Acquisition of Geocon Group Services Ltd and the business and certain assets of Geocon International Ltd, together known as Geocon

29 Mar 2007

Geocon was established in 1982 and provides geological consultancy services to the international oil and gas industry. From its operating base in the UK it undertakes projects for major oil and gas companies worldwide. The consulting services that Geocon provides fit well with those that RPS currently offers its clients, expanding both the range of services and the depth of resources that RPS can deliver. The Geocon management team and staff are remaining with RPS and the Geocon business will become part of RPS’s fast growing energy activities.

In the year ended 31 December 2006 Geocon had revenues of £7.8 million and profit before tax of £1.0 million. Net assets at 31 December 2006 were £0.95 million.

RPS is acquiring the shares of Geocon Group Services Ltd, the Geocon UK holding company and the business and certain assets of Geocon International Ltd, the international business, for a maximum total consideration of £6.35 million. The vendor is Geocon Holdings Ltd, a Gibraltar registered company which, on completion, changed its name and ceased activity in the energy market. Consideration paid at completion was £1.9 million in cash, together with 511,726 new RPS shares priced at 310.23 pence, valued at £1.6 million. Subject to certain operational conditions being met, a further £0.95 million in cash will be paid on each of the first, second and third anniversaries of the transaction.

Alan Hearne, Chief Executive of RPS commented:

“We see the acquisition of Geocon as an excellent opportunity to develop further our energy business. The depth of the Geocon resources, when added to those of RPS Energy, will provide excellent support to our clients when the need for high quality professional advice in the world’s oil and gas companies has never been greater.”

29 March 2007

RPS is an international consultancy providing advice upon the development of natural resources, land and property, the management of the environment and the health and safety of people. We trade in the UK, Ireland, the Netherlands, North America and Australia and undertake projects in many other parts of the world.

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