TIDMTRCS
RNS Number : 6388X
Tracsis PLC
01 May 2019
1 May 2019
Tracsis plc
("Tracsis" or the "Group")
Completion of Acquisition
Tracsis, a leading provider of software and services for the
rail, traffic data and wider transport industries, is pleased to
announce that it has acquired the entire issued share capital of
Bellvedi Limited ('Bellvedi').
Bellvedi is a UK based software company that operates within the
rail industry and specialises in timetabling optimisation software.
Bellvedi's key product, ATTUne, is a timetable planning software
package and is extensively used by Train Operating Companies,
infrastructure providers, franchise bidding teams and rail
consultancies for the creation, validation, optioneering and
optimisation of timetables in time pressured environments.
Tracsis and Bellvedi have partnered on several significant
software projects - most notably on Tracsis' recent major contract
wins - with the ATTUne software forming a key part of the TRACS
Enterprise offering. As such, the acquisition of Bellvedi is
strategically important and highly complementary to the Tracsis
software offering and future product roadmap.
In the year ended 31 March 2019, Bellvedi generated revenue of
GBP1.6m, Profit before Tax of GBP0.7m, and had net assets of
GBP0.9m. The business is debt free, and has grown rapidly since it
started trading in 2013. Bellvedi employs eleven permanent staff,
all of whom will remain with the business post transaction.
The acquisition consideration comprises an initial cash payment
of GBP3.7m which will be funded out of Tracsis cash reserves and
the issue of 45,525 new ordinary shares in Tracsis (issued at a
price of 648p) with a value of GBP0.3m. An additional payment of
circa GBP0.9m will be made on a pound for pound basis to reflect
the net current asset position of the business at completion and
will be finalised in due course. Additional contingent
consideration of up to GBP7.9m is payable subject to Bellvedi
achieving certain stretched EBITDA financial targets in the four
years post acquisition.
John McArthur, Chief Executive Officer of Tracsis plc,
commented:
"Tracsis has known the Bellvedi team for a number of years and
has worked with them closely on a number of key projects. Bellvedi
has a great product and complimentary customer base and their
expertise in timetable planning and optimisation is second to none.
The ATTUne software fulfils a critical element of our TRACS
Enterprise suite and coming together with Bellvedi allows us to
create a more seamless product whilst also accelerating our
industry roll out. We welcome the Bellvedi team to Tracsis, and
look forward to continued successes in the future."
John Bell, Managing Director of Bellvedi, commented:
"This transaction marks the start of an exciting new chapter in
the life of Bellvedi and our products. Over the past few years,
Bellvedi has established a reputation as a provider of first class
software products to our customers, empowering the rail industry to
push boundaries and innovate beyond the established norms. Being
part of a larger Group will enable us to unlock opportunities that
will benefit the UK rail industry and beyond."
An application has been made for the new Ordinary Shares to be
admitted to trading on AIM and dealings are expected to commence on
8 May 2019. The shares issued are subject to a two year lock-in
agreement whereby no disposals may be made within the first 12
months with any disposals thereafter up to 24 months subject to
orderly market conditions.
Following the issue of the new shares, the total number of
shares in issue will increase to 28,652,607. For the purposes of
the Financial Conduct Authority's Disclosure and Transparency Rules
("DTRs"), the issued ordinary share capital of the Company
following this allotment consists of 28,652,607 Ordinary Shares
with voting rights attached (one vote per Share). There are no
Shares held in treasury. This total voting rights figure may be
used by shareholders as the denominator for the calculations by
which they will determine whether they are required to notify their
interests in, or a change to their interest in, Tracsis under the
DTRs.
Enquiries:
Tracsis plc Tel: 0845 125 9162
John McArthur, CEO
Chris Barnes, CEO Designate
Max Cawthra, CFO
finnCap Ltd Tel: 020 7220 0500
Christopher Raggett/Scott Mathieson, Corporate Finance
Andrew Burdis, Corporate Broking
The information communicated in this announcement is inside
information for the purposes of Article 7 of the Market Abuse
Regulation (EU) No. 596/2014.
Notes to editors:
--The Group specialises in solving a variety of data capture,
reporting and resource optimisation problems along with the
provision of a range of associated professional services.
--Tracsis' products and services are used to increase
efficiency, reduce cost and improve the operational performance and
decision making capabilities for clients and customers.
--The Company offers the following services:
- Rail Technology & Services: Software and technology led
consulting, and remote condition monitoring: Industry strength
software that covers a variety of asset classes working alongside
consulting and related professional services across the operational
and strategic planning horizon, plus technology and reporting for
critical infrastructure assets in real time, to identify problems
and aid with preventative maintenance.
- Traffic & Data Services: Collation, analytical services,
and event management within traffic and pedestrian rich
environments. The business provides technology and data that is
instrumental in the development of 21(st) century intelligent
transport systems and smart cities.
--Tracsis has a blue chip client base which includes all major
UK transport owning Groups. The business also works extensively
with Network Rail, the Department of Transport, TfL, multiple local
authorities, major outdoor music and sporting events, and a wide
variety of large engineering and infrastructure companies.
--The business drives growth both organically and through
acquisition and has made thirteen acquisitions since 2008.
--For more information on Tracsis please visit
http://www.tracsis.com
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
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of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
ACQMMGFDVGMGLZM
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