Acquisition

Tandem Group PLC 24 January 2002 For release 07:00 24 January 2002 TANDEM GROUP TO ACQUIRE BEN SAYERS VIA £2,250,000 PLACING Tandem Group plc (Tandem), the sports and leisure equipment company, today announced its latest acquisition, Ben Sayers, claimed to be the oldest independent golf club manufacturer in the world with over 120 years of trading. For its fourth purchase in the last sixteen months, Tandem has agreed to pay The Caledonian Golf Group Limited £982,000 for the Ben Sayers business and certain assets, subject to adjustment depending on stock levels at completion and a maximum of £1.1 million. At the same time, the Company is to raise £2,250,000 net of expenses via a placing of 49 million ordinary shares at 5p per share to pay for the acquisition and provide additional working capital, in particular to grow the Ben Sayers business. Commenting on this development, Graham Waldron, Chairman of Tandem, said: 'We are very pleased to be acquiring Ben Sayers as the next stage in our strategy to become a broadly based sports and leisure equipment group. Golf equipment is a logical extension to our existing product portfolio and our sports and leisure retail contacts and worldwide supply sourcing systems will bring rapid benefits to the Ben Sayers business. This acquisition gives us a valuable base from which to develop our interests further in the golf equipment market.' Tandem's preliminary results for the year ending 31 January 2002 will be issued in April 2002 and are expected to show an operating profit significantly increased from the previous year, in line with market expectations. Further details of the placing and acquisition are attached. Note to editors Tandem currently manufactures and distributes bicycles, bicycle accessories, outdoor play equipment and snooker and pool products. Its brands include Falcon, Claud Butler, British Eagle, Dawes, Activity Plus and Pot Black. For further information please contact: Mervyn Keene, Finance Director, Tandem Group plc 01733 211399 Adam Hart, Peel Hunt plc 020 7418 8900 David Haggie, Haggie Financial Limited 020 7417 8989 Tandem Group plc Placing to raise £2,250,000 and acquisition of Ben Sayers Tandem Group plc ('Tandem' or 'the Company') reported in the Interim Statement issued on 31 October 2001 that its Board's overriding priority was to maintain the improvement in shareholder value by increasing profitability and reducing debt within the Tandem group. It also advised shareholders that it was seeking additional businesses to acquire in the sports and leisure equipment market. In accordance with this strategy, Tandem has entered into an agreement ('the Acquisition Agreement') to acquire the business carried on under the name 'Ben Sayers' and certain assets (excluding premises) ('the Acquisition') from The Caledonian Golf Group Limited ('Caledonian'). In addition Tandem has conditionally raised approximately £2,250,000 (net of expenses) by the placing of 49,000,000 new ordinary shares ('the Placing') (representing 23.9% of the current issued ordinary share capital) at a placing price of 5p per new ordinary share. This represents a 9% discount to the middle market price of an ordinary share at 22 January 2002. The terms of the Acquisition Agreement provide for the purchase by the Company from Caledonian of the golf equipment business carried on by Caledonian under the name 'Ben Sayers' together with certain assets (excluding premises). The consideration for the Acquisition will be a sum of £982,000 subject to adjustment depending on the level of stock as at the date of completion and subject to a maximum of £1.1 million. Completion of the Acquisition is subject to completion of the Placing. The Ben Sayers business is based in East Lothian, Scotland and is one of the oldest independent golf club manufacturers in the world with over 120 years of trading. On 1 August 1999, the trade and net assets of Ben Sayers were merged with Caledonian's other business and consequently no recent separate audited accounts for Ben Sayers are available. Tandem intends to increase sales and margins of the Ben Sayers business with its sports and leisure retail contacts and its experience in worldwide sourcing of components. The Board intends to seek further acquisitions in the golf equipment sector once the potential of Ben Sayers has been further developed. The Acquisition will be the Company's fourth acquisition in the last sixteen months and adds golf to its range of sports and leisure equipment products. Tandem currently manufactures and distributes bicycles, bicycle accessories, outdoor play equipment and snooker and pool products. Brand names include Falcon, Claud Butler, British Eagle, Dawes, Activity Plus and Pot Black. Under the Placing, the new ordinary shares have been conditionally placed with institutional investors by Peel Hunt plc. The Placing is not being underwritten by Peel Hunt plc and the Board intends applying the net proceeds of the Placing for the purposes of the Acquisition, to provide further working capital, in particular to develop the Ben Sayers business and to reduce Tandem group debt. The Company considered other methods of raising the necessary funds including the offer of new ordinary shares by way of open offer or a rights issue but decided, in conjunction with its advisors, that in the circumstances, taking account of time constraints and transaction costs, the proposed placing is the most appropriate method. The new ordinary shares will be allotted credited as fully paid and will rank pari passu in all respects with the existing ordinary shares including the right to receive all dividends and other distributions declared, made or paid. An Extraordinary General Meeting to approve the placing has been convened for 11.00 a.m. on 21 February 2002 at Eversheds, 1 Royal Standard Place, Nottingham NG1 6FZ. The preliminary results for the Company for the year ending 31 January 2002 will be issued in April 2002 and are expected to show an operating profit significantly increased from the previous year, in line with market expectations. This information is provided by RNS The company news service from the London Stock Exchange

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Tandem Group (TND)
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