Ultraframe board recommends takeover bid

Latium Holdings is poised to take over UK conservatory manufacturer Ultraframe PLC based in Clitheroe, north-west England. In a statement on 2 June 2006, Ultraframe said the board had unanimously reco…

Latium Holdings is poised to take over UK conservatory manufacturer Ultraframe PLC based in Clitheroe, north-west England. In a statement on 2 June 2006, Ultraframe said the board had unanimously recommended the offer by Latium Holdings, owned by multi-millionaire businessman Brian Kennedy and accountant Stuart Lees, which values the company at GBP 29.2 million. Shareholders were recommended to accept a cash offer from Latium of GBP 0.30 a share, plus an entitlement to a litigation note. The takeover would see Ultraframe“s PLC directors including founder John Lancaster, who still owns just over 34% of the shares and is said to be supporting the bid, chairman Rod Sellers and group chief executive David Moore, step down. UK managing director Vanda Murray has agreed to stay on for at least six months; the takeover is expected to occur within 3 to 5 weeks. The move has caused speculation over the future of Ultraframe“s manufacturing site at Clitheroe, which employs 400. Chief Executive David Moore said of the move on 6 June 2006 “I believe it is a good deal from an employee perspective and it offers very good potential in terms of securing futures…Ultraframe is a quality business operating in an extremely aggressive market. Prospects will be improved through this arrangement with Latium”. Mr Moore refused to speculate on whether Latium would move any operations to Clitheroe, but said that he suspected that if the deal went ahead, the group would be investing “in this part of the world”. Speaking about the Clitheroe workforce, Mr. Lees said “The Latium approach is that we invest in management teams and we think that the management team at Ultraframe UK in Clitheroe are an excellent bunch of people”. Latium“s portfolio includes Wendland Roof Solutions and Spectus Window Systems. Wendland, based in Gloucestershire, central England, is a similar operation to Ultraframe, but one fifth of its size. Financing for the deal has been arranged with HBOS“s Bank of Scotland unit. Under the offer Latium will also take on Ultraframe“s GBP 23 million of net debt.