Acquisition

Huveaux PLC 25 September 2003 Embargoed until 0700 hrs on 25/9/03 HUVEAUX PLC Proposed Acquisition of Fenman Limited Placing of 20.5 million new ordinary shares to raise £7.5 million (net of expenses) •Proposal to acquire Fenman, a leading publisher of training materials for £6 million in cash •Placing of 20.5 million new shares to raise £7.5 million after expenses •Fenman will be Huveaux's 4th publishing acquisition since its launch in late 2001 •Fenman expected to enhance earnings per share in 2003. •Huveaux's four publishing businesses are highly profitable and generate positive cash flow. Comments on the proposed acquisition of Fenman, John van Kuffeler, Chairman of Huveaux, today said: 'We are delighted to announce the acquisition of Fenman which will complement our existing three operating businesses and enhance our future performance.' Contacts John van Kuffeler, Chairman, Huveaux PLC Tel: 020 7245 0270 Jamie Matheson, Brewin Dolphin Securities Tel: 0141 221 7733 Jonathan Brill, Bell Pottinger Financial Tel: 020 7861 3865 HUVEAUX PLC ('Huveaux' or 'the Company') Proposed Acquisition of Fenman Limited Placing of 20.5 million new ordinary shares to raise £7.5 million (net of expenses) Introduction The board of Huveaux is pleased to announce the proposed acquisition of Fenman Limited ('Fenman' or 'the Acquisition'), a leading UK publisher of training materials. Aggregate consideration for the Acquisition is £6 million payable in cash. In connection with the Acquisition, Brewin Dolphin Securities Limited is placing 20,512,821 new ordinary shares of 10p each ('the Placing Shares') at a price of 39p per share ('the Placing') to raise £7.5 million net of expenses. Approval for the Placing, upon which the Acquisition is conditional, is being sought from the shareholders of Huveaux at an Extraordinary General Meeting of the Company to be held on 20 October 2003. Background Huveaux was formed in 2001 with the objective of building a substantial publishing and media company by acquisition and organic growth. The Company has to date raised a total of £12.35 million (net of expenses) from three placings of new Ordinary Shares - in December 2001, August 2002 and March 2003 respectively. In August 2002, Huveaux made its first acquisition, Vacher Dod, the leading UK publisher of specialist political biographical reference books, guides and directories related to parliamentary and government institutions. The second acquisition, Lonsdale SRG, a specialist publisher of revision guides and workbooks for school pupils in England and Wales, was made in March 2003. In August 2003, Huveaux announced the acquisition, now completed, of Le Trombinoscope, the leading publisher of political biographical reference books in France. Each of Huveaux's businesses provides vital database information and does so in printed or electronic formats, in the latter case often via a website. Margins are high and the Huveaux businesses are both highly profitable and cash generative. Taken as a whole, all of Huveaux's businesses are expected to benefit from the growing volume of legislation and regulation emerging from the UK and EU. Fenman, which has all of the above characteristics, will form part of Huveaux's Education & Training Division. Significantly, and in contrast to Huveaux's other publishing businesses, Fenman's revenues and cashflow are, in relative terms, more evenly spread throughout the calendar year. Information on Fenman Fenman is a specialist publisher of materials and information concerned with employee training and related personnel matters. Its training publications do not cover the skill-based programmes of individual industries and organisations but, under the umbrella concept of informing and advising training managers, are oriented towards general subjects such as relevant legislation and basic training techniques. Similarly, coverage of personnel affairs relates chiefly to topics of common concern to all human resource managers such as the management of new appointments, absenteeism and day-to-day attendance. The target customer base comprises training and personnel managers in large organisations in both private and public sectors, including FTSE 100 companies, major government departments, local authorities, the armed forces and leading accountancy firms. Fenman's flagship product is a monthly publication, Training Journal, which offers up-to-date news and comment on a wide range of training and personnel matters alongside practical and expert advice and opinion from leading professionals in their respective fields. Training Journal is not the largest, but is the fastest growing, of the major revenue earning segments of Fenman and is a key driver of its other products, most of which are learning