Last checked at 2 Aug 2022 07:00
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.
Ricardo plc divests its Software business unit
Ricardo plc, a global strategic, environmental and engineering consultancy company, today announces that it has completed the sale of Ricardo's Software business unit comprising of shares in the UK, US and Czechia companies of Ricardo Software together with related assets ("Ricardo Software") to FOG Software Group, a division of Constellation Software Inc (CSI).
The disposal forms part of Ricardo's sharpened strategy to optimise its portfolio as it repositions itself for long-term and sustainable growth in environmental and energy-transition solutions. The proceeds will be reinvested into opportunities that offer attractive growth, whilst allowing the Ricardo Software business to grow under different ownership.
Ricardo Software is a trusted technology partner to the world's leading transport OEMs and Tier 1 suppliers, providing a full suite of automotive simulation design tools for propulsion and transmission design solutions. It is within this context, Ricardo considers that FOG Software Group is ideally placed for the Ricardo Software's next stage of growth, given its STEM portfolio of businesses, which include CFD, visualisation & analysis software companies, and its ethos on building and growing market-leading software businesses. As part of the transaction, Ricardo will continue to have access to software licenses from FOG Software Group, ensuring continuity of service to its Automotive and Industrial customers.
The maximum cash consideration receivable is $20.5 million (£16.8m). Ricardo will receive cash of $17.5m (£14.3m) on completion and this may increase by a further $3.0 million (£2.4m) based on Ricardo Software achieving certain revenue targets in the 12-month period post-completion. The above figures include adjustments for cash and net working capital.
Ricardo Software generated revenue of £9.3 million (unaudited) and underlying operating profit of £1.8 million (unaudited) for its financial year ended 30 June 2022, with gross assets at 30 June 2022 of £11.2 million (unaudited). In the year ended 30 June 2021, Ricardo Software generated revenue of £10.3 million (unaudited) and underlying operating profit of £2.3m (unaudited) on a like for like basis, after adjusting for the impact of intercompany transactions with the rest of the Ricardo Group. Gross assets were £7.5m (unaudited) at 30 June 2021. As part of the disposal, Ricardo Software's management will transfer with the business and lead the ongoing business within FOG's STEM portfolio.
Graham Ritchie, Ricardo plc CEO said: "The divestment demonstrates further progress in optimising Ricardo's portfolio. This, together with our acquisition of Inside Infrastructure earlier this year, presents positive momentum towards our ambition to become a leading strategic and engineering consultancy for environmental and energy transition solutions."
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About Ricardo
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 employing close to 3,000 employees 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
Media contacts:
Natasha Perfect, Ricardo Natasha.perfect@ricardo.com
Elisabeth Cowell, Sec Newgate ricardo@secnewgate.co.uk