Admission to AIM

Matchtech Group PLC 27 October 2006 27 October 2006 MATCHTECH GROUP PLC ADMISSION TO TRADING ON AIM Matchtech Group plc ('Matchtech' the 'Group' or the 'Company'), the fast-growing technical recruitment group, announces that following a successful placing, its shares have today been admitted to trading on AIM under the ticker symbol MTEC. Highlights • Based on the Placing Price of 310p per Ordinary Share and on 22,420,406 Ordinary Shares in issue, Matchtech has a market capitalisation of £69.5 million on Admission (£72.4 million including outstanding EMI options*); • The Placing raised £22.0 million before expenses for the selling shareholders; no new money was raised for the Group; • On Admission, 31.7% of the Group's issued share capital is held by institutional investors and 53.2% by the Group's Directors; Arbuthnot Securities Limited is Nominated Adviser and Broker to Matchtech. * On Admission, EMI options over 946,026 Ordinary Shares will remain unexercised under the Existing Share Scheme Background on Matchtech Matchtech specialises in the provision of contract and permanent staff in the Engineering, Built Environment and Support Services sectors across the UK. It was established in 1984 and has grown organically to become the UK's 4th largest technical and engineering recruitment specialist and one of the UK's 20 largest recruitment companies (Source: Recruitment International Top 100 Report - August 2006). The candidates placed by Matchtech are supplied to clients through a variety of client relationships, from contingency-based placements through to master vendor contracts. The Engineering and Built Environment recruitment markets are being driven and are underpinned by the demand for qualified project and contract staff needed for the design, construction, management and maintenance of long-term capital assets and infrastructure projects funded by both the private and public sectors. Operating from a single site near Southampton, Matchtech provides predominantly professionally-qualified candidates to clients in a broad range of industries including oil and petrochemicals, marine, aerospace, water, electronics, civil engineering, building structures and transport infrastructure. It structures its business across three main sectors: Engineering, Built Environment and Support Services. Summary financial information Set out below is a summary of the Group's financial information for the three years ended 31 July 2006: Year ended Year ended Year ended 31 July 2004 31 July 2005 31 July 2006 £000's £000's £000's Turnover 94,828 124,149 158,128 Gross profit (NFI) 13,172 16,953 21,039 Operating profit 4,470 5,971 8,392 Profit before tax 4,078 5,465 7,843 Profit after tax 2,760 3,665 5,745 The Group's financial information for the three years ended 31 July 2006 has been prepared under UK GAAP and has been adjusted to take account of FRS 20 'Share-based Payment'. Net Fee Income ('NFI') in the year ended 31 July 2006 of £21.0 million was 24.1 per cent. up on the previous year, and represented a gross margin of 13.3 per cent. Operating profit in the year ended 31 July 2006 was 40.5 per cent. up on the previous year, and represented a conversion rate on NFI of 39.9 per cent. Current trading and prospects Trading since the end of the last financial year has been in line with the Directors' expectations, with the Group continuing to see strong demand for its services from clients as well as the presence of a number of new business opportunities. Consequently, the Directors view the Group's future with confidence. Placing statistics Placing Price 310p Number of Sale Shares placed on behalf of the Selling Shareholders 7,103,602 Number of Ordinary Shares in issue immediately following Admission* 22,420,406 Percentage of the Company's issued share capital placed pursuant to the Placing 31.7 per cent. Market capitalisation of the Company at the Placing Price on Admission £69.5 million AIM symbol MTEC * On Admission, EMI options over 946,026 Ordinary Shares will remain unexercised under the Existing Share Scheme For further information please contact: Matchtech Group plc 01489 898989 George Materna, Chairman Paul Raine, Managing Director Tony Dyer, Finance Director Arbuthnot Securities Limited 020 7012 2000 Andrew Fullerton / Ian Williams Hogarth Partnership (for Matchtech) 020 7357 9477 John Olsen / James Longfield / Fiona Noblet Further information on Matchtech attached. FURTHER INFORMATION ON MATCHTECH (The following is a summary of information contained in the Admission Document, copies of which are available from Arbuthnot Securities Limited, Arbuthnot House, 20 Ropemaker Street, London EC2Y 9AR) 1. The technical recruitment sector The UK recruitment sector is a large, diverse market which is highly fragmented and competitive. According to Recruitment and Employers Confederation's Annual Recruitment Industry Survey 2004/5 ('REC Survey 2004/5'), the UK recruitment market was worth £23.5 billion in 2004/5 in terms of sales (including temporary workers' and contractors' salaries). Within the UK recruitment market, the technical and engineering recruitment market is estimated to be worth approximately £3.2 billion1, representing some 13.7 per cent. of the overall market. According to the REC Report on Jobs (the 'REC Report')2, over the past eighteen months demand for temporary/contract staff within the Engineering/Construction sector (the sector within the REC Report most closely aligned with the Group's activities) has grown each month and, each month, has registered the highest increase of all of the eight sectors which the REC Report covers. The Group is predominantly exposed to technical and engineering recruitment markets. A key underlying driver of the performance and growth of the technical market relates to long-term capital asset and infrastructure projects within both the private and public sectors. The Directors believe that the Group is well-placed to benefit from these long-term projects, and is able to address the changing nature of staffing requirements across specific projects' life cycles (including planning, design, build, commissioning, operation and maintenance). 