Acquisition of Education Businesses
31.03.2008
Servoca Plc, which provides specialist outsourced and recruitment solutions to police forces, local and national government and companies
throughout the private sector and in healthcare and education, is pleased to announce that it has acquired the entire issued share capital of
Academics Holdings Limited ("AHL") and its wholly-owned subsidiary, Academics Limited ("AL"). AL and AHL are together referred to as "Academics".
Details on Academics
Academics trades from one location in Gants Hill, Essex and operates as an Education, recruitment and training provider which supplies qualified teachers
on a contract or permanent basis to clients in London and the Home Counties. Academics has a total staff of 21. In the audited accounts for the year to
31 August 2007, Academics achieved a profit before tax of £910,000 on turnover of £9.04 million. At 31 August 2007, Academics had audited net assets
of approximately £1.7million. On completion of the acquisition it is anticipated that there will be net assets of at least £325k. Emma Sugarman, who is the
founding director of Academics, has agreed to remain with the business for at least 12 months under a new service agreement.
Terms of the acquisition
Servoca will pay an aggregate initial consideration of £2 million payable in cash, subject to a net asset adjustment. There may be a further payment of up
to £5 million dependent on certain EBITDA targets being achieved by Academics. If paid in full, the deferred consideration will comprise £2.35million in
cash, and up to £2.65 million in ordinary shares in Servoca. Any ordinary shares to be issued as deferred consideration will be issued at the then share price,
but will not be issued at less than 35 pence per share.
The Directors believe that the acquisition will be earnings enhancing and will allow the Group to further develop its operations in the education sector as well
as providing an additional service offering to Servoca's existing client base within the education division.
Funding
Servoca has secured a three year term loan from The Royal Bank of Scotland Plc of £2 million to fund the initial consideration. The balance of any initial
consideration in excess of £2 million attributable to the net asset adjustment referred to above will be paid from existing resources.
Commenting on the acquisition, Darren Browne Chief Executive said:
"We are delighted to have completed our first acquisition in the education sector. The acquisition of AHL will allow Servoca to provide wider service
offerings to our existing client base as well as gaining an entry into the markets which are not extensively serviced by the Group.
In addition to Academics being an excellent provider of recruitment services to the education sector, it also has a first class reputation for providing
training to its teachers. Servoca will benefit from this capability within our existing training divisions, as we continue to up skill our workforce and
provide our clients with the best resource available.
We are pleased to welcome AHL to Servoca and its Managing Director Emma Sugarman to our senior management team. We look forward to
working with Academics and its employees to help develop the business to achieve its full potential as a national provider of recruitment and training
solutions to the education sector."
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