Beg13 Mar 2021 01:42
Begbies Traynor Group plc (AIM:BEG) entered into a conditional agreement to acquire the entire issued share capital of David Rubin & Partners Ltd from the shareholders for £25.2 million on March 11, 2021. The Acquisition is for a maximum consideration of £25 million payable to the shareholders of DRP on a cash free and debt free basis with normalised levels of working capital, comprising: initial consideration of £12 million to be satisfied as follows: £10 million in new Ordinary Shares which are to be placed for cash on behalf of the Vendors pursuant to the Vendor Placing,and £2 million in new Ordinary Shares calculated at the average mid-market closing price of the Company's Ordinary Shares in the five business days immediately preceding the date of this announcement, being 1.92 million Ordinary Shares, contingent cash consideration of up to £8 million subject to maintaining financial performance in the four years following completion of the Acquisition and earn out consideration of up to £5 million in cash subject to fee income exceeding the fee income targets required for the Contingent Consideration over the five years following completion. The individual Vendors are joining the Group as members of Begbies Traynor (London) LLP with minimum notice periods of 5 years from completion subject to two exceptions where their notice period is 3 years. Completion of the Acquisition is conditional upon admission of the Vendor Placing Shares and the Consideration Shares and there being no material adverse change to the business of DRP between the date of this announcement and Admission. In the financial year ended 30 April 2020, DRP reported Net assets of £4.6 million.
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