Costain Group Regulatory News (COST)

Costain Group PLC 

("Costain" or "the Group")

Acquisition of Simulation Systems Limited ("SSL")

London: 6 July 2016

Costain, the engineering solutions provider, announces that it has completed the acquisition of SSL, a provider of innovative technology-based solutions, primarily for the highways sector but with the potential for wider application across the Group.

SSL, established in 1979 and with 165 people, provides integrated hardware and software-based solutions across a broad spectrum of traffic monitoring and management requirements. SSL has an established blue-chip customer base including Highways England, Transport for London, the Scottish and Welsh governments and a number of English county and city councils. SSL's senior management team, including Louis Thompson, Managing Director, will remain with the business.

SSL will further enhance Costain's technology capability as part of the Group's strategic focus on delivering a broad range of innovative integrated services to the major customers who are spending billions of pounds upgrading and renewing the UK's energy, water and transportation infrastructures.

SSL has been acquired for a total cash consideration of £17.0 million on a debt free / cash free and normalised working capital basis and the consideration has been funded from Costain's existing cash and debt facilities.

In the year ended 31 March 2015, SSL generated revenues of £15.1 million and EBITDA of £2.0 million.

SSL will be fully integrated into the Group's Infrastructure division in the current financial year and is expected to be earnings enhancing from 2017.

Andrew Wyllie CBE, Chief Executive of Costain, commented:

"We are delighted to announce the acquisition of SSL which is in-line with our stated objective of accelerating the growth of business through a combination of organic and acquisitive growth.

"This transaction will further broaden our ability to deliver innovative technology-based solutions to meet the increasingly complex requirements of our major blue chip customers in energy, water and transportation."

Enquiries:

Notes

1. For the year ended 31 March 2015 (the latest set of audited accounts) SSL reported operating profit of £2.0 million and a profit before tax of £1.9 million.

2. SSL has gross assets of £5.8 million as at 31 March 2015.

3. £13.9 million of the cash consideration is payable to Louis Thompson which includes an element of deferred consideration of £1.5 million payable on 5 July 2019.

4. Costain has acquired the entire issued share capital in Simulation Systems Limited and its subsidiaries.

5. SSL website: www.simulation-systems.co.uk.