SMT & Inspection | January 05, 2006

Cookson sells SCS for $55.5M

Cookson Group plc ("Cookson"), announces that on 31 December 2005 it sold SCS, a business which forms part of the Assembly Materials sector of Cookson's Electronics division, to Bunker Hill Capital for US$55.5 million (£32.3 million*).
The consideration was satisfied by way of an immediate cash payment of US$54.0 million (£31.4 million*), with an additional US$1.5 million (£0.9 million*) to be paid upon closing of the sale of the SCS China business in early 2006. The consideration will be subject to completion balance sheet adjustments in respect of working capital and capital expenditure, which are not expected to be material.

The sale of SCS is part of Cookson's strategy of achieving progressive debt reduction through, in part, non-core business disposals, and brings the proceeds from disposals agreed in 2005 up to the £100 million targeted by the end of 2006.

SCS comprises a group of companies and business assets with its main operations in the USA, Europe and Asia-Pacific. Its primary business is the service application of a specialty conformal coating product principally for use in automotive, electronic and medical applications.

On an International Financial Reporting Standards ("IFRS") basis, for the year ended 31 December 2004, SCS generated a trading profit** of £4.3 million on revenue of £19 million. As at 31 December 2004, SCS had gross assets of £18 million and gross liabilities of £2 million. For the six months ended 30 June 2005, SCS generated a trading profit** of £2.1 million on revenue of £9 million. As at 30 June 2005, SCS had gross assets of £19 million and gross liabilities of £2 million and employed 285 people.

The net cash proceeds from the sale will strengthen Cookson's balance sheet and provide greater financial flexibility. Additionally, Cookson will consider making advanced payments into its UK pension scheme to reduce the existing deficit.

In January 2005, Cookson announced a target of raising over £100 million from disposal proceeds by the end of 2006. In the six month period to 30 June 2005, proceeds from disposals totalled £13 million. Furthermore, on 15 December it was announced that a conditional agreement had been entered into to sell Cookson's Laminates business for US$91 million (£53 million*). On completion of that disposal (expected in February 2006) together with some further property disposals completed recently and including the proceeds from this transaction, Cookson will have generated disposal proceeds of over £100 million.

Commenting on the sale of SCS, Nick Salmon, Chief Executive of Cookson Group plc, said:

"SCS is a good quality business, as reflected in the price achieved. However, it does not fit strategically with our core electronics business, and the sale represents further significant progress in terms of our strategy of progressive debt reduction. Following the recent announcement regarding the sale of our Laminates business, this deal means we have achieved our strategic goal of raising £100 million through disposals, a year ahead of schedule.

"Our strategic plan also involves achieving significant improvements in profitability, and our third quarter trading update in early November demonstrated that we are making solid progress in this regard as well."
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