1 Source: REC Survey 2004/5 2 Source: Based on REC Report on Jobs monthly reports between October 2005 and September 2006. The sectors covered by the REC Report on Jobs are: Secretarial & Clerical; Accounting & Finance; Executive & Professional; Computing & IT; Blue Collar; Engineering/Construction; Hotel & Catering; and Nursing/Medical/Care. 2. Business Overview Matchtech operates through three main sectors: Engineering, Built Environment, and Support Services. Engineering The Engineering sector is the largest of the three sectors within the Group and in the year ended 31 July 2006 generated 56 per cent. of the Group's NFI. The Engineering sector addresses the demand for qualified and skilled engineers to work on projects across six divisions: Offshore and Marine, Aerospace & Automotive, Process & Scientific, Electronics & Software Systems, Water, and Production & Skilled Trades. Clients include Devonport Royal Dockyard, VT Group, GKN, Meggitt, suppliers to the Formula One industry, a number of luxury car manufacturers, JCB, ExxonMobil, Cardinal Health and Severn Trent Water. The Engineering sector has demonstrated strong growth, having increased its NFI from £7.6 million in the year ended 31 July 2004 to £11.9 million in the year ended 31 July 2006 and operating profit from £2.9 million to £5.2 million in the same period. The growth has been largely driven by the demand for engineers in long-term capital asset and infrastructure projects in both the private and public sectors. The Directors believe that Matchtech has gained market share as a result of being able to meet the recruitment requirements of its clients, providing good candidates ahead of its competitors, broadening client relationships and successful marketing to new clients. The requirements for engineers from Matchtech's clients often stretch across a specific project's life cycle (including planning, design, build, commissioning, operation and maintenance), with the type of placements required changing throughout the project's life. As a result, the majority of placements within the sector are contract based, with 78 per cent. of the sector's NFI in the year ended 31 July 2006 being generated through the placement of contract personnel. Built Environment The Built Environment sector specialises in the provision of white collar engineers to the construction, civil engineering and building design industries. Clients include Transport for London, Atkins, Buro Happold, Mouchel Parkman and Bovis Lend Lease. The sector's NFI has grown from £3.2 million in the year ended 31 July 2004 to £4.5 million for the year ended 31 July 2006 and operating profit has increased from £1.1 million to £2.1 million in the same period. This growth has been the result of close relationships with leading engineering consultancies in the design arena, the number of construction projects being undertaken throughout the UK and Matchtech's access to skilled candidates in a sector with acknowledged skills shortages. Demand for engineers within the building and construction sectors has been driven by growth in the commercial market and the expansion of public sector investment in large infrastructure projects. The Group has benefited from this growth through a broad range of relationships with a number of key participants, contractors and sub-contractors in the sector. Support Services The Support Services sector provides complementary recruitment services to the Group's technical client base and is developing new markets for the Group in various related specialisms. The services provided by the Support Services sector include the provision of recruitment services across five divisions: Information Technology, Procurement & Supply Chain, Sales & Marketing, Human Resources & Training and a Managed Services Division focused on the outsourcing of vacancies not covered by Matchtech to second tier agencies under master vendor contracts. The Support Services sector has experienced rapid growth, having increased NFI from £2.5 million in the year ended 31 July 2004 to £4.6 million in the year ended 31 July 2006 and more than doubling its operating profit from £0.5 million to £1.2 million in the same period. The growth has been driven by increased penetration in cross selling complementary services to clients in the Engineering and Built Environment sectors and through the development of a new client base outside the Group's traditional technical areas. The Support Services sector has also managed to win significant new business outside the traditional technical recruitment market, including with Friends Provident, Skandia Life Assurance, Bovis Lend Lease and BAT. In contrast to the other two sectors within the Group, the split between contract and permanent placements within the Support Services sector is broadly even. This is largely as a result of the nature of candidate roles being filled, and also reflects the Group's strategy of fulfilling permanent placements as a means of establishing and developing contract client relationships. Client relationships Matchtech provides contract and/or permanent recruitment services to its clients through three main types of relationships: contingency; preferred supplier; and master vendor contracts. The Directors view the balance between the three types of relationships achieved in the year ended 31 July 2006 as attractive and plan to maintain an appropriate balance in future years. Matchtech has a broad and balanced mix of clients from SMEs to large multinational companies across its three operating sectors and the Directors believe it is not overly dependent on any one client. In the year ended 31 July 2006, the Group's