Braemar Shipping Services PLC - Acquisition of Steege Kingston Partnership Limited
26 February 2008
The Board of Braemar Shipping Services plc is delighted to announce the
acquisition of Steege Kingston Partnership Limited ("Steege Kingston").
Steege Kingston provides specialist loss adjusting and other expert services to
the energy (oil and gas), marine, power and other related industrial sectors. It
is one of the leading international players in the energy adjusting market, with
a particularly strong reputation and presence in the offshore/upstream sector.
Its client base covers insurance underwriters, insurance brokers as well as the
insured parties in the oil and gas industry itself. First established in 1975,
the group now operates from offices in London, Houston, Singapore, Calgary and
Mexico City with a total of 62 employees. There are nine shareholders all of
whom are employed in the group and will remain so after the change of ownership.
The initial consideration is expected to be £5.5 million to be satisfied by cash
from existing resources of £4.2 million and the issue of 306,513 new ordinary
shares in Braemar Shipping Services plc. The shares will rank pari passu with
existing shares but will be subject to a restriction that they may not be sold
within two years of the date of completion. Further consideration is due based
on a multiple of the earnings before interest and tax in each of the two years
post completion and these amounts will be settled wholly in cash. Total
consideration is expected to be in the range £8.0 million - £8.5 million and the
maximum consideration payable is capped at £12.0 million. Completion will take
place on 3 March 2008.
Application will be made to the UK Listing Authority for the 306,513 new
ordinary shares to be admitted to the Official List of the UK Listing Authority
and to trading on the London Stock Exchange's market for listed securities. It
is expected that admission will take place and dealings will commence in these
new ordinary shares on 7 March 2008. Following this there will be 20,888,918
ordinary shares in issue.
In the year to 31 December 2007 Steege Kingston generated consolidated revenues
of £7.0 million and pre-tax profits of £1.7 million and as at 31 December 2007
gross assets were £7.2 million and net assets were £4.9 million including cash
of £0.2 million.
Commenting on the acquisition, Alan Marsh, CEO of Braemar Shipping Services plc
said, "This acquisition represents another significant step towards our goal of
building a broadly-based shipping and energy services group. The skills Steege
Kingston possess will sit well alongside our technical services existing
businesses, Falconer Bryan, Wavespec and DV Howells, and enable us to offer our
clients a broader range of services."
Nigel Carpenter, Chairman of Steege Kingston commented "We are pleased to be
joining Braemar and we can see many advantages in being part of a well resourced
shipping and energy services group. We are particularly excited by the
opportunity to expand our current business and we believe that out clients will
benefit from the ability to employ broader survey, engineering and pollution
response capabilities alongside our existing professional team."
Braemar Shipping Services PLC
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