Gas Turbine Efficiency plc ('GTE' or 'the Company').GTE GTE General Telephone & Electronics GTE Génie Thermique et Énergie (French) GTE Gas Turbine Engine GTE Global Tropospheric Experiment GTE Geothermal Energy GTE Gas Turbine Efficiency plc (Sweden & USA) Acquires Control Center LLC (Logical Link Control) See "LANs" under data link protocol. LLC - Logical Link Control LONDON -- Gas Turbine Efficiency plc (LSE LSE - Language Sensitive Editor :GTE), a leading supplier of advanced high pressure gas turbine cleaning systems for the aviation and power generation industries, announces its acquisition of Control Center LLC ("Control Center") for $4 million, payable in cash and new ordinary GTE shares. Control Center, based in Orlando, designs and manufactures a wide range of fluid, combustion and control sub-systems aimed at industrial gas turbines primarily in the power generation, oil & gas, aerospace and pharmaceuticals sectors. Established in 1963, Control Center supplies products and services to many blue chip Original Equipment Manufacturers (OEMs), industrial customers and end users including Lockheed-Martin, Excel Energy, Progress Energy, Calpine, FPL FPL feline panleukopenia. Energy Services, Neuman-Esser and CH2M Hill CH2M HILL is a global provider of engineering, construction, and operations services for corporations, nonprofits, and federal, state, and local governments with regional offices worldwide. . Unaudited results for Control Center for the year ending 31 December 2006 include $8.9 million in order bookings, sales of $7.1 million and operating profits Operating profit (or loss) Revenue from a firm's regular activities less costs and expenses and before income deductions. operating profit See operating income. of 0.1%. The purchase consideration includes retirement of Control Center's long term debt of $1.3 million. At completion, the net negative asset value is expected to be approximately $0.2 million. The acquisition represents GTE's first strategic investment for positioning and scaling of its industrial segment since admission to the AIM market of the London Stock Exchange London Stock Exchange London marketplace for securities. It was formed in 1773 by a group of stockbrokers who had been doing business informally in local coffeehouses. ("AIM") in December 2005. Rationale for the acquisition The Company believes that the proposed acquisition will deliver considerable long term operational and synergy benefits to GTE. Specifically, these include: * Addition of a proven, Tier 1 supplier to OEMs and end users in key growth segments of power generation, oil & gas, pharmaceutical and aerospace * Broadening of GTE's technology portfolio with complementary product lines in fuel systems, combustion monitoring systems and controls * Creation of a cost effective, scalable operations base in North America North America, third largest continent (1990 est. pop. 365,000,000), c.9,400,000 sq mi (24,346,000 sq km), the northern of the two continents of the Western Hemisphere. with demonstrated ability to drive productivity and quality initiatives * Expansion of commercial channels and customer relationships with an experienced sales team * Integration of application engineering and prototyping capability to accelerate time to market for new products Terms of the transaction Under the terms of the deal, GTE will pay a consideration of $4 million for the entire issued capital of Control Center. The consideration will be satisfied by $2 million in cash and $2 million through the issue of 2,256,064 million new ordinary GTE shares at 45 pence. The new GTE shares being issued as part of the consideration will be held in escrow escrow Instrument, such as a deed, money, or property, that constitutes evidence of obligations between two or more parties and is held by a third party. It is delivered by the third party only upon fulfillment of some condition. and released unconditionally in tranches Tranches A piece, portion or slice of a deal or structured financing. This portion is one of several related securities that are offered at the same time but have different risks, rewards and/or maturities. "Tranche" is the French word for "slice". over a 36-month period. Completion and additional listing of shares Completion of the transaction is conditional upon admission to trading of the new ordinary shares being issued pursuant to the acquisition. Application has been made today for 2,256,064 ordinary shares of 0.2 pence par value each in the Company ('Ordinary Shares') to be admitted to trading on AIM. The new Ordinary Shares are being issued as vendor consideration and rank pari passu [Latin, By an equal progress; equably; ratably; without preference.] Used especially to describe creditors who, in marshalling assets, are entitled to receive out of the same fund without any precedence over each other. PARI PASSU. By the same gradation. with the Company's existing Ordinary Shares and dealings are expected to commence on 14 February 2007 on AIM. Commenting on the acquisition, Mr Steven Zwolinski, CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. of GTE, said: "The acquisition of Control Center, which has a proven track record of supplying into our key markets, brings compelling financial, technical and operational synergies to GTE. It will enable faster growth, world class execution and serve as an important global operations Global Operations is a first-person shooter computer game developed by Barking Dog Studios and published by both Crave Entertainment and Electronic Arts. It was released in March of 2002, following its public multiplayer beta version which contained only the Quebec map. base. The expanded portfolio of product solutions will offer significantly more value to OEMs and end customers in the power generation, oil & gas and other industrial segments." Notes to Editors: About GTE GTE, whose shares are trading on the AIM market of the London Stock Exchange, develops, assembles and markets cleaning systems, as well as other associated equipment, for the internal cleaning of gas turbine compressors. The Company sells its products globally to international blue chip customers in the aviation and industrial sectors and to date its products have been used on over 1,000 gas turbines across 34 countries in Europe, the Middle East, Asia and the Americas. Its operational centres are located in Stockholm, Sweden; St Petersburg, Russia and Houston, Texas “Houston” redirects here. For other uses, see Houston (disambiguation). Houston (pronounced /'hjuːstən/) is the largest city in the state of Texas and the , USA. http://www.gtefficiency.com/ About Control Center Control Center LLC is a Tier One direct source of Integrated Process Control Solutions for Industrial Plants, OEMs and EPC's. Our 45-year history of providing high quality solutions has resulted in thousands of installations worldwide. Whether modernizing existing operations, constructing a new facility or looking to outsource, Control Center's Systems, Parts, Service and Personnel can guarantee your project's success. http://www.controlcenter.net/ Certain statements made in this announcement are forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. . These forward-looking statements are not historical facts but rather are based on the Company's current expectations, estimates and projections about its industry, its beliefs and assumptions. Words such as 'anticipates', 'expects', 'intends', 'plans', 'believes', 'seeks', 'estimates', and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties and other factors, some of which are beyond the Company's control, are difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements. These factors include, amongst others, the ability to consummate To carry into completion; to fulfill; to accomplish. A Common-Law Marriage is consummated when the parties live in a manner intended to bring about public recognition of their relationship as Husband and Wife. the transaction; the ability of GTE to successfully integrate Control Center's operations and employees; the ability to realise anticipated synergies and cost savings; technology risks, including dependence on core technology; fluctuations in quarterly results; dependence on new product development; rapid technological and market change; reliance on sales by others; management of growth; dependence on key personnel; rapid expansion; growth of the internet; financial risk management; and future growth subject to risks. The Company cautions shareholders and prospective shareholders not to place undue reliance on these forward-looking statements, which reflect the view of the Company only as of the date of this announcement. The forward-looking statements made in this announcement relate only to events as of the date on which the statements are made. The Company will not undertake any obligation to release publicly any revisions or updates to these forward looking statements to reflect events, circumstances or unanticipated events occurring after the date of this announcement except as required by law or by any appropriate regulatory authority Noun 1. regulatory authority - a governmental agency that regulates businesses in the public interest regulatory agency administrative body, administrative unit - a unit with administrative responsibilities . |
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