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News Release from: Cyril Sweett
Edited by the Buildingtalk Editorial
Team on 26 March 2008
Cyril Sweett Group acquisition of Nisbet
International construction and property consultancy, Cyril Sweett, acquire Nisbet LLP for GBP5.9m.
Cyril Sweett, the international construction and property consultancy, announce that Cyril Sweett Limited its wholly owned subsidiary has agreed to acquire the trade, assets and goodwill of Nisbet LLP ("Nisbet"), together with the entire share capital of Nisbet Project Safety Limited, for a total consideration of GBP5.9m It is anticipated that the acquisition will be earnings enhancing for the Group in its first full year of ownership
This article was originally published on Buildingtalk on 11 Apr 2006 at 8.00am (UK)
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The initial consideration payable on completion on 1 April 2008 is GBP1.8m payable in cash and the allotment of 2,203,928 ordinary shares (the "Shares") of 10 pence each in Cyril Sweett.
At the date of the agreement the Shares were valued at 92 pence each.
Deferred consideration of GBP648k is payable in cash in the next six months and GBP1.3m will be paid over the next two years.
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On the second anniversary of completion, if the value of each Share is less than GBP1 then an adjustment payment will be made.
This adjustment payment will not exceed GBP180k.
Nisbet has 12 Partners and 78 staff providing quantity surveying, project management and health and safety services.
Nisbet's offices are located in the Midlands, London, the South and South-West of England, hence the acquisition will further strengthen Cyril Sweett's existing diverse regional office network in the UK.
Nisbet has an impressive track record on fee income and profits growth, and its strong order book provides high visibility of earnings.
Nisbet leverages its reputation to win work through referrals and grow its contracted order book.
Its responsiveness to the changing business environment is reflected in Nisbet's growing presence in the Education sector, where there is growing non-discretionary Government spend.
It is expected that this sector will account for approximately 40% of fee incomes for Nisbet in FY08.
The acquisition will therefore significantly strengthen the Group's exposure to the public sector as a whole.
The audited financial statements of Nisbet LLP for the year ended 30 September 2007 recorded turnover of GBP6.9m and normalised EBITDA, adjusted for (former) partners' remuneration contracted in the year following completion, of GBP1.1m.
The initial consideration represents a multiple of 3.5 times normalised EBITDA for the year to 30 September 2007.
Nisbet has delivered over the period 2005 to 2007, CAGR of revenue of 19%.
Commenting on the acquisition, Dean Webster, Chief Executive Officer, Cyril Sweett Group plc said: "We have always had a very high regard for Nisbet, particularly the quality of its people, the quality of the work they do and the range of clients they serve".
"We are therefore delighted to welcome Nisbet's experienced management team and employees to the Group".
"The quality of Nisbet's team is reflected in the strong track record of project wins, repeat work and referrals".
"Nisbet is especially strong in the public sector, particularly Education, and this exposure will further strengthen our market share in this fast growing and attractive area".
"The acquisition complements our existing diverse geographic network, and further enhances our ability to cross sell additional services to a widened client base".
"Our shared cultural values, of investment in our people and a strong organic growth model, will ensure a seamless integration with the Group".
Commenting on the acquisition, Martin, Hadnutt, Chairman of Nisbet LLP plc said: "We have experienced strong consistent organic growth in our key markets, and joining Cyril Sweett will enable us to take our development to the next level".
"We are thrilled to have joined Cyril Sweett as we continue to strengthen our presence across our regional network.".
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