TIDMCHG
RNS Number : 6489A
Chemring Group PLC
03 June 2021
3 JUNE 2021
CHEMRING GROUP PLC ("Chemring", the "Group" or the
"Company")
ACQUISITION OF CUBICA GROUP
Chemring is pleased to announce the acquisition of Cubica
Technology Limited ("Cubica") and Q6 Holdings Limited ("Q6")
(collectively the "Cubica Group") (the "Acquisition"). The
consideration will be satisfied by a payment in cash on completion,
funded from Chemring's existing bank facilities, and a deferred
consideration payable in Chemring 1p ordinary shares in two
tranches on the second and third anniversary of completion. The
Acquisition creates further opportunities for Chemring to enhance
and further accelerate growth in its Roke business.
Acquisition overview
Cubica, based in Woking, Surrey, is a research and development
company specialising in artificial intelligence, machine learning,
data fusion and autonomy. Principally supplying into the defence
and security sectors, Cubica is a trusted supplier to the UK
Government, Law Enforcement, and a number of international defence
suppliers and private sector organisations. Many of their
technologies have been developed and commissioned to detect
criminal behaviour, protect assets and help save lives.
Q6 is the majority shareholder of Vigil AI Limited ("Vigil AI"),
which has technology providing state-of-the-art solutions to enable
online platforms to detect imagery relating to child sexual
exploitation globally. Vigil AI has established a joint venture in
the US, Krunam KBC, Inc., a public benefit corporation ("Krunam"),
in conjunction with Just Business Management, LLC, a US-based
social enterprise firm. Krunam is leading the sales and deployment
of the Vigil AI technology into the global commercial market.
Since being founded in 2013, Cubica and its employees have
developed world-first technologies including its support to
building the award-winning Vigil AI technology and its team members
have received customer and industry accolades for their research
and data science work. They are recognised by the UK Government as
leading innovators in their field of expertise. The current owners
of Cubica and Q6 will remain in employment with Chemring following
completion of the Acquisition.
Opportunity and rationale
The Acquisition creates further opportunities for Chemring to
enhance and further accelerate growth in its Roke business. Roke's
customers require an exponential increase in capability to achieve
digital advantage against complex threats. Cubica's leading edge
capability in Machine Augmented Intelligence and Autonomy
complements Roke's existing capabilities in cyber security,
intelligence and electronic warfare, offering customers a force
multiplier for their missions. In addition, Cubica's Omniscient and
TensorGrid products will benefit from the increased scale of Roke's
engineering investment and access to a wider international customer
base. Roke plans to invest cGBP1m in Cubica and Vigil AI to support
accelerated growth. This investment will be focused on research and
development, infrastructure and security.
Michael Ord, Chief Executive of Chemring, commented:
"With a focus on innovative protective technologies and
outstanding delivery in support of their customers, the acquisition
of the Cubica Group, a business we know well, is a valuable
addition to Chemring's portfolio and will further accelerate growth
in our Roke business.
Specialising in artificial intelligence, machine learning, data
fusion and autonomy, the Cubica and Vigil AI businesses are an
excellent strategic and cultural fit for our Roke business and also
offer significant additional research and development expertise as
we invest in next generation technologies and expand our product,
service and capability offerings.
This acquisition is further evidence of Chemring delivering
against its strategy and demonstrates the progress that has made on
our path to long-term sustainable growth."
- ENDS -
For further information:
Rupert Pittman Group Director of Corporate Affairs, Chemring Group PLC +44 (0)1794 463401
Andrew Jaques
James Bavister MHP Communications +44 (0)20 3128 8170
Cautionary statement
This announcement contains unaudited information based on
management accounts and forward-looking statements that are based
on current expectations or beliefs, as well as assumptions about
future events. These forward-looking statements can be identified
by the fact that they do not relate only to historical or current
facts. Forward-looking statements often use words such as
anticipate, target, expect, estimate, intend, plan, goal, believe,
will, may, should, would, could, is confident, or other words of
similar meaning. Undue reliance should not be placed on any such
statements because they speak only as at the date of this document
and, by their very nature, they are subject to known and unknown
risks and uncertainties and can be affected by other factors that
could cause actual results, and Chemring's plans and objectives, to
differ materially from those expressed or implied in the
forward-looking statements.
There are a number of factors which could cause actual results
to differ materially from those expressed or implied in
forward-looking statements. Among the factors that could cause
actual results to differ materially from those described in the
forward-looking statements are; increased competition, the loss of
or damage to one or more key customer relationships, changes to
customer ordering patterns, delays in obtaining customer approvals
for engineering or price level changes, the failure of one or more
key suppliers, the outcome of business or industry restructuring,
the outcome of any litigation, changes in economic conditions,
currency fluctuations, changes in interest and tax rates, changes
in raw material or energy market prices, changes in laws,
regulations or regulatory policies, developments in legal or public
policy doctrines, technological developments, the failure to retain
key management, or the key timing and success of future acquisition
opportunities or major investment projects.
Chemring undertakes no obligation to revise or update any
forward-looking statement contained within this announcement,
regardless of whether those statements are affected as a result of
new information, future events or otherwise, save as required by
law and regulations.
Notes to editors
-- Chemring is a global business that specialises in the
manufacture of advanced technology and high reliability products
and the provision of critical services to the aerospace, defence
and security markets
-- Chemring helps make the world a safer place. Across physical
and digital environments, our exceptional teams deliver innovative
protective technologies to detect and defeat ever-changing
threats.
-- Employing approximately 2,300 people worldwide, and with
production facilities in four countries, Chemring meets the needs
of customers in more than fifty countries
-- Chemring is organised under two strategic product segments:
Countermeasures & Energetics, and Sensors & Information
-- Operating in niche markets and with strong investment in
research and development, Chemring has the agility to rapidly react
to urgent customer needs
www.chemring.co.uk
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END
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