Last checked at 1 Feb 2024 07:00
1 February 2024
Judges Scientific plc
("Judges Scientific", "Judges", the "Company" or the "Group")
Acquisition of Luciol Instruments SA
Judges Scientific, a group focused on acquiring and developing companies in the scientific instrument sector, announces that its subsidiary PE.Fiberoptics Ltd ("PFO") has acquired 100% of the issued share capital of Luciol Instruments SA ("Luciol" or the "Acquisition"), a company manufacturing and selling instruments to measure optic fibre properties based in Mies, Vd, Switzerland. The Board expects the Acquisition to be immediately earnings enhancing.
The initial consideration for Luciol is CHF2 million in cash plus an earn-out payment due in 2024 (and/or 2025) equal to four times the average adjusted EBIT for the four years ended 31 December 2023 (or 2024 if higher) minus CHF2.0 million. The total consideration, cash plus earn-out, is capped at CHF2.5 million, which would be achieved if adjusted average EBIT for either period exceeds CHF625,000. An additional payment will be made to reflect any excess working capital over and above the ongoing requirements of the business, which the Board expects to be covered by the cash inherited at the completion date.
The consideration for the Acquisition and associated transaction costs have been funded from the Group's existing cash balances.
Alex Hambro, Chairman of Judges, said: "We are pleased to welcome Luciol, a solid and profitable company manufacturing quality products, to the Judges group. The Board believes that its interaction with PFO will be fruitful."
Information on Luciol
Luciol specialises in the design and manufacture of instruments that characterize optical fibres using Optical Time-Domain Reflectometry (OTDR). This is a similar method to that used by PFO to test telecommunications fibres. Luciol was established in 2008 by a team of three engineers, two of whom are still with Luciol and will remain employees until March 2025 to assist in the transition of the business. In each of the three years prior to 31 December 2022, Luciol generated adjusted profit of approximately CHF0.5m.
For further information please contact:
Judges Scientific plc David Cicurel, CEO Brad Ormsby, CFO Tel: +44 (0) 20 3829 6970
| Shore Capital (Nominated Adviser & Joint Broker) Stephane Auton Iain Sexton Tel: +44 (0) 20 7408 4090
| |
Liberum (Joint Broker) Edward Mansfield Nikhil Varghese Tel : +44 (0) 20 3100 2222
| Investec Bank plc (Joint Broker) Virginia Bull Carlton Nelson Tel: +44 (0) 20 7597 4000 | |
Alma (Financial Public Relations) Sam Modlin Rebecca Sanders-Hewett Joe Pederzolli Tel: +44 (0) 20 3405 0205 judges@almastrategic.com |
Notes to editors:
Judges Scientific plc (AIM: JDG), is a group focused on acquiring and developing companies in the scientific instrument sector. The Group now consists of 23 businesses acquired since 2005.
The acquired companies are primarily UK-based with products sold worldwide to a diverse range of markets including: higher education institutions, scientific research facilities, manufacturers and regulatory authorities. The UK is a recognised centre of excellence for scientific instruments. The Group has received five Queen's Awards for innovation and export.
The Group's companies predominantly operate in global niche markets, with long term growth fundamentals and resilient margins.
Judges Scientific maintains a policy of selectively acquiring businesses that generate sustainable profits and cash. Shareholder returns are created through the reduction of debt, organic growth and dividends.
For further information, please visit www.judges.uk.com