two largest clients each represented approximately 6 per cent. of the Group's NFI and have been clients of the Group since 1996 and 2000 respectively. Candidates Matchtech has an extensive candidate database of over 370,000 candidates, which principally comprises white collar engineers with specific skills and qualifications. Candidates are typically sourced through the internet, alongside other more traditional routes, including the press, sector journals and publications and referrals. The Company also places an importance on graduate recruitment of candidates and has a graduate recruitment team which attracts engineering and built environment graduates direct from universities on behalf of clients. Group infrastructure Single site Matchtech operates from a single site between Southampton and Portsmouth. This comprises an 18,500 square foot office building together with immediately adjacent 11,500 square foot office space that the Group has recently secured to accommodate the increasing scale of the business. In addition, the Group also has on-site representation at certain client locations as part of its master vendor contracts. The Directors believe that the single-site model is a key differentiator of the Group's business model, providing it with a number of significant advantages over many of its multi-site competitors in the technical recruitment market, including: • an increased opportunity for cross-selling additional services to clients; • improved speed of decision making, enabling staff to provide an improved service to clients and candidates; • enhanced management of staff, training and career development; • greater control of processes, resulting in productivity benefits; and • operational efficiencies in support and infrastructure functions. The Directors believe that, as a result of the contract-based nature of the technical recruitment market in the UK and the increasing role of information technology in delivering services to both candidates and clients, Matchtech is able to provide effective recruitment services throughout the UK from its single-site location. IT systems and support As part of Matchtech's continuing focus on delivering effective and efficient services, the Group has developed, in-house, an IT system to address the specific requirements of its business, integrated to payroll and accounts software. The systems allow staff quickly and effectively to search the Group's candidate database, enabling them to respond promptly and accurately to a client's requirements. Matchtech's single-site location allows the business to operate with a relatively small IT support and maintenance team and the Directors believe that the Group's IT strategy gives Matchtech an ongoing competitive advantage over a number of competitors, as well as a secure and efficient platform from which the business can operate. Staff Alongside the Group's significant focus on its recruitment processes, a further key element of Matchtech's success has been its ability to retain key staff members. In the year ended 31 July 2006, total staff turnover was under 20 per cent. Furthermore, among Executive Directors and the Senior Management, there have been no departures in the last three years, and their average length of service with the Group (and its predecessor businesses, Matchmaker Personnel and Matchtech Engineering) is 11 years. The Directors believe that the high staff retention rate arises from a clearly laid out career path, which the Directors believe is improved by the single-site location and the broader promotion opportunities this affords staff. The Group also has in place an incentivisation programme utilising both bonus schemes and share-awards to align employees' remuneration to their contribution to the overall performance of the Group. Following Admission, the employees (excluding Directors) will own 9.7 per cent. of the issued share capital of the Company, will have EMI options over a further 856,020 Ordinary Shares and LTIP awards over 203,386 Ordinary Shares. 3. Board of Directors The Board of Matchtech has extensive knowledge of the recruitment market with over 115 years' experience of the industry. The Board comprises a Chairman, three Executive Directors and three non-executive Directors as follows: George Materna, aged 53, Chairman, has 30 years' experience of the recruitment industry, and is the founder of Matchtech, having founded Matchmaker Personnel in 1984 and Matchtech Engineering in 1990 before combining the two businesses in 2002 to form Matchtech. He is a fellow of the Chartered Institute of Personnel and Development. Paul Raine, aged 46, Managing Director, joined Matchtech in 1990 and was instrumental in establishing Matchtech Engineering, having had eight years' sales experience in the construction industry after graduating from Southampton University. Paul was appointed Managing Director of Matchtech Engineering in 1998, and played a key role in helping to combine the two businesses. He was subsequently appointed Managing Director of the Group in 2002 to oversee the day-to-day management of the business and the implementation of new initiatives and strategies across the Group. Adrian Gunn, aged 41, Sales Director and Deputy Managing Director, joined Matchtech in 1988 as a recruitment consultant and was appointed a divisional director in 1998. He was appointed to the Board in 2004 as Business Development Director and took on his current role as Group Sales Director in 2005. Adrian oversees the major client relationships of the Group and plays a key role in ensuring the divisional heads develop and win new clients. Tony Dyer, aged 37, Finance Director, is a Fellow of the Chartered Institute of Management Accountants. Tony qualified as a Chartered Management Accountant in 1995 before joining Matchtech in 1996 as a management accountant. Following a period as financial controller, he was appointed to the Board