Acquisition of Manidis Roberts
18 July 2012
RPS announces the acquisition of Manidis Roberts Pty Ltd ("MR"), an Australian consulting firm, for a maximum consideration of A$30 million (£19 million).
Founded in 1988, MR is an environmental and project management consultancy headquartered in Sydney. It currently employs about 90 staff and has developed a significant profile based upon the successful delivery of complex infrastructure projects. These often last several years, providing long term revenue streams. MR has particular expertise in the water, transport and power supply sectors, all of which are expected to grow in coming years. MR will further expand the RPS presence in New South Wales, complementing the skills of our urban planners, water, environmental and cultural heritage specialists and surveyors based in Sydney and Newcastle.
In the year ended 30 June 2011 the audited accounts for MR show revenues of A$27.2 million (£18.0 million, at an exchange rate of A$1.51 to £1) and profit before tax of A$5.8 million (£3.8 million). Based on unaudited management accounts up to 31 May 2012 and an estimate of performance in June 2012, the revenue up to 30 June 2012 was in the order of A$23.7 million (£15.7 million) and profit for that period (after adjusting for non-recurring costs) was approximately A$5.2 million (£3.4 million). Gross and net assets at 30 June 2012 were approximately A$ 9.4 million (£6.3 million) and A$6.4 million (£4.2 million) respectively.
In the remainder of 2012, after taking account of integration and interest costs, we expect MR to improve Group earnings marginally. We currently expect MR's performance in 2013 at least to return to 2011 levels, making a worthwhile contribution to the Group result.
RPS has acquired the entire share capital of MR for a maximum total consideration of A$£30 million (£19.9 million), all payable in cash. Consideration paid at completion was A$18 million (£11.4 million), funded from the Group's existing resources. Subject to certain operational conditions being met, two further sums of A$6 million (£4.0 million), will be paid on the first and second anniversaries of the transaction. If these operational conditions are not met, the deferred payments will not be made for 10 years. The deferred amounts include the payment of market rate interest. The vendors of the business are directors, staff and former staff. The director and staff vendors are remaining with RPS.
Alan Hearne, Chief Executive of RPS, commented.
"Although parts of the Australian economy are still feeling the effects of the global financial crisis, the RPS board continues to see selective investment in our Australian business as an attractive part of our strategy. MR has an impressive track record and profile in markets likely to expand in coming years, particularly the provision of water, transport and power supply infrastructure. We also see significant opportunities to introduce their skills to the energy infrastructure markets on both the east coast and in Western Australia".
19 July 2012
|RPS Group plc|
|Dr Alan Hearne, Chief Executive||Tel: 01235 863 206|
|Gary Young, Group Finance Director|
|Justine Warren /Matthew Smallwood||Tel: 020 7457 2020|
RPS is an international consultancy providing advice upon the development of natural resources, land and property, the management of the natural and built environment and the health and safety of people. We have offices in the UK, Ireland, the Netherlands, the United States, Canada, Brazil, the Middle East and Australia/Asia Pacific and undertake projects in many other parts of the world. The Group is a constituent of both the FTSE 250 and FTSE 4 Good Indices.