Acquisitions of Ingenieursbureau BCC BV, Ingenieursbureau BCC GIS BV and Theisens Onroerend Goed BV (“BCC”)

RPS, Europe’s leading environmental consultancy, announces the acquisition of BCC, an environmental engineering consultancy in the Netherlands.

RPS is committed to developing its presence in the Dutch market and has, therefore, continued to review suitable acquisition opportunities.

BCC

BCC is a multi-disciplinary practice that provides a range of environmental and engineering services in the Dutch market with a strong presence in the water management sector. It is based in Leerdam, east of Rotterdam, and will be integrated into our existing business in the Netherlands.

In the year ended 31 December 2003 BCC had turnover of €7.03 million (£4.81 million) and profit before tax of €0.89 million (£0.61 million).

The maximum total consideration payable for the business is €2.4 million (£1.64 million). The consideration at completion was €0.8 million (£0.55 million), paid in cash. Assuming certain operational conditions are met, a further €0.9 million (£0.62 million) will be payable in cash in May 2005 and a final sum of €0.7 million (£0.48 million) will be payable in cash in October 2006. RPS also assumed debt of €1.7 million (£1.2 million).

In a related transaction RPS acquired the office building from which BCC operates for a consideration of €0.9 million (£0.62 million) paid in cash at completion and assumed the mortgage of €0.39 million (£0.27 million) attached to the property.

Commenting on the transaction Dr Alan Hearne (RPS Chief Executive) said:

“The acquisition of BCC strengthens our existing Dutch operations and will enable us to take advantage of the improved market conditions in the Netherlands which are anticipated in 2005”.

4th October 2004

ENQUIRIES

RPS Group Plc
Dr Alan Hearne, Chief Executive
Gary Young, Finance Director
Tel: 01235 863206

College Hill
Matthew Smallwood
Justine Warren
Tel: 020 7457 2020