Acquisition
K3 Business Technology Group PLC
28 March 2007
KBT.L
K3 BUSINESS TECHNOLOGY GROUP PLC
('K3' or 'the Group')
Announces
Acquisition of
McGuffie Brunton Limited
K3, the IT solutions provider to the supply chain sector, is pleased to announce
the conditional acquisition of the entire issued share capital of McGuffie Brunton
Limited ('McGuffie Brunton'), the Manchester based manufacturing software
solutions business, for a total consideration of £12.5m to be satisfied in a mix
of cash and shares.
Established in 1981, McGuffie Brunton is one of two UK distributors of the SYSPRO
range of Microsoft-based Enterprise Resource Planning ('ERP') software for
manufacturing and distribution companies. The other UK SYSPRO distributor,
Information Engineering Group Ltd, was acquired by K3 in June 2005 and has enjoyed
significant sales and profits growth as part of K3. The Directors of K3 believe
that the logic of combining both distributors, both of which are based in
Manchester, is compelling.
McGuffie Brunton has four offices in the UK and has implemented over 650 SYSPRO
systems. It has over 300 customers, including KLM Engineering, Smurfit Corrugated
(UK) Ltd, part of Smurfit Kappa Group, Europe's leading packaging supplier,
ABI Caravan, the caravan manufacturer, and Premier Percussion, the wooden drums
and percussion instruments manufacturer. McGuffie Brunton's audited accounts for
the year to 31 December 2006 show turnover of £6.32 million. Adjusted operating
profit for the year was £1.7 million. Profit before tax for the year was £0.24
million and net assets stood at £1.84 million.
The combined businesses have pro forma sales of around £12.0 million, with a total
customer base of approximately 450 companies. Around half this revenue is
recurring annual licence fees and maintenance income that is invoiced in October
each year. This means that K3's results going forward will be weighted heavily
towards the second half. Following the completion of the acquisition, key
McGuffie Brunton management will be retained to help exploit synergies and to
continue to grow the business.
The consideration will be satisfied by cash of £10m and the issue of 2,024,292
ordinary shares of 25p each ('Ordinary Shares'), of which 1,775,148 have been
placed with institutional investors through a vendor placing by Daniel Stewart &
Co Plc at a price of 123.5 pence per Ordinary Share, (the 'Placing'). In addition,
the Vendors will also retain surplus cash of £1.308m. K3's bankers, The Royal
Bank of Scotland, is providing debt funding to support the acquisition.
In addition, Daniel Stewart & Company Plc, on behalf of the Company, has placed
a further 74,852 new Ordinary Shares for cash at 123.5 pence.
Completion of the acquisition and admission to trading on AIM of the new Ordinary
Shares are expected to take place on 2 April 2007.
Andy Makeham, Chief Executive of K3, said
'This acquisition is an ideal strategic fit with our existing manufacturing
software division. Both McGuffie Brunton and our manufacturing software business
sell the same product from the same town. There are therefore considerable
advantages in combining both businesses. The combined unit will represent a
significant presence in the manufacturing systems marketplace and the addition of
McGuffie Brunton's user base increases our recurring income, which will help to
underpin K3's performance going forward.'
For further information:
K3 Business Technology Group plc T: 01282 864 111
Andy Makeham, Chief Executive
David Bolton, Chief Finance Officer
Daniel Stewart & Company Plc (Nominated Adviser) T: 020 7776 6550
Paul Shackleton
Biddicks T: 020 7448 1000
Katie Tzouliadis
This information is provided by RNS
The company news service from the London Stock Exchange