completing numerous acquisitions throughout Europe and building a market leadership position in China to supply the fast growing local power transmission and infrastructure market. Seves employs approximately 2,000 people and operates ten production facilities (three located in Italy, four located in China, and one in Germany, the Czech Republic and Brazil). The company conducts business in over 100 countries throughout the world.

"We are delighted to back such an outstanding industrial organization and management team" said Ian Gallienne, Managing Director of Ergon Capital Partners, based in Bruxelles. "Seves represents a very attractive investment opportunity with significant build-up potential”.

Robert Rosner, President of Vestar Capital Partners Europe, added that “We are entering the capital of Seves with a long term investment horizon and will provide Luciano Zottola and his management team with substantial capital resources to back the Company's exciting growth plans.” Mr. Rosner added that “we are also proud to be partnering with such prestigious investors as Ergon and its affiliates Groupe Bruxelles Lambert and Parcom, and Athena, a fund promoted by Mediobanca.”

Gaston Schoux, a Managing Director of Athena Private Equity also commented: “Our investment in Seves has generated substantial value. We have nevertheless decided to meaningfully reinvest in the company as we are convinced of its further growth potential.”

Luciano Zottola, Chairman of Seves Group, noted "We welcome our new partners to the Seves family. Their international presence and substantial capital backing, make them the right partner for our Company. It's an outstanding combination of operating management and global financial resources. We look forward to a long and successful partnership and are committed to continuing Seves’ growth and development consistent with the values and traditions that have marked its wonderful history."

Enrico Basso, Seves Chief Executive Officer added: “We are particularly proud of our company, its employees and the achievements that the organization has made as an independent company over these past years. We have had a fruitful partnership with our previous investors and are convinced that Ergon, Vestar and Athena will be equally supportive shareholders for our company”.

Legal advisors to the private equity firms were Gianni Origoni Grippo & Partners and Labruna Mazziotti Segni and Kirkland & Ellis. Legal advisor to the selling shareholders was Simmons & Simmons. Fineurop Soditic acted as sole financial advisor to the investors. Financing will be provided by BNP Paribas, Banca Intesa and ING.

About Ergon Capital Partners Ergon Capital Partners (“Ergon”) is a mid-market private equity investment company, co-backed by Groupe Bruxelles Lambert (“GBL”) and by Parcom Ventures /ING (“Parcom”). Ergon was founded in March 2005. Ergon seeks to make long-term investments in companies with leading sustainable positions in niche markets and with build-up potential, located in Belgium, Italy or Southern European countries. Ergon is headquartered in Brussels and has an office in Milan. Since inception, Ergon has completed 4 investments in Europe.

About Vestar Capital Partners Vestar Capital Partners is a leading private equity firm specializing in management buyouts and growth capital investments. Vestar's investment strategy is targeted towards companies with valuations in the $100 million to $3 billion range. Since the firm's founding in 1988, Vestar has completed over 50 investments in the U.S. and Europe in companies with a total value of approximately $17 billion. The firm’s strategy is to invest behind management teams, family owners, or corporations in a creative, flexible and entrepreneurial way to build long term franchise value. Vestar currently manages funds totalling approximately $7 billion and has offices in New York City, Denver, Boston, Paris and Milan.

About Athena Private Equity Athena Private Equity is a Luxembourg investment fund, underwritten by Mediobanca and other leading European institutional investors. The fund, which has commitments of €220 million, primarily invests in small/mid-size corporates with leadership positions in niche markets and/or products. Active since 2000, the fund has invested in 17 companies. Current portfolio includes 9 companies.