Acquisition
SYNSTAR PLC
10 September 1999
SYNSTAR ACQUIRES LANCARE FOR £12.5M
Synstar Plc, the pan-European IT services group, today
announces the acquisition of Lancare, through its purchase
of Lancare's holding company Knowledge Technology Ltd.
Lancare is a leading UK specialist multi-service network,
integration and support company, with exciting e-commerce
capabilities. The acquisition is in line with Synstar's long-
term strategy to grow and develop both organically and by
acquisition.
Summary
- Synstar is acquiring 100% of Lancare for an initial
cash consideration of £10m, with a further earn-out
conditional cash payment up to maximum of £2.5m.
- Lancare is one of the largest independent networking
companies in the UK with a client base including British
Gas, Barnet Healthcare NHS Trust, BAA, Oxford University,
Capital Radio and the MoD.
- It has headquarters in Bristol and national coverage
via branch offices in London, Gatwick, Birmingham and
Glasgow.
- In the year to 31 May 1999, Lancare made profits before
tax of £494,000 on turnover of £16.4m. Net assets at that
date was £1.2m.
- The acquisition is consistent with Synstar's strategy
for growth set out at the time of its flotation in March
this year. Synstar believes that it will complement and
enhance Synstar's existing network services offer, providing
the opportunity for the cross selling of Lancare's advanced
product to Synstar's blue chip clients initially in the UK
and later across Europe.
- The Lancare acquisition is expected to be immediately
earnings enhancing before goodwill amortisation.
- Synstar has continued to perform strongly since the
announcement of its interim results on 8 June 1999 and the
Board continues to be confident about the outlook for the
full year.
Richard Ferre, Group Managing Director of Synstar,
commented:
'This transaction is exactly in line with our long-term
growth strategy. Since our flotation in March of this year,
we have consistently stated our intention to grow and
develop Synstar both organically and by acquisition. As a
total IT services company we deliver a full range of support
services that provide comfort to our customers and their end-
users. In the ever-complicated world of information
technology, the supply and management of network solutions
is vital to desktop availability. By acquiring Lancare, we
are even more able to satisfy the growing networking needs
of our customers.
Like Synstar, Lancare is also an independent IT services
company. This means that we have an ideal 'fit' in terms of
culture and service ideology. Lancare is a company that has
some extremely talented people who have developed powerful,
state-of-the-art sales and service tools, which we intend to
rollout across the market wherever possible.'
Nigel Beresford, Managing Director of Lancare, commented:
'Lancare is a successful company founded on a sound
technology platform. The acquisition by Synstar enables us
to leverage off their strong market position, service
offering and pan European coverage. This is a perfect match,
which will allow us to achieve aggressive growth and an
enhanced service portfolio.'
For further information please contact:
Richard Ferre Synstar Plc 01344 662 830
Joanne King Synstar Plc 01344 662 830
Susy Streeter GCI Focus 0171 600 1392
Alastair Hetherington GCI Focus 0171 600 1392
INTRODUCTION
Synstar Plc, the European IT services group, today announces
the acquisition of all of the issued share capital of
Lancare, through its purchase of Lancare's holding company
Knowledge Technology Ltd. Lancare is one of the
largest independent networking companies in the UK and this
acquisition will substantially enhance Synstar's existing
network services division.
An initial consideration of £10m in cash will be paid to the
shareholders of Lancare. A further payment up to maximum of
£2.5m cash will be made on completion of the terms of an
earn-out.
LANCARE
Lancare, which is based in Bristol, is a private multi-
service networking company, specialising in the provision
and support of total networking solutions, voice and data,
in Lan/Wan environments. Through highly skilled consultants
and support specialists, the company is able to provide full
design, consultancy and integration services including
installation; ongoing remote network monitoring and
management; and on-site problem resolution. Either
through project driven 'drag' or direct business to business
selling, the company also sells communication products from
manufacturers such as Cisco, 3Com, and Lucent Technologies.
Direct product selling is mostly achieved though an
innovative e-commerce vehicle called Knowledge Club. This
process allows potential customers to access the Lancare web
site and 'menu select' required products. The company
receives up to 30,000 web site hits per week.
Lancare's client base includes British Gas, Barnet
Healthcare NHS Trust, BAA, Oxford University, Capital Radio
and Ministry of Defence, with its largest client
contributing £1.8m of turnover for the year ended 31 May 1999.
The company has national coverage of the UK. In addition to
the headquarters in Bristol, Lancare has offices in London,
Gatwick, Birmingham and Glasgow. It employs 116 people, of
which 83% are either sales or technically orientated and
has a low attrition rate. Lancare has five directors on
its Board and 15 people working in finance and administration.
