Gran Tierra Regulatory News (GTE)

8 Feb 2007 07:01

Gas Turbine Efficiency PLC08 February 2007 8 February 2007 Gas Turbine Efficiency plc ("GTE" or "the Company") GTE acquires Control Center LLC Gas Turbine Efficiency plc, a leading supplier of advanced high pressure gasturbine cleaning systems for the aviation and power generation industries,announces its acquisition of Control Center LLC ("Control Center") for $4million, payable in cash and new ordinary GTE shares. Control Center, based in Orlando, designs and manufactures a wide range offluid, combustion and control sub-systems aimed at industrial gas turbinesprimarily in the power generation, oil & gas, aerospace and pharmaceuticalssectors. Established in 1963, Control Center supplies products and services tomany blue chip Original Equipment Manufacturers (OEMs), industrial customers andend users including Lockheed-Martin, Excel Energy, Progress Energy, Calpine, FPLEnergy Services, Neuman-Esser and CH2M Hill. Unaudited results for Control Center for the year ending 31 December 2006include $8.9 million in order bookings, sales of $7.1 million and operatingprofits of 0.1%. The purchase consideration includes retirement of ControlCenter's long term debt of $1.3 million. At completion, the net negative assetvalue is expected to be approximately $0.2 million. The acquisition represents GTE's first strategic investment for positioning andscaling of its industrial segment since admission to the AIM market of theLondon Stock Exchange ("AIM") in December 2005. Rationale for the acquisition The Company believes that the proposed acquisition will deliver considerablelong term operational and synergy benefits to GTE. Specifically, these include: o Addition of a proven, Tier 1 supplier to OEMs and end users in key growth segments of power generation, oil & gas, pharmaceutical and aerospace o Broadening of GTE's technology portfolio with complementary product lines in fuel systems, combustion monitoring systems and controls o Creation of a cost effective, scalable operations base in North America with demonstrated ability to drive productivity and quality initiatives o Expansion of commercial channels and customer relationships with an experienced sales team o Integration of application engineering and prototyping capability to accelerate time to market for new products Terms of the transaction Under the terms of the deal, GTE will pay a consideration of $4 million for theentire issued capital of Control Center. The consideration will be satisfied by$2 million in cash and $2 million through the issue of 2,256,064 million newordinary GTE shares at 45 pence. The new GTE shares being issued as part of theconsideration will be held in escrow and released unconditionally in tranchesover a 36-month period. Completion and additional listing of shares Completion of the transaction is conditional upon admission to trading of thenew ordinary shares being issued pursuant to the acquisition. Application hasbeen made today for 2,256,064 ordinary shares of 0.2 pence par value each in theCompany ('Ordinary Shares') to be admitted to trading on AIM. The new Ordinary Shares are being issued as vendor consideration and rank paripassu with the Company's existing Ordinary Shares and dealings are expected tocommence on 14 February 2007 on AIM. Commenting on the acquisition, Mr Steven Zwolinski, CEO of GTE, said: "Theacquisition of Control Center, which has a proven track record of supplying intoour key markets, brings compelling financial, technical and operationalsynergies to GTE. It will enable faster growth, world class execution and serveas an important global operations base. The expanded portfolio of productsolutions will offer significantly more value to OEMs and end customers in thepower generation, oil & gas and other industrial segments." Enquiries: Gas Turbine Efficiency plcSteven Zwolinski, CEO +44 20 7929 8989 on the day +46 8 546 10 528Libertas CapitalAamir Quraishi, Charles Goodfellow + 44 20 7569 9650 Corfin CommunicationsNeil Thapar, Harry Chathli +44 (0)20 7929 8989 Notes to Editors: About GTE GTE, whose shares are trading on the AIM market of the London Stock Exchange,develops, assembles and markets cleaning systems, as well as other associatedequipment, for the internal cleaning of gas turbine compressors. The Companysells its products globally to international blue chip customers in the aviationand industrial sectors and to date its products have been used on over 1,000 gasturbines across 34 countries in Europe, the Middle East, Asia and the Americas.Its operational centres are located in Stockholm, Sweden; St Petersburg, Russiaand Houston, Texas, USA. http://www.gtefficiency.com/ About Control Center Control Center LLC is a Tier One direct source of Integrated Process ControlSolutions for Industrial Plants, OEMs and EPC's. Our 45-year history ofproviding high quality solutions has resulted in thousands of installationsworldwide. Whether modernizing existing operations, constructing a new facilityor looking to outsource, Control Center's Systems, Parts, Service and Personnelcan guarantee your project's success. http://www.controlcenter.net/ Certain statements made in this announcement are forward-looking statements.These forward-looking statements are not historical facts but rather are basedon the Company's current expectations, estimates and projections about itsindustry, its beliefs and assumptions. Words such as 'anticipates', 'expects','intends', 'plans', 'believes', 'seeks', 'estimates', and similar expressionsare intended to identify forward-looking statements. These statements are notguarantees of future performance and are subject to known and unknown risks,uncertainties and other factors, some of which are beyond the Company's control,are difficult to predict and could cause actual results to differ materiallyfrom those expressed or forecasted in the forward-looking statements. Thesefactors include, amongst others, the ability to consummate the transaction; theability of GTE to successfully integrate Control Center's operations andemployees; the ability to realise anticipated synergies and cost savings;technology risks, including dependence on core technology; fluctuations inquarterly results; dependence on new product development; rapid technologicaland market change; reliance on sales by others; management of growth; dependenceon key personnel; rapid expansion; growth of the internet; financial riskmanagement; and future growth subject to risks. The Companycautions shareholders and prospective shareholders not to place undue relianceon these forward-looking statements, which reflect the view of the Company onlyas of the date of this announcement. The forward-looking statements made inthis announcement relate only to events as of the date on which the statementsare made. The Company will not undertake any obligation to release publicly anyrevisions or updates to these forward looking statements to reflect events,circumstances or unanticipated events occurring after the date of thisannouncement except as required by law or by any appropriate regulatoryauthority This information is provided by RNS The company news service from the London Stock Exchange