17 October 2016
Marlowe plc
Acquisition of Hentland Limited
Marlowe plc ("Marlowe", the "Company" or the "Group"), the support services group focused on acquiring and developing companies that provide critical asset maintenance services, announces that it has acquired Hentland Limited ("Hentland") for a total enterprise value of up to £7.6 million on a cash and debt free basis (the "Acquisition").
Founded in 1937, Hentland operates nationally from headquarters in Bodmin and employs around 100 staff. Hentland provides a comprehensive portfolio of fire protection and security services to over 1,800 customers covering the leisure, logistics, healthcare, food, public service and retail sectors. Hentland's services are highly complementary to those offered by Swift and FAFS, which Marlowe acquired in April and May this year.
The Board believes the Acquisition will:
· significantly expand the scale of the Group's Fire division, offer synergy benefits and provide additional critical mass and route density in geographical regions that are attractive to the Group;
· materially increase the customer base and recurring revenues of the enlarged Group, with the addition of large blue-chip organisations to which the Group can cross-sell other services;
· extend Marlowe's market position to one of the five largest providers of fire protection services in the UK and create an enhanced platform for further buy-and-build growth;
· immediately enhance Group earnings.
For the six months to 30 June 2016, Hentland reported unaudited revenues of £5.9 million and adjusted EBITDA of £0.9 million. For the 13 months to 31 December 2015, Hentland reported audited revenues of £9.7 million and profit before tax of £0.3 million, including the contribution of a small US subsidiary that has since been divested. Unaudited net assets on a debt-free, cash-free basis at 30 September 2016 were £3.6 million. The Acquisition will be financed from the Group's existing cash and debt resources.
The total enterprise value includes cash consideration of £4.7 million on completion and the repayment of net debt of £2.5 million, as well as a cash earn-out capped at £0.4 million payable if Hentland meets a budgeted EBITDA target.
The key members of Hentland's operational management team will be staying with the business.
Alex Dacre, Chief Executive of Marlowe plc, commented:
"The acquisition of Hentland significantly extends Marlowe's fire protection and security activities and will further deepen our national coverage. The business is a compelling fit with Swift and benefits from some excellent customer relationships that will further enhance our platform for growth. We believe the deal makes us a top five provider of fire protection services in the UK and we look forward to continuing our strategy of consolidating the market for critical asset maintenance services through further organic and acquisition-led growth."
For further information:
Marlowe plc |
www.marloweplc.com |
|
|
Alex Dacre, Chief Executive |
Tel: +44 (0) 203 841 6194 |
|
[email protected] |
|
|
Cenkos Securities plc (Nominated Adviser and Broker) |
|
|
Nicholas Wells, Elizabeth Bowman |
Tel: +44 (0)20 7397 8900 |
|
|
FTI Consulting |
|
Nick Hasell |
Tel: +44 (0)20 3727 1340 |
Alex Le May |
|
|
|
About Marlowe plc
Marlowe is an AIM-listed company formed to create sustainable shareholder value through the acquisition and development of businesses that provide critical asset maintenance services in the UK. It is focused on fire protection, security systems and water treatment services - which are essential to its customers' operations and invariably governed by regulation, and where customers require a single specialist outsourced provider with nationwide coverage. Our customers can be found on most high streets, in office complexes and industrial estates, and include SMEs, local authorities, facilities management providers, multi-site NHS trusts and FTSE 100 companies.
This announcement contains Inside Information.
