TIDMZPG
RNS Number : 7830X
ZPG PLC
29 November 2017
29 November 2017
ZPG Plc
ZPG TO ACQUIRE CALCASA
Strategic highlights
-- Calcasa is the leading provider of residential property market analysis in Netherlands
-- Combination creates the largest residential property valuation database in Europe
-- Builds on Hometrack's leading position in UK & Australia as international platform
-- Brings together two of best European modelling teams and property data solutions
-- Further enhances ZPG's data expertise, product capabilities & partner relationships
-- Subscription model with strong record of sustained revenue growth and profitability
-- Expected to be earnings & margin enhancing on an adjusted basis in first full year(1)
ZPG Plc (LSE:ZPG) ("ZPG" or the "Company"), which owns and
operates some of the UK's most trusted property and
household-related digital brands, today announces that it has
agreed to acquire Calcasa ("Calcasa"), the leading provider of
automated property valuations and statistical market analysis in
the Netherlands, for EUR30.0 million (GBP26.5 million(2) ) on a
cash-free, debt-free basis, with a performance-based earn-out of up
to EUR50.0 million (GBP44.2 million(2) ) (the "Acquisition").
Completion of the Acquisition is expected to take place on 1
December 2017.
Established in 2005, Calcasa is the leading automated valuation
model ("AVM") and residential property market insights provider in
the Netherlands. With the largest property database of over 10
million unique price points Calcasa provides property valuation and
risk analysis to over 100 key stakeholders in the Dutch housing
market including mortgage lenders, brokers, investors, surveyors,
estate agents, developers, validation institutes, housing
corporations, pension funds, government agencies, regulatory
institutions, research companies and real estate funds.
The acquisition of Calcasa by ZPG creates the largest
residential property valuation database in Europe and builds on
Hometrack's leading position in the UK & Australia as an
international property data platform. The combination brings
together two of the best European modelling teams and property data
solutions, creating significant opportunities by further enhancing
our data expertise, product capabilities and partner
relationships.
Calcasa's market-leading AVM is deeply integrated into the
valuation processes of the Netherland's top 10 lenders and has a
10+ year track record in the Dutch mortgage and real estate
markets. Its best-in-class AVM has been analysed by the ECB, Dutch
Central Bank and the major ratings agencies and its quarterly House
Price Index is a trusted publication on the state of affairs in the
Dutch property market that receives national and local media
coverage.
Calcasa has a strong financial track record with a subscription
revenue model underpinned by long term contracts with over 70%
recurring revenues. The transaction is expected to be earnings
& margin enhancing on an adjusted basis in the first full
year(1) .
Calcasa has a world-class academic team of 15 based in Delft,
Netherlands and following completion Calcasa will continue to
operate as a standalone brand and platform led by its founders
Evert Van de Wauwer and Bas Meeuwissen, who will be remaining with
the business.
Transaction highlights
-- Initial consideration of EUR30.0m (GBP26.5 million(2) ) on
completion on a cash-free, debt-free basis
-- Performance-based earn-out of up to EUR50.0 million (GBP44.2
million(2) ) over the next three years
-- Total consideration represents a maximum multiple of 10x FY17-FY20 Net Profit for Calcasa
-- Acquisition expected to be earnings & margin enhancing on
adjusted basis in first full year(1)
-- Transaction to be funded through Company's cash and extension of existing credit facilities
-- Planned opening net debt ratio of c.2.9 the enlarged Company's EBITDA on completion
-- Transaction costs of c.GBP0.3m in FY18 and acquired amortisation charge of c.GBP2.5m pa
-- Calcasa generated EUR5.0m (GBP4.4 million(2) ) profit before
tax in the year to 31 December 2016
-- The value of Calcasa's gross assets was GBP5.5m as at 31 December 2016
Commenting on today's announcement Alex Chesterman, Founder
& CEO of ZPG said, "We are delighted to announce the
acquisition of Calcasa. The combination of Hometrack and Calcasa
will give us unrivalled capabilities as an international property
data platform and there is a clear opportunity to leverage our
complementary products and relationships.
