Diploma PLC
15 July 2004
FOR IMMEDIATE RELEASE 15 July 2004
DIPLOMA ACQUIRES 80% OF SOMAGEN DIAGNOSTICS INC. FOR A
MAXIMUM OF £13.1m(C$32.0m)
EXPANSION OF LIFE SCIENCE ACTIVITIES INTO GROWING CLINICAL
DIAGNOSTICS MARKET IN NORTH AMERICA
Diploma PLC, the international specialised distribution group, is pleased to
announce the acquisition of 80% of Somagen Diagnostics Inc. ('Somagen'), a
leading supplier to the clinical diagnostics market in Canada. Somagen is based
in Edmonton, Canada where it operates from a 16,000 square foot freehold
facility and employs 52 staff.
Somagen supplies a range of consumables and instruments used in the diagnostic
testing of blood, tissue and other samples in hospital laboratories. Consumable
products are in the form of chemical reagents and often packaged as kits to
enable the analyst to carry out a complete testing routine. A large part of
Somagen's revenues are generated from reagent rental contracts with terms
ranging from one to five years. An instrument is provided to the customer in
return for a commitment to minimum annual purchases of reagents.
Somagen's principal customers are the 500-600 laboratories within hospitals
across Canada. The top 15 customers together represent ca. 25% of total sales
and no one customer individually represents more than 5% of sales. Somagen has
exclusive long-term distribution agreements for Canada with a range of suppliers
from the US, Japan and Europe. No one supplier represents more than 25% of
sales.
Somagen's operating profit in the year ended 31 August 2003 was C$4.5m (£1.8m)
on sales of C$21.5m (£8.8m). After paying certain shareholder bonuses (which
will not apply after acquisition), profit before tax was C$0.4m (£0.2m). Net
assets at 31 August 2003 were C$2.2m (£0.9m) and at completion are expected to
be approximately C$5.0m (£2.0m), including net debt of approximately C$1.0m
(£0.4m).
The initial cash consideration to be paid, which will be met from the Group's
existing cash resources is C$30m (£12.3m) before acquisition costs. This may be
subject to a minor adjustment based on the net assets at completion. Further
deferred consideration up to a maximum of C$2m (£0.8m) will be payable depending
on the operating profit of Somagen in the year ending 30 September 2005. To
achieve the maximum deferred consideration, Somagen would have to generate an
operating profit of at least C$6.0m (£2.5m).
The minority interest of 20% in Somagen will be retained by the three managers
and previous owners of the business, who will continue to work for Somagen. Put
and Call options exist over the minority shares which can be exercised after
three and five years, based on an agreed multiple of earnings and subject to a
maximum cap.
The acquisition of Somagen represents a strategic expansion of the Group's Life
Science business into the market for clinical diagnostics in North America. This
is expected to open up further new opportunities for expansion, both organically
and through acquisition, in Europe and North America.
Bruce Thompson, Chief Executive of Diploma PLC said:
'The acquisition of Somagen represents an important strategic step into the
growing clinical diagnostics market, an attractive extension to our existing
Life Science activities. Somagen will enable us to exploit similar opportunities
for expansion in both North America and Europe. In addition Somagen meets our
demanding acquisition criteria of being a company which offers specialised
products and services with the potential for growth and superior margins.'
For further enquiries please contact:
Bruce Thompson, Chief Executive Officer 020 7638 0934
Nigel Lingwood, Group Finance Director 020 7448 4875
Ian Seaton, Bankside Consultants 020 7444 4157
Heather Salmond, Bankside Consultants 020 7444 4148
NOTE TO EDITORS:
Diploma PLC is a specialised international distribution group operating in three
sectors:
Life Sciences - supply of Instrumentation, Consumables and Service to the
research laboratories of the major pharmaceutical and biotechnology companies,
universities and research institutions. Principal companies are Anachem in the
UK and a1-envirotech in Germany.
Seals & Components - a next day delivery service for hydraulic seal kits,
gaskets and cylinder components, supplied to repair and maintenance operations
(RMOs) serving a broad range of mobile machinery aftermarkets. Principal
companies are Hercules Bulldog Sealing Products in North America and FPE in the
UK.
Controls & Interconnect - distributors of specialised wiring, connection and
control devices into a range of technically demanding applications. Principal
companies are IS Rayfast, Clarendon and Hawco in the UK and Sommer and Filcon in
Germany. IS Motorsport, based in the UK, also has a start-up operation in the
US.
Within each of these sectors, the Diploma businesses serve industry segments
with long term growth potential and with the opportunity for sustainable
superior margins through the quality of customer service, depth of technical
support and value adding activities.
In the year ended 30 September 2003, Diploma reported sales of £77m and pre tax
profits of ca. £13m.
Further information on Diploma PLC can be found at www.diplomaplc.com
This information is provided by RNS
The company news service from the London Stock Exchange
*A Private Investor is a recipient of the information who meets all of the conditions set out below, the recipient:
Obtains access to the information in a personal capacity;
Is not required to be regulated or supervised by a body concerned with the regulation or supervision of investment or financial services;
Is not currently registered or qualified as a professional securities trader or investment adviser with any national or state exchange, regulatory authority, professional association or recognised professional body;
Does not currently act in any capacity as an investment adviser, whether or not they have at some time been qualified to do so;
Uses the information solely in relation to the management of their personal funds and not as a trader to the public or for the investment of corporate funds;
Does not distribute, republish or otherwise provide any information or derived works to any third party in any manner or use or process information or derived works for any commercial purposes.
Please note, this site uses cookies. Some of the cookies are essential for parts of the site to operate and have already been set. You may delete and block all cookies from this site, but if you do, parts of the site may not work. To find out more about the cookies used on Investegate and how you can manage them, see our Privacy and Cookie Policy
To continue using Investegate, please confirm that you are a private investor as well as agreeing to our Privacy and Cookie Policy & Terms.