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FOR IMMEDIATE
RELEASE 16 April 2004
PLASMON
PLC OFFER TO ACQUIRE RAIDTEC FOR £3.4m AND PLACING TO RAISE £3.3 MILLION
Plasmon,
the leader in professional data archival solutions, today announced an
offer to acquire Raidtec Holdings Limited of Cork, Ireland ("Raidtec").
Raidtec develops and manufactures Network Attached Storage (NAS) and RAID
(hard disk) based storage systems and markets its solutions and components
worldwide.
Under
the terms of the offer for Raidtec, Plasmon has offered to acquire the
whole of the share capital of Raidtec for a consideration of approximately
£1.5m. Plasmon has also agreed to acquire (conditional on the successful
conclusion of the Offer) certain loans made to Raidtec by its shareholders
for approximately £1.9m. The consideration for the issued share capital
of Raidtec and the loans from the shareholders will be satisfied by the
issue of Plasmon ordinary shares of 5p each ("New Ordinary Shares")
valued at 208.5p each (based on the closing mid market price of a Plasmon
Ordinary Share on 15 April 2004 as shown by the Daily Official List of
the London Stock Exchange) and the payment (in respect of certain of the
loans) of US$150,000. The number of New Ordinary Shares expected to be
issued as consideration is 1,584,721.
Certain
of the major shareholders of Raidtec holding in aggregate in excess of
80% of Raidtec's share capital have irrevocably undertaken to accept Plasmon's
offer. Plasmon will use the provisions of the Irish Companies Act to compulsorily
acquire the balance of Raidtec's share capital to the extent Raidtec's
other shareholders do not accept the offer.
Over
the past year Plasmon has been working with Raidtec to develop a network
attached UDO library with an integrated server and NAS operating system
sourced from Raidtec. "The acquisition of Raidtec is the logical
next step in our relationship and will allow us to fully utilise Raidtec's
twelve years of experience and core technology in NAS operating systems
and RAID controllers" said Plasmon Chief Executive, Nigel Street.
"Plasmon has already shipped some 200 NAS attached libraries and
we plan to commence shipments of the new integrated UDO libraries to our
major medical imaging customers in late 2004. We will also continue to
sell Raidtec's existing products that are complementary to our UDO solutions
and this should be a profitable segment of Plasmon's business by the year
ending 31 March 2006".
In
the year to 3 October 2003 Raidtec had sales of US$6.2m (£3.5m) and made
a loss of US$2.0m (£1.1m) before exceptional costs of US$2.8m (£1.6m).
Raidtec had a deficit on shareholder funds of $0.7m (£0.4m) at 3 October
2003, after deducting loans from its shareholders of US$0.7m (£0.4m).
In
order to fund the working capital requirements and finance expansion of
Raidtec, Plasmon has today raised approximately £3.3 million by way of
a cash placing of 1,600,000 Plasmon Ordinary Shares of 5p each conditional
on admission at 207p per new Ordinary Share.
Application
has been made to the UK Listing Authority and to the London Stock Exchange
for the admission of 1,600,000 new Ordinary Shares ("Placing Shares"),
in relation to the cash placing, to the Official List and to trading on
the London Stock Exchange's market for listed securities. Admission of
these shares is expected on 20 April 2004. Application will also be made
to the UK Listing Authority and to the London Stock Exchange for the admission
of 1,584,721 new Ordinary Shares, in relation to the acquisition of the
whole share capital of, and loans made to, Raidtec, to the Official List
and to trading on the London Stock Exchange's market for listed securities.
It is expected that admission of these shares will take place on 21 April
2004. The New Ordinary Shares will be issued and credited as fully paid
and will, on admission, rank pari passu with the existing ordinary share
capital of Plasmon.
For
further information:
Plasmon
plc
Nigel
Street, Chief Executive
Timothy
Arthur, Finance Director
01763
261466
Investec
Investment Banking
James
Grace
020
7597 5160
Citigate
Dewe Rogerson
Martin
Jackson
020
7638 9571
About Plasmon
Plasmon
is the world leader in professional archival solutions, providing a comprehensive
line of optical libraries, drives and media. Customers include corporations,
institutions and government agencies worldwide and are backed by a global
service and support network. Founded in 1985, Plasmon is listed on the
London Stock Exchange, (LSE: PLM), and had fiscal year 2003 sales revenues
of £60m. Worldwide headquarters are in Cambridge, England with US Sales
and Manufacturing based in Colorado. Plasmon has regional sales offices
throughout Europe and North America. For more information, visit www.plasmon.com
or www.plasmon.co.uk.
Plasmon and
UDO are registered trademarks of Plasmon Plc. Copyright 2003
These
written materials are not for distribution in the United States, Canada,
Australia, Japan or the Republic of Ireland. The information contained
herein does not constitute an offer of securities for sale in the United
States, Canada, Australia, Japan or the Republic of Ireland. Securities
may not be offered or sold in the United States absent registration under
the US Securities Act or an exemption therefrom. Plasmon has not and does
not intend to register any of its securities under US securities law.
Accordingly, the Placing Shares may not be offered or sold in the United
States unless they are registered or exempt from registration under applicable
law or in transactions that are exempt from registration. The Placing
Shares will not be offered or sold to the public in the United States.
Investec
is acting for Plasmon in connection with the Placing and no one else,
and will not be responsible to anyone other than Plasmon for providing
the protections offered to clients of Investec nor for providing advice
in relation to the Placing.
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