packages devoted to general training and personnel subjects; these other products mainly comprise training videos and training manuals. The videos cover areas such as appraisals, improving performance, team building, mentoring, leadership and performance reviews. The training manuals provide a comprehensive series of general aids for training programmes. Subjects covered include leadership, communication skills and online learning. There are also guides to the general techniques of employee training. Fenman's new part work marketed under the brand name Train the Trainer, has effectively created a further subscription-based reference publication. Ancillary activities include a website, UK-HRD, a networking news and knowledge-sharing facility for UK training and personnel professionals. Fenman also organises seminars, courses and conferences for personnel and training managers at locations throughout the United Kingdom. Fenman is based in Ely, Cambridgeshire in a 7,000 square foot office and warehouse building. The building houses all 16 of Fenman's current staff and provides storage space for stocks of videos and manuals. Training Journal is produced and dispatched by contract printers. Production of the videos is sub-contracted to independent producers who work, on a flat fee basis, generally from scripts provided by Fenman. In Training Journal, Fenman makes considerable use of freelance and invited writers, mainly consultants and experts in the various aspects of employee training and human resource management. Outside professionals are also used to create and write the manuals and provide outline scripts for the videos. In its last audited financial year, to 31 July 2003, Fenman produced turnover of £3.0 million and a profit before taxation (including a gain on sale of fixed assets of £31,000) of £857,000. Net assets at the 31 July 2003 were £417,000. Cash at the same date amounted to £560,000; and there has been a £400,000 pre-completion dividend. The Future Fenman will, together with Lonsdale, form Huveaux's Education & Training Division. The directors of Huveaux believe, that with the Company's resources, Fenman will be strongly positioned to continue to participate in growth opportunities and to develop and widen its range of publications. Huveaux is confident that, in 2003, Fenman (like Le Trombinoscope) will enhance its earnings per share. Management Sarah Perito is the Managing Director of Fenman. Her career postings have included BBC York, Wyvern Publishing and Reed Elsevier, in the last-mentioned as a divisional marketing head. Sarah Perito will continue in the role of Managing Director of Fenman after the proposed acquisition by Huveaux. Upon completion of the transaction, Michael Herbert, the proprietor and co-founder of Fenman, will resign as a director. Placing of New Ordinary Shares To provide the cash to purchase Fenman and provide a prudent level of resources for the Company, Brewin Dolphin Securities is placing 20,512,821 new Ordinary Shares of Huveaux at a price of 39p per share. The Acquisition is conditional on, inter alia, the passing of resolutions one to three at the EGM and to Admission of the Placing Shares to AIM. The Placing Shares will represent approximately 28.70 per cent of the issued share capital of the Company immediately following completion of the Acquisition and Placing. Following the Placing, 71,464,730 Ordinary Shares will be in issue. The market capitalisation of Huveaux, following completion of the Placing, at the Placing Price is £27.9 million. The approximate net proceeds of the Placing receivable by Huveaux will amount to £7.5 million. Application is being made for the Placing Shares to be admitted to AIM. It is expected that dealings in the Placing Shares will commence on 21 October 2003. Extraordinary General Meeting An Extraordinary General Meeting ('the EGM') of the Company is to be held on 20 October 2003 to increase the authorised share capital of the Company to take account of the Placing, to authorise the Directors to issue the new Ordinary Shares in connection with the Placing and to provide various ancillary authorities. A circular containing (i) details of the Acquisition and the Placing, (ii) information relating to Fenman and to Huveaux generally and (iii) the notice calling the EGM, will be despatched to shareholders tomorrow. Copies of the circular and of the latest admission document of Huveaux, dated 3 March 2003, are available to members of the public at the offices of Brewin Dolphin Securities Limited, 5 Giltspur Street, London EC1A 9BD for a period of one month from the date of this announcement. END This information is provided by RNS The company news service from the London Stock Exchange

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