Aquila Services Group plc Acquires pod LLP and pod partnership Limited
Aquila Services, a company formed to acquire and operate growing businesses operating in the affordable housing services sector, is pleased to announce that the Group has today completed the acquisition of the development consultancy and financial modelling services business of pod LLP and pod partnership Limited ("pod") for £1,710,000 (the "Acquisition").
During the Year ended 31 March 2017, the annual turnover of the pod business was £1,085m with an operating profit (adjusted for salaries) of £162k.
Co-founded by Matt Carroll and Hannah Breitschädel in 2008, pod is a multidisciplinary construction and regeneration consultancy. They specialise in all aspects of development consultancy and development financial modelling and have developed' 'podplan' the bespoke development scheme appraisal model.
The close-knit team of 13 at pod are committed to delivering reliable and flexible services by responding to all client's needs in a tailored and personal way. They work with Registered Providers, Local Authorities, ALMOs, private developers, contractors and many other organisations.
They help organisations improve because they understand the housing sector and offer an extensive range of services which complement each other.
The Directors believe that following the Acquisition, the Group's clients will benefit from direct access to a full range of specialists in the provision of property development and project management expertise. This Acquisition gives the Group capacity to provide a wider range of critical services and pursue the strategy of becoming a one-stop shop of professional support services for its clients. The Board of Aquila continues to seek out and evaluate complementary acquisition opportunities with particular focus on businesses that will enhance the breadth of the Group's offer to both existing and future customers.
Derek Joseph - Chairman of Aquila commented:
'The Acquisition delivers a significant increase in our development and project management business and with local authorities now being given greater incentives to develop new affordable housing, we anticipate this will be an important engine for growth of the Group.
We are delighted that the experienced team from pod have chosen to join the Aquila Services Group to lead our extensive and growing development offer.'
Hannah Breitschädel and Matt Carroll from pod, who are joining Aquila's operational management team today, commented:
'Pod provides a full development management and advice service to affordable housing providers from feasibility to final account. Over the past nine years, we have built a reputation for being responsive, reliable and creative and have grown a committed and highly skilled team who strive for excellence. We are excited at this opportunity to join the Aquila Services Group, a strong brand with a similar culture, complementary skills and a shared vision. Together we can continue to provide a fantastic service to our existing clients whilst strengthening our service offer and extending our client base'.
Details of the Acquisition
The Company has yesterday signed the share purchase agreement (the "SPA") to acquire the business of pod partnership for £1,710,000. The consideration was satisfied by a payment of £625,000 in cash and £1,085,000 in shares. Accordingly, a total of [2,614,458] new ordinary shares of 5p each in the Company have been issued at the price of [41.5] pence per share, being the mid-market closing price on for the 3 business days prior to completion on 26 October 2017, (the "Consideration Shares").
Applications are being made to the UK Listing Authority and the London Stock Exchange for the Consideration Shares issued on completion, representing [7.41]% of the Company's enlarged issued share capital, to be admitted to the Official List and to trading on the London Stock Exchange's main market for listed securities (the "Admission"). It is expected that Admission will become effective on or around 2 November 2017.
Subject to limited exceptions, the Consideration Shares are subject to restrictions whereby they cannot be transferred or disposed of for a period of one year from completion and, for a further calendar year thereafter, the Consideration Shares must only be transferred or disposed of in accordance with orderly market arrangements.
Following the issue of the Consideration Shares, which will rank pari passu with the existing ordinary shares in issue, the total number of ordinary shares in issue with voting rights in the Company is [35,265,461]. There are no shares held in treasury.
The above figure of [35,265,461] may therefore be used by shareholders as the denominator for the calculation by which they may determine if they are required to notify their interest in, or change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ("MAR").