PTSG, the niche specialist services provider, is pleased to announce that on 1 October 2015 it completed the acquisition of Integral Cradles Ltd, based in Gatwick and London, for a maximum consideration of £4.0m, comprising an initial payment of £1.2m and £2.8m in redeemable loan notes.
The initial payment will be satisfied by £825,000 cash and the issue of 500,000 ordinary shares of 1 penny each (“New Ordinary Shares”). The Loan Notes are redeemable after five years with an interim redemption after three years. The redemption values will vary depending on the future profitability of Integral.
The aggregate unaudited revenue of Integral for the 15 months ended 30 June 2015 was £1.8m, producing an aggregate loss before tax of £0.5m. The unaudited net assets at 30 June 2015 were £0.2m with cash in hand of £1.1m.
PTSG inherited the cash balances of Integral at completion, totalling c. £1.3m of which £1.0m comprised advance payments from customers.
Kevin Walton, the Managing Director and previous owner of Integral, joins PTSG to grow and expand the cradle installation activities. Integral will be integrated within PTSG’s Access and Safety Division.
Application has been made to the London Stock Exchange for the New Ordinary Shares, which rank pari passuwith the existing Ordinary Shares, to be admitted to trading on AIM on or around 7 October 2015 (“Admission”).
Following Admission, the Company’s issued share capital will consist of 87,425,765 Ordinary Shares. The Company does not hold any Ordinary Shares in Treasury.
The figure of 87,425,765 Ordinary Shares may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA’s Disclosure and Transparency Rules.
Paul Teasdale, CEO of PTSG, said:
“We are delighted to welcome Integral as the latest addition to the PTSG Group of companies. The acquisition increases our market share of the cradle installation market, bringing us closer to our goal of being the UK’s leading cradle installation business, and is a good strategic fit with our existing business, which is strong in the regions whilst Integral is strong within the M25 ring.”
About PTSG – www.ptsg.co.uk
PTSG is the UK’s leading provider of façade access and fall arrest equipment services, lightning protection and electrical testing, high-level cleaning and training solutions.
Operating through four divisions, Access & Safety, Electrical Services, High Level Cleaning and Training Solutions, the Group provides highly-engineered industrial products and quality services and has a substantial presence in a number of niche markets.
PTSG provides a central information service for its businesses and champions the dissemination of key information and best practice. PTSG unites its constituent businesses under one clear identity, which supports smarter working and delivers top class service to its customers.
Headquartered in Castleford, West Yorkshire, the Group employs more than 220 people across nine UK sites, who service more than 100,000 buildings across the whole of the UK for over 8,000 customers in a wide range of industries.