Spice PLC
13 December 2006
13 December 2006
SPICE plc
ACQUISITION OF PARGAS LIMITED
Spice plc ("Spice" or the "Group") is pleased to announce the acquisition of
ParGas Limited ("ParGas"), the public sector gas and heating services business,
for a total initial consideration of £9.5 million, representing a multiple of
7.1x anticipated adjusted operating profit for the year to 31 December 2006 and
8.0 times 2005 operating profit for the year ended 31 December 2005. ParGas will
form part of the Public Services Division of Spice plc.
ParGas has two main business streams. It installs, services and maintains gas
appliances and heating systems in domestic and commercial properties owned by
social housing bodies and local authorities in London and the South East of
England. It currently has service and maintenance agreements covering
approximately 17,000 properties, such agreements typically being for periods of
between two and five years. The range of services provided includes the annual
review of appliances and systems and the production of certificates for
landlords confirming compliance with safety regulations. Additionally, it
provides emergency first response services to gas distribution businesses in
North London and East Anglia, identifying and making safe gas leaks and gas
meter replacement services. These services are provided under framework
agreements of between two and three years
The initial consideration is subject to adjustment based on the working capital
at completion, though there will be a total cap on the maximum total
consideration of £10.5 million. The initial consideration will be payable in
cash at completion with the adjustment for working capital being paid following
the production and agreement of completion accounts.
ParGas has been established since 1997 and is wholly owned by its directors.
One of the three current directors of the business will be remaining with the
business following the acquisition and Phil Rockliffe, the founder, will be
retained as a Consultant. ParGas employs approximately 150 people, including
approximately 80 CORGI registered gas engineers. Its client base is
predominantly based in London and the South East of England.
The audited accounts of ParGas for the year ended 31 December 2005 show turnover
of £7.1 million and operating profits of £1.18 million. Net assets of ParGas at
31 December 2005 were £1.0 million (including cash balances). The Initial
Consideration of £9.5 million payable at completion represents a multiple of
2005 operating profits of 8.0 times. The unaudited management accounts for the
10 months to 31st October 2006 show turnover of £7.0 million and operating
profits of £1.17 million. It is anticipated that operating profit for the 12
months to 31 December 2006 will be £1.34 million; the Initial Consideration
would represent a multiple of 7.1 times 2006 operating profits.
Simon Rigby, Chief Executive of Spice, said:
"The acquisition of ParGas is another step in the development of our Public
Services division and also moves us into gas meter operations. ParGas has an
excellent reputation and its acquisition means that we now have operations in
two key areas, the North West of England and South East.
We believe ParGas is an excellent complement to Apollo (which we acquired in
November) and, as with Apollo, we intend to grow the business further and offer
additional services such as electrical installation and maintenance to ParGas's
client base. Between Apollo and ParGas, we now have access to nearly 300 CORGI
registered gas engineers which provides us with an excellent platform to provide
our clients with a responsive, effective service."
Peter Tzortzi, Managing Director of ParGas, said:
"We are delighted that ParGas will be part of the Spice group. Its presence in
the social housing sector and also in the utility sector means we can enhance
the services we provide to our clients, maintaining the flexibility to respond
quickly to their requirements with the back up that being part of a larger group
provides."
- Ends -
For further information, please contact:
Spice plc Tel: 0113 384 3838
Simon Rigby, Chief Executive Officer
Oliver Lightowlers, Group Finance Director
Carl Chambers, Corporate Development Director
Financial Dynamics Limited Tel: 020 7831 3113
Billy Clegg
Caroline Stewart
www.spiceplc.com
www.pargas.co.uk
NOTES TO EDITORS
Spice plc
Spice is a support services business operating in the Commercial Services,
Public Services and Utility Services sectors. The Group's operations were
founded in 1996 and have their origins in the electricity industry, though the
range of activities has since been expanded into the water sector, niche
telecommunications services, the public sector energy management and commercial
facilities management. Spice's businesses have a common theme of delivering and
co-ordinating infrastructure services to customers, and the technological
element within the product mix has been built up significantly over the course
of the last three years.
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