RNS Number:4633J
Wilson Bowden Plc
01 April 2003


1 April 2003


Wilson Bowden plc

Acquisition of Henry Boot Homes Limited


Wilson Bowden has today agreed to acquire the entire issued share capital of
Henry Boot Homes Limited ("HBH"), the house-building business of Henry Boot PLC
("HB PLC"), for a purchase price of #29.1m.  Wilson Bowden is assuming
intra-group indebtedness of #18.7m due by HBH, giving the acquisition an
enterprise value of #47.8m.  The consideration is being paid in cash out of
existing loan facilities in three equal instalments: on completion of the
transaction, on 1 January 2004 and on 1 September 2004.


The disposal by HB PLC is subject to the approval of HB PLC's shareholders at an
Extraordinary General Meeting on 17 April 2003. Under the terms of the
acquisition, the full benefit of HBH's profits, and its associated economic
risks, will accrue to Wilson Bowden with effect from today's date.  Irrevocable
undertakings to approve the disposal have been given by HB PLC directors and
certain other shareholders that equate to approximately 39.6% of the issued
share capital of HB PLC.


The majority of HBH's operations are in Wilson Bowden's key geographic areas,
the Midlands, the South West and the North of England. This acquisition provides
an extensive land bank of 1,792 plots at margins more attractive than current
open market land purchase, and provides Wilson Bowden with a broader mix of
product across its price range.  The land bank incorporates 1,332 owned plots
and 460 controlled plots, and represents further significant progress towards
the 2003 land bank acquisition targets.  There are a further 15 sites where
terms have been agreed, but no contractual commitments entered into, which
Wilson Bowden will review in detail once the acquisition has completed.  Wilson
Bowden is acquiring the core housebuilding business only.


The current book net asset value of the housebuilding business is estimated at
#22.6m and in the year to 31 December 2002 it made an operating profit of
#11.7m.


The acquisition is earnings enhancing from day one, provides an immediate income
stream, and synergies achievable should increase the prospective margins to the
levels already achieved in David Wilson Homes.


This acquisition contributes significantly to the budgeted land bank purchases
for 2003. Wilson Bowden expects the acquisition to add around 400 units to its
housing completions during the nine months of ownership in 2003.



The net assets acquired by Wilson Bowden reconcile with the audited accounts of
HBH at 31 December 2002 as follows:


                                                                                            Net assets

                                                                                                    #m

Book value of HBH net assets per statutory accounts 31 December 2002                              16.4

Restatement (see note 1 below)                                                                    10.8

Pre-sale dividend at 50% of restatement                                                          (5.4)

Profit after tax for quarter to 31 March 2003                                                      0.8

Net assets at 31 March 2003 as adjusted                                                           22.6

Premium                                                                                            6.5

Consideration for 100% of issued share capital                                                    29.1


Note 1

The restatement reflects a change in the accounting policy for profit
recognition in the statutory accounts of HBH as at 31 December 2002 to a plot
profitability approach.  This adjustment was made as a condition of the
acquisition.  A further condition of the acquisition was that 50% of this
adjustment, after tax, is paid out as a pre-sale dividend which is shown
separately in the above net asset reconciliation.


David Wilson, Chairman of Wilson Bowden, said:


"This is an excellent opportunity to purchase a business with a significant land
bank, a large proportion of which already has the benefit of full planning
approval.  Our existing land bank in our core regions of the Midlands, the South
West and the North of England will be greatly strengthened by this acquisition.


"This purchase has been evaluated according to Wilson Bowden's normal strict
financial criteria and exceeds our demanding hurdle rate for land acquisitions."


David Wilson, Chairman, and Ian Robertson, Group Chief Executive, will be
holding an analysts' briefing at 10 a.m. this morning at Financial Dynamics,
Holborn Gate, 26 Southampton Buildings, London WC2A 1PB.


Contacts:


Wilson Bowden plc

David Wilson, Group Chairman

Ian Robertson, Group Chief Executive

020 7831 3133 (Financial Dynamics) until noon

01530 265248 thereafter


Financial Advisors:

HSBC Bank plc

Nick McCarthy

020 7992 2153


Press Relations:

Financial Dynamics

Jon Simmons/Meg Baker

020 7831 3113


                      This information is provided by RNS
            The company news service from the London Stock Exchange
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