Ricardo Regulatory News (RCDO)

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the Company's obligations under Article 17 of MAR.

13 March 2023

Ricardo plc acquires a leading Australian water advisor, Aither Pty Ltd.

Ricardo plc, a global strategic, environmental, and engineering consulting company, today announces the acquisition of Aither Pty Ltd., a leading water-and-natural-resources advisory consultancy.

Background to Aither Pty Ltd.

Headquartered in Melbourne, Australia, Aither's purpose is to help governments and businesses make better decisions about globally significant issues relating to water and natural resources. Aither's 51 employees are based mainly across Australia, but it also has advisers located in the USA, the UK, France, Ireland, and New Zealand. The company supports clients in navigating uncertainty and complexity within the water environment by providing clear evidence-based analysis, insights, and advice. Consulting areas include water policy and management, water utilities and infrastructure, water markets, and resilience and adaptation. Aither is internationally recognised for its unique service offering and supports more than 300 client projects worldwide.

Acquisition rationale

Aither is a market leader in water in Australia, which will enable Ricardo to scale its capability in resilience and adaptation in order to realise opportunities for growth related to climate adaptation, ESG, carbon and natural capital. Ricardo will integrate Aither into its Australia operations to provide scale and depth in its portfolio, while the acquisition also provides an entry into the US market for water-management services. Also significant are Aither's growing digital tools in water markets, where it already leverages its IP and data to offer water-valuation tools on a subscription basis to a smaller set of its clients. This can be extended to a scalable offering, thereby providing further client value.

Acquisition details

Under the terms of the acquisition, Ricardo has acquired a 90% shareholding in Aither Pty Ltd from the founders and co-directors Chris Olszak and Will Fargher, for a cash consideration of up to £17m of which £9.6m was paid on completion. The deferred consideration is based upon the achievement of certain performance targets for the 10 months ended 31 December 2023 and the retention of the former owners of the business. The deferred consideration can range from nil to a maximum of £7.4m at an annualised EBITDA multiple of under 11 times. The remaining 10% shareholding will be acquired on second or third anniversary of the Acquisition Closure Date, using the same EBITDA multiple as the deferred consideration, subject to a maximum. Ricardo retains full control and voting rights in Aither. In its draft unaudited accounts for the year ended 30 June 2022, Aither reported gross assets of c. £2.8m, net assets of c. £0.8m, revenues of c.£5.8m, profit before tax of c. £1.3m and an EBITDA margin of c.22%.

Graham Ritchie, CEO of Ricardo, commented:

"The market for Aither's services is growing rapidly given the scale of water and natural-resources challenges globally, which is increasing recognition of the need for specialist economics, policy and strategic advice. With the acquisition of Aither, we will be able to expand our capabilities across the entire water value chain, as well as in natural resources, climate resilience and adaption - allowing Ricardo to serve a greater range of our clients' needs globally."

-ENDS-

Ricardo plc is a global strategic, environmental, and engineering consulting company, listed on the London Stock Exchange. With over 100 years of engineering excellence and close to 3,000 colleagues in more than 20 countries, we provide exceptional levels of expertise in delivering innovative cross-sector sustainable outcomes to support energy transition and scarce resources, environmental services together with safe and smart mobility. Our global team of consultants, environmental specialists, engineers, and scientists support our customers to solve the most complex and dynamic challenges to help achieve a safe and sustainable world. Visit www.ricardo.com  

About Aither Pty. Ltd.

Aither is a leading water-and-natural-resources advisory firm. Headquartered in Melbourne, Australia, it exists to address globally significant issues by helping governments and businesses make better decisions. Its unique service offering is based on its integrated understanding of the water sector to drive policy and strategic analysis, insights and advice. Visit www.aither.com.au

Investor relations contacts:

Natasha Perfect, Ricardo  Natasha.perfect@ricardo.com  

Elisabeth Cowell, SEC Newgate ricardo@secnewgate.co.uk