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March 3, 1994

SANDERSON TO ACQUIRE 80.1% OF ICL’s COMMERCIAL SYSTEMS UNIT

By CBR Staff Writer

Having got over the disappointment of its General Automation Inc adventure, Sanderson Electronics Plc, Sheffield is back in buying mode with a vengeance, and is paying UKP400,500 for an 80.1% stake in ICL Plc’s ICL Commercial Systems Ltd. It will issue 121,364 new shares to ICL to cover the cost, and another 278,636 shares at 330 pence a share to raise UKP919,500 to repay inter-company debt of UKP569,500 to ICL and to provide additional working capital of UKP350,000 for Commercial Systems. Sanderson is in for up to UKP1.95m more in shares or cash, depending on the profits of Commercial Systems over the period to September 30 1996. The initial payment reflects net tangible asset value of UKP1m and no outstanding debt. Commercial Systems was formed to buy the commercial systems business of ICL’s Specialist Markets Division at the end of last month: it employs 58 people in Feltham, Manchester and Edinburgh. It supplies ICL hardware and software products, provides project management services and acts as main contractor on computer systems that include third party software products. It falls outside ICL’s chosen target markets of Industry Systems, Services and Technology. Sanderson has an option on the other 19.9% exercisable at the end of 1996. ICL has an option to require Sanderson to buy the stake; it presently intends to keep the 4.2% stake it will get in Sanderson.

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