LONDON: Image Scan Holdings plc, an AIM-quoted specialist in X-ray screening systems, announced Monday it has acquired ClanTect Limited, a developer of proprietary human presence detection technology, in a deal valued at approximately £1 million.
The acquisition, structured as a share purchase agreement with initial consideration of £172,000 payable in installments, complements Image Scan’s existing X-ray portfolio with advanced vibration-sensing technology capable of detecting concealed persons within vehicles, containers and other confined spaces. ClanTect’s technology originated from research at the University of Southampton’s Institute of Sound and Vibration Research and has been deployed in border security, prison security and critical infrastructure protection applications.
“This acquisition represents an important strategic milestone for Image Scan and broadens our security technology portfolio with a highly complementary capability,” said Vincent Deery, chief executive officer of Image Scan. “We believe our established distribution network, engineering capabilities and customer relationships provide a strong platform to accelerate the commercial development of the business.”
Transaction Structure and Financial Terms
Under the share purchase agreement, Image Scan will acquire 100% of ClanTect’s issued share capital from founders Stephen Daley, Ilias Zazas and University of Southampton Holdings Limited. Total consideration is expected to range between £900,000 and £1 million, comprising completion consideration linked to net cash assets, initial consideration and contingent earn-out payments.
Initial consideration of £172,000 will be paid in three equal instalments of £57,333. Additional contingent consideration through earn-out arrangements extends for up to three years following completion and is designed to align future payments with continued business growth and profitability.
The acquisition will be funded from the Group’s existing cash resources. ClanTect held approximately £600,000 in cash on its balance sheet at the time of the agreement.
Financial Performance
For the year ended Oct. 31, 2025, ClanTect reported revenue of £185,000, compared with £641,000 in the prior year. The company posted a loss before tax of £14,000, versus a profit of £260,000 in 2024. Net assets stood at £645,000, down from £782,000 the previous year.
Strategic Rationale and Market Opportunity
Image Scan’s board believes the transaction provides a complementary technology platform that strengthens the Group’s position in global security and critical infrastructure markets. ClanTect’s products are expected to benefit from Image Scan’s established international distribution network, which operates across more than 85 countries through over 60 partners.
The board expects ClanTect to make a modest revenue contribution during fiscal year 2026, with substantial longer-term growth potential through international expansion. Management believes significant growth opportunities exist as ClanTect currently holds only a small share of the addressable market, which is driven by increasing investment in border security, migration management and critical infrastructure protection.
Founder Involvement
Professor Stephen Daley and Dr. Ilias Zazas will continue supporting the business following completion through consultancy arrangements designed to facilitate technology transfer, product development and commercial growth.
“Having spent more than 15 years developing the fundamental science that is built into the technology and building the foundations of the business, I am delighted to be passing that knowledge and expertise to the talented and dynamic team at Image Scan,” Daley said.
Based on applicable class tests, the acquisition constitutes a substantial transaction for purposes of AIM Rule 12, requiring disclosure under AIM Rules for Companies.
Background
Image Scan’s core activity is the manufacture of portable X-ray systems for security and counter-terrorism applications. The group recently launched a cabinet X-ray machine and is replacing its Axis range of checkpoint X-ray systems with new machines developed with a partner.
For 17 years, Image Scan has also developed and manufactured the MDXi range of industrial X-ray inspection systems, primarily serving the automotive emissions control market for quality control inspection of catalytic converters and diesel particulate filters.
About Image Scan Holdings plc
Scan Holdings plc (AIM: IGE) is a specialist provider of X-ray screening systems and security inspection technologies. The company markets its products through a global network of more than 60 partners across 85 countries under its 3DX-Ray brand.
ClanTect Limited
ClanTect Limited has developed proprietary human presence detection technology capable of identifying concealed persons within vehicles, containers and other confined spaces through vibration sensing and advanced signal processing. The technology was developed from research at the University of Southampton’s Institute of Sound and Vibration Research.
