The major headlines of the transaction can be found below;
-Barmag is a global market leader for equipment to produce manmade fibers with sales in financial year 2024 of approximately CHF 734 million
-Rieter strengthens and expands its technology position in the textile industry and positions itself in the growing market for manmade fibers
-Transaction is highly complementary across Rieter’s technologies, solutions and end-markets and accretive to Rieter’s growth and performance
-Upfront equity purchase price of CHF 713 million
-Financing is fully secured, and balance sheet stability will be maintained
-PCS Holding AG (Peter Spuhler) remains the largest shareholder and played a strategically important role in this acquisition
Rieter has signed a definitive agreement to acquire Barmag from OC Oerlikon for an upfront equity purchase price of CHF 713 million. The acquisition will create a globally leading player in natural and manmade fibers, headquartered in Winterthur, Switzerland, and is highly complementary to Rieter’s short-staple fiber business.
Background Information on Oerlikon Barmag
Barmag is a provider of filament spinning systems used for manufacturing manmade fibers, texturing machines, BCF1 systems, staple fiber spinning and nonwovens solutions and – as an engineering services provider – offers solutions along the textile value chain. In the financial year 2024, the company generated sales of CHF 734 million with around 2 600 employees. Barmag comprises the established product brands Oerlikon Barmag, Oerlikon Neumag and Oerlikon Nonwoven. The main markets for the Barmag product portfolio are China, India, Türkiye and the United States of America. The innovative and technologically advanced products are developed in Remscheid and Neumünster (Germany) as well as Suzhou and Wuxi (China).
Converting Natural and Manmade Fibers into Yarn
As fiber consumption is projected to rise, most of the growth is expected to come from manmade fibers. The increase of natural fibers such as cotton and linen is limited due to natural boundaries. Manmade fibers will help to meet expanding demand for clothing, technical and home textiles. The strategic acquisition of Barmag will transform Rieter into a leading supplier for converting natural and manmade fibers into yarn.
The transaction is fully in-line with Rieter’s strategy and follows previous acquisitions, where Rieter complemented its portfolio in short-staple fiber machinery and expanded its footprint in components and machinery for manmade fiber production.
The combined platform allows to leverage the recovery of global filament and short staple fiber spinning markets and to reduce cyclicality due to diversification of end-markets. The acquisition will further enhance Rieter’s position in the important Asia-Pacific region and provide access to Barmag’s filament expertise, which will help to further scale Rieter’s own capabilities and improve digitization solutions and product sustainability.
Thomas Oetterli, CEO of Rieter; “We are very proud to welcome Oerlikon Barmag, Oerlikon Neumag and Oerlikon Nonwoven to Rieter. We are convinced that this combination will form a market leader in the textile industry which will create value for our shareholders, customers and employees.”
Georg Stausberg, CEO of Barmag; “With this solution, we will have the best new ownership possible, as we will benefit from each other as textile companies from market understanding, technology expertise and complementary offering for our global customer base.”
Shareholder Support to Deliver the Acquisition
The enterprise value of CHF 850 million represents a through-the-cycle EV/EBITDA2 of 6.3x (excluding synergies). If certain financial criteria are achieved by 2028, an earn-out component will be paid to the seller. The acquisition is expected to enhance Rieter’s financial performance given Barmag’s structurally higher through-the-cycle profitability and margin resilience in market downturn.
The acquisition financing is secured by a bridge loan facility. Refinancing of the bridge facility will happen through a fully underwritten CHF 400 million rights issue with tradable subscription rights, a CHF 77 million non-pre-emptive private placement which is fully committed and subscribed by Rieter’s two largest shareholders and a bank financing.
Rieter’s largest shareholder, Peter Spuhler (c. 33% shareholding) is supportive of the transaction and committed to participating in the rights-issue pro-rata by exercising its subscription rights as well as investing additional capital through the non-pre-emptive capital raise. After the capital increase, PCS Holding AG is expected to retain a shareholding of c. 33%.
Additionally, Rieter’s second-largest shareholder, Martin Haefner (c. 10%), also supports the transaction and has committed to participating pro-rata in the rights-issue by exercising its subscription rights and investing additional capital through the non-pre-emptive capital raise.
Rieter remains committed to strong balance sheet stability and expects to deliver quickly from a pro forma combined leverage per end of 2024 of c. 3x post the CHF 477 million equity capital increase driven by cash generation of the combined entity. An extraordinary General Meeting (“EGM”) is expected to be convened in the third or fourth quarter of 2025 to obtain shareholder approval for the capital increase in connection with the rights issue and the private placement. The definite terms of the rights issue are expected to be determined and communicated on or around the date of the EGM. The acquisition of Barmag is subject to customary closing conditions, including regulatory approvals. Rieter is confident it will obtain all regulatory clearances. The closing of the acquisition is targeted for Q4 2025.
Alantra is acting as exclusive financial advisor and Lenz & Staehelin as legal advisor to Rieter. UBS underwrites the bridge loan facility and acts as Sole Global Coordinator, Sole Bookrunner and Sole Manager of the capital increase.
