23 April 2015

HILL & SMITH HOLDINGS PLC

Proposed acquisition of W Corbett & Co. (Galvanizing) Limited

Hill & Smith Holdings PLC ("Hill & Smith" or "the Group"), an international group with leading positions in the design, manufacture and supply of infrastructure products and galvanizing services to global markets announces today that it has signed a conditional sale and purchase agreement  to acquire W Corbett & Co. (Galvanizing) Limited ("Corbetts") for an enterprise value of £10.5m ("the Acquisition"). 

Founded by Samuel Corbett in 1860, Corbetts has an established customer base and operates two galvanizing baths from a modern purpose built facility in Telford. Utilizing an extensive fleet of lorries, Corbetts is a provider of galvanizing services to the wider UK market.

Hill & Smith believes that the combination of Corbetts with its existing UK galvanizing businesses, principally Joseph Ash Limited, will provide its existing customers with an enhanced customer service and will enable the combined business to broaden its geographical coverage of the UK.

In the 12 months to 31 December 2014, Corbetts had unaudited sales of £9.6 million, underlying EBITDA of £1.5 million, gross assets of £6.3 million and net assets of £4.1 million. The proposed acquisition is expected to be earnings enhancing for 2015 and the Board is confident in the prospects of the business thereafter.The Acquisition, payable in cash, will be funded from the Group's existing credit facilities.

Given the combined size of the two companies, the Acquisition is conditional on the approval of the Competition & Markets Authority ("CMA") in Phase I. The CMA can be expected to commence its public consultation and review process shortly and this process is expected to take around two months.

Whether the Acquisition is completed or not, the Board is committed to its existing strategy of developing more substantial businesses in each of its chosen sectors through both organic and acquisitive growth.

Further announcements will be made in due course.

Commenting on the proposed transaction, Derek Muir, Chief Executive of Hill & Smith, said:

"The proposed acquisition will enable Hill & Smith to continue its growth momentum in an important part of our UK business, improving service to our existing customers and helping us to target underserved markets in the UK."

Note:  The statement regarding earnings enhancement does not constitute a profit forecast nor should it be taken to mean that the earnings per share of Hill & Smith in the year ending 31 December 2015 or in future years will necessarily match or exceed the Group's historical earnings per share.

Enquiries:

Alex Henderson

Company Secretary

0121 704 7432