20 June 2023

accesso® Technology Group plc

("accesso" or the "Group")

Acquisition of VGS

- Acquisition of leading leisure sector ticketing and visitor management platform for net purchase price of $38.5m -

- Significantly expands accesso's global footprint with notable presence across Asia and the Middle East -

- Acquisition expected to be immediately earnings accretive -

accesso Technology Group plc (AIM: ACSO), the premier technology solutions provider to leisure, entertainment, and cultural markets, today announces the acquisition of VGS, a leading ticketing and visitor management platform serving over 100 visitor venues including the world's most popular theme park destination. The acquisition is for a total cash consideration of $52.6m and the net purchase price is $38.5m, with the agreement including $14.1m of VGS' existing cash reserves. Completion of this transaction is expected in the coming days. As part of the accesso product set, the VGS platform will be rebranded as accesso Horizon.

Acquisition rationale and highlights

accesso believes the acquisition will:

·      Substantially broaden accesso's international reach, opening up new market opportunities.

Diversifies accesso's revenue stream with a broad global footprint. Approximately 75% of VGS' revenue in the previous financial year was derived from markets outside the US, and its presence in Japan, Singapore, China, Dubai and Egypt offers the Group a range of meaningful new growth opportunities.  

·      Strengthen accesso's blue chip customer base and provide expansion routes within these brands.

Adds an impressive range of venues to the Group's customer base with comprehensive language capabilities including Arabic, Chinese, and Japanese. VGS' customers include the world's most popular theme park destination located in the United States, and one of the Seven Wonders of the Ancient World in Egypt.

·      Enable further revenue growth with the expansion of VGS' offering to include ecommerce.

Offers potential to expand VGS' powerful platform by leveraging the Groups expertise to add transaction-based ecommerce, significantly enhancing the acquisition's strategic value.

·      Increase efficiency while providing a product evolution pathway over the medium to long term.

Expansive features, globalised functionality and robust scaling capability offer a pathway to evolve the Group's core technology over the medium to long term. The convergence of certain product elements will improve efficiency, reduce operating costs and support profit expansion for the Group.

·      Deliver immediate earnings accretion.

VGS is consistently profitable and delivered proforma PBT of approximately $4m in 2022. Alongside its strong technology and strategic fit, the Group expects it to make an immediate contribution to earnings as part of accesso.

Overall, the acquisition of VGS strongly fits the Group's strategic M&A criteria. It increases diversification, resilience, efficiency and agility in the business. It is an innovative, globally established technology; it advances the evolution of the Group's product set; and it is immediately earnings accretive with significant opportunity for further revenue and profit growth.

Commenting on the acquisition, Steve Brown, accesso's CEO, said:

"I am beyond excited to announce the transformative acquisition of VGS, a business I have long admired and respected. The VGS solution fits squarely into our product roadmap and its top tier customer base speaks volumes for the quality, scalability and functionality of the technology.

Strategically, this addition of VGS immediately advances our business. It further elevates our brand, expands our product proposition, significantly increases our international presence, enhances our revenue diversity and presents extensive new opportunities for global growth. It also provides a fundamental building block for our mid to long term product roadmap.

I would like to welcome Paolo Moro and his team to Accesso. With offices in Milan, Dubai, Singapore and Orlando, their talented global employee base of 33 brings a long track record of outstanding product innovation and quality service to its customers. We are pleased they are joining the Accesso family".

Commenting on the acquisition, Paolo Moro, VGS CEO, said:

"I'm delighted for VGS to join forces with Accesso. Our technology is complementary with Accesso's offering. We share the same absolute commitment to providing the best possible unified solutions to optimise our customers' operations and enhance their guests' experience before, during and after their visit. We look forward to working together with as we move ahead to this exciting next chapter".

Further information on VGS

VGS was established in 2011 by founder and majority shareholder, Paolo Moro, to create an innovative ticketing and visitor management platform to support leading global brands in all aspects of the sale, distribution and redemption of entitlements. Its client roster of more than 100 venues includes the world's largest theme park resort destination in Orlando, as well as leading brands in Dubai, Singapore, Japan, and China. In addition to theme parks, VGS supports zoos, observation towers and other unique attractions in a total of 11 countries around the globe, including one of the Seven Wonders of the Ancient World: The Pyramids of Giza in Egypt.

Acquisition terms

VGS comprises four entities (VGS S.r.l., VGS ME DMCC, VGS Asia PTE Ltd. and VGS Holding, Inc.), and an underlying subsidiary. These entities are under the ownership of founder Paolo Moro, as majority shareholder, and two members of the VGS senior management team. accesso will acquire 100% of each of the four entities for a total cash consideration of $52.6m including $14.1m in VGS cash reserves. The acquisition is being funded from the Group's existing cash reserves and its recently announced credit facility with HSBC, and is subject to a regulatory approval in Dubai which is expected in the coming days.

Financial information on VGS

For the fiscal year ending 31 December 2022, on a proforma basis, VGS generated unaudited revenues of $8.2m, with proforma PBT of approximately $4.0m. The majority of its revenue is delivered through the sale of software licenses accompanied by recurring annual maintenance fees along with professional services. Going forward, VGS' results will be reported as part of the Group's Ticketing and Distribution segment under IFRS.

The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014.  Upon this announcement's publication, this inside information is now considered in the public domain.

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About accesso Technology Group plc 

accesso is the leading global provider of patented and award-winning technology solutions that redefine the guest experience, drive increased revenue, streamline operations, and support data-driven business decisions for leisure & entertainment operators. Currently serving over 1,000 venues, accesso invests heavily in research and development to provide venues with technology that empowers them to deliver unforgettable guest experiences. Staffed by a team of attractions, cultural venue and ski industry veterans, accesso partners with venues to increase their range of on- and off-site guest engagement to drive increased revenue through intuitive ticketing, point-of-sale, virtual queuing, distribution, and experience management technology.  

accesso is a public company, listed on AIM: a market operated by the London Stock Exchange. Learn more at accesso.com or follow accesso on Twitter, LinkedIn and Facebook.