Duke Capital Regulatory News (DUKE)

30 January 2020

Duke Royalty Limited

("Duke Royalty", "Duke" or the "Company")

£7.7 million Follow-On Contribution into Existing Royalty Partner

Duke Royalty Limited (AIM: DUKE), a provider of alternative capital solutions to a diversified range of profitable and long-established businesses in Europe and abroad, is pleased to announce a follow-on investment of approximately £7.7 million ("the Financing") into existing royalty partner Bakhchysarai (Ireland) Limited ("BIL").

BIL is the investment holding company created to execute a buy and build strategy of synergistic companies within the Irish/UK recruitment sector, which commenced with the management buyout of Brightwater Selection (Ireland) Limited ("Brightwater").

Duke's new capital will support BIL's second acquisition, PharmEng Limited ("PE Global"), which is one of the leading Healthcare and Life Sciences Recruiters in Ireland with a growing presence in the UK.

Highlights:

·; Duke's latest investment in BIL increases its total exposure to £9.4 million (€11.0 million)

·; The £7.7 million will be used by BIL to acquire a 97.5% equity stake in PE Global, providing BIL with significant diversification benefits in terms of sector, placement type and geography

·; PE Global is an established company with long-standing profitability and net cash on its balance sheet as at the acquisition date

·; As part of the transaction, the entire Duke investment has been refinanced as a new royalty agreement with typical Duke investment terms instead of a perpetual facility

Neil Johnson, CEO of Duke Royalty, said: 

"We are very pleased to support BIL in delivering this acquisition, which will not only be immediately accretive to its existing business but will also provide it with significant diversification benefits. Providing existing royalty partners with capital to undertake synergistic M&A transactions is a core part of Duke's investment mandate, and we look forward to a long and successful partnership with BIL as it continues to execute its buy and build strategy." 

About the Royalty Partner - BIL

BIL is the holding company of both Brightwater and, following completion of the acquisition, PE Global.

Founded in 2005, PE Global currently employs just under 60 people in the UK and Ireland from its Cork, London and Dublin offices. It is an award-winning specialist recruitment agency that provides staffing and recruitment services primarily focused on the Life Sciences and Healthcare sectors in Ireland and the UK.

PE Global provides permanent, contract and temporary positions and its clients range from SMEs to multi-national corporations. PE Global also provides services for the NHS in the UK and HSE in Ireland, with whom it has long-term contracts in place.

Brightwater is an Irish recruitment consultancy founded in 1998 with offices in Dublin, Cork and Belfast. Brightwater has a diverse client base which includes SMEs, large blue-chip companies and public sector entities. Its consultants have expertise across eight sectors, including Accounting, HR, Office, Engineering, Sales, Legal, IT and Insurance​. The Company currently has over 80 staff.

Both Brightwater and PE Global have strong reputations and boast numerous accreditations. In 2019, for a seventh consecutive year, PE Global was awarded with a supplier excellence award by KellyOCG, which is presented to top-performing national and global suppliers whose service and results have made a significant impact on KellyOCG's business. Additionally, in December 2019, Brightwater was awarded the prestigious accolade of "Large Recruitment Agency of the Year 2019" at the National Recruitment Federation at a ceremony in Dublin.

About the Financing

BIL became a royalty partner as a result of Duke's acquisition of UK-based royalty finance provider, Capital Step Holdings Limited, in February 2019. As part of the PE Global acquisition, the entire investment has been refinanced in line with Duke's typical investment terms. The Financing is provided through a combination of a secured loan and preference shares, and Duke will be entitled to monthly distributions (the "Distribution") beginning in February 2020.

In line with Duke's other investments, and reflective of the participating nature of the Duke investment, the Distribution will be adjusted annually based on the percentage change in total combined Net Fee Income of the Group compared to the prior financial (calendar) year. The annual adjustment in the Distribution will be subject to an agreed collar.

The Financing is for a period of 30 years, with the Distribution payable to Duke throughout the duration of this term, unless BIL utilises an early buyback option which will trigger an early redemption payment to Duke. Since no additional equity is being raised as a part of the Financing, Duke retains its 30% equity interest in BIL.

Duke Royalty Portfolio

Following this follow-on investment into BIL, Duke's portfolio of core royalty investments is as follows:

***ENDS***

About Duke

For further information, please contact www.dukeroyalty.com, or contact: 

About Duke Royalty

Duke Royalty Limited provides alternative capital solutions to a diversified range of profitable and long-established businesses in Europe and abroad. Duke Royalty's experienced team provide financing solutions to private companies that are in need of capital but whose owners wish to maintain equity control of their business. Duke Royalty's royalty investments are intended to provide robust, stable, long term returns to its shareholders. Duke Royalty is listed on the AIM market under the ticker DUKE and is headquartered in Guernsey.