TIDMAVG
RNS Number : 5108P
Avingtrans PLC
01 September 2017
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART
IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION
1 September 2017
Avingtrans plc
("Avingtrans", the "Group" or the "Company")
Completion of Acquisition of Hayward Tyler Group plc
Admission of the Enlarged Share Capital to trading on AIM
and
Notice of Results
Avingtrans plc (AIM: AVG), a leading designer, manufacturer, and
supplier of critical components, modules and associated services to
the energy and medical sectors, is pleased to announce the
completion of the acquisition of Hayward Tyler Group plc (HTG) and
the admission of the enlarged share capital to trading on the AIM
market of the London Stock Exchange today ("Admission").
Highlights of the Acquisition
-- The Group's objective is to be a leading world-class supplier
of low volume and consistently high quality products to the energy
and medical markets
-- The Group has a strong balance sheet with low levels of net
debt and the headroom to pursue major growth opportunities, both
organically and by acquisition
-- The Group's subsidiaries enjoy leadership positions in their
respective energy market sectors, particularly in the nuclear
industry
-- In the power sector, HTG's core business will benefit from
the increased scale and strengthened balance sheet of the Group,
with targeted investment supporting an accelerated drive towards
niche leadership
-- Maloney Metalcraft Ltd, Peter Brotherhood Ltd and Hayward
Tyler Ltd have long pedigrees in the oil and gas market and the
Group will be better able to win new business and enhance its
position in the market
-- The enhanced scale of the business will enable the enlarged
Group to achieve critical mass and make inroads into the Chinese
nuclear energy market
Strategy for the Group
The stated strategy is to "buy and build" in regulated
engineering niche markets to deliver superior shareholder returns
over the medium to long term.
The primary focus in the short term will be the full integration
of HTG's operations to build a leading world-class supplier of low
volume and consistently high quality products to the energy and
medical markets, with a reputation for punctual, on-budget
delivery.
The Group has production facilities in three key geographical
markets (the Americas, Asia and Europe) with high volume / lower
cost facilities in Asia, and product development and realisation in
the UK and the USA. Avingtrans intends to exploit its expanded
global footprint by driving sales and strengthening existing
relationships and, by consolidating complementary business units,
will offer a broader range of products and services; complete
end-to-end solutions in energy and medical fields including service
and operational support through the lifecycle of the product. This
enhanced range of offerings and multiple touch points should also
enable the Group to target a broader range of customers.
The Group will be formed of two divisions, Energy and
Medical:
Energy Division
The primary focus for the Energy Division is the nuclear market;
decommissioning, life extension and "new nuclear" markets - in
particular, nuclear waste storage containers - as well as a variety
of other niches in the renewable energy sector. The Group will
continue to build on HTG's strong footprint in the wider power and
energy sectors: the provision of traditional power generation,
motor solutions, steam turbines, combined heat and power units and
gas to power units. It will operate in various sectors with a
principal focus on the power, oil and gas, marine, water and
industrial sectors.
UK nuclear decommissioning represents a very significant
opportunity for the Group and it will use its strong combination of
skills to create a first-rate manufacturing platform and build on
its established trajectory for decommissioning products. Metalcraft
has already won a 10-year contract valued at GBP47m with Sellafield
(and the recent GBP11m, three-year extension) for the provision of
waste storage containers. Thus the combination of the Metalcraft
capability and market penetration, coupled with the pedigree of HTG
across the global nuclear sector (with its installed base in the
US, Sweden, Finland and South Korea) provides a powerful
platform.
Medical Division
The key focus for the Medical division is to become the market
leader in the production of high integrity components and systems
for medical and scientific equipment manufacturers in specific
niche markets, including for MRI derivatives, proton therapy and
NMR. The Board will also consider strategic bolt-on acquisitions to
enhance the offering of this division with service and technology
development capabilities.
Board Appointment
In connection with the acquisition, Ewan Lloyd-Baker, who
stepped down as CEO of HTG prior to Admission, has been appointed
to the board of the Company as non-executive director with
immediate effect. Ewan has been involved in the manufacturing
industry for over 25 years and was appointed as chief executive
officer of HTG in 2010 upon completion of the acquisition by HTG of
Southbank UK Plc, a company of which Ewan was CEO. During his
tenure at HTG he led the expansion and development of HTG group
through the building of its Luton based Centre of Excellence, the
acquisition of Peter Brotherhood Limited and the winning of
numerous industry awards including the Queen's Award for
Enterprise: International Trade in 2016.
Further information is disclosed below in connection with
Schedule 2 paragraph (g) of the AIM Rules for Companies.
Total Voting Rights
The Company has a total of 30,704,636 Ordinary Shares in issue.
