TIDMCRU
RNS Number : 5502C
Coral Products PLC
12 October 2022
12 October 2022
Coral Products plc
(the "Company", the "Group" or "Coral")
Acquisition of Ecodeck Grids Limited
An Eco Friendly Business Using 100% Recycled Plastic - Will
Strengthen the Group's E-Commerce Capabilities and be Earnings
Enhancing in Year 1
Coral Products plc, a specialist in the design, manufacture and
supply of plastic products based in Wythenshawe, Manchester, is
pleased to announce that it has acquired the entire issued share
capital of Ecodeck Grids Limited ("Ecodeck") for a consideration of
up to GBP5,600,000 (the "Acquisition") to be satisfied by the
initial payment of GBP3,350,000 in cash, the issue of 6,250,000
ordinary shares in the Company at a price of 16p per ordinary share
(for a total value of GBP1,000,000), (the " Consideration Shares
"), which are subject to a twelve month lock in arrangement and an
earn out as described below of up to GBP1,250,000.
The earn out comprises three components, being:
-- A first earn out consideration is payable for the year ended
31 January 2023 of an additional GBP3 for every GBP1 of profit
before tax that exceeds GBP1,000,000. Under no circumstances shall
the first earn-out consideration exceed GBP1,150,000 ;
-- A second earn out consideration will be payable in the form
of a profit share of 10% of the profit before tax for the 3-month
period from 1 February 2023 to 30 April 2023 if the profit before
tax exceeds GBP1,500,000 for the year to 30 April 2023; and
-- A third earn out consideration will be payable in the form of
a profit share of 10% of the profit before tax in excess of
GBP1,500,000 for the year to 30 April 2024
The maximum amount of the second and third earn out
considerations shall not exceed GBP100,000.
The cash consideration for the Acquisition is being satisfied
from the Group's existing resources and the Consideration Shares
will be settled from the 1,914,945 ordinary shares held by the
Company in treasury (the "Treasury Shares") and the issue of
4,335,055 new shares (the "New Shares"). A further announcement
will be made when this occurs.
About Ecodeck
Ecodeck supply a range of building and landscape products from
driveway grids, gravel pathway grids to plastic shed bases and
grass grid reinforcement. The range of products are all
environmentally and eco-friendly being made from 100% recycled
plastic.
It is currently owned by Matthew and Kelly Staples. Ecodeck,
which is based in Sutton-in-Ashfield, Nottinghamshire will continue
to operate from its existing premises.
As per the unaudited financial statements for the year ended 30
January 2022, Ecodeck's sales were GBP6.8 million, profit after tax
was GBP0.9 million and net asset value was GBP1.9 million.
Pursuant to the terms of the share purchase agreement, the
Vendors have given warranties and indemnities in favour of the
Company.
Executive Chairman, Joe Grimmond, said: "This acquisition
further reinforces our focus on niche, specialist operators in the
plastics sector. We have an opportunity to leverage Ecodeck's
on-line platform for other Group eco-friendly products. We see
significant scope to add value as we integrate the business into
the Group - the acquisition continues to broaden our Group's
product offering and greatly enhances our available market
opportunities. We expect this acquisition will be earnings
enhancing in its first year."
For more information on Coral and Ecodeck, please visit the
following websites:
www.coralproducts.com
www.ecodeck.biz
Admission and Total Voting Rights
Application will be made to the London Stock Exchange to admit
the Treasury Shares and the New Shares to trading on AIM. Admission
of the Consideration Shares is expected to occur on or around 19
October 2022 ("Admission"). The new ordinary shares will rank pari
passu with the existing ordinary shares.
In conformity with DTR 5.6.1, the Company notifies that, as at
the date of this announcement, it has a single class of shares in
issue being Ordinary Shares and Company has 85,942,534 Ordinary
Shares in issue of which holds 1,914,945 Ordinary Shares are held
in treasury. Therefore, the total number of voting rights in the
Company is 84,027,589 Ordinary Shares.
Each Ordinary Share entitles the holder to a single vote at
general meetings of the Company. Following Admission, the enlarged
issued share capital of the Company will comprise 90,277,589
ordinary shares of 1 pence each. There will be no Ordinary Shares
held in treasury following this admission.
Further enquiries:
Coral Products plc Tel: 07703 518148
Joe Grimmond, Executive Chairman
Cenkos LLP (Nominated Advisor & Broker) Tel: 020 7397 1966
Stephen Keys
Charlie Combe
Novella Communications (Financial Public Relations) Tel: 020 3151 7008
Tim Robertson
Claire de Groot
Safia Colebrook
coral@novella-comms.com
This announcement contains inside information for the purposes
of Article 7 of the UK version of Regulation (EU) No 596/2014 which
is part of UK law by virtue of the European Union (Withdrawal) Act
2018, as amended ("MAR"). Upon the publication of this announcement
via a Regulatory Information Service, this inside information is
now considered to be in the public domain.
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END
ACQFLFERIRLLLIF
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October 12, 2022 02:00 ET (06:00 GMT)
Grafico Azioni Coral Products (AQSE:CRU.GB)
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Grafico Azioni Coral Products (AQSE:CRU.GB)
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