Flowtech Fluid. Regulatory News (FLO)

29 Apr 2005 07:00

Flomerics Group PLC29 April 2005 29 April 2005 Flomerics Group plc ("the Company") Acquisition of Microelectronics Research & Development Limited Flomerics Group plc ("Flomerics" or "the Company"), supplier of virtualprototyping analysis software for the electronics industries announces theacquisition of the entire share capital of Microelectronics Research &Development Limited ("MicReD") for a maximum total consideration ofapproximately €2.1 million. Initial consideration is approximately €898,000, ofwhich €653,000 is payable in cash, the remaining €245,000 is satisfied by theissue of 250,663 Ordinary Shares of 1 pence each in the Company ("OrdinaryShares"), 80% now and 20% after 1 year. The deferred consideration is dependenton the financial performance of MicReD in 2005 and 2006. MicReD is a Hungarian based company and was formed in 1997 as a spin-off fromBudapest University of Technology. MicReD employs 13 people all located inBudapest and is led by the Chief Executive Officer, Marta Rencz. The managementteam of MicReD will all remain with the business. Its primary product is theT3Ster (pronounced Trister) - instrumentation and software used for measuringthe thermal performance of chip packages. Existing customers include Philips,Infineon, ST Microelectronics, Intel, Samsung and IBM. In the year to 31December 2004 MicReD had audited income of approximately €538,000 and made aprofit before tax of €288,000. In the previous year the unaudited turnover wasapproximately €123,000. The net assets at 31 December 2004 were €234,000. The semiconductor companies that make up the main target market for the T3Sterrepresent a significant, and strategically important, sector of the Flomerics'customer base. The use of the T3Ster enables them to evaluate and improve thethermal performance of chip-package designs - often alongside the complementaryuse of Flomerics' thermal analysis software. Just as the need for Flomerics'products is driven by the increasing miniaturisation and thermal densities ofelectronics devices - so exactly the same trends are driving the need for theT3Ster. The acquisition is thus strongly synergistic with Flomerics' current corebusiness, and represents a significant step for Flomerics towards providing acomplete thermal-design solution for its customers. In order to satisfy part of the initial consideration application has been madefor 200,530 new ordinary shares of 1p each to be admitted to trading on AIM witheffect from 5 May 2005. Following admission the issued share capital of theCompany will be 14,847,110 Ordinary Shares of 1p each. Commenting on the transaction David Tatchell, Flomerics' Chief Executive said "This is an important first step in delivering on our strategy of growing theCompany by acquisition in a way that complements our organic growth plans. I amdelighted to welcome into the Group the world-leading expertise that the MicReDteam bring. The T3Ster has many applications in markets where Flomerics is wellestablished, and we believe therefore that there is great potential to expandthe business." Marta Rencz said "We are very excited to be a part of the Flomerics group.Flomerics is the acknowledged standard setter in this field and theirinfrastructure will enable us to maximise the potential of our products." For further information please contact: David Tatchell Chief Executive 020 8487 3000Chris Ogle Finance Director & Company Secretary Buchanan Communications 020 7466 5000Tim Thompson / Nicola Cronk This information is provided by RNS The company news service from the London Stock Exchange