Volution Group plc Proposed acquisition of Energy Technique plc (2708F)
11 November 2015 - 6:08PM
UK Regulatory
TIDMFAN
RNS Number : 2708F
Volution Group plc
11 November 2015
11 November 2015
Volution Group plc
Proposed acquisition of Energy Technique plc
Volution Group plc ("Volution" or "Company", LSE: FAN) announces
that it has reached agreement on the terms and conditions of a
recommended cash acquisition by Volution of the entire issued and
to be issued share capital of Energy Technique plc ("ETQ") for
approximately GBP9.25 million on a fully diluted basis (the
"Acquisition"). The Acquisition constitutes a class 2 transaction
for the purposes of the UK Listing Rules.
ETQ's trading subsidiary, ET Environmental Limited trading as
"Diffusion", is a designer, manufacturer and distributor of fan
coils and commercial heating products to the commercial and
residential sectors. Fan coil units, which are manufactured by
Diffusion, are a device consisting of a heating or cooling coil and
fan for use in heating, ventilation and air conditioning (HVAC)
systems installed in residential and commercial buildings. The
business is led by Leigh Stimpson (Managing Director of Diffusion)
and Martin Reid (Operations Director of Diffusion).
In the financial year to 31 March 2015, ETQ generated sales of
GBP10.775 million and reported profit before tax of GBP0.776
million. ETQ's interim accounts for the six month period ended 30
September 2015 show that ETQ had gross assets of GBP5.249 million.
It is currently envisaged that upon completion of the Acquisition
the existing executive management of ETQ will be retained and
become part of Volution's UK Ventilation Group.
The Acquisition is in line with one of Volution's strategies to
acquire and integrate businesses with well-established brands in
the HVAC and ventilation market, operating in markets underpinned
by favourable structural and regulatory dynamics and with an
emphasis on heat recovery systems. The Acquisition will be funded
from Volution's existing cash resources and bank borrowing
facilities.
The Company expects the Acquisition to be earnings enhancing in
the first full financial year.
It is anticipated that the Acquisition will complete by the end
of 2015. Further details of the Acquisition, which is being
implemented by way of a scheme of arrangement of ETQ, are set out
in the Rule 2.7 announcement released by the Company today, which
can also be found on the Company's website at
www.volutiongroupplc.com.
Commenting on the Acquisition, Ronnie George, Chief Executive
Officer of Volution, said:
"We are delighted to have received the ETQ board's unanimous
recommendation of our offer. This proposed acquisition is
consistent with our stated strategy of making disciplined and value
enhancing acquisitions. We believe that ETQ has a strong presence
as a supplier to the UK New Build Commercial market, which is
highly complementary to our strong position in the UK New Build
Residential sector. We are excited by the growth prospects for ETQ
and increasing our scale in the Commercial HVAC sector. We believe
the acquisition will deliver value for our shareholders and
consolidate our position in the UK HVAC market."
-Ends-
Enquiries:
Volution Group plc
Ronnie George, Chief
Executive Officer +44 (0) 1293 441501
Ian Dew, Chief Financial
Officer +44 (0) 1293 441536
Liberum Capital Limited (Financial Adviser and Broker to
Volution)
Neil Patel +44 (0) 20 3100 2222
Richard Bootle
Brunswick (Financial Public Relations Adviser to Volution Group
plc)
volution@brunswickgroup.com +44 (0) 20 7404 5959
Craig Breheny
Simone Selzer
Chris Buscombe
Note to Editors
Volution Group plc (LSE: FAN) operates through two divisions.
One division, the Ventilation Group, principally supplies
ventilation products for residential construction applications in
the UK, Sweden, Norway and Germany and ventilation products for
commercial construction applications in the UK. The Ventilation
Group also supplies other products such as hand-driers and electric
heaters. The other division, Torin-Sifan, supplies motors, fans and
blowers to OEMs of heating and ventilation products for both
residential and commercial construction applications in Europe.
For more information, please go to:
http://www.volutiongroupplc.com/
Cautionary statement regarding forward-looking statements
Certain statements made in this announcement may be
forward-looking statements. Such statements are based on current
expectations and assumptions and are subject to a number of known
and unknown risks and uncertainties that may cause actual events or
results to differ materially from any expected future events or
results expressed or implied in these forward-looking statements.
Persons receiving this announcement should not place undue reliance
on forward-looking statements. Unless otherwise required by
applicable law, regulation or accounting standards, neither the
Company nor any member of its group undertake to update or revise
any forward-looking statements, whether as a result of new
information, future developments or otherwise.
Liberum Capital Limited, which is authorised and regulated by
the Financial Conduct Authority in the United Kingdom, is acting
exclusively for Volution and for no one else in connection with the
Acquisition and will not be responsible to anyone other than
Volution for providing the protections afforded to its clients or
for providing advice in connection with the Acquisition referred to
in this announcement.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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November 11, 2015 02:08 ET (07:08 GMT)
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