Amaro (UD) 9 January, 2007.
Eurotech, designer and developer of miniaturised computers (NanoPC) and high performance and low powered embedded computers (HPC) announces the completion of the acquisition of the entire issued share capital of Applied Data Systems, Inc. ("ADS"), with registered office in Maryland, USA.
The initial consideration of the acquisition of $41.5 million was on a cash free debt free basis, equal to a multiple of 8.6x earnings before interest, tax, depreciation and amortisation ("EBITDA") and was adjusted at closing to include preliminary working capital and estimated net debt. An additional earnout payment of up to $12.5 million may also be payable, based on 7x EBITDA for the calendar year 2007 less the initial consideration. The purchase price was paid by Eurotech yesterday in cash out of available reserves and, if it becomes payable, the additional earnout will also be paid in cash.
ADS is active in the design, development and production of "application-ready" embedded computer systems, typically running Windows CE or Linux. Its products stand out for their sophisticated interface graphics, low power consumption and robust functionality. ADS specialises in helping customers connect their applications to the latest available wireless technologies.
In the year to 30 September 2006, ADS?s audited turnover was $28 million, whilst its EBITDA was equal to $4.8 million with a net result of $3 million.
Eurotech maintains that the acquisition of ADS will benefit the Eurotech Group in light of the expected synergies between Eurotech and ADS.
Moreover, ADS recently entered into an agreement for the acquisition of 65% of the share capital of Chengdu Vantron Technology Ltd., a R&D company based in China with approximately 30 employed engineers that carry out research and development in the NanoPC sector.
Note: The aforementioned acquisition constitutes a significant transaction. In accordance with Article 71 of the Applicable Rules Eurotech will, therefore, make available, within 15 days of the closing of the acquisition, to the public the information document prepared in accordance with the attached 3B.