Acquisition
Tribal Group PLC
20 December 2002
Tribal Group plc 20 December 2002
Major expansion of healthcare interests
Acquisitions of Kingsway and Action Medical
Tribal Group plc ('Tribal Group'), the provider of professional support services
to the UK public sector, is pleased to announce a major expansion of its
interests in health with the acquisitions of Kingsway Advertising Holdings
Limited ('Kingsway') for a total consideration of up to £14.4 million and Action
Medical Limited ('Action Medical') for a total consideration of up to £9.1
million.
Kingsway is the largest independent supplier of recruitment advertising services
to the health sector and has over 120 NHS trusts in its client base. Action
Medical is a leading supplier of Allied Health Professionals (principally,
therapists) to the health service and is currently working with over 100 NHS
trusts.
The acquisitions of Kingsway and Action Medical represent a substantial
expansion of Tribal Group's HR and recruitment interests in the health sector
and will lead to significant development opportunities. For example:
• Tribal Group will become one of the three largest suppliers of
recruitment advertising services to the NHS and will become one of the largest
suppliers of such services to the public sector as a whole;
• Tribal Group will be able to offer its existing executive search and
selection and HR consultancy services (currently focused on local government) to
Kingsway's client base in health;
• Tribal Group's nationwide network of offices will facilitate the
expansion of Kingsway's business outside of its current focus on London and the
South-East;
• The two acquisitions will allow Tribal Group to develop a
broadly-based business providing a comprehensive range of HR and recruitment
solutions to the health sector; and
• The expansion of its HR interests will place Tribal Group in a strong
position to provide services under the government's proposed franchising of NHS
trust management.
The Board of Tribal Group expects the acquisitions of both Kingsway and Action
Medical to be immediately earnings enhancing.
Commenting on the announcement, Henry Pitman, Chief Executive of Tribal Group,
said: 'We are delighted to announce the acquisitions of Kingsway and Action
Medical which, together with our existing recruitment and HR interests in Tribal
GWT, will allow us to offer a wide range of recruitment and HR services to our
public sector client base. We have identified a number of areas where the
addition of Kingsway and Action Medical will enable us to accelerate the growth
of our HR activities.
As a result of these acquisitions, Tribal Group will be at the forefront of
recruitment and HR services in the public sector, an area where we believe there
will be significant future opportunities.
Since the beginning of 2002, healthcare has become an increasingly important
market for Tribal Group and we are committed to building one of the leading
consultancy and support services businesses in this area. In the year ending 31
March 2004, we expect our healthcare operations to account for more than 30 per
cent. of our total turnover.'
Kingsway
Kingsway is the largest independent supplier of recruitment advertising services
to the NHS. It is one of only eight companies appointed to the NHS National
Contract for recruitment advertising. Kingsway has over 120 NHS clients with
whom it has exclusive contracts of up to three years duration. It also has a
significant presence in the local government and education sectors. Kingsway
complements Tribal Group's existing interests in public sector recruitment and
HR consultancy and will allow the combined business to offer a comprehensive
range of services to the group's core markets of health, education and local
government.
Tribal Group has purchased the entire issued share capital of Kingsway. In the
12 months ended 30 April 2002, Kingsway reported operating profit (after
normalised directors' remuneration) of £1.4 million on turnover of £27.2
million. Gross revenue, after media costs, was £3.7 million. Net assets at 30
April 2002 were £1.3 million. The initial consideration of £10.2 million (which
includes the purchase of cash balances of approximately £1.5 million) has been
satisfied by:
• £9.4 million in cash; and
• the issue of 339,127 new ordinary shares of 5p each in Tribal Group
plc ('New Tribal Group Kingsway Shares').
The New Tribal Group Kingsway Shares may not be sold by the vendors for at least
twelve months. Deferred consideration of up to £4.2 million will be paid based
on the growth in operating profit of Kingsway in the two years ending 31 March
2004. The deferred consideration will be satisfied by the issue of new Tribal
Group shares or, at Tribal Group's option, loan notes, save for the first
£1,200,000 of deferred consideration which will be satisfied in loan notes.
Application has been made for admission of the New Tribal Group Kingsway Shares
to trading on the Official List of the London Stock Exchange. It is expected
that the New Tribal Group Kingsway Shares will commence trading on the Official
List on 27 December 2002. The New Tribal Group Kingsway Shares will rank pari
passu in all respects with the existing ordinary shares of 5p each in Tribal
Group.
Action Medical
Action Medical provides temporary and permanent recruitment solutions to the NHS
and private sector hospitals and clinics. Action Medical works with Allied
Health Professionals ('AHPs'), principally physiotherapists, occupational
therapists and speech and language therapists. Over 95 per cent. of revenue is
generated from placing AHPs in temporary (locum) contracts. Turnover is
predominantly derived from the health service, where Action Medical has strong
relationships with managers in the majority of NHS Trusts. Currently, the
Company has 140 therapists in locum contracts, with a further 70 active locums
available.
Tribal Group has purchased the entire issued share capital of Action Medical.
In the 12 months ended 30 September 2002, Action Medical reported operating
profit (after normalised directors' remuneration) of £538,000 on turnover of
£4.56 million. Net assets at 30 September 2002 were £785,000. The initial
consideration of £3.325 million (which includes the purchase of cash balances of
approximately £500,000) has been satisfied by:
• £2.45 million in cash; and
• the issue of 369,198 new ordinary shares of 5p each in Tribal Group
plc ('New Tribal Group Action Medical Shares').
The New Tribal Group Action Medical Shares may not be sold by the vendors for at
least twelve months. Deferred consideration of up to £5.75 million will be paid
based on the growth in operating profit of Action Medical in the four years
ending 31 March 2006. The deferred consideration will be satisfied by the issue
of new Tribal Group shares or, at Tribal Group's option, loan notes, save for
the first £1,625,000 of deferred consideration which will be satisfied in cash.
Application has been made for admission of the New Tribal Group Action Medical
Shares to trading on the Official List of the London Stock Exchange. It is
expected that the New Tribal Group Action Medical Shares will commence trading
on the Official List on 27 December 2002. The New Tribal Group Action Medical
Shares will rank pari passu in all respects with the existing ordinary shares of
5p each in Tribal Group.
For further information contact:
Henry Pitman, Chief Executive Tribal Group plc Tel:01285 886020
NOTES FOR EDITORS
Tribal Group plc is a consultancy and support services organisation, delivering
a range of management consultancy, HR, training, IT, information management and
property services to the UK public sector. The group's principal markets are
education, health and local government. Tribal Group has 1,200 employees
operating nationwide. It is listed on the main market of the London Stock
Exchange and has a market capitalisation of approximately £118 million.
END
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