TIDMUTW
RNS Number : 7857K
Utilitywise plc
21 April 2015
21 April 2015
Utilitywise plc
("Utilitywise", "the Company" or "the Group")
Acquisition of t-mac Technologies ("t-mac")
-- Acquisition of t-mac Technologies (t-mac) for initial
consideration of GBP10m
-- Strong growth prospects in a very fragmented market
-- Broadens group service offering into energy monitoring and
control
-- t-mac will deepen group's client relationships and enhance
overall growth prospects
Utilitywise PLC (AIM:UTW), a leading independent utility cost
management consultancy, is pleased to announce the acquisition of
the entire issued share capital of t-mac Technologies Ltd for an
initial consideration of GBP10m. The acquisition is in line with
the Company's stated strategy of broadening its service offering
and, in particular, expanding into energy management systems.
t-mac's modern, cloud-based technology provides Utilitywise with
the assets and skills to offer new value-added subscription
services to its customers as part of a complete Utility Management
Plan which covers Procurement, Management, Monitoring, and
Reduction of electricity, gas and water. The acquisition will allow
Utilitywise to protect and deepen its customer relationships whilst
providing an opportunity to further upsell to our current customer
base.
Through its own proprietary technology and software, t-mac
provides business energy management systems (BeMS) which enable
clients to monitor and reduce their utility consumption, make
savings and helping them comply with Government legislation.
Founded in 2004 and based in Chesterfield with 28 employees, t-mac
services both SME and I&C (industrial and commercial) customers
in the retail, education, manufacturing, transport, and leisure
sectors. t-mac has significant market experience and a strong
reputation across market segments where Utilitywise is already
successful, and where demand for energy management solutions is
buoyant.
The initial consideration payable is GBP GBP10m, GBP6.25m in
cash and 1,782,319 new ordinary shares in Utilitywise at an issue
price of 210.4p per new ordinary share, being the average closing
mid-market price of a Utilitywise share in the 30 trading days to
17 April 2015 (the "Initial Consideration Shares"). The Initial
Consideration Shares are subject to a 24 month lock up, save that
after 12 months up to 50% of the Initial Consideration Shares can
be sold.
Up to a further GBP GBP12 million will become payable once earn
out accounts have been finalised, in cash (70%) and new Utilitywise
shares based upon six times EBITDA above a hurdle for the 12 month
periods ending on the first and second anniversary of completion.
For the year to 31 March 2015 t-mac reported revenue of GBP GBP3.6m
and EBITDA of GBP GBP0.3m.
The initial cash consideration is being funded by a new GBP25
million revolving credit facility with Royal Bank of Scotland plc
of which GBP13 million will be immediately drawn to fund the
Initial Cash Consideration and to refinance the Group's existing
facilities of GBP6 million.
Application has been made for the 1,782,319 new ordinary shares
of 0.1p each in Utilitywise ("Ordinary Shares") to be admitted to
trading on AIM ("Admission") with dealings are expected to commence
on 27April 2015. The new Ordinary Shares rank pari passu with the
Company's existing Ordinary Shares.
The total number of Ordinary Shares in issue following Admission
will be 76,485,653. Accordingly, the figure of 76,485,653 may be
used by shareholders 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 Company under the
FCA's Disclosure and Transparency Rules.
t-mac is run by Lisa Gingell and Jonathan Wilkinson, who are
taking a material proportion of their consideration in Utilitywise
equity.
Utilitywise CEO, Geoff Thompson commented:
"The market for BeMS is growing and modern cloud-based Software
as a Service (SaaS) platforms, such as t-mac, provide significant
cost advantages over traditional solutions which require intensive
capital investment and offer long term ROIs.
"We know that our customers are increasingly looking for rapid
impact, cost-effective services that provide them with more control
over their electricity, gas and water usage, to help drive their
business efficiency agenda as well as mitigate against future price
volatility. This acquisition continues to expand our broad range of
services that address the breadth of our customers' energy
needs.
"The acquisition of t-mac Technologies will play a major role in
helping us to deliver significant added-value services and develop
closer, more profitable relationships with existing customers, as
well as supporting our new customer acquisition strategy".
For further information:
Utilitywise plc 0870 626 0559
Geoff Thompson, CEO
Andrew Richardson, Deputy CEO
Jon Kempster, CFO
finnCap (NOMAD and joint broker) 020 7220 0500
Matt Goode / Grant Bergman (Corporate
Finance)
Simon Johnson (Corporate Broking)
Liberum (joint broker) 020 3100 2000
Robert Morton
Steve Pearce
Redleaf PR 020 7382 4730
Rebecca Sanders-Hewett / David
Ison
About Utilitywise
Utilitywise is a leading independent utility cost management
consultancy based in North Tyneside. The Group has established
trading relationships with a number of major UK energy suppliers
and provides services to its customers designed to assist them in
achieving better value out of their energy contracts, reduced
energy consumption and lower carbon footprint.
Businesses large and small rely on Utilitywise for their energy
management needs. Clients range in size from high street shops to
multinationals with thousands of sites and cover the whole of the
UK. In total, Utilitywise has over c23,000 customers.
Utilitywise is a UK company quoted on the AIM market of the
London Stock Exchange. For more information, please visit
www.utilitywise.com.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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