Avingtrans does not hold any Ordinary Shares in treasury and
therefore the total number of voting rights in Avingtrans is
30,704,636. This figure of 30,704,636 may be used by shareholders
as the denominator for the calculations by which they will
determine if they are required to notify their interest in, or a
change to their interest in, Avingtrans under the FCA's Disclosure
Guidance and Transparency Rules.
Roger McDowell, Chairman of Avingtrans, commented: "The
acquisition of Hayward Tyler is a significant step for Avingtrans
and represents the next stage in the Group's stated strategy to
"buy and build" in regulated and niche engineering markets."
"The Board sees significant operational and financial benefits
arising from the combination of the businesses and believes that
Hayward Tyler and Peter Brotherhood will substantially augment the
market position of the Energy business, which, together with the
Medical division, will increase shareholder value."
Notice of Results
Avingtrans plc also confirms it will be announcing its
Preliminary Results for the year ended 31 May 2017 on 27th
September 2017.
The management team will be hosting a presentation for analysts
on the day of results at 9:30am at the offices of Newgate
Communications, Sky Light City Tower, 50 Basinghall Street, London,
EC2V 5DE
Enquiries:
Avingtrans plc
Roger McDowell, Chairman
Steve McQuillan, Chief
Executive Officer
Stephen King, Chief Financial
Officer 01354 692391
N+1 Singer
(Nominated Adviser)
Shaun Dobson
Richard Lindley
Lauren Kettle 020 7496 3000
Newgate
(Financial PR)
Adam Lloyd / Ed Treadwell
/ James Browne 020 7653 9850
Schedule 2 (g) Disclosures
The Company discloses the following information in connection
with Schedule 2(g) of the AIM Rules for Companies.
Ewan Wade Royston Lloyd-Baker, aged 45, is holding a total of
775,993 ordinary shares in the capital of the Company and is
currently, or has been within the previous five years, a director
or partner of the following companies or partnerships:
Current Directorships Previous Directorships
/ Partnerships / Partnerships
Crown Passage House Limited Appleton & Howard Ltd
Lloyd-Baker & Associates Capital Engineering Services
LLP Ltd
Sixty Knightsbridge Limited Credit Montague Limited
Hayward Tyler Engineered
Products Limited
Hayward Tyler Fluid Dynamics
Ltd
Hayward Tyler Fluid Handling
Ltd
Hayward Tyler Group plc
(Isle of Man)
Hayward Tyler Group Limited
Hayward Tyler Holdings
Inc
Hayward Tyler Holdings
Limited
Hayward Tyler Inc
Hayward Tyler Limited
Hayward Tyler Services
Ltd
Hayward Tyler Solutions
Ltd
Hayward Tyler UK Ltd
Lloyd-Baker Consultants
Ltd (dissolved)*
Mullins Ltd
Peter Brotherhood Limited
Redglade Associates Limited
Redglade Investments Ltd
Southbank UK Limited
Specialist Energy Group
Ltd (dissolved)*
Sumo Pumps Ltd
Varley Pumps Limited
It is noted that Mr Lloyd-Baker resigned from as a director of
HTG and all HTG group companies immediately prior to Admission, in
connection with the acquisition.
There are no other matters required to be disclosed pursuant to
Schedule 2(g) of the AIM Rules for Companies.
About Avingtrans plc
Avingtrans is engaged in the provision of highly engineered
components, systems and services to the energy, medical, industrial
and traffic management industries worldwide.
Stainless Metalcraft (Chatteris ) Ltd - UK and
Chengdu, China
Provider of safety-critical equipment for the
energy, medical, science and research communities,
worldwide, specialising in precision pressure
and vacuum vessels and associated fabrications,
sub-assemblies and systems.
Maloney Metalcraft Ltd - Aldridge, UK
Designs, manufactures and services oil and gas
extraction and processing equipment, including
process plant for dehydration, sweetening, drying
and compression.
Hayward Tyler - Luton & East Kilbride, UK, USA,
China and India
Specialises in the design, manufacture and servicing
of performance-critical motors and pumps in
challenging environments
Peter Brotherhood - Peterborough, UK
Specialises in the design, manufacture and servicing
of performance-critical steam turbines, turbo
gen-sets, compressors, gear boxes and combined
heat and power systems
Composite Products Ltd - Buckingham, UK
Centre for composite technology, parts and assemblies,
serving customers in industrial markets.
Scientific Magnetics - Abingdon, UK
Designs and manufactures superconducting magnet
systems and associated cryogenic systems for
a variety of markets
Crown International Ltd - Portishead, UK
Designs and manufactures market-leading pole
and support systems for roadside signage and
safety cameras, rail track signalling and gantries.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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