Domino acquires its Portuguese distributor

Domino Printing Sciences plc is pleased to announce it has agreed terms for the acquisition of Labeljet S.A and its subsidiary Marque TDI, a full sales and service operation selling a wide range of coding and marking products in Portugal. Marque TDI, which is based in Porto, has been Domino's distributor in the Portuguese market since 2002. Initial consideration is a fixed sum of €4 million plus an amount to be agreed for net tangible assets. The total initial sum including net tangible assets is expected to be approximately €7m, payable in cash annually in arrears over a period of up to three years. In each of the first two years payment is limited to the annual cash flow of the acquired business. Deferred contingent consideration is also payable and, if earned, is based on the profits of the business in the third year following acquisition. The vendors, Henrique Goncalves and Ricardo Goncalves have been retained on long term employment contracts and will remain responsible for day to day management of the business. The consolidated value of gross assets of Labeljet S.A at 31 December 2008 was €5.2m. Sales in the twelve months to 31 December 2008 were €7.8m and underlying operating profits over the same period were €1.6m. The acquisition, which remains subject to approval from the Portuguese Competition Authority, is expected to be earnings enhancing for the Group in the year to 31 October 2009 and in future years. Nigel Bond, Group MD commented, 'We are delighted to announce the acquisition of our Portuguese distributor Marque TDI, and that Henrique and Ricardo Goncalves the founders and former owners of the business will remain in their current roles as leaders and managers of the business. Marque has built an enviable record for customer service and occupies a leading position in the Portuguese market. The acquisition will enhance profitability and provides a platform to sell a wider range of products.' Note: The amount to be paid for the net tangible assets will be equal to the value in the agreed balance sheet at closing. Deferred contingent consideration payable is dependant on the profits of the acquired business in the third year following acquisition. On target performance will mean a deferred consideration payment of €4m. The maximum amount of deferred contingent consideration payable is €8 million.