Business
Proposed Acquisition, Placing
Proposed Acquisition, Placing.
About this update from Gooch & Housego Plc
[{"type":"text","content":"\n RNS Number : 1154Y Gooch & Housego PLC 16 December 2010 \n \n\nNOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE SUCH DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL\n \n16 December 2010 \n \nGOOCH & HOUSEGO PLC\n \nProposed Acquisition, Placing and Notice of General Meeting\n\nThe Board of Gooch & Housego today announces that it proposes to acquire EM4, a US manufacturer of fibre optics, based near Boston, Massachusetts, for an expected initial consideration of $10 million (approximately £6.3 million) and to raise approximately £10.6 million (approximately £10.2 million net of expenses) through a Placing of New Ordinary Shares at 450 pence per New Ordinary Share.\n \nAcquisition of EM4\n· EM4 designs and manufactures fibre optic products that incorporate \"active\" components such as lasers, detectors and high frequency receivers or transmitter electronics\n· EM4's products are utilised in aerospace and defence, telecommunication, industrial and life sciences applications\n· In the year ended 31 December 2009, EM4 had revenues of $4.5 million and EBITDA of $(1.4) million and in the 10 months to 31 October 2010, had revenues of $6.5 million and EBITDA of $1.1 million\n· The initial consideration for the Acquisition will be calculated as six times EM4's EBITDA in its financial year to 31 December 2010 and is expected to be $10.0 million (approximately £6.3 million). The initial consideration is capped at $12.0 million (approximately £7.5 million)\n· An earnout, based on EM4's EBITDA in its financial year to 31 December 2011 and capped at $7.0 million (approximately £4.4 million), will also be payable, in cash, in March 2012\n· The Directors expect the Acquisition to be earnings enhancing for the Group in the financial year to 30 September 2012\n· The Acquisition is expected to complete towards the end of January 2011\n \nKey details of the Placing\n· Placing to raise approximately £10.6 million at ...