TIDMCTR
RNS Number : 9507C
Charles Taylor PLC
04 October 2018
Date: 4 October 2018
On behalf of: Charles Taylor plc ("Charles Taylor", the "Group"
or the "Company")
Embargoed until: 0700hrs
Charles Taylor plc
Acquisition of Latin American claims programme management and
loss adjusting business,
FGR group
Charles Taylor plc announces that its subsidiaries, Charles
Taylor Adjusting Limited and Charles Taylor Holdings B.V., have
acquired five of the FGR group of companies ("FGR") from their
shareholders, for a maximum consideration of US$14.5 million. Don
Carlos is a claims programme management and loss adjusting
business, headquartered in Chile. It employs around 385 people in
17 locations and has a growing presence across Latin America.
The benefits of the acquisition are as follows:
-- Progresses Charles Taylor Adjusting's strategy of
strengthening its capabilities in targeted markets to increase
regular, recurring income streams and improve margins
-- Extends Charles Taylor's existing office network, presence
and client relationships across Latin America, and positions
Charles Taylor as one of the leading international claims programme
management and loss adjusting firms in Latin America
-- Adds further technical expertise and high value services to
Charles Taylor's claims programme management and loss adjusting
offering in Latin America. FGR is often called upon during major
catastrophic (CAT) events in the Latin America and surrounding
regions, such as earthquakes, windstorms and floods, with the
opportunity for substantial incremental revenue and profit
-- Provides FGR with a platform to support and accelerate its
growth by winning business from international insurers with
exposure to Latin America, entering new markets in Latin America
and expanding into new lines of business already offered elsewhere
by Charles Taylor
-- Creates additional opportunities for Charles Taylor
InsureTech, which already has a strong presence in the region, as a
result of its acquisition of insurance technology business, Inworx,
in May 2018 and securing a number of major insurance technology
contracts
-- Expected to enhance profits and earnings per share in 2019,
and to provide strong prospects for profitable growth
thereafter.
David Marock, Group Chief Executive Officer, Charles Taylor
said:
"This acquisition demonstrates our commitment to growing our
capabilities in Latin America following our recent acquisition of
insurance technology provider, Inworx. It marks an important step
forward in delivering our strategy to achieve market leading
positions for each of our businesses and expand into growing
economies and markets. I am very pleased to welcome our new
colleagues from FGR to Charles Taylor."
Damian Ely, Chief Executive Officer, Charles Taylor Adjusting,
said:
"This acquisition greatly strengthens our claims programme
management and loss adjusting presence and capabilities in Latin
America. Charles Taylor Adjusting will now be one of the leading
international loss adjusters in the region. We have the resources,
expertise and technical skills to support local and international
insurers and reinsurers with their larger and more complex claims
and CAT losses."
Ignacio Barriga, Chief Executive Officer, FGR group said:
"Becoming part of the Charles Taylor Group presents a huge
opportunity for FGR. It will give us far greater access to insurer
clients in the London and international markets. We will benefit
from the financial strength, reputation and resources of the
Charles Taylor Group and from opportunities for cross-referral and
joint working from within the wider Charles Taylor Group."
The businesses acquired under the transaction are:
-- FGR S.A., FGR Affinity Limitada and FGR Hanna Limitada in Chile
-- FGR Peru Ajustadores de Seguros Sociedad Anonima and FGR Affinity Peru SAC in Peru
Charles Taylor Adjusting Limited and Charles Taylor Holdings
B.V. paid US$4.7 million in cash, funded from the Company's
existing accordion banking facility, to acquire the businesses. Of
this, US$3.5 will pay down FGR's existing bank debt. Forecast
deferred consideration of US$5.3 million will be paid, based on the
business' performance over the three years following completion.
Total consideration is capped at US$14.5 million, excluding free
cash and WIP. In addition to the initial consideration US$4.7
million, an initial payment of US$2.1 million was paid to reflect
the Work In Progress within the business.
