Rentokil Initial Regulatory News (RTO)

20 December 2013

Green Compliance PLC

("Green Compliance" or the "Group")

Sale of the Green Compliance Pest Division

The Board of Green Compliance plc (the "Board") is pleased to announce that it has today agreed the sale of its Pest division to Rentokil Initial PLC ("Rentokil"). It has been sold for a total consideration of £4.0m in cash: £3.25m in initial consideration, £0.15m payable within 3 months dependent on agreement of completion accounts and £0.6m in deferred consideration payable in 12 months' time dependent upon the achievement of certain operational targets of the disposed operations (the "Disposal").

This Disposal follows a review by management to focus efforts on the most profitable and cash generative divisions of the Group. The Board are committed to the continued growth of its market leading Water and Fire Suppression businesses and believe that they will provide a sustainable base for the future development of the Group.

In relation to the proceeds of the Disposal, the Board will predominantly seek to return cash to shareholders of the Group in an efficient manner and also to partially pay down its outstanding loan notes at the appropriate time in H1 of calendar 2014.

The business sold relates to the assets of the Company dealing with pest control, eradication and prevention. In the year to March 2013 the business being sold had audited revenues of £5m, made a loss before tax of £0.7m and had assets at 31 March 2013 of £1.7m. As part of the Disposal, certain contracts, employees and equipment will transfer across to Rentokil.

Commenting, Bob Holt, Chairman of Green Compliance, said:

'We are pleased to have reached agreement with Rentokil in relation to the disposal of our Pest business and believe that they offer a great home for this business to thrive as part of the leading international company in the sector.

With the disposal of the fire extinguisher business in July, the financial restructuring of the business in September and now the disposal of the Pest division, Green Compliance will enter 2014 as a well-financed and sustainable player in the water and fire detection and suppression markets after a period of significant uncertainty for all of our stakeholders.

We are committed to building the best water and fire suppression business in the UK and the last quarter of 2013 has shown great commitment within these divisions and I applaud the efforts of everybody involved.

We look forward to the coming year as one where we can concentrate on growing our operations in these sectors".

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