TIDMGHH
RNS Number : 3538D
Gooch & Housego PLC
20 June 2023
20 June 2023
Gooch & Housego PLC
("G&H" or the "Company" or the "Group")
G&H Expands its US Life Sciences Capabilities with the
Acquisition of GS Optics
Gooch & Housego PLC (AIM: GHH), the specialist manufacturer
of optical components & systems, announces that it has acquired
the entire issued share capital of GS Optics LLC ("GS Optics") for
a total consideration of up to $15.7 million. This earnings
accretive acquisition expands the Company's presence in the Life
Sciences sector and extends the Group's capabilities into polymer
optics.
GS Optics specialises in the custom design and manufacture of
precision polymer optics for use in the biomedical, machine vision
and analytical instrument markets, as well as military and civilian
night-vision and visible-range sighting applications.
Located in Rochester, NY and founded in 1916, GS Optics produces
injection moulded spherical, aspherical, cylindrical, and freeform
imaging optics and mirrors. In addition, it has well established
in-house capabilities to provide custom designed, diamond turned
and injection moulded prototypes, thin film anti-reflective and
reflective coatings and integrated optical solutions.
This acquisition, which is closely aligned to G&H's new
strategy, will increase the Company's commercial footprint in
high-growth areas within the large US life sciences market
including ophthalmic lenses, surgical imaging and diagnostic
instrumentation. GS Optics has established itself as a leader in
polymer optics, with a strong presence in the medical diagnostics
sector. Combining the capabilities of GS Optics with the global
reach of G&H's commercial and engineering teams will accelerate
the Group's growth in optical solutions for the Life Sciences
market and some specific A&D and industrial applications.
G&H intends to invest in the GS Optics site in order to
establish it as the Group's 'centre of excellence' for Life
Sciences in North America. Recognising GS Optics' distinguished
track record and the Rochester area's reputation for excellence in
optical design and manufacturing, G&H has ambitious plans to
establish the site as a high-performing design, development and
manufacturing centre.
Charlie Peppiatt, Chief Executive Officer of Gooch &
Housego, commented:
" I am delighted to welcome GS Optics, a leader in polymer
optics for the medical diagnostics sector and other markets, to
Gooch & Housego. GS Optics is a high quality business with a
strong customer base and differentiated technology. This strategic
acquisition will accelerate the Group's growth plans in the North
American life sciences market whilst also adding to our A&D and
industrial activities. The acquisition is in line with our recently
announced new strategy to become an innovative customer focused
technology company."
Terms of acquisition
The total consideration payable for GS Optics by G&H is up
to $15.7 million. This comprises an initial cash consideration of
$11.3 million, funded from existing resources, together with $2.6
million of new G&H ordinary shares. There is also deferred
contingent cash consideration of up to $1.8 million, payable based
upon the GS Optics' performance in the year ending 31 December
2023.
In its financial year ended 31 December 2022 the revenue of GS
Optics was c.$10 million and adjusted EBITDA was c.$1.5 million. As
at the end of May 2023 GS Optics had gross assets of c$5
million.
The acquisition is expected to be marginally earnings enhancing
in the first full financial year of G&H's ownership.
The Company has made an application to the London Stock Exchange
for the 322,115 new ordinary shares to be admitted to trading on
AIM. It is expected that admission will become effective on 26 June
2023.
Following the issue of the 322,115 new ordinary shares, the
total number of ordinary shares in issue as at the date of this
announcement is 25,374,309 with each share carrying the right to
one vote. There are no shares held in Treasury. The total number of
voting rights in the Company is, therefore, 25,374,309.
The above figure of 25,374,309 may be used by shareholders as
the denominator for the calculations by which they will determine
if they are required to notify their interest in, or a change to
their interest in, the Company, under the FCA's Disclosure and
Transparency Rules.
For further information please contact:
Charlie Peppiatt, Chief Executive
Officer
Chris Jewell, Chief Financial Gooch & Housego +44 (0) 1460
Officer PLC 256440
Mark Court / Abigail Gilchrist +44 (0) 20 7466
G&H@buchanan.uk.com Buchanan 5000
Christopher Baird / David +44 (0) 20 7597
Anderson Investec Bank plc 5970
Notes to editors
1. Gooch & Housego is a photonics technology business
headquartered in Ilminster, Somerset, UK with operations in the USA
and Europe. A world leader in its field, the company researches,
designs, engineers and manufactures advanced photonic systems,
components and instrumentation for applications in the Aerospace
& Defence, Industrial, Life Sciences and Scientific Research
sectors. World leading design, development and manufacturing
expertise is offered across a broad range of complementary
technologies.
2. All financial information included in this announcement is
sourced from unaudited management accounts and excludes any
specific items. This announcement contains certain forward-looking
statements that are based on management's current expectations or
beliefs as well as assumptions about future events. These are
subject to risk factors associated with, amongst other things, the
economic and business circumstances occurring from time to time in
the countries and sectors in which G&H operates. It is believed
that the expectations reflected in these statements are reasonable
but they may be affected by a wide range of variables which could
cause actual results, and G&H's plans and objectives, to differ
materially from those currently anticipated or implied in the
forward-looking statements. Investors should not place undue
reliance on any such statements. Nothing in this announcement
should be construed as a profit forecast.
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END
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