as Finance Director in 2004. Andy White, aged 50, Non-executive Deputy Chairman, is a chartered engineer, a fellow of the Royal Institute of Naval Architects and a member of the Royal Aeronautical Society. Andy formed Matchtech Engineering with George Materna in 1990, having previously had a number of years experience in the marine sector. Ric Piper, aged 54, Non-executive Director, qualified as a Chartered Accountant in 1977 and has held a number of senior finance roles within leading UK companies including ICI, Citicorp and Logica, becoming Finance Director of Logica (UK) in 1990. He was Group Finance Director of WS Atkins plc from 1993 to 2002, being closely involved in its successful London Stock Exchange flotation. He was Senior Independent Director of Synstar from 1999 to 2004. Since 2003 he has been involved at board level advising on the growth and development of several companies, including various listings on AIM. He is currently Chairman of Granby Oil & Gas plc and HLBBshaw Group plc. Stephen Burke, aged 46, Non-executive Director, has over 25 years' experience in the recruitment industry having joined Michael Page in 1981 after graduating from Durham University. He was appointed as a Director of Michael Page International in 1988 with responsibility for development of overseas businesses in the Netherlands and Germany. He returned to the UK in 1996 and held two divisional Managing Director roles before being appointed Managing Director of Michael Page in the UK and a Director of Michael Page International plc in 2001 until 2005. 4. Summary: Key strengths Matchtech has developed into a leading UK technical recruitment company. The Directors believe the key strengths of the Group are: • strong track record of organic growth - the Group has achieved organic growth in NFI of 21.6 per cent. compound between the years ended 31 July 1997 and 31 July 2006. NFI and operating profit compound annual growth of 26.1 per cent. and 37.0 per cent. respectively have been achieved during the period between the years ended 31 July 2004 and 31 July 2006; • experienced management team and high staff retention - key to the success of the business and its organic growth record has been the experience of the management and an ability to attract and retain high quality staff. The Group has developed and implemented incentive schemes for its employees which will continue to align their interests with those of shareholders; • resilient, contractor-driven business with effective permanent recruitment strategy targeting sectors with long-term investment horizons - the Group is focused on the technical recruitment market, with growth being driven and underpinned by investment in long-term capital asset and infrastructure projects funded by both the private and public sectors; • broad spread of clients and sectors, with many long-standing relationships - the Group has developed long-term relationships with a broad mix of large and small clients involved in private and public sector work through a variety of contracts. The Directors further believe that the Group has no over-reliance on any single client, with the Group's top two and top 20 clients generating only 12 per cent. and 35 per cent. of NFI in the year ended 31 July 2006 respectively; • effective systems and processes, covering the UK from a single site with considerable growth potential - the Group addresses the UK technical recruitment market from a single site enabling it to offer the full range of client services from an efficient base and better career opportunities and environment for its employees; and • business balance providing stability, growth and cash generation for shareholders - the Group has delivered considerable organic growth and cash generation for its shareholders. DEFINITIONS 'Admission' the admission of the Ordinary Shares to trading on AIM becoming effective in accordance with the AIM Rules 'AIM' the market of that name operated by London Stock Exchange 'AIM Rules' the rules of AIM governing admission to and the operation of AIM for AIM companies and their nominated advisers as published by London Stock Exchange from time to time in relation to AIM traded securities 'Board' or 'Directors' directors of the Company 'Company' or 'Matchtech' Matchtech Group plc and where the context requires, all or any of its subsidiaries 'EMI' Enterprise Management Incentive 'EMI options' options granted by the Company to employees under the Existing Share Scheme, with applicable tax and national insurance benefits 'Existing Share Scheme' the share incentive arrangements adopted by the Company on 2 December 2002, including the EMI option scheme 'Group' the Company and all or any subsidiaries 'Ordinary Shares' the ordinary shares of £0.01 each in the capital of the Company to be admitted to trading on AIM (and 'Ordinary Share' shall be construed accordingly) 'Placing' the conditional placing by Arbuthnot on behalf of the Selling Shareholders of the Sale Shares pursuant to the Placing Agreement and the Selling Shareholder Placing Deeds 'Placing Agreement' the conditional agreement dated 23 October 2006 between the Company, the Directors and Arbuthnot, relating to the Placing 'Placing Price' 310p per Sale Share 'Sale Shares' the 7,103,602 Ordinary Shares to be sold to Placees under the Placing pursuant to the Placing Agreement and the Selling Shareholder Placing Deeds 'Selling Shareholders' the Shareholders who are selling Ordinary Shares in the Placing pursuant to the Placing Agreement and the Selling Shareholder Placing Deeds, 'Selling Shareholder Placing the conditional agreements dated 23 October Deeds' 2006 between the Selling Shareholders (other than the Directors) and Arbuthnot, relating to the Placing of such Selling Shareholders' Sale Shares This information is provided by RNS The company news service from the London Stock Exchange

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