Acquisition & Trading Update
Tristel PLC
23 May 2006
Tristel plc
£1m acquisition of Vernagene Limited
Trading update
Tristel plc ('Tristel'), the healthcare business which uses its proprietary
chlorine dioxide chemistry to create infection control products for hospitals,
announces that it has exchanged contracts for the acquisition of Vernagene
Limited ('Vernagene'), the chlorine dioxide specialist focusing on the water
treatment and food processing industries, for £1m. The acquisition will be
immediately earnings enhancing.
It is anticipated that, subject to satisfaction of certain conditions precedent,
the acquisition will be completed shortly.
Vernagene, which is based in Bolton, focuses on water treatment and purification
and hygiene control within the food processing industry. It has been divested by
Verna Group Holdings Limited.
Vernagene employs six people and in the year ended 31 March 2006 achieved sales
of £1,177,000 (2005: £1,145,000 and 2004: £906,000) and pre-tax profits of
£301,000. As at 31 March 2006, Vernagene had net assets of £289,000. Tristel has
purchased the share capital of the company for £1m in cash and may pay an
additional sum of up to £100,000 on an earn-out basis. The acquisition will be
funded using existing cash resources (i.e. surplus cash from flotation and
operations) and a short term loan of £200,000 from one of its shareholders. The
Company intends to refinance this loan with commercial bank term debt. Currently
Tristel has no debt.
The acquisition will extend Tristel's reach beyond the infection control market
in hospitals, where it has focused its activities to date, enabling it to expand
into new markets where chlorine dioxide is increasingly being used. Vernagene
has approximately 200 customers in the government, municipal, industrial,
healthcare and food sectors. Importantly, Vernagene provides water treatment
solutions to approximately 40 UK hospitals, where its products are used for
Legionella control, whilst Tristel supplies approximately 400 hospitals with its
instrument and surface disinfection products. The Board believes there will be
significant cross selling opportunities.
The acquisition will also present an opportunity for Tristel to apply its sales
and marketing skills to the Vernagene product offering as well as the
opportunity to combine Tristel's patented technology and unique delivery systems
with Vernagene's chlorine dioxide chemistry.
Trading Update
In Tristel's core domestic hospital business, the financial problems of the
National Health Service caused many hospitals to reduce their purchases and
inventories during the last three months of the NHS financial year (ended March
2006). NHS sales have now returned to the levels seen before the NHS expenditure
crunch. However, the significant de-stocking experienced will have some effect
upon the Company's results for the year ending 30th June 2006.
For the current financial year ending 30 June 2006, Tristel expects post tax
profits to grow significantly from £38,756 (after UITF 17 exceptional) in 2005
to at least £500,000, producing earnings per share of at least 2.1 pence (2005:
0.24 pence), before any contribution from the acquisition.
In addition, the Company confirms its intention to pay a final dividend of 0.725
pence, making a 1 pence dividend payment for the year.
Despite the short term effects of the above the Board believes that Tristel has
considerable growth prospects through expansion into new market sectors, through
the co-branding opportunities announced at the interims stage, and through
expansion into further overseas markets. Since the announcement of the interim
results in February, the Company has appointed distributors in Malaysia,
Thailand, Iran, Greece, Bulgaria and Romania. Tristel is now distributed in 15
overseas markets and will continue to pursue international expansion vigorously.
ENDS
Tristel plc Parkgreen Communications Ltd
Paul Swinney, Chief Executive Paul McManus (paul.mcmanus@binnspr.co.uk)
Paul Barnes, Finance Director Ben Knowles (ben.knowles@binnspr.co.uk)
Tel: 01638 721500 Tel 020 7786 9600
http://www.tristel.com Mob: 07980 541 893
This information is provided by RNS
The company news service from the London Stock Exchange