Acal PLC Acquisition (2218L)
January 08 2016 - 2:00AM
UK Regulatory
TIDMACL
RNS Number : 2218L
Acal PLC
08 January 2016
7.00am, 8 Jan 2016
Acal plc
Acquisition of Contour Holdings Limited
Acal plc (LSE: ACL, "Acal" or the "Group"), a leading
international supplier of customised electronics to industry, today
announces the acquisition of Contour Holdings Limited and its
affiliate Contour Electronics Asia Limited (together defined as
"Contour"), a UK based designer and manufacturer of custom cabling
and connector products, for an initial consideration of GBP17.0m on
a debt free, cash free basis, before expenses.
The initial consideration comprises GBP14.0m in cash, funded
from the Group's existing debt facilities, and the issue to the
vendors of new ordinary shares of 5p each in Acal ("New Ordinary
Shares") to the value of GBP3.0m. Deferred consideration of GBP1.0m
is payable in April 2019, subject to certain conditions and
additional contingent consideration of up to GBP6.0m will be
payable after July 2019, subject to Contour achieving agreed growth
targets. The acquisition is expected to be immediately enhancing to
underlying earnings.
Contour designs and manufactures custom cabling assemblies and
connectors for use in industrial and medical applications.
Engineering and low volume production is located at Contour's
facility in Hampshire in the UK with higher volume production
undertaken through partners in Asia. The addition of Contour to
Acal's cabling capability will more than double the Group's
revenues in this technology area.
The business, which has grown strongly over recent years, will
operate within Acal's Design & Manufacturing division whilst
retaining its distinct brand identity. Contour's revenues for the
year ended 30 June 2015 were GBP10.7m generating a pre-tax profit
of GBP1.1m on a reported basis, and an underlying profit before
tax(1) of GBP1.8m. Gross assets at 30 June 2015 were GBP5.1m.
Contour has been acquired from its shareholders, Nick Foster and
Ian Aldridge, who are both Directors of Contour and will continue
in their roles.
Application will be made for admission of 1.08 million New
Ordinary Shares to the Official List of the Financial Conduct
Authority and to trading on the London Stock Exchange's main market
for listed securities ("Admission"). It is expected that Admission
will become effective at 08:00 am on 14 January 2016.
Nick Jefferies, Group Chief Executive of Acal plc, said:
"The acquisition of Contour continues our strategy of building a
differentiated Group with higher operating margins by buying high
quality, growing design and manufacturing businesses.
Contour has a long established track record of producing high
quality custom cabling and connectors for UK based industrial and
medical customers. As part of the Acal Group, they will gain access
to our wider international customer base.
We have known the Directors of Contour for several years and are
delighted to welcome the entire team into the Group."
For further information please contact:
Acal plc 01483 544 500
Nick Jefferies - Group Chief Executive
Simon Gibbins - Group Finance Director
Instinctif 020 7457 2020
Mark Garraway
Helen Tarbet
James Gray
Notes
1. Underlying profit before tax is reported profit before tax
excluding exceptional items and shareholder costs.
Notes to Editors:
About Acal plc
Acal is a leading international supplier of customised
electronics to industry. It designs, manufactures and distributes
customer-specific electronic products and solutions to 25,000
industrial manufacturers and is listed on the London Stock Exchange
(LSE: ACL).
Acal has two divisions: Design & Manufacturing and Custom
Distribution. The majority of its sales come from products and
solutions which are created uniquely for a customer. Acal works
across a range of technologies, namely Power & Magnetics,
Communications & Sensors, Electromechanical, Imaging &
Photonics, Embedded Computers & Displays.
Acal operates through the following wholly-owned businesses:
Acal BFi, Contour, Flux, Foss, Hectronic, MTC, Myrra, Noratel, RSG,
Stortech and Vertec. It has operating companies and manufacturing
facilities in a number of markets, including the UK, Germany,
France, the Nordic region, Benelux, Italy, Poland, Slovakia and
Spain, as well as in Asia (China, India, Sri Lanka, South Korea and
Thailand), the US and South Africa.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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January 08, 2016 02:00 ET (07:00 GMT)