Acquisition
16 Febrero 2009 - 1:00AM
UK Regulatory
TIDMHTI
RNS Number : 3386N
Hawtin PLC
16 February 2009
Hawtin PLC ("Hawtin" or the "Company")
Acquisition
Hawtin is pleased to announce the acquisition of three connected companies
(Holywell Property (Holdings) Limited, Holywell Property (St.Albans) Limited and
Foxleap Limited), (the "Holywell Group") which hold an investment property
portfolio valued at GBP9.6 million. The vendors are private individuals Martin
Warner, Clive Travers and a family trust. The net assets of the three companies
in aggregate at completion are expected to amount to GBP3.6 million. The
aggregate consideration for the Acquisition is a total of GBP2.9 million,
satisfied by the payment of GBP2 million in cash, and 20,000,000 new ordinary
shares. Completion accounts will be prepared to 13 February 2009, and any
excess/ deficit over target net assets will be settled in cash.
The properties comprise
* five commercial properties based in Berkhamsted, Tring, Amersham, St.Albans and
Cheltenham with a combined value of GBP8.775 million and with market rent of
GBP796,500 pa, and
* six residential properties with protected tenancies in and around Hertfordshire
with a combined value of GBP807,500 and with market rent of GBP48,900 pa.
The properties have been professionally valued by G.L Hearn in December 2008 at
GBP9.582 million
The Holywell Group was previously funded by a mixture of loans and overdrafts
standing at GBP3.9 million which were repaid at completion and the Holywell
Group joined the Hawtin Group banking arrangements. Hawtin has drawn down GBP7.5
million from its existing bank facilities to refinance the business acquired,
and pay the cash consideration. The additional utilisation of the HBoS facility
will trigger a quarter per cent reduction in interest margin on the whole of the
Group's drawn facility (GBP35 million) and also reduce existing non-utilisation
charges.
The acquisition will bring the gross investment property assets of Hawtin up to
GBP76 million, with annual rental income of GBP4.3 million.
The audited accounts show that the Holywell Group produced a profit before
taxation and management charges of GBP79,000 in the twelve months to 31 July
2008 on turnover of GBP652,000, after salaries and other costs that will no
longer apply of approximately GBP200,000. The Holywell portfolio currently
produces rental income of GBP689,000 which indicates potential to increase
income towards market rent. Post acquisition within the Hawtin Group, the
portfolio is expected to contribute GBP330,000 towards property management
expenses.
One of the vendors, Martin Warner has been invited to join the Hawtin board to
help oversee the Holywell portfolio and contribute to the overall Board
management. Martin Warner is a Chartered Surveyor and serves on the Board of AIM
listed Michelemersh Brick Holdings PLC. Clive Travers has been contracted for a
period of 2 years to manage the integration into the Hawtin Group.
The ordinary shares issued as part of the consideration will result in the
issuing of 20,000,000 new ordinary shares which will represent 20% of the
enlarged issued ordinary share capital of the Company. Application for the new
ordinary shares to trading on AIM has been made and admission to trading is
expected to take place on 19 February 2009, following which there will be
100,339,798 ordinary shares of 5 pence each in issue in the Company. The new
ordinary shares will rank pari passu with the existing ordinary shares and are
identical in all respects. Shareholders should use 100,339,798 ordinary shares
as the denominator by which to determine whether they are required to notify
their interest in, or a change to their interest in, Hawtin under the Disclosure
and Transparency Rules.
Board Changes
Hawtin hereby notifies that Martin Russell Warner has been appointed to the
board as a non-executive director. Robert Carlton-Porter, Richard Hayward,
Stephen Morgan Anton Woodhouse and Anthony Wardle remain on the board. The
appointment is effective from 13 February 2009.
Pursuant to Rule 17 of the AIM Rules, the information required to be given in
respect of Martin Warner is as follows:
Full name: Martin Russell Warner
Age: 55
In addition to his directorship of the Company, Martin Warner is/has been a
director of or partner of the following companies or partnerships in the past 5
years:
Current directorships/partnerships
Michelmersh Brick Holdings plc03/11/1997
Dunton Brothers Ltd 23/08/1996
Michelmersh Brick & Tile Co Ltd 31/10/1997
Charnwood Forest Brick Ltd20/01/1999
Blockleys Brick Ltd16/03/2000
New Acres Ltd16/03/2000
Holywell Property (Holdings) Ltd08/05/2003 (resigned 13 February 2009)
Holywell Property (St Albans) Ltd 01/03/2001 (resigned 13 February 2009)
Foxleap Ltd01/06/1995 (resigned 13 February 2009)
E Greenham Ltd03/07/2001
The Jericho Foundation 28/11/2007
The Brick Development Association06/03/2008
Ley Hill Property Ltd 27/06/2005
Orange Brands Ltd 09/08/2007
Jericho Enterprises CIC28/11/2007
There is no further information to be disclosed under AiM rule 17 Schedule Two
paragraph (g).
Enquiries:
Hawtin PLC:
Stephen Morgan Tel:01633 682 130
Seymour Pierce Ltd:
John Depasquale Tel: 020 7107 8000
This information is provided by RNS
The company news service from the London Stock Exchange
END
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