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EVZ LIMITED — Capital/Financing Update 2007
Aug 13, 2007
64889_rns_2007-08-13_f88cadd3-c367-4a82-b4ab-2edab07f846c.pdf
Capital/Financing Update
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A.C.N.010550357 A.B.N.87010550357
Level 7, 410CollinsStreet, Melbourne Vic 3000 phone: 039670 4545 fax: 03 9670 6670
14 August 2007
The Manager Company Announcements Office Australian Stock Exchange Limited 20 Bridge Street Sydney NSW 2000
Dear Sir / Madam
Execution of TSF Engineering Acquisition Agreement
Following its recent announcement advising of the acquisition of the business TSF Engineering Pty Ltd, Envirozel Limited (ASX: EVZ) is pleased to announce it has now executed the formal agreement to acquire the TSF Engineering business.
The acquisition will be effective from 1[st] July 2007 and is subject only to finalisation of due diligence prior to settlement, which is scheduled for 31 st August 2007.
TSF Engineering is Envirozel’s fifth acquisition since 2004 and continues the Company’s previously articulated strategy of acquiring established, profitable companies that service the infrastructure, construction and water based industries.
The TSF Engineering business meets the Envirozel acquisition criteria, which are as follows:
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Well established companies with good on going management.
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Minimum of five years profitability.
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Transaction size up to $25M.
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Must have strong organic growth potential.
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Must be complementary with, not in opposition to, other companies in the EVZ Group.
In keeping with the Envirozel successful acquisition strategy, TSF Engineering’s Managing Director, Greg Woon has agreed to continue his involvement with the business and will provide advice and business development support over the coming two years. All other key personnel have also agreed to remain with the business.
Strategically, the acquisition provides the Envirozel Group with a geographic entry into the lucrative Sydney and NSW market. TSF Engineering’s positioning provides a NSW base for other Envirozel Group Companies. This base will benefit the development of synergies and organic growth opportunities by and between all operating businesses within the Group.
Established in 1966, TSF Engineering specialises in the design and installation of power generation equipment, communications equipment and marine installations. TSF operates throughout Australia, Asia and the Pacific region.
The company has a proven history of profitability and has completed significant contracts for an impressive client list. The TSF Engineering business revenue for 2006-07 was $33 million plus with work in hand for 2007-08 already at $25 million plus.
The business has an impressive list of clients including the Department of Defence, Telstra, St. George Bank, I.B.M., Global Switch, Investa, Westpac, Tenix and others of similar calibre.
Envirozel Limited Chairman, Mr Gordon McKern stated:
“The acquisition of the business TSF Engineering follows on from our recent successful acquisition of the National Engineering business. The acquisition, which has an effective date of 1[st] July 2007, will increase the Envirozel Group’s forecast annualised turnover to in excess of $110 million.
In the last two years TSF Engineering has generated an average profit of approximately $5.5 million per annum. This performance will ensure a significant improvement in future earnings per share for all Envirozel shareholders”.
The acquisition cost for the TSF Engineering business is $14 million, which will be majority funded by a share placement, with the balance through bank funding. In addition the vendors may receive a bonus payment in 12 months time based on the TSF business achieving current year earnings in excess of stipulated targets.
Commenting on the future performance of Envirozel Limited, Mr McKern stated:
“The year 2007/08 will almost certainly be a very good one for Envirozel Ltd as it will include a full 12 months trading for Danum Engineering (acquired 1[st] January 2007), National Engineering (acquired 1[st] June 2007) and TSF Engineering. This will be accompanied by continuing strong performances from its first two acquisitions, Syfon System and Brockman Engineering.
The Envirozel Group is focusing strongly on potential synergies between the operating businesses and anticipates significant organic growth will occur within all the companies in the coming years”.
Finally Mr McKern noted:
“With the acquisition of TSF Engineering the future success of Envirozel is further enhanced. The Company recently announced a forecast pre tax profit result in the region of $4.9 to $5.2million. Whilst the result is yet to be finalised it is expected the Company will achieve a pre tax profit at or above the upper end of its forecast. The Company anticipates releasing its preliminary results to the market by not later than 28[th] August 2007.”
Yours faithfully
Ian Wallace Company Secretary
For further information, please contact:
Gordon McKern Executive Chairman Envirozel Limited Tel: +61 3 9670 4545 E: [email protected]
About Envirozel Limited
Envirozel is an emerging industrial group with a portfolio of specialist businesses operating in the infrastructure, water and engineering industries. The company’s operations currently encompass four successful businesses, Syfon Systems, Brockman Engineering, Danum Engineering and National Engineering. These businesses have strong positions in their respective markets with exceptional growth opportunities. The company’s strategy is to grow by acquisition targeting strong, established and profitable strategic businesses where generational change or succession issues have become a constraint on growth.
For further information, please visit: www.envirozel.com.au
About TSF Engineering
Sydney based, TSF Engineering specialise in the design and installation of power generation equipment, communications equipment and marine installations. It operates throughout Australia, Asia and the Pacific region.