Clarksons Buys Gibb Tools (UK)

Clarksons, the world’s leading shipping services group, announces that Clarkson Port Services (CPS) its port and agency business has acquired Gibb Tools Limited, a leading specialist tool supplier to the industrial maritime and offshore sectors for a maximum total consideration of £12.7m.

Established in 1933 and based in Aberdeen, Gibb Tools focuses on the supply of engineering tools to the North Sea Oil industry. Through its large in-house stock portfolio and high quality service, the business has grown quickly over the last decade with a rapidly developing international customer base.

The acquisition complements Clarksons’ strategy for its established port and agency business. It not only provides a step change in CPS’s client offer, complementing its existing port and agency and supply services with Gibb Tools’ leading tool supply offer but also significantly increases CPS’s capability to tender for larger off shore and renewable contracts.

CPS has acquired Gibb Tools from Iain Clark, other Clark family members and a number of Gibb Tools employees. Iain Clark and the Gibb Tools employee owners will remain employed by Gibb Tools. The maximum total consideration of £12.7m, is summarised as follows:

· Initial consideration of £5.7m in cash and £0.5m in 22,645 ordinary shares in Clarksons was paid on completion.

· Up to £1.7m of further cash consideration may be payable between completion and April 2014 arising from post completion balance sheet adjustments.

· Additional deferred cash consideration of £3.0m is payable two years after completion.

· Further cash consideration of up to £1.8m may be payable in February 2016 dependent on the achievement of performance targets for the two years after completion.

It is estimated that Gibb Tools will enhance CPS’s pre-tax profit by £2.0m per annum before acquisition related costs. Gross assets of Gibb Tools at acquisition amounted to £9.0m. Gibb Tools reported a profit before tax for the year ended 31 March 2013 of £1.8m, and had gross assets of £6.5m at 31 March 2013.

Andi Case, CEO of Clarksons, commented:

“We are excited to welcome Gibb Tools into Clarksons. The acquisition allows Clarkson Port Services to further extend its Port and Agency client offer into the important tool supply market, bringing with it a wealth of complementary client relationships and allowing us to tender for larger contracts. In turn, we believe Clarksons will bring international scale to Gibb Tools as we integrate their business across our global network.”

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Press Release, November 01, 2013