CEPS PLC Acquisition of Millington Lord Limited (3122S)
March 15 2021 - 10:53AM
UK Regulatory
TIDMCEPS
RNS Number : 3122S
CEPS PLC
15 March 2021
15 March 2021
CEPS PLC
("CEPS" or the "Company")
Acquisition by Hickton Group Limited of Millington Lord
Limited
The Board of CEPS is pleased to announce that Hickton Group
Limited ("HGL"), the Company's 54.7% subsidiary, has today
completed the acquisition of the entire issued share capital of
Millington Lord Limited ("MLL") from GT Realisations Limited
(formerly Gas Tag Limited) (the "Acquisition").
MLL is a holding company, with three wholly owned subsidiaries;
Morgan Lambert Limited ("ML"), Qualitas Compliance Limited ("QC")
and Morgan Lambert Electrical Limited ("MLE"). Neither MLL nor MLE
are actively trading. The MLL group, which is based out of Selby,
North Yorkshire, is a gas and electrical safety consultancy,
providing auditing, consulting and training services. ML is the
group's principal operating subsidiary and services clients in the
social housing market, whereas QC provides the same services to
private sector clients.
For the year ended 31 March 2020, the unaudited management
accounts of each MLL group entity show profit before tax and nets
assets as follows:
Profit before tax Net assets (GBP)
(GBP)
Millington Lord Limited Nil 816,315
Morgan Lambert Limited 258,667 1,089,733
Qualitas Compliance Limited 69,281 127,564
Morgan Lambert Electrical Nil Nil
Limited
The consideration for the Acquisition is a maximum of GBP1.1
million and comprises a cash payment on completion of GBP700,000
plus a further GBP299,999 deferred, to be paid in two instalments;
GBP150,000 on or before 30 June 2021; and GBP149,999 on or before
31 August 2021. An additional up to GBP100,000 may be payable,
dependent on the combined MLL group achieving certain turnover
targets over the same period. The Acquisition is being funded from
existing cash resources within HGL.
The management team of MLL will continue to run the business
post-acquisition. The services provided are complementary to the
quality-focused activities of the current Clerks of Works and
Corporate Approved Inspector businesses within HGL, and it is
expected that there will be opportunities to cross-sell services
across the respective clients, as well as exploiting the
efficiencies that will come from the central resources that the
enlarged group will be able to call upon.
As such, the Acquisition fits with HGL's strategy of broadening
its service offering into complementary areas and working with
management who are committed to developing their business further.
The directors of CEPS ("Directors") believe that each group company
will benefit from the relationship moving forward and as such that
the Acquisition will be a valuable addition to the CEPS group of
companies.
This announcement contains inside information for the purposes
of Article 7 of EU Regulation 596/2014 (which forms part of
domestic UK law pursuant to the European Union (Withdrawal) Act
2018).
The Directors of the Company accept responsibility for the
content of this announcement.
Enquiries:
CEPS PLC
Vivien Langford, Group Finance
Director +44 1225 483030
Cairn Financial Advisers LLP
James Caithie / Sandy Jamieson
/
Ludovico Lazzaretti +44 20 7213 0880
Caution regarding forward looking statements
Certain statements in this announcement, are, or may be deemed
to be, forward looking statements. Forward looking statements are
identi ed by their use of terms and phrases such as "believe",
"could", "should" "envisage", "estimate", "intend", "may", "plan",
"potentially", "expect", "will" or the negative of those,
variations or comparable expressions, including references to
assumptions. These forward looking statements are not based on
historical facts but rather on the Directors' current expectations
and assumptions regarding the Company's future growth, results of
operations, performance, future capital and other expenditures
(including the amount, nature and sources of funding thereof),
competitive advantages, business prospects and opportunities. Such
forward looking statements re ect the Directors' current beliefs
and assumptions and are based on information currently available to
the Directors .
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END
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