Nigel Beresford, Managing Director and principal
shareholder, founded Lancare in 1987. He has been in the IT
sector for some 20 years. Prior to setting up Lancare he
held senior management positions with ICL in South Africa
and Carnell in the UK. His determination to establish
Lancare as a provider of true value added service, technical
integrity and innovative solutions has resulted in a company
that has emulated that vision by developing a leading edge
service range. He has been an exponent of electronic
commerce for the improvement of business processes for many
years. Lancare's resulting e-commerce and management tool
won Service Management Europe 99 Best IT Service Award and a
leading US consultancy firm recently termed Lancare's remote
management service as 'world beating.' Upon completion,
Nigel Beresford will continue to head the acquired Lancare
business, reporting directly to Steve Bolton, Synstar's
Managing Director, UK and Ireland. His position will be
reviewed before the end of the one year period, with
a view to a permanent appointment.
For the financial year ended 31 May 1999, Lancare reported
profits before taxation were £494,000 on turnover of £16.4m.
The net assets of Lancare as at 31 May 1999, were £1.2m.
REASONS FOR THE ACQUISTION
Synstar's stated aim is to grow organically and through the
strategic acquisition of complementary companies, to
increase market share and become one of the top five IT
service providers in Europe.
Synstar uses its specialist knowledge in the utilisation and
support of local area networks to assist its customers to
plan and execute the installation of new computer networks,
including cabling design and deployment, and router and hub
configuration. The acquisition brings new areas of
expertise in both e-commerce capabilities and the provision
of complex network disaster recovery.
In addition, the Group uses network analysis software to
seek out potential bottle-necks and problem areas in
connection with the installation of its customers' networks.
These services are offered as stand-alone services, or in a
portfolio of further software and user support and product
sourcing services for desktop systems.
The demand for network support of IT systems is growing,
particularly in Continental Europe, as businesses
increasingly migrate from centralised mainframe or mid-range
computer systems to a decentralised client-server
environment.
Lancare has a strong brand name, an excellent sales team and
provides an integrated networking product including its
remote management and diagnostic software tools.
The potential to 'cross sell' the Lancare product, initially
to UK clients and later to clients across Europe, is
excellent. Synstar has a presence in 12 European
countries, employing almost 2,700 staff and counts 55 of the
FTSE 100 index companies as its clients.
Synstar will concentrate on developing the higher margin
network integration, remote management and services element
of the business, while retaining network related product
sales.
The market for networking in the UK in 1999 is estimated to
be worth in the region of £1.2bn* and is currently growing
at an estimated rate of 20%* per annum. There is the
potential for Synstar to rollout the systems and products of
Lancare through its subsidiaries in Continental Europe.
INTEGRATION OF LANCARE
Lancare's services will become part of Synstar's
product portfolio and be introduced to new and existing
exiting Synstar clients under the Lancare brand. Lancare
will greatly enhance Synstar's networking services offerings
and significantly augment its technical expertise in this area.
Synstar will use the Lancare brand to drive all of its
current and future local and wide area networking service
products for maximum effect. This will be particularly
significant in the field of voice and data convergence
technologies, where Synstar's goal is to be a recognised
leader in the field.
IMPACT OF THE ACQUISITION
The acquisition is expected to be immediately earnings
enhancing, before goodwill amortisation from
September 1999, with a full year effect reflected in
Synstar's results for the year ending 30 September 2000.
SYNSTAR PLC
Financial information
Synstar was admitted to the Official List of the London
Stock Exchange on 5 March 1999. At its maiden interim
results on 8 June 1999, Synstar announced an increase in
turnover of 32% to £104m and an increase in operating
profits of 43% to £5.2m in respect of the six months ended
31 March 1999. Synstar had net cash of £19.2m and a forward
order book of approximately £240m.
The Company
Synstar is a leading independent provider of IT services to
a broad range of customers in the UK and most Continental
European countries. It addresses customers' IT services
needs by offering a wide range of integrated services and
solutions in two principal areas: Computer Services and
Business Continuity Services.
Synstar's Computer Services business offers hardware and
software support services for a wide variety of
manufacturers' computer products, desktop management
services, data management services and computer repair
services. The Business Continuity Services business offers
comprehensive business continuity planning and consultancy
and disaster recovery services. The Group markets its
services to senior executives and IT managers in
organisations that employ substantial IT infrastructures and
are likely to rely on external service providers to support
these in the most efficient way.
Synstar's customer base includes a large number of private
and public-sector organisations in the UK and many
Continental European countries. The Group targets customers
that have the scale to be large, sophisticated buyers of IT
services, including customers which the Directors believe
are likely to be key drivers of future growth, such as
British Airways, CSC, DailmerChrysler, Generale Bank,
L'Oreal, the NHS, SmithKline Beecham and Telecom Italia.
* Source: Ovum research, June 1999, commissioned by Synstar