Acquisition

Fisher (James) & Sons PLC 07 October 2002 JAMES FISHER AND SONS PLC ACQUIRES RUMIC LIMITED James Fisher and Sons plc ('James Fisher') announces that it has conditionally agreed to purchase the entire issued share capital of the Cumbria based marine services company, Rumic Limited ('Rumic' or 'the Company') for a maximum consideration of £4,000,000. The acquisition is subject to certain conditions in relation to the level of net assets and cash of the Company, the valid exercise or cancellation of employee share options, the entering into of certain service contracts and the consent of certain key clients of the company. Rumic has unique skills in the use of remotely operated vehicles (ROVs) and submersibles. Under a long-term contract with the Royal Navy, it manages, maintains and operates the UK Submarine Rescue System (the LR5 manned submersible and the Scorpio 45 ROV), including a round the clock response team in Glasgow. It also owns and rents to the Royal Navy an associated transfer under pressure system. The Company also provides a range of services to the nuclear decommissioning industry and highly trained, specialist personnel for a number of marine based industries including oil services, subsea contractors and cable layers. The initial consideration will be £3,500,000 to be satisfied as to £3,100,000 in cash and £400,000 by the issue of 280,702 new ordinary shares. In addition, deferred consideration of up to £500,000 (plus interest at 4% from the date of completion on such amount) may be payable in cash or loan notes depending on the aggregate profits before tax and interest of Rumic over the next two years. The loan notes are non interest bearing and redeemable by the vendors with at least thirty days notice within twelve months of their date of issue. The loan notes are unsecured obligations of James Fisher and not guaranteed. The net assets of Rumic at 30 June 2002 were £1.9m of which £1.3m was cash. Rumic's audited pre-tax profit for the year ended 30 June 2002 was £573,000. Rumic is based close to James Fisher's headquarters in Barrow. The present owner and founder, Roger Chapman, will remain as the Company's managing director and will become a key member of James Fisher's management team. James Fisher, is a long established provider of specialist marine services including ship operating and management. The acquisition of Rumic fits well with its strategy to expand organically and by acquisitions with a focus on the Marine Support Services division, based on its engineering solutions, skills and expertise in the marine, subsea and oil field services industries. EC Hambro Rabben & Partners has acted as financial advisor to James Fisher. Application will be made for the 280,702 new ordinary shares to be admitted to the Official List of the UK Listing Authority and to trading on the London Stock Exchange's main market for listed securities. Commenting, Tim Harris, Chairman of James Fisher said: 'This acquisition demonstrates James Fishers' commitment to its core expertise as a marine service provider and broadens our longstanding relationships with the MOD, The Royal Navy and the Nuclear industries. Rumic is also a company with unique skills and a worldwide reputation in its specialised fields. With James Fisher's backing it is positioned well to take advantage of a number of specific opportunities in all of its specialist fields and to help grow significantly the profits from James Fisher's Marine Support Services division.' Roger Chapman owner and founder of Rumic said: 'To be acquired by a substantial local company with a mutual strategy and a significant customer overlap has many advantages for Rumic and its employees. The commitment and support of James Fisher will enable it to compete more effectively as a contractor of choice for specific contracts in several expanding markets. Our high tech, niche engineering, operational and design expertise is also complementary to the core businesses of our new parent company. I am looking forward to a challenging and active future.' For further information contact: James Fisher Tim Harris Chairman 0207 338 5808 Angus Buchanan CEO 0207 338 5808 Rumic Roger Chapman Managing Director 07850 953 654 EC Hambro Rabben Eivind Rabben Director 0207 355 4100 & Partners Ltd Binns & Co PR Ltd Keeley Clarke/Judith Parry 0113 242 1171 Paul McManus 0207 786 9600 This information is provided by RNS The company news service from the London Stock Exchange
UK 100

Latest directors dealings