Expro announces today that Expro AX‐S Technology Ltd (“AXSTL”), an affiliated company, has
exercised its option to acquire the AX‐S prototype which it has been developing together with Expro.
AXSTL will assume all future development and operating costs and the sale of the prototype
represents the complete transfer of all of the remaining interests in AX‐S by Expro.
The consideration, which was determined following an independent valuation, is up to $58m in cash,
including a payment of $34m which is conditional on the successful completion of the first
commercial deployment of the AX‐S system. In the current financial year, the sale of AX‐S will lead
to incremental cash flows of $55m, which together with a subordinated shareholder loan of $31m,
has provided the funds to finance the recent acquisition of Production Testers International (“PTI”).
The initial incremental cash flows arising from the combined transactions are as follows:
Transaction
USD m
Initial payment for PTI (1)
‐84
New shareholder subordinated loan
+31
Initial receipt from sale of AX‐S prototype
+24
Net future forecast development costs assumed by AXSTL
+31
Net cash impact
+2
Additional cash flows expected to arise for both transactions include a $30m earn‐out payment for
PTI and a further receipt in respect of the AX‐S prototype of $34m, generating an additional net cash
impact of $4m.
Sale of AX‐S prototype
16 September 2010
Expro announces today that Expro AX‐S Technology Ltd (“AXSTL”), an affiliated company, has
exercised its option to acquire the AX‐S prototype which it has been developing together with Expro.
AXSTL will assume all future development and operating costs and the sale of the prototype
represents the complete transfer of all of the remaining interests in AX‐S by Expro.
The consideration, which was determined following an independent valuation, is up to $58m in cash,
including a payment of $34m which is conditional on the successful completion of the first
commercial deployment of the AX‐S system. In the current financial year, the sale of AX‐S will lead
to incremental cash flows of $55m, which together with a subordinated shareholder loan of $31m,
has provided the funds to finance the recent acquisition of Production Testers International (“PTI”).
The initial incremental cash flows arising from the combined transactions are as follows:
Additional cash flows expected to arise for both transactions include a $30m earn‐out payment for
PTI and a further receipt in respect of the AX‐S prototype of $34m, generating an additional net cash
impact of $4m.
(1) Excludes working capital requirements