Acquisition
Sondex PLC
14 December 2005
Wednesday 14th December 2005
Sondex plc
("Sondex" or the "Group")
Acquisition of Applied Electronic Systems Inc.
Sondex plc, a leading international technology supplier to the oil and gas
industry, announces the acquisition of Applied Electronic Systems Inc. ("AES"),
a USA based company designing, manufacturing and supplying ancillary equipment
for oilwell logging and pipe recovery, for a maximum total consideration of $14
million (£7.9 million)*.
Sondex has also issued a separate announcement of its interim results for the
six months ended 31 August 2005.
Rationale for the Acquisition
• Complementary product range for Wireline Division
• Growing, profitable and cash generative
• Significant growth potential through the Sondex international sales
network
• Platform for distribution of other Sondex products in North America
AES Financial Highlights
• 2005 revenues were $5.5 million in first nine months
• 2004 revenues were $5.9 million
• 2005 EBIT were $2.2 million in first nine months
• Historical operating margins circa 30 per cent
AES, based in Louisiana, USA, is a leading supplier of specialist technology and
equipment used within oil wells to assist with operations during both drilling
and production. The acquisition reflects the on-going Sondex strategy of
reinforcing organic growth - international expansion and new product development
- by carefully targeted acquisitions.
The maximum total consideration of $14 million (which includes a payment of $1.5
million for the freehold of the business premises) will be settled by the issue
to the vendors of 775,662 new ordinary shares in Sondex plc and $10,125,000 in
cash. These shares will be restricted from sale for one year. Further shares, to
a maximum value of $1 million, will be issued at the prevailing market price in
one year dependent on the acquisition achieving certain performance targets.
* using a rate of £1:$1.77
AES supplies a range of logging tools and accessories which are complementary to
those of the Sondex Wireline Division. In addition, the AES Free Point Indicator
is used throughout the industry as a standard for assisting in the retrieval of
drill pipe which has become stuck in the well; this is a complementary
technology to the Sondex Downhole Electric Cutting Tool.
AES has a significant presence in the USA, a market which accounts for 80 per
cent of its sales. The Wireline Division will aim to improve AES's performance
by distributing its products - that have a strong reputation in the North Sea
and the Middle East - through Sondex's international sales network. Sondex will
appoint a new general manager to assist in growing AES sales through these
international offices. In turn, the Wireline Division will seek to grow sales
of its current products through AES's distribution channels in the land markets
of North America.
Martin Perry, Chief Executive of Sondex, said:
"This acquisition is in line with our stated strategy of pursuing opportunities
that enhance the product lines and market reach of the Group. We are delighted
to be able to add this complementary range of technology to our existing product
lines, and expect enhanced growth through on-going strong market demand and
geographical opportunity.
We remain committed to continuing our strategy of investing for growth both
organically and through targeted acquisitions."
For further information, please contact:
Sondex Tel: 0125 286 2200
Martin Perry (Chief Executive)
Chris Wilks (Finance Director)
College Hill Tel: 020 7457 2020
Ben Brewerton / Nick Elwes
www.sondex.com
www.aesla.com
AES Financial Performance
The AES income statement for the nine months ended 30 September 2005, together
with the comparable full year numbers for the year ended 31 December 2004 and
2003 are as follows:
Year ended 31 December 2003 Year ended 31 December 9 months ended
2004 September 30 2005
$'000 $'000 $'000
Revenue 4,681 5,948 5,453
Cost of sales (2,478) (3,105) (2,360)
Gross profit 2,203 3,105 3,093
Sales and marketing (287) (328) (226)
General and administration (831) (887) (668)
Depreciation (107) (89) (49)
Operating profit 978 1,801 2,150
Operating profit percentage 20.90% 30.30% 39.40%
The company balance sheets at 31 December 2004 and as at 30 September 2005 were
as follows:
As at 31 December 2004 As at 30 September 2005
$'000 $'000
Fixed assets 1,188 1,147
Current assets Stock 1,467 1,701
Debtors 1,157 1,202
Cash 303 1,639
Current liabilities (127) (130)
Net assets 3,988 5,559
This information is provided by RNS
The company news service from the London Stock Exchange