Acquisition of Resourcing Solutions Limited

2 February 2017

Gattaca plc

Acquisition of Resourcing Solutions Limited

Gattaca plc ("Gattaca" or the "Company" or the "Group"), the specialist Engineering and Technology recruitment agency, is pleased to announce that it has acquired a majority stake in Resourcing Solutions Limited ("RSL"), a niche engineering recruitment business (the "Acquisition").

RSL, which was founded in 1996, operates from three UK offices in Reading, Uxbridge and Derby, providing specialist contract and permanent candidates to companies operating in the Rail, Power and Built Environment sectors.

RSL is expected to generate NFI of £7.5m and underlying EBITA of £2.0m in the 12 months to 31 January 2017. Over the same period approximately 88% of RSL's Net Fee Income ("NFI") was generated from contract placements, with the balance from permanent recruitment fees.

The Acquisition is expected to be immediately earnings enhancing for Gattaca.

Under the terms of the Acquisition, Gattaca's wholly-owned subsidiary, Matchtech Group (Holdings) Limited will initially acquire 70% of RSL's issued share capital for £6.9m from founder and CEO Richard Lawrance and Alysoun Stewart, an investor in RSL, with the remaining 30% subject to a put and call options exercisable from 12 months post-completion for 5.0x trailing EBITA at that time. The maximum total consideration payable is £15.0m. All consideration is payable in cash and will be funded from the Group's existing resources. The Group will take on RSL's existing working capital finance facilities, expected to be approximately £4.0m at 31 January 2017.

Richard Lawrance will continue as CEO of RSL following the Acquisition. The existing management of RSL will also remain in place.

Commenting, Gattaca Chief Executive Brian Wilkinson, said:

"The acquisition of Resourcing Solutions Limited is a further step forward in the growth strategy for the Group. We are excited by the opportunities it creates to significantly broaden our capability in the UK's Rail, Power and Built Environment markets where we are seeing continued investment.

"Following our acquisition of Networkers in April 2015 we have identified Rail-related opportunities in many of our international locations. The addition of RSL's capabilities, knowledge and experience in the sector will enable us to secure more of these opportunities.

"RSL has grown over the last few years under Richard Lawrance's leadership and we believe, with the support of the larger Group, the business will continue to flourish. I am pleased to welcome Richard and his team on board."

RSL Chief Executive, Richard Lawrance, said:

"As a long term admirer of Gattaca's business, when we were seeking a strategic partner to help accelerate the growth of RSL, Gattaca was our preferred choice. I am delighted that RSL is now part of Gattaca and see great opportunities for all our staff to conduct more business with the backing and support of a larger Group. I look forward to working with them to develop the business further."

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