ESR Ensor Hldgs

 
TIDMESR 
 
Ensor Holdings PLC 
 
                      Acquisition of Technocover Limited 
 
Ensor Holdings PLC ("Ensor" or "the Company") is pleased to announce the 
acquisition of 90% of the issued share capital of Technocover Limited 
("Technocover"), a manufacturer, supplier and installer of physical security 
products, based in mid-Wales (the "Acquisition") for a nominal amount (the 
"Consideration"). 
 
Technocover's products are used for the protection of Critical National 
Infrastructure assets, operated by UK and European Utility companies, including 
water, energy, communication and transportation. The Directors believe that 
these government-driven, national security initiatives demonstrate resistance 
to recessionary pressures. 
 
In the most recent audited accounts which were for the year ended 31 August 
2010, Technocover reported sales of GBP10.3 million and an operating profit of GBP 
290,000, prior to loan write-offs of GBP542,000 and interest charges of GBP245,000. 
Net assets at that date were GBP433,000. 
 
The period since the year end has seen further reorganisation of the business, 
which, although eliminating its trading profit, has resulted in an underlying 
profitable, but under-capitalised business. 
 
Ensor will inject cash of GBP1 million into Technocover, sourced from a 
combination of the Company's cash reserves and bank debt, to complete the 
reconstruction of the business. 
 
The Company has agreed to purchase the remaining 10% of Technocover, owned by 
two of its current directors, for GBP1 million after 31 August 2015, subject to 
Technocover achieving an operating profit of at least GBP1.5 million for the two 
year period to 31 August 2013. 
 
The Board's expectation is that the Acquisition will result in capitalised 
goodwill of approximately GBP500,000, that it will enhance earnings immediately, 
and will represent an excellent return on investment. 
 
Enquiries: 
 
Ensor Holdings plc 
 
Roger Harrison / Marcus Chadwick 
 
0161 945 5953 
 
Westhouse Securities Limited 
 
Tim Feather / Matthew Johnson 
 
020 7601 6100 
 
 
 
END 
 

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