SigmaRoc PLC SigmaRoc acquisition of Topcrete Limited (0187U)

TIDMSRC

RNS Number : 0187U

SigmaRoc PLC

19 October 2017

SigmaRoc plc / EPIC: SRC / Market: AIM / Sector: Construction Materials

19 October 2017

SigmaRoc plc

('SigmaRoc' or the 'Company')

Acquisition of Topcrete Limited for GBP9m and a deferred consideration of GBP3.5m

SigmaRoc plc, the buy-and-build construction materials group, is pleased to announce the acquisition of Topcrete Limited and its wholly owned subsidiary Allen Concrete Limited ('Allen Concrete'), the specialist precast concrete producer, for an initial cash consideration of GBP9m and a deferred conditional cash consideration of GBP3.5m, subject to certain adjustments in respect of completion accounts. The acquisition is expected to be earnings enhancing in the year ending 31 December 2017.

Highlights:

   --    Acquisition of sought after specialist wetcast concrete products business; 
   --    EBITDA of GBP2m and consolidated revenue of GBP5.2m for year ended 28 February 2017; 
   --    Initial cash consideration of GBP9m; 
   --    Conditional deferred consideration of GBP3.5m ('Deferred Consideration'); 

-- Strong pipeline for further acquisitions with advanced negotiations on another potentially imminent value accretive transaction.

Founded over 60 years ago, Allen Concrete is a specialist precast concrete producer, with operations in London and the Midlands. Allen Concrete is known for its high quality wetcast and bespoke concrete products. It supplies a wide range of clients ranging from builders' merchants to major infrastructure operators, including Network Rail. Allen Concrete has a well established footprint, including a freehold production site in the Midlands, and it owns a further freehold industrial site in London of significant value.

For the year ended 28 February 2017, Allen Concrete recorded underlying profit before tax of GBP1.8m, EBITDA of GBP2m and consolidated revenue of GBP5.2m. The business employs 36 staff across its two sites and is well respected in the market for its high quality products.

Allen Concrete has been acquired from Mr Roy Topp and Mr Peter Farenden (ca. 64% and ca.14% owners respectively) and several other shareholders. The consideration is being satisfied by the payment of GBP9m in cash, funded through the Company's acquisition existing term facility with Santander. The Deferred Consideration will be settled over the 12 months following completion, conditional on Messrs Topp and Farenden remaining with the group and providing certain agreed transitional services. The transaction will also release GBP0.5m in working capital for the SigmaRoc group.

The acquisition of Allen Concrete builds on SigmaRoc's successful acquisition of Ronez Limited ('Ronez'), the Channel Island construction materials producer, in January, and the acquisition of a dry bulk carrier ship in April, to create the Company's shipping and trading business. SigmaRoc's pipeline for future transactions remains strong.

David Barrett, Chairman, commented:

"We are very pleased to welcome Allen Concrete to the SigmaRoc group, it has a solid history and is highly regarded in its sector. The acquisition fits well with our strategy and builds on the successful platform we have created since the integration of Ronez. This is another step in our ambition to generate shareholder value, while preserving the unique identity of the businesses we buy."

Max Vermorken, CEO, commented:

"Allen Concrete is another excellent example of the type of business we are seeking to acquire, as we roll out our buy-and-build strategy. It is a high calibre operation with a market leading position, that is driven by its specialist products and a workforce dedicated to quality. Allen Concrete is well placed for further organic growth, as well as bolt-on activities centred around its industrial landholdings in London, all of which will further boost SigmaRoc's EBITDA."

Enquiries:

 
                                              Tel: [phone] 
 SigmaRoc                                                   1080 
 Max Vermorken, CEO 
 
 Strand Hanson (Nominated                     Tel: [phone] 
  and Financial adviser)                                    3494 
 James Spinney / James Dance 
 
 Zeus Capital Limited (Joint                  Tel: [phone] 
  Broker)                                                   5000 
 Rob Collins / Alex Wood 
 
                                              Tel: [phone] 
 Berenberg (Joint Broker)                                   7800 
 Ben Wright / Mark Whitmore 
  / Laure Fine 
 
 Temple Bar Advisory (Financial               Tel: [phone] 
  PR adviser)                                               1486 
 Ed Orlebar / Tom Allison 
  / Alycia MacAskill              [e-mail] 
 

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014. Upon the publication of this announcement via Regulatory Information Service, this inside information is now considered to be in the public domain.

This information is provided by RNS

The company news service from the London Stock Exchange

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October 19, 2017 02:00 ET (06:00 GMT)