Acquisition
Accuma Group PLC
03 July 2006
Press Release 3 July 2006
Accuma Group plc
Acquisition of Thomas Charles & Co
Accuma Group Plc ('Accuma' or the 'Group'), a leading provider of consumer
financial solutions, is pleased to announce the acquisition of London based
Thomas Charles & Co Limited ('Thomas Charles'), a consumer debt advice company
specialising in packaging of Individual Voluntary Arrangements (IVAs).
Summary
• Acquisition of Thomas Charles & Co - a consumer debt advice company
specialising in packaging of IVAs;
• Thomas Charles currently averages 40 IVA approvals per month, expected to
increase to circa 70 per month within 3 to 4 months;
• Board expects the acquisition to be immediately earnings enhancing;
• Will increase monthly run rate and market share;
• Gives Accuma a London base.
The acquisition is for an initial consideration of £2 million with up to a
further £10.5 million payable under a three-year earn out, further details of
which are set out at the end of this announcement.
Thomas Charles was founded in 2004 and since this time has experienced
significant growth. The founders of the business, James Falla and William
Berry, will both remain with the business and work closely with the Board of
Accuma to enhance growth and profitability.
The business operates as an intermediary between Insolvency Practitioners and
consumers who are experiencing significant financial difficulties. Where
appropriate, an IVA is recommended and Thomas Charles assists the client in
preparing the statement of affairs required by an Insolvency Practitioner to
propose an IVA.
For the 6 month period to 31 May 2006, Thomas Charles recorded an unaudited pre
tax profit of £206,000 on turnover of £641,000. Historically, as an
intermediary, Thomas Charles has passed all of its cases to a network of
independent insolvency practitioners throughout the UK, for which it earns a
referral fee equal to approximately 20 per cent. of the IVA case fee, which is
typically £7,500-8,000 over five years (with circa 50 per cent. of the total
earned in year one). All of these cases will now be completed by Accuma, which
will thus retain all of the case fees (i.e. 100 per cent. rather than 20 per
cent.) and increase its market share.
Recent increases in operational resource and increased marketing activity by
Thomas Charles is expected to see that average number of IVA approvals increase
from 40 to circa 70 cases per month within 3 to 4 months.
Thomas Charles has 19 staff in its West London offices which will give Accuma a
London presence from where further insolvency staff can be recruited if
required.
Details of the consideration
The initial consideration is £2 million, of which £1.5m is payable in cash by
way of a guaranteed loan note and the balance by the issue of 182,216 ordinary
shares (at a price of 274.4p). Up to a further £10.5 million is payable, as
follows:
• If profit before tax ('PBT') in the year ending 30 June 2007 is at least
£1.5 million, £2 million (75% in cash and 25% in shares);
• If PBT in the year ending 30 June 2008 is at least £2 million, £2 million
(75% in cash and 25% in shares);
• If PBT in the year ending 30 June 2009 is at least £2.5 million, £2 million
(all cash).
In each year, the consideration will be reduced by £2 for every £1 shortfall in
PBT with minimum PBT requirements of £1 million, £1.5 million and £2 million in
each of the years ending 30 June 2007, 2008 and 2009, respectively, below which
no consideration will be payable for that year.
If average PBT over the three years is £2m, a further £2m is payable, if it is
£2.5m, £3.125m is payable, and if it is £3m, £4.5 million is payable, all as to
50% in shares and 50% in cash. All of the ordinary shares being issued or to be
issued to the vendors will be subject to a 12 month lock-in.
Charles Howson, Chief Executive of Accuma Group, commented:
'I am delighted to welcome Thomas Charles as part of the Accuma Group. This
acquisition complements our core offering, will be immediately earnings
enhancing and will of course increase our monthly run rate and market share.
The experience of the founders will further strengthen our management team as
the Group continues to grow.
'Having established solid foundations and significant market share in less than
three years, we are excited about the next stage in our growth and in
implementing our stated strategy to offer a wider consumer financial solutions
platform. Not only will this enhance our best advice offering to clients,
moreover it will have a significant impact on efficiencies, client acquisition
costs and therefore earnings growth. I look forward to updating you on our
progress in due course.'
- ends -
For further information:
Accuma Group plc
Charles Howson, Chief Executive Tel: +44 (0) 161 235 6460
charles.howson@accumagroup.com www.accumagroup.com
Daniel Stewart & Co.
Marc Young / Tom Jenkins Tel: +44 (0) 20 7776 6581
marc.young@danielstewart.co.uk
Media enquiries:
Abchurch
Sarah Hollins / Chris Lane Tel: +44 (0) 20 7398 7700
chris.lane@abchurch-group.com www.abchurch-group.com
This information is provided by RNS
The company news service from the London Stock Exchange