Acquisition of STABER GmbH

Carr's, the Agriculture and Engineering Group, announces the acquisition and completion of STABER GmbH ("STABER" or the "Company"), for a total cash consideration of €7.85 million (£6.98 million), and after adjusting for estimated net cash within the Company at completion, a net consideration of €6.75 million (£6.00 million) (the "Acquisition").

STABER, formally called Städele GmbH, is a family owned engineering business located near the Group's existing German operations in Markdorf.

STABER and Wälischmiller Engineering GmbH, a subsidiary of Carr's Engineering Ltd, have been working together closely for over 50 years and STABER has most recently been a key supplier of parts for the remote handling business. During 2014 and 2015 STABER was intrinsic in assisting Wälischmiller in the development of the Demo 2000 Telbot®, a robotic system for vessel inspection and cleaning in the oil and gas market, and the first in the world to be certified for use in the most highly explosive of environments. STABER has designed and developed specialised intellectual property ("IP") which will be strategically beneficial to Wälischmiller in both the near and long term. This IP will accelerate the ongoing strategic development work on the Telbot® and the Demo 2000 Telbot® by Wälischmiller.

STABER will be fully integrated into Wälischmiller over the next 18 months, enhancing efficiencies and providing technological growth opportunities across the remote handling business of the Group. To ensure the successful integration and transfer of the IP, €2.0 million of the total consideration will be deferred, until at the latest 31 June 2018.

Highlights and strategic rationale of the Acquisition

• STABER is a long term strategic partner of Wälischmiller, having jointly developed multiple products over the past fifty years.
• The Acquisition will provide the Group with specialised IP relating to high quality, niche robotics and design technology.
• STABER's IP will advance Wälischmiller's ongoing product development in the global nuclear, oil & gas and defence industries.
• Combining STABER and Wälischmiller is expected to generate certain cost and operational synergies.
• STABER will provide the Group with access to new technologies and engineering design expertise.
• The Acquisition is in line with Carr's strategy of being at the forefront of innovation and technology.

For the year ended 31 December 2015, STABER recorded adjusted EBITDA of €0.67 million and the adjusted gross assets of STABER as at 31 December 2015 were €1.76 million. The Acquisition is expected to be earnings neutral in the first year and enhancing thereafter.

The total consideration is being satisfied by the Group's existing resources following the Group's disposal of the Food division, announced on 5 September 2016. The Group expects this acquisition to enhance the capability of Wälischmiller and its long term operational performance.

Tim Davies, Chief Executive, commented:

"We are delighted to announce the acquisition of STABER. This family run business has been a key partner of Wälischmiller for over half a century and this acquisition is a seamless extension of this long standing relationship.

"Carr's will benefit from the introduction of new technologies into the Group as well as the operational synergies that will come from this acquisition. This purchase is fully aligned with the Engineering division's growth strategy of capitalising on the global resurgence of nuclear decommissioning as well as the use of robotic technologies in highly explosive environments.

"We welcome the STABER team to Carr's and look forward to working with them in the months and years ahead."

Enquiries:

About Carr's Group plc:

Carr's is an international leader in manufacturing value added products and solutions with market leading brands and robust market positions in the Agriculture and Engineering sectors. The Group offers a range of services including the manufacturing and supply of feed blocks for livestock, farm machinery, a UK network of rural stores and robotic and remote handling equipment, with a facility footprint spanning the UK, Europe and North America, supplying customers in 35 countries around the world.

For further information, please visit: www.carrsgroup.com

About STABER GmbH:

For further information, please visit: www.staedele-feinmechanik.de

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