LONDON: Dewhurst plc has entered into a conditional sale and purchase agreement to sell the entire issued and outstanding shares in Thames Valley Controls Limited (TVC), the supplier of lift control and monitoring solutions, to Elevation Acquisition Co LLC, which trades under Vantage Elevator Solutions for a total cash consideration of £8.0 million on a debt free, cash free basis payable on completion, and an adjustment for actual versus targeted working capital on completion.
Completion of the Disposal is expected to occur on 30 September 2019.
Commenting on the Disposal, Richard Dewhurst, Chairman of Dewhurst, said: “We have worked with Vantage on lift fixtures in North America and distribute some of their product ranges in Australia, so we have known the people in that business for many years. We will be sad to lose TVC as part of the Dewhurst Group, but believe that Vantage will provide TVC with greater opportunities to grow and prosper, through their greater scale in the lift controller business.”
“TVC has been part of the Dewhurst Group for over 25 years, which is a little over half its lifetime. For at least the last 20 of those years TVC has been profitable. Despite this success, we have been mindful in the last few years that the cost and complexity of developing each new generation of lift controller and lift monitoring system has been rising and our sales volumes for these products are relatively small on a global basis. As a result and from time to time, we have assessed the possibility of partnering with other businesses to share the research and development expenditure”.
Vantage is a leading North American independent manufacturer of elevator components and systems for new equipment applications, equipment upgrade projects and service replacement parts. Vantage manufactures and supplies lift controllers through its GALaxy and Pixel brands and has extensive research and development capabilities that will benefit TVC’s ongoing growth. Founded in 1927, Vantage is headquartered in the Bronx, New York and employs approximately 1,000 staff in multiple locations across the United States and Canada.
During the financial year ended 30 September 2018, TVC generated revenues of £8.8 million and operating profit of £0.7 million.
The net assets of TVC as at 31 March 2019, on a debt free, cash free basis were approximately £1.7 million.
Accordingly, net assets of the Group (excluding the effect of any working capital adjustment required on completion) are expected to increase by approximately £6.3 million due to the cash consideration exceeding the net assets of TVC.