Acquisitions from Courtaulds Textiles

Walker Greenbank PLC 18 February 2000 Walker Greenbank boosts fabrics capabilities with two acquisitions from Courtaulds Textiles Walker Greenbank plc has agreed terms for the acquisition of the businesses of Standfast and Weavestyle from Courtaulds Textiles plc for £9 million to be paid in cash on completion, subject to adjustment based on actual net assets at that time. Fabrics already account for approximately half of Walker Greenbank's sales through its leading brands and the Board believes that the acquisition of these two fabric design and manufacturing operations will augment the group's capabilities and enhance growth opportunities. The acquisitions, which are conditional on shareholders' approval, will be earnings enhancing from the outset. The Board believes that both businesses represent the best in UK fabric manufacturing. They have considerable design expertise to be allied with Walker Greenbank's distribution capabilities. The enlarged group will be able to form a centre of excellence in fabrics in the same way that it is creating a centre of excellence in wallcoverings to take advantage of the considerable talent that exists in the British design community. Standfast is one of the country's premier fabric printing operations supplying a number of leading brands including Walker Greenbank's own Zoffany and Harlequin ranges. Weavestyle is a leading producer of woven fabrics in the UK whose customers include Marks & Spencer and Eclipse Blinds. Investment has already been made in restructuring both businesses and they have been returned to profitability. For the year ended 31 December 1999 the businesses in aggregate generated approximately £2 million of earnings before interest, tax and depreciation and approximately £0.2 million of operating profits on sales of approximately £16 million. The combined net assets (excluding cash) of the Standfast and Weavestyle businesses at 31 December 1999 were approximately £8.7 million. These figures are based on the unaudited management accounts of Courtaulds. Further details on these businesses will be included in the circular to the shareholders of Walker Greenbank. Aidan Connolly, Chief Executive, Walker Greenbank plc, said: 'We are developing Walker Greenbank into an international powerhouse of design for interior furnishings and supporting this strategy by creating centres of excellence in manufacturing and distribution. We have a real opportunity to build a group that can forge partnerships and deliver better returns in an international market place being radically changed by the Internet and the development of e-commerce. This acquisition allows us to simplify the supply chain from the designer to the consumer and consolidates our place within it'. Lord Thurso, Chairman of Walker Greenbank plc, said: 'We have undertaken a strategic review of the business and these acquisitions are the first step in our new strategy to grow the group. Following the rationalisation of the Group's activities in the past year, they represent an excellent opportunity for us to develop shareholder value'. Walker Greenbank will be sending a detailed circular to shareholders setting out details of the acquisitions and a forthcoming Extraordinary General Meeting. The Extraordinary General Meeting will be held before the end of March. The group will be announcing its preliminary results for the year ended 31 January 2000 on 18 April 2000. For further information contact: Aidan Connolly, Chief Executive, Walker Greenbank plc Telephone: 01442 234666 Michael Higgins, KPMG Corporate Finance Telephone 020 7311 8511 John Rudofsky, Citigate Dewe Rogerson Telephone: 020 7638 9571 Notes to Editors Proposed purchase by Walker Greenbank plc of the Standfast and Weavestyle businesses from Courtaulds Textiles plc Introduction The Board of Walker Greenbank plc announces today that it has, through its subsidiary Abaris Holdings, entered into a conditional agreement with Courtaulds Textiles plc for the acquisition from Courtaulds Textiles plc of its Standfast and Weavestyle businesses. In view of its size, the Purchase is conditional on the approval of shareholders of Walker Greenbank at an Extraordinary General Meeting. Subject to fulfilment of this condition, completion is expected to take place on 31 March 2000. The terms of the purchase agreement provide that Abaris Holdings Limited will acquire the Standfast and Weavestyle businesses for an aggregate initial consideration of £9 million payable in cash on completion, subject to adjustment on a pound for pound basis to reflect the net assets of the businesses as at that date. The purchase agreement is conditional on the passing of an ordinary resolution to be proposed at an Extraordinary General Meeting. Information on the businesses The Standfast business ('Standfast') and the Weavestyle business ('Weavestyle') are part of Courtaulds Furnishings, one of the four operating divisions of Courtaulds Textiles plc, a company listed on the London Stock Exchange. Weavestyle Weavestyle, a made-to-order manufacturer of jacquard woven fabrics, was acquired by Courtaulds in 1971. It is based in Silsden, West Yorkshire where it employs approximately 100 people. The Board considers it to be one of the two primary manufacturers in the non-contract jacquard woven fabrics segment and supplies customers such as Marks & Spencer and Eclipse Blinds. Although Weavestyle does not offer its own branded collection of designs it has a substantial design facility providing creativity to the customer base. Weavestyle also manufactures dress fabrics for end users in bridal and ladies eveningwear. Standfast Standfast was formed by the amalgamation of two separate businesses, Standfast and Barracks, both acquired by Courtaulds in the 1960's. Standfast specialises in commissioned, high quality vat and pigment printing. These printing services are complemented by a small dyeing operation. Standfast's manufacturing operations are based in Lancaster. Standfast employs approximately 190 people. Standfast markets its printed fabric manufacturing capabilities to middle market converters (including Walker Greenbank's own converters, Zoffany and Harlequin) and interior designers. It offers four product services: printing (both rotary and flat), cloth sourcing, flame retardant finishing and dyeing. Clients design their own patterns and rely on Standfast for the vat and pigment printing. Vat printing accounts for approximately 75% of total output with the fabrics typically used in custom-made curtains and furniture upholstery. Pigment printing accounts for Standfast's remaining output with fabrics used in the manufacture of curtains. For further information contact: Aidan Connolly, Chief Executive, Walker Greenbank plc Telephone: 01442 234666 Michael Higgins, KPMG Corporate Finance Telephone 020 7311 8511 John Rudofsky, Citigate Dewe Rogerson Telephone: 020 7638 9571 KPMG Corporate Finance is acting exclusively for Walker Greenbank plc as financial adviser in relation to the purchase of the businesses. KPMG Corporate Finance is not acting for any other person (including any recipient of this document) and KPMG Corporate Finance will not be responsible to any person other than Walker Greenbank plc for providing the protections afforded to clients of KPMG Corporate Finance or for providing advice in relation to the purchase or in relation to the contents of this press release or any matter referred to herein.
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