Acquisition

Berkeley Berry Birch PLC 16 December 2002 16 December 2002 Berkeley Berry Birch plc Acquisition of Weston starts IFA consolidation process Berkeley Berry Birch plc ('BBB'), the national financial services distribution group whose shares are traded on the London Stock Exchange, today announces the acquisition of Weston Financial Group Limited ('Weston'), one of the UK's largest Independent Financial Advisers ('IFA'), for an initial consideration of £1.85 million, including cash of £1.25 million. The acquisition is expected to be earnings enhancing in the current financial year. The acquisition of Weston is a further step in BBB's strategy as outlined in the listing particulars issued by BBB in September 2002 when it raised £20 million from new and existing shareholders. The IFA sector is undergoing rapid consolidation and BBB is well positioned to act as a consolidator. Weston, which is regulated by the Financial Services Authority, dates back to 1961, and has 63 financial consultants operating from eight branches throughout the UK. These financial consultants offer a broad range of financial planning services including: retirement planning; protection insurance; mortgages; estate planning and wills; and investments to approximately 18,000 clients. BBB is acquiring the entire issued share capital of Weston for an initial consideration of £1.85 million, comprising £1.25 million in cash and £0.6 million in new ordinary shares in BBB by the issue of 909,091 new ordinary shares at 66p per share. Further consideration up to a maximum of £9.65 million will become payable to the extent that the level of PBIT achieved by Weston over the 24 months ending 31 March 2005 exceeds pre-determined levels. The deferred consideration is payable in two tranches: the first tranche, capped at £3.15 million, would become payable once the result for the period ending 31 March 2004 has been determined; the second tranche would become payable once the result for the financial year ending 31 March 2005 has been determined. The aggregate of initial consideration and all further consideration payable will not exceed £11.5 million. Deferred consideration can be settled in any combination of loan notes and shares at the discretion of BBB (subject to appropriate authorities). For the twelve months to 30 June 2002 Weston produced operating profits of £257,351 on turnover of £6.2 million. As at 30 June 2002 Weston had audited net assets of £885,489. As agreed between the parties the initial consideration of £1.85 million payable to the vendors will be adjusted to take account of any increase or decrease in audited net assets at completion above or below £725,000, any increase being capped at £75,000. Applications to the UKLA and to the London Stock Exchange have been made for these new ordinary shares to be admitted to the official list of the UK Listing Authority and to be admitted to trading on the Official List of the London Stock Exchange. The acquisition is conditional upon these admissions becoming effective. Dealings in the new ordinary shares are expected to commence today, Monday 16 December 2002. Commenting on the acquisition, Clifford Lockyer, Chief Executive of BBB, said: 'The acquisition of Weston is a positive development in our strategy and demonstrates that we will be a significant consolidator within the IFA sector. We promised in September that we would make an important acquisition before the year end and we are pleased to have delivered on this promise which is revenue enhancing. We believe Weston's management team and its strong reputation for training and lead generation will make it an excellent addition to our Group.' For further information please contact: Berkeley Berry Birch plc Craig Butcher, Group Finance Director Direct office no. 02476 232005 Mobile no. 07968 486750 Citigate Dewe Rogerson Patrick Toyne Sewell / Fiona Bradshaw 020 7638 9571 Notes to Editors Berkeley Berry Birch plc • National Financial Services Distribution Group • Top Five Independent Financial Advice (IFA) Group in the UK • Formed by the merger of Berkeley and Berry Birch & Noble plc in January 2002 • Listed on the London Stock Exchange, with blue chip institutional investor base • Raised £20m from institutional investors in October 2002 to fund acquisition opportunities • Approximately 700 financial advisers producing an annual turnover of £55 million. • Multi distribution structure which includes financial planning, employee benefits, trustee services, network services & insurance broking This information is provided by RNS The company news service from the London Stock Exchange
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