Allen PLC
4 April 2001
FOR RELEASE 7.00AM 4 APRIL 2001
ALLEN PLC
('Allen' or the 'Company')
SALE OF BUILDING CONTRACTING
On 14 February 2001, Allen announced its intention to focus on its hire
services activities and, inter alia, to dispose of its loss making building
contracting and its principal property development businesses (the 'Building
Contracting Division'). Accordingly the Board is pleased to announce that
Allen has entered into a contract for the sale of the entire issued share
capital of each of the companies which form the Building Contracting Division
to Montpellier Group plc, known as YJL plc ('YJL') conditional only on the
approval of YJL's shareholders.
Terms of the transaction
The consideration for the Building Contracting Division will be £1.0 million
payable on completion. Prior to completion Allen will:
- inject cash of £5.9 million into the Building Contracting Division
- write off inter-company balances receivable by the continuing
Allen Group of £1.5 million
- acquire for £0.7 million in cash certain properties from the
Building Contracting Division which are also used by Speedy Hire.
Allen Group's borrowings will increase by the amount of the payments above
less the consideration receivable of £1.0 million.
Allen has also issued a promissory note to pay YJL up to a maximum of £3.3
million in cash for the tax losses in the Building Contracting Division.
Allen will make payments up to this amount to YJL when the Allen Group
receives a corresponding tax benefit by utilising available tax losses. The
difference between these payments and £3.3 million will be payable by Allen 12
months after completion. YJL will repay cash to Allen as follows:
- firstly, to the extent that YJL is able to utilise any tax losses
from the Building Contracting Division
- secondly, to the extent that the expected tax losses are not
crystallised because the provisions made for current building
contracts are not ultimately required.
The sale is conditional on the approval of the transaction by YJL's
shareholders. Undertakings to vote in favour of the transaction have been
received from 46.1 per cent of YJL's shareholders.
Information on the Building Contracting Division
The Building Contracting Division represents the entire building contracting
and the principal property development activities of the Allen Group. For the
year ended 2 April 2000 the aggregated turnover and profit before tax of the
Building Contracting Division were £161.6 million and £2.7 million
respectively. The aggregated net assets at 2 April 2000 were £9.4 million.
In its announcement on 14 February 2001 the Board stated that the operating
loss for the year ended 1 April 2001 could be as high as £13.0 million for
this division.
Benefits of the sale
Following completion of the sale of the Building Contracting Division the
Allen Group will have exited from its building contracting and principal
property development activities. Its remaining businesses will be Speedy
Hire, its hire services business and Ryan, its utility services business. The
sale has considerable benefits for the Allen Group. In particular:
- it will provide a clean and immediate exit from the Building
Contracting Division
- it represents a major step towards the Board's stated objective of
focussing resources solely on Speedy Hire
- it will enable management time to be focused on the development of
Speedy Hire and resolution of issues in Ryan prior to seeking offers
for Ryan
Following completion of the sale, Nick Davies, the Managing Director of the
Building Contracting Division will resign from the Group Board of Allen.
David Wallis, Chairman of Allen, commented:
'The sale will provide the Group with a clean and immediate exit from the
Building Contracting Division and means that the Board will make considerable
progress towards achieving its objective of focusing solely on Speedy Hire.'
For further information:
Allen Plc
John Brown, Chief Executive Officer 01942 720000
Neil O'Brien, Finance Director 01942 720000
Binns & Co Public Relations
Brian Coleman-Smith 020 7786 9600
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