Sanderson Group PLC Acquisition (8648X)
May 02 2019 - 2:00AM
UK Regulatory
TIDMSND
RNS Number : 8648X
Sanderson Group PLC
02 May 2019
FOR IMMEDIATE RELEASE 2 MAY 2019
SANDERSON GROUP PLC
Acquisition of Specialist Provider of Logistics Solutions for a
maximum consideration of GBP4 million
Sanderson Group plc ('Sanderson' or 'the Group'), the specialist
provider of digital technology solutions, innovative software and
managed services for the retail, wholesale, supply chain logistics,
food and drink processing and manufacturing market sectors, is
pleased to announce the acquisition of Gould Hall Computer Services
Limited for a maximum enterprise value of GBP3.17 million.
Established for over thirty years, Gould Hall provides software
solutions to customers operating in the supply chain and
distribution sectors. Gould Hall employs 27 staff, operates from
Skelmersdale and provides full enterprise solutions for its
customers. The acquisition further builds on the capability of the
Sanderson Enterprise division.
The last year of audited accounts to 31 March 2018 show Gould
Hall reporting revenue of GBP3.03 million with profit before tax of
GBP0.30 million and net assets of GBP1.44 million. At acquisition,
the acquired net assets included net cash balances of GBP0.79
million.
The purchase consideration for the acquisition comprises an
initial GBP1.85 million, made up of GBP1.27 million in cash
(financed from existing Sanderson cash resources) and by the issue
of 500,000 Sanderson 10p ordinary shares. These shares are subject
to a lock-in period of three years. Deferred consideration,
totalling GBP2.15 million, is payable in cash in a number of
tranches over the next six years; GBP0.60 million is unconditional
and payable by 2023 and a further GBP1.55 million which is
conditional upon certain performance criteria having been met.
Application has been made to the London Stock Exchange for the
500,000 new ordinary shares to be admitted to trading on AIM
('Admission') and it is expected that Admission will take place at
8.00 a.m. on 9 May 2019. The new ordinary shares will, when issued,
be credited as fully paid and will rank pari passu with the
existing ordinary shares of 10 pence each in the capital of the
Group including the right to receive all future dividends and
distributions declared, made or paid by reference to a record date
falling after their issue. Following admission of the 500,000 new
ordinary shares, the Group's issued share capital will comprise
60,472,484 ordinary shares of 10 pence each. The above figure may
be used by Shareholders as the denominator for the calculations by
which they will determine whether they are required to notify their
interest in, or a change to their interest in, the Group under the
Financial Conduct Authority's Disclosure and Transparency
Rules.
The Group is scheduled to announce its interim trading results
for the period ended 31 March 2019 on Wednesday, 15 May 2019.
Commenting on the acquisition, Group Chief Executive, Ian
Newcombe, said:
"We are delighted to welcome the Gould Hall directors and team
to Sanderson and we are excited by the opportunities that will
arise from this complementary acquisition which further strengthens
the range of Group solutions and services available to customers
within the supply chain logistics and distribution sectors."
Enquiries:
Sanderson Group plc 0333 123 1400
Christopher Winn, Chairman
Ian Newcombe, Chief Executive
Richard Mogg, Finance Director
Singer N+1 - Nominated Advisor and Broker 020 7496 3000
Mark Taylor
James White
Walbrook PR 020 7933 8780
Paul Vann or 07768 807631
This information is provided by RNS, the news service of the
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Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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