Last checked at 4 Feb 2019 07:00
Scientific Digital Imaging plc
("SDI", the "Company" or the "Group")
(AIM: SDI)
Acquisition of Thermal Exchange Limited
The Board of Scientific Digital Imaging plc, the AIM quoted group focused on the design and manufacture of scientific and technology products for use in digital imaging and sensing and control applications, including life sciences, healthcare, astronomy, manufacturing and art conservation, is pleased to announce the acquisition on 1 February 2019 of Thermal Exchange Limited ("Thermal Exchange" or "TE") for a consideration of £847,036, plus an additional cash payment for net assets at completion (the "Acquisition").
Highlights:
· Thermal Exchange designs, builds and distributes process cooling and temperature control equipment for industrial, medical and scientific applications
· For the year ended 30 September 2018, TE achieved revenue of £1.40m*, gross profit of £0.95m* and profit before tax of £0.21m*
· The Board has identified areas within TE with potential for growth, particularly in combination with the skills and resources within Applied Thermal Control, SDI's recently acquired business specialising in process cooling and control equipment
· The Acquisition is expected to be earnings enhancing in its first full year of ownership
* Adjusted to exclude one historical product line. Further details below
Ken Ford, Chairman of SDI said:
"Thermal Exchange represents another step in our Group growth strategy and is a complementary fit providing potential areas for growth alongside a talented workforce. The acquisition is in line with our previously announced strategy of organic and acquisitive growth and is expected to be earnings enhancing in its first full year of ownership."
About Thermal Exchange Limited
TE designs, builds and distributes process cooling and temperature control equipment for industrial, medical and scientific applications. The Leicester based company was founded in 1982 and employs 15 staff.
For the year ended 30 September 2018 the Company achieved adjusted revenue of £1.40m (unadjusted £2.04m), gross profit of £0.95m (unadjusted £1.21m) and profit before tax of £0.21m (unadjusted £0.46m). The adjustment eliminates historical sales of third party equipment which have not formed part of the business since April 2018.
Approximately 86 per cent. of TE's sales are to the UK with the balance of 14 per cent. being exported. Sales include consumable products and service providing a recurring revenue stream.
Acquisition rationale
The Acquisition is in line with the Group's strategy of acquiring complementary businesses and the Board has identified areas within TE with potential for growth.
TE has a talented workforce and will complement our existing process cooling and temperature control equipment business, Applied Thermal Control.
Consideration for the Acquisition
Total consideration (excluding an additional cash payment for net assets at completion, expected to be less than £300,000) is £847,036. SDI has funded the cash consideration from existing cash resources.
The Board also announces that, in agreement with HSBC Bank plc, it has extended the Senior Facility to the full £5m and also extended its end date to April 2022. It was previously committed up to £3m and until April 2021. The Group's unaudited net cash position at 31 December 2018 was £1.175m.
Enquiries
Scientific Digital Imaging plc 01223 320480
Ken Ford, Chairman
Mike Creedon, CEO
Jon Abel, CFO
www.scientificdigitalimaging.com
finnCap Ltd 020 7220 0500
Ed Frisby/Kate Bannatyne - Corporate Finance
Andrew Burdis/Sunila de Silva - ECM
JW Communications 07818 430877
Julia Wilson - Investor & Public Relations
About SDI:
Scientific Digital Imaging plc ("SDI") designs and manufactures scientific and technology products for use in digital imaging and sensing and control applications including life sciences, healthcare, astronomy, manufacturing and art conservation. SDI operates through its company divisions: Applied Thermal Control, Astles, Atik Cameras, Sentek and Synoptics, as well as the recently acquired, Fistreem.
SDI continues to grow by developing its own technology advancements and by improving its global distribution footprint, as well as through pursuing strategic, complementary acquisitions.
No statement in this announcement is intended to be a profit forecast or estimate and no statement in this announcement should be interpreted to mean that earnings per share of the Company for the current or future financial years would necessarily match or exceed the historical published earnings per share of the Company.
The information communicated in this announcement is inside information for the purposes of Article 7 of Regulation 596/2014.