Dillistone Group Plc Acquires FCP Internet Holdings Limited

---

---

Dillistone, the AIM quoted supplier of software to the recruitment industry is pleased to announce that on 8 July 2013 it completed the acquisition of FCP Internet Holdings Limited ("Holdings").
 
The acquisition is consistent with Dillistone's strategy of enhancing strength and achieving scale through acting as a consolidator in a largely fragmented market.
 
Holdings is a non-trading holding company. Its wholly owned subsidiary and sole asset, FCP Internet Limited ("FCP") (www.evolvedb.co.uk/), sells its Evolve software product to its target market of recruitment agencies.  This product, which is wholly delivered through a Software as a Service ("SaaS") model, is designed to facilitate the filling of temporary or permanent vacancies and is used by hundreds of users around the World.  FCP operates in the same market sector as the Group's Voyager Software business and is UK based.
 
For the year ended 31 October 2012 the unaudited statutory accounts of FCP showed revenues of £941,297, and an underlying profit before tax of £171,056.  Net assets at 31 October 2012 amounted to £189,138.
 
The unaudited non consolidated accounts for Holdings for the period ended 31 October 2012 showed net assets at that date were £1,680. Holdings did not trade in the period and therefore had nil revenue and profit. Prior to the acquisition, Holdings sold its compliance software subsidiary NowWeComply Limited ("NWC").
 
FCP will become part of the Group's Voyager Software division, and it is anticipated that considerable synergies will be achieved as a result of the acquisition.  All staff, with the exception of the departing Directors, Nick John, Ben Stoneham and Stephen Bullock (NED), are expected to remain in the Group. 
 
FCP and Dillistone share a common culture and belief that the market will ultimately be driven by suppliers with sufficient scale to support ongoing investment in product development and customer service, with a global reach to match the evolving needs of recruitment companies. 
 
The Voyager Software division itself was created as a result of the Group's stated strategy, with the acquisition of Woodcote Software Ltd in September 2011.  Since this date, Voyager Software has grown its headcount by almost 20%, launched a new version of its software, Voyager Infinity, in September 2012, and signed over 100 new clients.  This further investment in FCP illustrates the Group's commitment to delivering on its growth agenda.
 
On completion, an initial consideration of £750,000 in cash was paid by the Group.  It has also been agreed that any surplus cash in the business, up to a maximum of £150,000 will be paid to the vendors.