Restore Regulatory News (RST)

6 October 2014

Restore plc

Acquisition of Cintas Document Management (UK) Limited and Placing of new Ordinary Shares to raise £14.9 million

Restore plc ("Restore" or "the Company"), the UK office services provider, today announces that it has entered into a sale and purchase agreement to acquire Cintas Document Management (UK) Limited ("CDMUK"), the UK records management and scanning division of Cintas Corporation of the US, for a total consideration payable by the Company of £23.5 million.

The Company also announces that it has entered into a firm placing with institutional investors to raise approximately £14.9 million before expenses ("Placing") through the issue of 7,090,049 new ordinary shares of 5p each ("New Ordinary Shares") at 210 pence each.

The Acquisition

CDMUK is one of the UK's 10 largest providers of records management services and currently operates from 12 sites across mainland Britain.

For the twelve months ended 31 May 2014, CDMUK recorded EBITA of £0.2 million, and an operating loss of £0.4 million after amortisation of goodwill of £0.6 million. Total revenues were £19.7 million, of which £12.9 million was attributable to records management, £6.4 million to scanning services and £0.4 million to non-transferring revenues. The net assets of CDMUK as at 31 May 2014 were £19.2 million.

The acquisition will be financed from funds raised by the Placing and a new debt facility of £15 million.

The acquisition of CDMUK:

· is consistent with Restore's strategy of consolidating the UK records management sector and provides significant synergistic opportunities to improve CDMUK's operational and financial performance.

· materially increases the scale of Restore, extending its position as the UK's second largest provider of records management services and expanding its customer base and operating capability in scanning services.

· is expected to be earnings enhancing in its first full year of ownership.

The Placing

Application has been made for the New Ordinary Shares to be admitted to trading on AIM ("Admission"). It is expected that Admission will occur on 7 October 2014.

Following Admission, the total number of voting rights of the Company's ordinary shares will be 82,090,540.

Charles Skinner, Chief Executive of Restore plc, said:

"This acquisition is a major milestone in Restore's development and represents the most significant consolidation within the UK records management sector since we embarked on our strategy of acquisitive growth four years ago. It provides an excellent opportunity for Restore to deploy its operational expertise and expand its presence in records management and scanning, and we are confident that the significant synergies between Restore and CDMUK will ensure an attractive return on invested capital for our shareholders. The Board looks forward to the contribution to the Group that CDMUK will make and to continued progress in the execution of our strategy."

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