Maintel Regulatory News (MAI)

27 October 2014

Maintel Holdings Plc

("Maintel" or "the Company")

Acquisition of Proximity Communications

Maintel Holdings Plc, the telecoms and data services company, is pleased to announce the acquisition of Proximity Communications Limited and its subsidiary Achilles Professional Services Limited ("Proximity") (the "Acquisition").

Acquisition Highlights

· Proximity is a unified communications and managed services provider

o EBITDA growth in excess of 20% per annum over past three years

o Approximately 50% recurring revenues

o Long term relationships with a range of medium and large enterprises

o Highly complementary product set with strong data networking skills

· Initial gross consideration of £11.6m, payable in cash, made up of

o Net consideration of £9.6m

o Cash payment of £2m which assumes minimum cash of £2.5m expected to be in business at completion

· Acquisition is expected to be earnings accretive.

Strategic rationale for the Acquisition

The acquisition of Proximity is a core strategic investment. Proximity offers significant data, wireless and network security capabilities, areas which Maintel sees as important to its long term growth. The enlarged group has a comprehensive and compelling unified communications, data and wireless portfolio including managed and cloud based services, addressing the SME and Enterprise sectors.

Eddie Buxton, Chief Executive of Maintel, commented:

"We are delighted to have acquired such a high quality and respected business which complements and builds on Maintel's expertise and skills in the unified communications, managed services and networking space.

Proximity boasts a diverse customer base with well developed, long term relationships across a range of impressive medium and large enterprises.

The acquisition is expected to be earnings accretive for its first full year of ownership to December 2015"

Information on Proximity

Proximity is a unified communications and managed services provider, specialising in voice and data network infrastructure solutions. Proximity works with a broad range of technology partners and has a diverse customer base across a range of medium and large enterprises. The business is headquartered in Berkshire and operates an additional Sales and Services office in the City of London with engineering representatives located strategically to offer a nationwide service.

Within the unified communications market, Proximity offers various solutions including contact centre design and implementation, voice and data infrastructure and wireless mobility. The business also provides managed services with on-site representation, which are delivered via a network operations centre working alongside strong in-house support and engineering resources.

For the year ended 31 December 2013, Proximity made a profit before tax of £1.1 million on revenues of £12.4 million.

Details of the Acquisition

The initial gross consideration for the Acquisition is £11.6m in cash consisting of the net consideration of £9.6m, together with £2.0m in part-payment of the net assets at completion. There will be a £ for £ adjustment to consideration based on completion accounts to be drawn up in due course. The adjustment will be based on any surplus or deficit compared to an asset neutral position, with any surplus due to the vendors (and vice versa). It is currently estimated that this will result in a further payment of approximately £0.4m. There is no deferred or contingent element to the consideration for the Acquisition.

In conjunction with the Acquisition, the Company has secured a £6.0m term loan, repayable over 3 years, and a £7.0m revolving credit facility, which replace its current term loan, of which £2.0m remains outstanding.

Enquiries:

Maintel

Eddie Buxton CEO 020 7401 4601

Angus McCaffery Sales Director 020 7401 4646

Dale Todd Finance Director 020 7401 0562

FinnCap

Charlotte Stranner 020 7220 0500

Notes to Editors:

About Maintel

Maintel is an independent managed services provider working with leading technology partners to provide complete communications solutions for a wide variety of clients underpinned by proactive and dependable service.

Maintel provides a comprehensive communication and technology portfolio delivered either on-premise or cloud based, encompassing unified communications, contact centre, voice and data networking solutions.

All Maintel group companies are incorporated in England and Wales other than a Datapoint subsidiary and the majority of its business is carried out in the UK, but with a strong international presence and capability.