Judges Capital PLC
23 May 2005
23 May 2005
JUDGES CAPITAL PLC
Result of EGM
Completion of the acquisition of Fire Testing Technology
The Board is pleased to announce that, at the Extraordinary General Meeting held
earlier today, all the resolutions were duly passed.
Following the passing of the resolutions, Judges has completed, subject to
admission of the Enlarged Issued Share Capital to trading on AIM, the
acquisition of Fire Testing Technology. Application for admission to trading on
AIM of 3,462,356 Ordinary Shares has been made and dealings are expected to
commence on 24 May 2005.
Fire Testing Technology
Founded in 1989, Fire Testing Technology designs, manufactures, installs and
maintains fire testing equipment. This equipment is used to test the effects of
fire on a wide variety of materials and thereby enables users of the equipment
to monitor compliance with legislation, industry standards and customer
requirements. The Directors believe that the underlying business model of Fire
Testing Technology focuses upon the exploitation of legislation that requires
various industries to test materials to establish their properties in relation
to fire and heat. This testing requires the use of particular instruments. Fire
Testing Technology has developed a portfolio of products to effect the testing.
These products meet regulatory requirements in various countries and thereby
attract a wide spectrum of customers. Legal requirements in the form of
national or international standards include ISO (International Standards
Organisation), ASTM (American Society for Testing Materials) IEC (International
Electrotechnical Commission) and EN (European Norm). In addition there are
industry specific regulations and requirements such as those of the FAA (Federal
Aviation Administration) and IMO (International Maritime Organisation).
Market
Fire Testing Technology has always been a high export company and over 90% of
its sales are to customers outside the UK. These customers are based in USA,
Europe and over other countries around the world (over 50 in total). The main
industries to which Fire Testing Technology sells its products are the
construction and building, transport, textile, plastics and electrical
industries.
Financial Information on Fire Testing Technology
For the financial year ended 31 May 2004, Fire Testing Technology generated a
turnover of £2.84 million, an operating profit of £622,000 and a profit before
tax of £635,000 and had net assets of £1.02 million.
Current Trading and Prospects
In January 2005, Judges sold its holding of shares in Interior Services Group
plc and part of its holding in Fortress Holdings plc, generating total proceeds
of £1.26 million and a profit on sale of £226,000. £512,000 of the proceeds
were used to settle related liabilities under contracts for difference.
Fire Testing Technology's trading continues to be strong. Orders on hand or in
the course of negotiation augur well for the beginning of the coming year
commencing on 1 June 2005.
Fire Testing Technology Acquisition Terms
Judges has acquired Fire Testing Technology using the net proceeds of the
Placing and additional bank facilities for approximately £3.7 million (plus an
excess working capital adjustment which, as at 31 March 2005, would have been
£697,000).
Details of Placing
In total 956,000 new Ordinary Shares have been placed on behalf of the Company
to raise £956,000 gross (£716,000 net of expenses). In total the shares being
placed represent 27.6% per cent. of the Enlarged Issued Share Capital. The
proceeds of the Placing have been used to fund the acquisition of Fire Testing
Technology and to pay the expenses of the fundraising and Admission.
Terms in this announcement have the same meaning as in the AIM Admission
Document dated 29 April 2005.
Press enquiries:
Judges Capital
David Cicurel 01342 323 600
Shore Capital
Mike Sawbridge 0151 600 3722
Alex Borrelli 020 7408 4090
This information is provided by RNS
The company news service from the London Stock Exchange
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