Acquisition
Weir Group PLC
04 December 2007
The Weir Group PLC
4 December 2007
Weir agrees to acquire African pumps business for $231m (£113m).
The Weir Group PLC ('Weir') is pleased to announce it has agreed to acquire the
CH Warman Pump Group ('CHW'), a specialist pump business primarily focused on
serving the mining and minerals processing industry throughout Africa, from
Research and Development Pty Limited and CH Warman Holdings Pty Limited.
The consideration for the purchase will be US$231m (£113m) payable in cash on
completion. In addition Weir anticipates assuming approximately US$ 2m (£1m) of
net indebtedness. Completion is conditional on the approval of the South African
competition authorities and, subject to such approval, is expected to take place
in the first quarter of 2008. The acquisition is expected to be immediately
earnings enhancing for Weir and to generate a return in excess of the Group's
cost of capital within three years.
The acquisition is in line with Weir's strategic objective to grow its
resource-linked engineering businesses through the addition of high-margin,
high-aftermarket operations and the board of Weir believes that the acquisition
of CHW offers many benefits, including:
• the addition of a well-established business with a considerable installed
base of product and enjoying a high-level of customer loyalty;
• a significantly enhanced presence in higher-growth mining markets
throughout Africa;
• a broadening of Weir's relationships among the world's major mining
companies through increased sales volume and a wider product offering; and,
• the opportunity to enhance the performance of CHW utilising Weir's
logistics and manufacturing systems and expertise.
Commenting on the transaction, Weir's chief executive, Mark Selway, said: 'This
is an exciting deal for our Minerals division, which transforms our presence
throughout the fast growing sub-Saharan markets. It's a perfectly-aligned
acquisition right in our sweet spot of high-margin, high-wear applications in
high-growth specialist markets.
We look forward to working with the management team, workforce and dedicated
supplier base at CHW; I believe that there are exciting prospects for all as we
step-up efforts to satisfy the increasing customer demand for high-quality
products and service'
Weir intends to acquire 100% of the issued share capital of:
• Warman Africa (PTY) Limited, a company operating in South Africa:
• Slurry Holdings Limited, a holding company registered in Malta, with
operating subsidiaries in Ghana, Zambia, Namibia, Botswana, Morocco and Dubai;
and,
• Warman (Zimbabwe) (Pvt) Limited, a Zimbabwean company.
As part of the transaction, Weir will also acquire intellectual property
separately held by Research and Development Pty Limited and by Mr Charles H
Warman.
CHW provides wear-resistant pumps, spare parts, and related services,
principally for highly-abrasive mining, minerals processing and other industrial
applications. Operations comprise a principal manufacturing facility and head
office located near Johannesburg, South Africa, together with seven branches
throughout South Africa, and one each in Ghana, Zambia, Namibia, Botswana and
Zimbabwe, all offering sales, distribution and after sales services. Additional
sales offices are located in Dubai and Morocco. In total, the CHW business
employs some 430 people. CHW's chief executive Jan Lourens and general manager
Noel Raymond have agreed to remain with the business following its acquisition
by Weir. They will report to Gordon Bigam, European Regional Director of Weir's
Minerals Division.
For the year to 30 June 2007, CHW generated sales of US$79.6m (£38.8m) earnings
before interest and tax (EBIT) of (£8.7m) US$17.8m and profit before tax (PBT)
of US$16.3m (£8.0m) under IFRS. As at 30 June 2007, gross assets were US$58.5m
(£28.5m). In the unaudited management accounts for the three months to September
2007, both revenue and operating profit are ahead of the prior year.
The foundations of the CHW business date from 1938 and the acquisition will
reunite CHW with Warman International, purchased by Weir in 1999, the two
elements having previously been under common ownership until 1969.
Trading update
The Group has also released today a separate statement on its pre close trading
update.
END
£1 = US$ 2.05
There will be a dial-in conference call for research analysts and investors at
0900 hours (GMT) on 4 December 2007. Copies of the presentation will be
available from our website: www.weir.co.uk
Dial in detail: UK +44 (0)20 7806 1967
USA +1 718 354 1388
France +33 (0)1 7099 4304
Germany +49 (0)69 5007 1317
South Africa 0800 991 539
Confirmation code: 4592925
Contact details:
The Weir Group PLC Tel. 0141 637 7111
Mark Selway, Chief Executive
Keith Cochrane, Finance Director
Helen Walker, Public Relations Manager Tel. 0141 308 3739 (Mobile: 07789 032296)
Maitland Tel. 020 7379 5151
Suzanne Bartch (Mobile: 07769 710 335)
Peter Ogden (Mobile: 07811 124 197)
This information is provided by RNS
The company news service from the London Stock Exchange