FGR reported revenue of US$18.1 million, Adjusted PBT of
US$1.2(1) million and adjusted EBITDA of US$1.5(1) million in the
year to 31 December 2017. The gross assets of FGR were US$9.7
million, as at 31 December 2017. Don Carlos will be consolidated
for the remainder of 2018 into Charles Taylor's accounts for the
year ending 31 December 2018. After transaction and integration
related costs, the acquisition is not expected to be earnings
enhancing in 2018. FGR is expected to be earnings per share (EPS)
enhancing in 2019 and subsequent years.
FGR partners, Ignacio Barriga, CEO, Angelo Hettich, Head of
Energy, Mining and Construction Risks, Alberto Levy, Head of Legal
and Financial Risks and Pedro Vial, Head Property and Aqua Risks,
have joined Charles Taylor Adjusting and will be responsible for
driving the growth and development of FGR under Charles Taylor's
ownership. Ricardo Sateler, a co-founder of FRG and legal counsel
to the business, is expected to take a consultancy role. FGR will
be integrated with Charles Taylor Adjusting's other existing Latin
American businesses, which are led by Felipe Ramirez, Managing
Director and Regional Head, Latin America.
Background to the transaction:
FGR is a claims programme management and loss adjusting group.
The loss adjusting business operates in the Property & Casualty
market, with particular strength in construction, engineering,
liability and catastrophe losses.
FGR is located on the 'Pacific Ring of Fire', which gives it
greater exposure to and earnings potential from CAT events in the
region. FGR has worked on recent major CAT events in the region,
including the 2015 Chilean floods, 2016 Ecuador earthquake and 2017
Puerto Rico hurricanes, the latter in association with Charles
Taylor Adjusting.
The claims programme management business provides insurance
claim settlement services to insurance companies in the Chilean
market. This business handled around 3.1 million claims during
2017.
Charles Taylor already operates successful and growing loss
adjusting and technology businesses in several Latin American
markets. FGR builds on Charles Taylor's existing network, presence
and client relationships across Latin America, and positions
Charles Taylor as one of the primary international claims programme
management, loss adjusting and insurance technology provider in
Latin America.
(1) Adjusted to reflect one off restructuring costs and changes
in remuneration under CT ownership
This transaction was mentioned under 'Potential further
developments' in Charles Taylor's 3 May 2018 announcement of its
acquisition of Inworx. This announcement contains inside
information within the meaning of article 7 of the EU Market Abuse
Regulation (MAR). It is being made on behalf of the Company by Mike
Lord, Group Communications Director of Charles Taylor.
-ends-
For further information:
Charles Taylor plc
David Marock, Group Chief Executive
Officer
Mike Lord, Group Communications Director Via Redleaf PR
Redleaf Communications ct@redleafpr.com
Elisabeth Cowell/Ian Silvera 020 7382 4730
Notes to editors
Charles Taylor plc (www.ctplc.com) is a global provider of
insurance-related technical services and solutions dedicated to
enabling the global insurance market to do its business
fundamentally better.
We have been providing insurance-related professional services
and technological solutions since 1884. Today, we employ over 2,900
staff in more than 100 locations spread across 30 countries in
Europe, the Americas, Asia Pacific, the Middle East and Africa.
We are distinctive in our market in that our professional
services and technological solutions support every stage of the
insurance lifecycle and every aspect of the insurance operating
model. For the Property & Casualty (P&C) insurance market,
we handle all major commercial lines, along with the more technical
areas of personal lines; we do so similarly for the life and health
insurance markets.
The clients we support range from insurers - including
corporates, mutuals, captives, MGAs, Lloyd's syndicates and
reinsurers - to brokers, distributors and corporate insureds.
Our market-leading breadth of services and solutions,
world--class technical expertise, extensive global presence and
100% focus on insurance means we can manage and resolve virtually
any insurance-related matter, wherever and whenever it occurs.
Statements made in this announcement that look forward in time
or that express management's beliefs, expectations or estimates
regarding future occurrences are "forward-looking statements"
within the meaning of the United States federal securities laws.
These forward-looking statements reflect the Group's current
expectations concerning future events and actual results may differ
materially from current expectations or historical results.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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