SMRT.L Regulatory News (SMRT)

 THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY THE COMPANY TO CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE EU MARKET ABUSE REGULATION (596/2014). UPON THE PUBLICATION OF THE ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INFORMATION IS CONSIDERED TO BE IN THE PUBLIC DOMAIN.

16 October 2018

SmartSpace Software Plc

("SmartSpace" or the "Company" or the "Group")

 Acquisition of Swiped On Limited

SmartSpace Software Plc, the leading provider of 'Workspace Management Software' for smart buildings, commercial spaces and hospitality, is pleased to announce the acquisition of the entire issued share capital of Swiped On Limited ("SwipedOn") for a total consideration of £5.4 million (the "Acquisition").

SwipedOn, headquartered in New Zealand, is a fast-growing SaaS business offering a visitor management solution to customers around the globe on a monthly subscription. The SwipedOn product is highly complementary to SmartSpace's existing software offering as well as providing a launchpad for the company's ambition to offer entry level workplace optimisation solutions. With customers across the globe SwipedOn has created an infrastructure capable of selling to and supporting clients around the world.

Acquisition Highlights

· SwipedOn has customers in 39 countries and is growing by over 100 customers every month with an impressive base of clients in the USA, Canada, UK, Australia and New Zealand

· Annual Recurring Revenues of approximately NZ$1.7 million (£0.8 million), growing at +100% per annum

· SwipedOn has a Customer Acquisition Cost ("CAC") of NZ$609 with a Life Time Value ("LTV") of NZ$6,700

· Excellent customer satisfaction with a Net Promoter Score (NPS) of 60 with high customer retention and revenue churn of less than 6% per annum

· Highly experienced management team and staff comprising 19 employees who will remain with the business

· Supports SmartSpace's strategy to broaden and build its SaaS revenue as well as offering software solutions for Enterprise, mid-market and entry-level customers across the globe

· Broadens SmartSpace's existing software offering and focus on technologies that make corporate real estate more efficient and businesses more effective as a result

Acquisition Rationale

Following the disposal of the system integration and managed services division earlier this year, SmartSpace's focus is on becoming a leading software provider in the space management market, by offering software tools that help customers optimise their corporate real estate. Strategic acquisitions to complement the organic growth opportunities from the Company's existing suite of products are a core part of this growth strategy and this acquisition not only complements the Company's existing meeting room, desk management, wayfinding and carparking solutions but fits well with two of the three acquisition categories - having an entry level product SaaS product offering and providing a visitor management solution.

Based in New Zealand, SwipedOn provides a visitor management software solution that provides visitor registration functionality for organisations. Capable of linking multiple locations with one seamless company overview, the software is able to instantly notify employees of visitor arrivals via email and/or SMS, whilst also custom printing visitor ID badges. SwipedOn is also able to be utilised for employee movements in the office. With a number of plans available to organisations, the Company has grown rapidly over the last 12 months with customer numbers more than doubling to over 2,279 as at 11th October 2018. Annual recurring revenue has increased from NZ$846,000 in September 2017 to NZ$1.6 million in August 2018. Monthly customer churn is low at 0.7% a month and annual revenue churn is 5.77%. SwipedOn has a Customer Acquisition Cost ("CAC") of NZ$ 609 with a Life Time Value ("LTV") of NZ$6,700, a CAC/LTV ratio of 11. For the year ended 31 March 2018, SwipedOn had revenues of approximately NZ$1.0 million, an operating loss of approximately NZ$0.45 million and net assets of approximately NZ$0.9 million.

The acquisition of SwipedOn not only broadens our SaaS revenue, but diversifies our product range to include solutions for mid-market and entry-level customers in the workplace market. This helps fulfil our ambition to be active at three levels in the market- enterprise, mid-market and entry level - as well as growing our business internationally.

The acquisition of SwipedOn is directly in line with SmartSpace's strategic focus on creating greater levels of recurring, annuity-based SaaS revenues with improved earnings visibility as an exclusive software business.

Terms of the Acquisition

The total consideration payable for SwipedOn is NZ$ 11 million (£5.4 million) of which NZ$ 8.6 million (£4.2 million) is payable in cash, funded from our own resources, and NZ$ 2,4 million (£1.2 million) is to be satisfied by the allotment and issue of 1,372,618 ordinary shares in SmartSpace to four existing shareholders of SwipedOn including Hadleigh Ford, CEO and Co-Founder, Ben Scott, Co-Founder and head of product, Matt Cooney, CTO and Paul Hansen, Head of Marketing ("Consideration Shares"). The Consideration Shares for both Hadleigh and Ben (totalling 1,331,619) will be issued subject to lock up and orderly market arrangements for 12 months.

Frank Beechinor, CEO of SmartSpace, commented:

"We are delighted to announce the acquisition of SwipedOn. In July 2018 we set out with the intention of identifying acquisition targets in three categories - 'bulking up', broaden our functionality and providing us an entry-level SaaS offering. SwipedOn sits in two of these categories. As part of our search, we investigated several acquisition opportunities in visitor management in the UK, the US and Europe. We decided on SwipedOn as we felt it met our criteria of offering good value, had a scalable technology, a worldwide customer base, a strong team and established SaaS management processes with the potential for significant growth.

This deal fits with our strategy of having a product offering at each level in the market from entry-level through to mid-market and Enterprise. SwipedOn has rapidly growing, high quality SaaS revenues with excellent retention and very low customer churn. This will help us to broaden our revenue base and will enable us to be less dependent purely on enterprise-level deals. And, with customers in over 39 countries, SwipedOn's worldwide presence supports our ambition to be a global business. It is our intention to accelerate growth in customer numbers and to increase ARPU (Average Recurring Revenue Per User) across the SwipedOn business and we also see opportunities to upsell our mid-market and enterprise solutions to several SwipedOn customers.

Importantly there is a great cultural fit between our businesses and I am delighted that Hadleigh and his team are staying with the Group and will provide us with additional experience and knowledge of creating a successful high-growth SaaS business. They have done an amazing job building SwipedOn to be one of the fastest growing SaaS businesses in New Zealand and one of the leading visitor management solutions globally. I am delighted to have them as part of our business.

I would like to take this opportunity to welcome Hadleigh and the SwipedOn team to the SmartSpace group as they join us on our journey to become a leading business in the global space management market."

Application has been made for the Consideration Shares to be admitted to trading on AIM ("Admission") and it is expected that Admission will become effective on 18 October 2018.

Following the issue of the Consideration Shares, there will be 22,157,413 ordinary shares in issue. The Group does not hold any ordinary shares in treasury and therefore this figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Group under the Financial Conduct Authority's Disclosure and Transparency Rules.

Enquiries

About SmartSpace Software Plc ("SmartSpace")

SmartSpace is building a SaaS orientated software business, designing and building software centering around its 'Connect' software platform and 'OneSpace' occupancy management software, to help people work smarter and more efficiently on a global platform. The Company's software solutions in workspace, retail and hospitality help transform employee and customer engagement with software modules which include: desk and meeting room management, wayfinding, car parking, visitor management, frictionless vending and space management.

For more information go to: www.smartspaceplc.com

About Swiped On Limited ("SwipedOn")

Based in New Zealand, SwipedOn provides a visitor management software solution that provides visitor registration functionality for organisations. Capable of linking multiple locations with one seamless company overview, the software is able to instantly notify employees of visitor arrivals via email and/or SMS, whilst also custom printing visitor ID badges. SwipedOn is also able to be utilised for employee movements in the office. For more information go to: www.swipedon.com