19 July 2024

FRP ADVISORY GROUP PLC

("FRP", the "Group" or the "Company")

Acquisition of Lexington Corporate Finance

FRP Advisory Group plc, a leading national specialist business advisory firm, is pleased to announce the acquisition of Lexington Corporate Finance* ("Lexington") for a consideration of £3 million plus an additional amount for the net assets acquired on completion of approximately £0.5 million (the "Acquisition"). The total consideration for the Acquisition is split between cash of approximately £2.2 million and the issue of new ordinary shares with a value of approximately £1.3 million.

The Group's first acquisition in Wales, Lexington is based in Cardiff and provides corporate finance services to clients both locally and nationwide. One of the firm's Directors and Founder, Gary Partridge, will join FRP as Partner. All other members of the Lexington team will also join FRP, including 14 colleagues.

For the year to 30 April 2024, Lexington's consolidated unaudited revenues were £2.3 million and unaudited reported EBITDA was £0.6 million. On an annual basis going forward it is expected that Lexington's underlying incremental contribution to FRP will be revenue of c. £2.7 million and adjusted¹ EBITDA of c. £0.7 million; although within any financial year, there will be timing volatility depending on when transactions complete.

The Acquisition is in line with FRP's strategy to generate sustainable profitable growth by combining a focus on organic growth with acquisitions that meet the Group's selective criteria. This approach enables the Group to increase market share, broaden its service offering to clients and expand its geographical footprint. The acquisition is the Group's tenth since IPO in March 2020.

Geoff Rowley, CEO of FRP Advisory said: "Wales was a target region for FRP and this acquisition further strengthens our National Corporate Finance business. The team will go to market locally as FRP Corporate Finance.

We are pleased to welcome Gary and the team to FRP; they share our values and I have no doubt will make a strong contribution, as we continue to grow."

Gary Partridge, founder of Lexington, said: "We are delighted to be joining FRP Corporate Finance and are excited at the opportunities that being part of FRP presents for our team and our clients. We are all immensely proud of what we have achieved as a team at Lexington over the past nine years and being part of FRP will be a launch pad to enable us to offer a broader range of services to our clients.

We are confident that by building upon our shared values of quality and professionalism with FRP, we will accelerate our growth.".

996,168 new ordinary shares (the "Consideration Shares") are to be issued as part of the Acquisition with application to be made to trading on the AIM market of the London Stock Exchange ("Admission"). The Consideration Shares will rank pari passu with the Company's existing ordinary shares. It is expected that Admission of the Consideration Shares will become effective and that dealings will commence at 8.00 a.m. on 24 July 2024. Following the issue of the Consideration Shares the Company will have 254,683,760 ordinary shares in issue with each ordinary share carrying the right to one vote and no ordinary shares held in treasury.  The above figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

*Lexington Corporate Finance comprises Lexington Corporate Finance Limited, Lexington Corporate Advisors Limited and Cactus Capital Limited.

¹ Adjusted to reflect Partner compensation under the future FRP model and excluding exceptional costs and share based payment charges arising from deemed remuneration.

Enquiries:

FRP Advisory Group plc                                                                     

Geoff Rowley, CEO

Jeremy French, COO

Gavin Jones, CFO

Enquiries via MHP

Cavendish Capital Markets Limited (Nominated Adviser and Joint Broker)

Katy Birkin/ Stephen Keys/George Lawson (Corporate Finance)

Tel: +44 (0) 207 220 0500

Investec Bank plc (Joint Broker)

Carlton Nelson / James Rudd (Corporate Broking)

Tel: +44 (0) 207 597 4000

MHP Group (Financial Public Relations)

Oliver Hughes

Eleni Menikou

Catherine Chapman

Tel: +44 (0)7711 191518

[email protected] 

Notes to Editors

FRP is a leading national specialist business advisory firm established in 2010. It offers a range of advisory services to companies, lenders, investors and other stakeholders, as well as individuals. These services include:

§ Restructuring advisory: corporate financial advisory, formal insolvency appointments, informal restructuring advisory, personal insolvency and general advice to all stakeholders.

§ Corporate finance: mergers & acquisitions (M&A), strategic advisory and valuations, financial due diligence, capital raising, special situations M&A and partial exits.

§ Debt advisory: raising and refinancing debt, debt amendments and extensions, restructuring debt, asset based lending and corporate and leveraged debt advisory.

§ Forensic services: forensic investigations, compliance and risk advisory, dispute services and forensic technology.

§ Financial advisory: transaction services including financial due diligence, lender services, financial modelling, valuations, pensions and company-side advisory services.