TIDMEMR
RNS Number : 2561D
Empresaria Group PLC
05 July 2016
5 July 2016
Empresaria Group plc ("Empresaria")
Acquisition of Rishworth
Empresaria (AIM: EMR), the international specialist staffing
group, is pleased to announce the acquisition of an 82.6% interest
in Rishworth Aviation Limited and its sister companies (together,
"Rishworth").
Acquisition highlights:
-- Empresaria has agreed to purchase 82.6% of Rishworth for a
total cash consideration of US$10.0 million (GBP7.5 million). The
remaining 17.4% interest is held by the senior management team, in
line with Empresaria's management equity philosophy.
-- Rishworth is a specialist recruitment group headquartered in
New Zealand, providing pilots and aviation personnel to clients
across the globe, with a significant presence in Europe, Africa and
Asia. It is a 100% contract recruitment business, with pilot
contracts typically lasting between 3 and 5 years.
-- Rishworth is profitable and cash generative. During the
financial year ended 31 March 2016 Rishworth achieved unaudited
revenues of NZD$138 million (GBP73 million), unaudited net fee
income of NZD$8.9 million (GBP4.7 million) and unaudited adjusted
EBIT* of NZD$3.65 million (GBP1.9 million).
-- The board of directors of Empresaria believe the acquisition
will be earnings enhancing on an adjusted basis in the 2016
financial year.
* The unaudited EBIT of Rishworth for the year ended 31 March
2016 was NZD$3.0m (GBP1.6 million), with the adjusted EBIT adding
back Europe agency fees, which will not be payable under Empresaria
ownership.
Rishworth overview
Headquartered in Auckland, New Zealand, with a regional office
in Stockholm, Sweden, Rishworth is a leading independent staffing
company supplying pilots and aviation personnel to the aviation
industry, including Norwegian Long Haul, Korean Air and Vietnam
Airlines. Rishworth provides staffing services to clients across
the globe, with a significant presence across Asia, Europe and
Africa.
The acquisition complements Empresaria's stated growth strategy
of developing leading brands in their sectors and further
diversifying Empresaria's business geographically. Rishworth is a
contract recruitment business that fits directly into the Company's
focus on specialist professional roles and further improves our
operational mix.
Alongside the strategic rationale, Rishworth is profitable and
cash generative and the acquisition is expected to improve
Empresaria's KPIs. Rishworth operates in a sector with strong
growth potential, with demand for airline travel expected to
increase, especially in Asia and Africa. The board of directors of
Empresaria believes the acquisition will be earnings enhancing on
an adjusted basis in the 2016 financial year.
Summary of the acquisition terms
The senior management team of Rishworth will hold a 17.4%
shareholding in the acquisition vehicle. In line with Empresaria's
other management equity arrangements, the shares held by management
are not subject to any put and call options; rather they are
expected to be held for a minimum holding period, in this case of
three to four years, before they can be voluntarily offered for
sale to Empresaria over a minimum of a further two years.
The consideration is fully payable in cash on completion of the
Acquisition, based on net liabilities of Rishworth of US$600,000
(GBP451,000). The consideration is subject to adjustment to reflect
the actual net assets or liabilities on completion. Following the
acquisition, Rishworth will hold cash balances of approximately
US$9.3 million (GBP7.0 million).
In addition to the acquired cash, the Acquisition is funded by a
new multi-currency Revolving Credit Facility of GBP10.0 million
entered into with HSBC Bank plc on 30 June 2016. This facility also
includes a further GBP5.0 million, subject to further HSBC Bank plc
approval before it can be utilised.
Chief Executive Officer, Joost Kreulen said:
"In line with our stated strategy, we are focused on building a
business that is diversified from both a sector and geographic
perspective, has leading brands with sector expertise and improves
our operational mix and temporary/contract bias. The investment in
Rishworth directly fits this strategy, complements the Group's
current operations and is expected to be earnings enhancing in
2016. We are excited by the growth opportunities that being part of
the Empresaria Group provides Rishworth and look forward to working
with the team."
Note: For illustration purposes the currency amounts have been
translated into Sterling using exchange rates of US$1.33:GBP1 and
NZD$1.89:GBP1.
Enquiries:
Empresaria Group plc via Redleaf Communications
Joost Kreulen, Chief Executive
Officer
Spencer Wreford, Group Finance
Director
Arden Partners (Nominated Adviser
and Broker)
John Llewellyn-Lloyd / Steve
Douglas / Ciaran Walsh 020 7614 5900
Redleaf Communications (Financial 020 7382 4730
PR) empresaria@redleafpr.com
Rebecca Sanders Hewett / Sarah
Fabietti / Sam Modlin
Notes for editors:
-- Empresaria Group plc is an international specialist staffing
group with 20 brands operating in 19 countries across the globe
including the UK, Germany, Japan, India, UAE, Indonesia, Chile,
Australia, Thailand, Singapore, Finland, USA, New Zealand and the
Philippines.
-- The Group offers temporary/contract and permanent staffing
solutions as well as Offshore Recruitment Services in seven key
sectors including Technical & Industrial, Aviation Services, IT
& Design, Professional Services, Healthcare and Retail.
-- Empresaria applies a multi brand, management equity
philosophy and business model, with Group company management teams
holding significant equity in their own business.
-- The Group is listed on AIM under ticker EMR. For more information: empresaria.com
This information is provided by RNS
The company news service from the London Stock Exchange
END
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