"This is another example of a transaction that fits perfectly
with our strategy. Calcasa is a market leading business that we
know well with strong underlying growth and which we believe will
be even stronger under our ownership. And we are buying the
business at a price that is accretive to our shareholders. We look
forward to welcoming Evert and his team to the ZPG family."
Commenting on the Acquisition, Evert Van de Wauwer, CEO of
Calcasa said, "We are very excited to become part of the wider ZPG
business. We know the Hometrack team well and our combined data and
enhanced products and services will deliver even more value to our
partners. We are looking forward to helping to build on ZPG's data
capabilities and further develop its international presence as the
market leader for residential property data analytics."
This announcement contains inside information.
-ENDS-
For further information, please contact:
Lawrence Hall, Head of Communications - lawrence.hall@zpg.co.uk
/ 07890 078 945
Rachael Malcolm, Head of Investor Relations -
rachael.malcolm@zpg.co.uk / 0203 8725 648
Jais Mehaji / James Isola, Maitland 020 7379 5151
(1) Adjusted is defined as operating profit after adding back
depreciation and amortisation, share-based payments and exceptional
items including deal-related costs
(2) Exchange rate of GBP/EUR = 1.13
About ZPG Plc (www.zpg.co.uk)
ZPG Plc (LSE:ZPG) ("ZPG") owns and operates some of the UK's
most trusted digital brands that help empower smarter property and
household decisions including Zoopla, uSwitch, Money, PrimeLocation
and SmartNewHomes. We are also one of the leading residential
property data and software providers with a range of products
including Hometrack, TechnicWeb, Ravensworth, Alto, Jupix,
ExpertAgent, PropertyFile and MoveIT. Our websites and apps attract
over 50 million visits per month and over 25,000 business partners
use our services. ZPG was founded in 2007 and has a highly
experienced management team, led by Founder & CEO, Alex
Chesterman OBE.
Zoopla is the UK's most comprehensive property website, helping
consumers to research the market and find their next home by
combining hundreds of thousands of property listings with market
data and local information.
uSwitch is the UK's leading comparison website for home services
switching, helping consumers to find the best deal and save money
on their gas, electricity, broadband, TV, phone and other
products.
Money is one of the UK's leading financial services comparison
websites, helping consumers compare products including mortgages,
loans, credit cards, bank accounts and insurance from more than 600
providers.
PrimeLocation is one of the UK's leading property websites,
helping house-hunters in the middle/upper tiers of the market find
their dream home from the top estate agents, letting agents and
property developers.
SmartNewHomes is the UK's leading website dedicated exclusively
to new homes, helping buyers understand the market and search for
new build homes from all the leading property developers across the
country.
Hometrack is a leading supplier of automated property valuations
and property market insights in the UK and Australia to partners
including mortgage lenders, developers, investors, housing
associations and others.
TechnicWeb is the UK's leading estate agency website design and
hosting business specialising in designing and operating
fully-responsive websites for the property sector.
Ravensworth is the UK's leading provider of print solutions to
estate agents and offers a comprehensive range of products and
services for every stage of the property marketing journey from
listing through to post-sale.
Alto, Jupix and ExpertAgent are some of the leading cloud-based
estate agency and property management software systems used by
thousands of property professionals across the UK for the
day-to-day management of inventory, marketing and
communications.
PropertyFile and MoveIT are innovative tools used by estate
agents to improve communication and efficiency with their customers
and to allow them to generate additional revenue streams via
referrals.
About Calcasa (www.calcasa.co.uk/)
Calcasa is the leading provider of automated property valuations
and statistical market analysis in the Netherlands. The Calcasa
Automated Valuation Model (AVM) for valuation of individual homes
is unique due to its high coverage and accuracy. It is
internationally recognized by the three major rating agencies and
regulators. Mortgage lenders, investors, intermediaries, validation
institutes, housing corporations, consumer organizations, real
estate companies, broker organizations, government agencies and
regulators rely daily on the solutions Calcasa provide.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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