- Distribution of a dividend of CHF 2.00 per share approved
-Remuneration Report 2024 and future remuneration of Board of Directors and Group Executive Committee formally accepted
-All members of the Board of Directors who stood for re-election were elected
-Thomas Oetterli re-elected as Chairman of the Board of Directors
On April 24, 2025, 337 shareholders, who represent 67.3% of the share capital, attended the 134th Annual General Meeting of Rieter Holding Ltd.
Dividend
The shareholders approved the proposal of the Board of Directors to distribute a dividend of CHF 2.00 per share. The dividend for the 2024 financial year will be paid on April 30, 2025.
Annual Report, Financial Statements, Consolidated Financial Statements and Remuneration Report
The shareholders also adopted all other motions proposed by the Board of Directors, namely approval of the annual report, financial and consolidated financial statements for 2024. Moreover, they granted discharge to the members of the Board of Directors and those of the Group Executive Committee for their activities in the year under review.
By way of two separate consultative votes, the shareholders approved both the 2024 Remuneration Report and the 2024 Report on Non-Financial Matters.
Remuneration of the Members of the Board of Directors and the Group Executive Committee
In two separate binding votes, the proposed maximum total remuneration of the members of the Board of Directors and the Group Executive Committee for the 2026 financial year was approved.
Election to Board of Directors
The members of the Board of Directors who were standing for election – Peter Spuhler, Roger Baillod, Carl Illi, Sarah Kreienbühl, Daniel Grieder, Thomas Oetterli and Jennifer Maag – were confirmed for a further one-year term of office.
Thomas Oetterli, Chairman of the Board, was also re-elected for a one-year term of office.
The members of the Remuneration Committee who were standing for election – Sarah Kreienbühl and Daniel Grieder – were re-elected for a one-year term of office. Roger Baillod was newly elected to the Remuneration Committee.
Election of KPMG as Statutory Auditors
The shareholders also adopted the proposal of the Board of Directors to re-elect KPMG AG, Zurich (Switzerland), as statutory auditors for the financial year beginning January 1, 2025.
Rieter Celebrates 230 Years of Innovation and Technology Leadership
Rieter has stood for pioneering innovation in textile technology for 230 years. Founded in 1795, the company has grown from a trading company to a global technology leader. With a clear focus on automation, digitization and sustainability, Rieter is shaping the future of yarn production and continues to set standards in the industry.
Rieter, the world leader in developing and manufacturing systems for yarn production with staple fibers, is celebrating its 230th anniversary this year – a history characterized by change, innovation and growth.
The Rieter success story began on April 15, 1795, when Johann Jacob Rieter founded the company J.J. Rieter & Cie. in Winterthur, Switzerland. Rieter started as a trading company for exotic spices and cotton, and on April 23, 1795, the first cotton bale had already arrived at the Waaghaus trading house on Marktgasse in Winterthur.
Initially involved in spinning mills and textile manufacturing, Rieter continued to develop over the 19th century and shifted its focus to building industrial machinery. Acquiring the buildings of the former Töss Abbey in Winterthur in 1833 was an important step. In addition to spinning mill machines, the company’s product line also included machines for winding, knitting, and weaving.
In 1891, Rieter converted into a stock company, which was a significant milestone in the company’s history. In the decades that followed, Rieter set new technological standards again and again. For example, the company was the first machine factory in Switzerland with electronic data processing and Rieter set up a modern laboratory for testing materials. It was joined by prototype workshops, a textile laboratory, and a test spinning mill to support further innovation.
Despite economic challenges, Rieter has always used times of crisis as an opportunity to increase its efficiency and hone its strategic focus. Along with its subsidiaries Accotex, Bräcker, Graf, Novibra, Suessen, SSM, and Temco, today Rieter is distinctive and well-known in the market. The company is a leader in spinning mill technology and contributes to sustainability in the textile value chain with state-of-the-art machines, systems, and components.
Rieter’s success is based not only on technological excellence, but above all on the people who drive the company forward. The approximately 4 800 employees worldwide are the company’s greatest asset. With their expertise, innovative spirit, and passion, they set new standards every day and play an active role in shaping Rieter’s future.
From Rieter’s perspective, the future of spinning mills is automated, digital, and intelligent. Research and development activities are being intensified – in both the areas of autonomous transport systems and collaborative robotics, as well as for ESSENTIAL, Rieter’s digital spinning mill platform. The goal is to fully automate the value creation process of spinning mills by 2027. This will enable spinning mills to reduce their yarn manufacturing costs and maximize their returns. Customers can then concentrate fully on their yarn business and rely on Rieter’s technology and know-how for their operations.
With 230 years of experience, strong innovative power, sustainable solutions and a global sales and service organization, Rieter is perfectly positioned as the market leader and looks to the future with confidence.
About Rieter
Rieter is a leading global supplier for manufacturing yarn from staple fibers in spinning mills. Based in Winterthur (Switzerland), the company develops and manufactures machinery, systems and components used to convert natural and man-made fibers and their blends into yarns in the most cost-efficient manner. Cutting-edge spinning technology from Rieter contributes to sustainability in the textile value chain by minimizing the use of resources. Rieter has been in business for 230 years, has 18 production locations in ten countries and employs a global workforce of around 4 790, about 16% of whom are based in Switzerland. Rieter is listed on the SIX Swiss Exchange under ticker symbol RIEN
