Tribal Group PLC
22 January 2004
For release at 7.00 a.m. on 22 January 2004
Tribal Group plc
Acquisition of Succession Planning Associates Limited
Tribal Group plc ('Tribal Group'), the provider of professional support services
to the UK public sector, is pleased to announce that it has completed the
acquisition of Succession Planning Associates Limited ('SPA') for a total
consideration of up to £3.1 million.
SPA is a leading executive search and selection company specialising in the
placement of senior staff in Central Government departments. The company
predominantly operates under a framework agreement with the Cabinet Office which
oversees recruitment of senior staff within Central Government. Specific Central
Government clients include the Office of the Deputy Prime Minister, Department
for Transport and Department of the Environment, Food and Rural Affairs. The
framework agreement runs until September 2005 but can be extended by mutual
agreement for a further two years.
SPA will operate as part of Tribal HR and will complement Tribal's existing
search and selection services. Currently, Tribal HR has particular strengths in
recruiting senior staff in local government, education and the NHS. The
acquisition of SPA will provide Tribal HR with a leading position in Central
Government recruitment and will allow SPA to provide its clients with a broader
range of services.
The consideration for the entire issued share capital of SPA will be up to £3.1
million of which £1.7 million was paid on completion with deferred consideration
of up to £1.4 million payable based on the growth in operating profit of SPA in
the three years ending 31 March 2007. The deferred consideration will be
satisfied by the issue of new Tribal Group shares or, at Tribal Group's option,
loan notes. The initial consideration of £1.7 million has been satisfied by:
• £1.4 million in cash; and
• the issue of 90,206 new ordinary shares of 5p each in Tribal Group plc
Of the cash consideration paid on completion, £0.5 million related to a freehold
property which, immediately following completion, was the subject of a sale and
leaseback with the SPA vendor.
In the 12 months ended 31 December 2003, SPA had a normalised operating profit
of £296,000 on turnover of £865,000. Net assets at 31 December 2003 were
£346,000.
Application will be made for admission of the 90,206 shares to be issued as
initial consideration to trading on the Official List of the London Stock
Exchange. It is expected that these shares will be admitted to the Official List
on 28 January 2004. The shares will rank pari passu in all respects with the
existing ordinary shares of 5p each in Tribal Group. The SPA vendor has given an
undertaking not to sell the shares issued as part of the initial consideration
for a period of 12 months.
Commenting on the announcement, Henry Pitman, Chief Executive of Tribal Group,
said:
'We are delighted that SPA has agreed to join Tribal Group. SPA is highly
regarded in its field and will provide the Group's HR business with an excellent
entry point into the Central Government market. The acquisition of SPA is an
important step in our plan to develop the leading search and selection business
operating across the public sector.'
For further information contact:
Henry Pitman, Chief Executive, Tribal Group plc Tel:01285 886020
End
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