DGAP-Adhoc

MBH ESTABLISHES A NEW ENGINEERING VERTICAL WITH ACQUISITION OF 3Ks ENGINEERING

DGAP-Ad-hoc: MBH Corporation Plc / Key word(s): Investment MBH ESTABLISHES A NEW ENGINEERING VERTICAL WITH ACQUISITION OF 3Ks ENGINEERING 26-Jan-2021 / 12:45 CET/CEST Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. MBH ESTABLISHES A NEW ENGINEERING VERTICAL WITH ACQUISITION OF 3Ks ENGINEERING

 

London, 26 January 2021, MBH Corporation plc (MBH), a diversified investment holding company, is establishing a new engineering vertical with the acquisition of 3Ks Engineering ("3Ks"). 3Ks Engineering will be the 23rd company joining MBH.

MBH today establishes a new vertical with the 100% acquisition of 3Ks Engineering ("3Ks"), a one stop shop for large fabrication & heavy machining service and is one of the largest companies in this industry operating in the UK.

3Ks has been a family business for over 50 years. Established in 1969 in South Wales by Ronald Hanbury, it has been run for the past 20 years or so by sons Kevin and Karl Hanbury who will remain in the business post acquisition.

3Ks was established to largely serve the oil & gas sector. The majority of their customer base remains in that sector, although they serve a range of industries with clients across the UK providing solutions to Subsea, Offshore, Onshore, Rail Sector and Back Deck requirements.

For the year ending 31 January 2020 3K generated revenue of GBP 4.0M. This acquisition is an EPS accretive acquisition.

The estimated total consideration for the acquisition is approximately GBP3.3M. The consideration will be paid partly in unlisted bonds in MBH Corporation plc and would convert to listed bonds upon completion of audited accounts. The terms of the listed and unlisted bonds are as follows:

• 5 year terms and principal payable on maturity
• 5% interest per annum payable semi-annually

Convertible notes will be used to settle the remaining purchase consideration. At the date of conversion, the convertible note will convert into MBH shares at the lower of the 30 day volume weighted price preceding the conversion date (i.e. 12 months post completion date) or EUR0.80c per share.