SICPA Finance SA entered a Memorandum of Understanding to acquire Global Fluids International S.A. from Eurocontrol Technics Group Inc. (TSXV:EUO) for CAD 22.3 million on April 1, 2015. Under the terms, the letter provides for a non-refundable deposit of CAD 0.25 million, an initial payment of CAD 16 million to be received on the closing of the sale transaction and post-closing earn-out payments equal to 5% of the net revenues earned by GFI from contracts entered into by it following the execution of the agreement and during the period ending six years from the closing of the transaction, with a minimum guaranteed of CAD 1.5 million per year for the six years earn-out period which means a minimum total payment of at least CAD 9 million. SICPA Security Solutions and Eurocontrol will negotiate and enter into a definitive purchase and sale agreement within 30 days of the date of the LOI. The deal is subject to approval by the shareholders of Eurocontrol and TSX Venture Exchange approval. As of September 16, 2015 Eurocontrol Technics and SICPA have agreed to extend the 30 day best effort period for finalization of the definitive sale agreement in order to accommodate the holidays in the month of September and early October.

As of November 6, 2015, SICPA Security Solutions SA entered into a definitive purchase agreement to acquire Global Fluids International S.A. from Eurocontrol Technics Group Inc. A special committee of independent directors of Eurocontrol Technics Group Inc. reviewed, supervised and participated directly in the negotiation and settlement of the terms of the transaction. The special committee recommended, and Eurocontrol Board of Directors has unanimously approved the transaction. Eurocontrol will hold a special meeting of shareholders on December 18, 2015 for the approval of the transaction. The closing of the transaction is expected to take place following the special meeting of shareholders and prior to January 4, 2016. As on December 18, 2015, the transaction has been approved by shareholders of Eurocontrol. Shareholders also approved the sale of Global Fluids International in exchange for cash and post-closing earn-out payments. Irwin Lowy LLP acted as legal advisor to Eurocontrol and Naschitz Brandes & Co acted as legal advisor and KPMG AG, Schweiz acted as accountant to SICPA.

SICPA Finance SA completed the acquisition of Global Fluids International S.A. from Eurocontrol Technics Group Inc. (TSXV:EUO) on January 1, 2016.