IPO Offer Price
Intertek Testing Services PLC
24 May 2002
THIS ANNOUNCEMENT IS NOT FOR PUBLICATION OR DISTRIBUTION OR RELEASE IN THE
UNITED STATES, CANADA, JAPAN OR AUSTRALIA
ANNOUNCEMENT OF OFFER PRICE OF 400 PENCE PER SHARE
Intertek Testing Services (the 'Company' or 'ITS') today announces:
• Ordinary shares in the Company (the 'Shares') offered in its initial
public offering (the 'Global Offer') will be priced at an offer price of 400
pence per Share
• Based on the above offer price per Share, the market capitalisation of the
Company will be approximately £614 million
• Of the 98,282,896 Shares available under the Global Offer, 64,010,990 are
new Shares issued by the Company and 34,271,906 existing Shares are being sold
by certain institutional and other selling shareholders
• In addition there is an over-allotment option of 15% of the Global Offer
• The net proceeds receivable by the Company, after the deduction of
underwriting commissions, will be approximately £245 million, which will be used
to redeem its preference shares and to repay a portion of its existing debt
• Listing particulars are expected to be published today in connection with
the Global Offer
• Conditional dealings in the Shares are expected to commence today on the
London Stock Exchange at 12 noon
• Completion of the Global Offer is expected to take place on 29 May 2002,
when the Shares are expected to be admitted to the Official List of the UK
Listing Authority and to trading on the London Stock Exchange
Richard Nelson, Chief Executive said:
'We are delighted to be making our debut as a public company and look forward to
an exciting future building on our established positions and exploiting
opportunities for growth to deliver value to shareholders.'
Notes to editors
ITS is a leading international testing, inspection and certification
organisation which assesses the products and commodities bought or sold by its
customers against a wide range of safety, regulatory, quality and performance
standards. The Group's customers include retailers, distributors,
manufacturers, traders, industrial bodies, oil and chemical companies and
governments. The products and commodities tested, inspected and certified
include textiles, toys and other consumer goods, electrical and electronic
goods, building and heating, ventilation and air conditioning products, crude
oil, petroleum products, chemical products and agricultural produce.
The Group operates around the world near the points of manufacture, design and
buying offices. The Group has a broad range of accreditations, approvals and
certifications to assist customers in qualifying their products and commodities
for sale in all the principal markets of the world. The Group currently employs
over 10,300 people and operates an extensive global network of 504 inspection
offices and 254 testing laboratories from over 440 sites in 99 countries(1).
ITS is headquartered in London, United Kingdom.
The Group operates in a large number of different market segments and is
organised into the following four operating divisions, each focusing on the
testing, inspection and certification of particular goods or commodities.
• Labtest is a leading international provider of testing and inspection
services for a range of consumer goods including textiles, footwear, toys and
hardlines ( such as ceramics, bicycles, cosmetic products, sporting goods,
juvenile products, furniture and fireworks). Labtest's main customers are
retailers, importers and manufacturers, for whom it performs testing against
applicable safety, regulatory, quality and performance standards.
• Caleb Brett is a leading international provider of testing and inspection
services in connection with crude oil, petroleum and chemical products and
provides independent verification and internationally recognised certification
of the quantity and quality of these products. Caleb Brett carries out a similar
service with regard to agricultural produce.
• ETL SEMKO primarily tests electrical and electronic products,
telecommunications equipment, heating, ventilation and air conditioning
equipment and building products against standards relating to safety and
performance and provides recognised safety certificates and other industry
specific approvals to manufacturers of those products.
• Foreign Trade Standards ('FTS') provides independent pre-shipment
inspection services to governments of less developed countries to assist them in
the enforcement of customs duties and/or to verify that imports of specified
products meet safety and other national standards of a client country. FTS
inspects and, where appropriate, tests products and commodities in the country
of export before they are shipped. FTS also provides customs modernisation
services.
ITS was formerly known as Inchcape Testing Services and was acquired by funds
managed by Charterhouse in 1996.
This announcement is not for publication or distribution or release in the
United States, Canada, Japan or Australia. This announcement does not
constitute an offer to sell or solicitation of an offer to acquire any
securities of the Company in the United States or in any other jurisdiction.
The Company's Shares are not being registered under the US Securities Act of
1933, as amended (the 'Securities Act'), and may not be offered or sold in the
United States (as such term is defined in Regulation S under the Securities Act)
absent registration or an available exemption from such registration.
The contents of this announcement, which has been prepared by and is the sole
responsibility of ITS, have been approved solely for the purposes of section 21
of the Financial Services and Markets Act 2000 by Goldman Sachs International of
Peterborough Court, 133 Fleet Street, London EC4A 2BB and Schroder Salomon Smith
Barney of 33 Canada Square, Canary Wharf, London E14 5LB.
Goldman Sachs International and Schroder Salomon Smith Barney are acting for the
Company, Charterhouse General Partners Limited and Dominion Corporate Trustees
Limited and no one else in connection with the Global Offer and will not be
responsible to any other person for providing the protections afforded to their
respective clients or for providing advice in relation to the Global Offer.
No offer or invitation to acquire Shares in ITS is being made by or in
connection with this announcement. Any such offer will be made solely by means
of the final listing particulars expected to be published later today in
connection with the Global Offer and any acquisition of Shares should be made
solely on the basis of the information contained in such final listing
particulars. The value of shares can go down as well as up. Past performance is
not a guide to future performance. Persons needing advice should consult a
professional adviser.
Certain statements in this announcement, including those related to the
flotation of the Company and the admission of its Shares to trading on the
London Stock Exchange, are forward-looking statements under the US federal
securities laws, including the Private Securities Litigation Reform Act of 1995.
By their nature, forward-looking statements involve a number of risks,
uncertainties and assumptions which could cause actual results or events to
differ materially from those expressed or implied by the forward-looking
statements. These include, among other factors, securing necessary governmental
and other approvals, the satisfaction of the conditions of the flotation,
changing business or other market conditions and the prospects for growth
anticipated by the Company's management. These and other factors could adversely
affect the outcome and financial effects of the plans and events described
herein.
Forward-looking statements contained in this announcement regarding past trends
or activities should not be taken as a representation that such trends or
activities will continue in the future. The Company does not undertake any
obligation to update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise. You should not place
undue reliance on forward-looking statements, which speak only as of the date of
this announcement. Stabilisation/FSA
(1) As at 31 March 2002
This information is provided by RNS
The company news service from the London Stock Exchange