ESR Ensor Hldgs

 
TIDMESR 
 
24 October 2014 
 
                              ENSOR HOLDINGS PLC 
 
                          ("Ensor" or the "Company") 
 
            Technocover Limited - Acquisition of Minority Interest 
 
On 17 January 2012, the Company announced the acquisition of 90 per cent. of 
the issued share capital of Technocover Limited ("Technocover"), a 
manufacturer, supplier and installer of physical security products for a 
nominal amount and agreed to acquire the remaining 10 per cent. of the business 
for additional consideration of GBP1m 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. 
 
Following the successful integration of the Technocover business and on the 
basis that the conditions for the additional consideration have been achieved, 
the Company today announces that it has agreed to the early payment of the GBP1m 
to acquire the remaining 10 per cent. interest in Technocover. As shareholders 
will note from the annual report and accounts for the year ended 31 March 2014, 
a liability for the present value of the anticipated consideration has been 
recognised in the Company's financial statements. 
 
The remaining 10 per cent. interest in Technocover is held by Mr Michael Miles 
and Mr Gavin Williams who are current directors of Technocover Holdings Limited 
(a subsidiary of the Company) and the transaction is therefore considered a 
related party transaction for the purposes of the AIM Rules. Accordingly, the 
Company's directors consider, having consulted with the Company's nominated 
adviser, Westhouse Securities Limited, that the terms of the transaction are 
fair and reasonable insofar as its shareholders are concerned. 
 
Enquiries: 
 
Ensor Holdings PLC 
Roger Harrison / Marcus Chadwick 
0161 945 5953 
 
Westhouse Securities Limited 
Nick Ellis/Robert Finlay/Darren Vickers 
020 7601 6100 
 
 
 
END 
 

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