REG-Surface Transforms plc Surface Transforms plc – in Administration, Sale of Business and Assets

Surface TransformsAnnouncement

22/05/2026 17:30

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20260522:nBw32jm7la&default-theme=true


Surface Transforms plc – in Administration, Sale of Business and Assets

 

Surface Transforms plc – In Administration

(the "Company")

Sale of business and assets

On 22 April 2026 the Company announced that Michael Magnay, Joanna Bull and
Jonathan Marston of Alvarez & Marsal Europe LLP (the "Joint
Administrators") had been appointed as Joint Administrators of the Company.
The affairs, business and property of the Company are being managed by the
Joint Administrators who act as agents of the Company and without personal
liability.

The Company, acting by the Joint Administrators, has entered into an asset
sale agreement (the "Sale Agreement") to sell substantially all of the
business and assets of the Company to CCST Limited (the "Buyer"). This
transaction completed on 22 May 2026. The assets included in the transaction
include the trading business, computer systems, intellectual property,
contracts, equipment, stock, records and goodwill of the Company including the
right to use the name Surface Transforms.

The Transaction is being treated as a relevant transfer for the purposes of
the Transfer of Undertakings (Protection of Employment) Regulations 2006 and
accordingly the ten remaining employees engaged in the business of the Company
immediately prior to Completion have transferred to the Buyer.

The Buyer is recommencing the manufacture of carbon ceramic brake discs from
the existing site in Knowsley, Liverpool and will be looking to employ workers
in the area with the requisite skill set to assist with this.

The consideration received by the Company as a result of this transaction is
£1.4 million (exclusive of any applicable VAT), which was satisfied in full
in cash on completion. No shares or other securities form part of the
consideration.

In addition:


 * the Buyer has agreed to pay the sum of £90,000 due to Close Brothers Limited
trading as Close Brothers Asset Finance (“Close”) in respect of assets
financed by Close; and

 * the Company owns a dynamometer which is held at a third-party site in Germany.
This asset has not been included in the transaction, but the Buyer has an
option to purchase this asset for a further £200,000 consideration. This
option expires six months post-completion.

The Joint Administrators have received an independent valuation of the
relevant assets from Gordon Brothers Asset Ingenuity Limited (“Gordon
Brothers”) and are satisfied that the consideration received is greater than
the net orderly liquidation value of the relevant assets. The Company’s
secured creditors have provided their consent to the transaction.

The Buyer is a connected party as a former director of the Company is also a
director of the Buyer. Therefore, under the Administration (Restrictions on
Disposal etc. to Connected Persons) Regulations 2021 (the “Regulations”),
a qualifying report from an independent evaluator has been obtained by the
Buyer. This report states that the evaluator is satisfied that the
consideration provided and the reasons for the transaction are reasonable in
the circumstances.

The consideration will be utilised by the Joint Administrators to meet the
costs of the Administration and to make payments to the Company’s secured,
preferential and unsecured creditors in due course. There are insufficient
realisations to pay any return to shareholders and the Company’s shares will
be de-listed from AIM on 26 May 2026.

Following completion the Company will have disposed of substantially all of
its operating business and will have no continuing trading operations. The
transaction has been undertaken in the context of the Company’s
administration and, in the view of the Joint Administrators, represents the
best outcome available to creditors as a whole in the circumstances.

Further detail in relation to the transaction will be provided in the Joint
Administrators’ proposals which will be published within eight weeks of the
appointment.

For further information, please contact:

Alvarez & Marsal Europe LLP

Rob Mindell

Email: rmindell@alvarezandmarsal.com 
(mailto:rmindell@alvarezandmarsal.com) 
Mobile: +44 (0)7443 748 243

For additional information please visit www.surfacetransforms.com
(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.surfacetransforms.com&esheet=54540580&newsitemid=20260522223738&lan=en-US&anchor=www.surfacetransforms.com&index=1&md5=c7904ff42d7bf8becaef7632d9183cff)

THE INFORMATION COMMUNICATED WITHIN THIS ANNOUNCEMENT IS DEEMED TO CONSTITUTE
INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATIONS (EU) NO.
596/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018 ("MAR"), AND IS DISCLOSED IN ACCORDANCE WITH THE
COMPANY'S OBLIGATIONS UNDER ARTICLE 17 OF MAR. UPON THE PUBLICATION OF THIS
ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC
DOMAIN.



View source version on businesswire.com:
https://www.businesswire.com/news/home/20260522223738/en/
(https://www.businesswire.com/news/home/20260522223738/en/)

Alvarez & Marsal Europe LLP


Copyright Business Wire 2026