CAE Charteris

    RNS Number : 0116E
  Charteris PLC
  23 September 2008
   

    CAE

    Charteris plc
    ('Charteris' or 'the Company')

    Acquisition of SIG Consulting Limited

    Charteris, the business and IT consultancy, is pleased to announce the acquisition of the entire issued share capital of SIG Consulting
Limited ('SIG') for a base consideration of �1.9 million plus adjustments for surplus net working capital and a performance related
earn-out.

    Information on SIG
    SIG is a business solutions consultancy specialising in Enterprise Resource Planning ('ERP') systems, predominantly based on the
Dynamics AX platform in which it is a Microsoft Gold Partner. Established in 1994, SIG has established an excellent reputation, with a
blue-chip customer base, especially in the logistics and service sectors. For the year to 30 June 2008, unaudited revenues were �3.25
million and unaudited profit before tax was �0.2 million. Unaudited net assets at 30 June 2008 were �0.5 million. 

    Background to the acquisition
    At the time of the Company's interim results announcement in April 2008, the Board reconfirmed its intention to acquire businesses that
would advance the Charteris growth strategy. Particular reference was made to business solutions based on Microsoft Dynamics as a major
growth market for the future. In line with this strategy, this acquisition will greatly enhance the Company's capabilities in the
fast-growing market for business solutions based on Microsoft Dynamics. Combining the Dynamics expertise and complementary client bases of
Charteris and SIG is expected to create a potent force in the ERP market - bringing together in-depth experience in business change with
proven sales and delivery in Microsoft Dynamics.  

    Further information
    The maximum consideration payable for SIG is �2.5 million and comprises:

    *     a base consideration of �1.9 million, comprising �1.87 million payable in cash and the issue of 160,000 new ordinary Charteris
shares with an implied value of �25,920; 
    *     a sum equivalent to SIG's surplus net working capital of �0.4 million which is matched by cash to be assumed from the SIG
business; and 
    *     a performance related earn-out, deferred for two years, with a maximum value of �0.2 million payable by the issue of up to 400,000
new ordinary Charteris shares valued at �64,800, based on the share price at completion, with the balance payable in cash. 

    The cash element of the base consideration will principally be funded by �2.1 million of debt following the re-mortgage of the Company's
freehold Bartholomew Close offices at an attractive interest rate and the remainder from existing Charteris cash resources, offset by cash
held in the SIG business.  

    The consideration shares are being issued to key SIG employee shareholders who will join the enlarged Charteris management team and
there will be a restriction on the sale of such shares received as part of the base consideration for twelve months following completion.

    Whilst the costs associated with the integration mean that the acquisition will be earnings neutral in the current year to 31 July 2009,
the Board expects it to be earnings enhancing thereafter.  

    Application will be made to AIM for the admission to trading of the initial tranche of 160,000 new ordinary Charteris shares issued
pursuant to the acquisition. These new ordinary Charteris shares will rank pari passu in all respects with the existing shares in issue and
admission to trading on AIM is expected to become effective on 30 September 2008.

    Commenting on the acquisition, David Pickering, CEO of Charteris, said:

    "SIG is a first class business, with an excellent range of skills and people, delivering quality business solutions for a range of high
profile clients, predominantly in the logistics and service sectors. The company has a strong reputation and a refined delivery methodology,
complementary to our own, that will greatly enhance our own strong Microsoft Dynamics capability - making the expanded business one of the
leading players in the UK ERP Dynamics market."  


 Enquiries:
 David Pickering/Patrick Carter, Charteris plc              Tel: 020 7600 9199
 Zoe Biddick/Sophie Lane, Biddicks                          Tel: 020 7448 1000
 Michael Shaw/Emma Ormond, Oriel Securities Limited         Tel: 020 7710 7600
 (Nominated Adviser)



This information is provided by RNS
The company news service from the London Stock Exchange
 
  END 
 
ACQILFFEATIFFIT

Charteris (LSE:CAE)
Gráfica de Acción Histórica
De Dic 2024 a Ene 2025

Charteris (LSE:CAE)
Gráfica de Acción Histórica
De Ene 2024 a Ene 2025