Acquisition of Forecast Data
For immediate release
9 May 2023
Kin and Carta plc
("Kin + Carta", the "Group" or the "Company")
Acquisition of Forecast Data
● Strengthens and accelerates the Group's global data and artificial intelligence capabilities
● Builds on successful integrations of Cascade Data Labs and Octain AI
Kin and Carta plc ("Kin + Carta" or the "Company"), the global digital transformation ("DX") consultancy, announces the acquisition of Forecast Data, a global data service provider, further strengthening its high quality data and artificial intelligence ("AI") services (the "Acquisition").
Edinburgh-based Forecast Data uses advanced AI and machine learning to drive business performance. The acquisition builds on the successful previous acquisitions of Cascade Data Labs (2020) and Octain AI (2021), as Kin + Carta continues to accelerate global data and AI capabilities in line with rising demand. Forecast Data's established relationships with leading universities will also bring increased access to emerging data science and analytics talent.
The Acquisition enriches Kin + Carta's existing data certifications with global technology partners Google and Microsoft, providing further depth and scale to the consultancy's data programmes with enterprise businesses across Europe and America. Forecast Data's enterprise client base includes leading financial services brands and one of the world's largest media companies.
Transaction highlights
The initial consideration is GBP 3 million with customary adjustments for cash, debt and working capital, paid in cash at completion, corresponding to 4.5 times projected adjusted* EBITDA for the 12 months ended 30 September 2023. In addition, an earn-out is potentially payable dependent upon growth in adjusted EBITDA from closing up to 30 September 2024 and will vest over 29 months. Up to 75% percent of the earn out may be payable in Kin + Carta ordinary shares at the Company's discretion. Kin + Carta intends to finance the initial consideration for the Acquisition from drawings under its existing committed revolving credit facilities. The total consideration is capped at GBP 13.1 million.
Kin + Carta expects the Acquisition to be accretive to adjusted earnings per share in the first full year of ownership, with financial leverage expected to increase modestly.
Forecast Data generated revenues of GBP 3.5 million and adjusted* EBITDA of GBP 0.5 million for the year ended 30 June 2022. The most recent quarterly performance has further improved with revenue growth and margin expansion. Forecast Data's gross assets were approximately GBP 0.8 million as at 30 June 2022. All figures are unaudited.
The Acquisition comprises the purchase of MacDonald Family Limited, the European holding company of Forecast Data Services Limited and Forecast Poland spółka z o.o. ("Forecast Data") from Neil and Jennifer MacDonald and a small group of senior managers, who will continue to serve post-completion. Director and Founder of Forecast Data, Neil MacDonald, will continue to drive growth in data and AI services, reporting directly to David Tuck, Group CEO of Europe at Kin + Carta.
Commenting on the Acquisition, Kelly Manthey, Global CEO at Kin + Carta said: "Enterprise data transformation is a key part of our growth strategy. This acquisition strengthens our data and artificial intelligence capabilities globally helping to satisfy our order backlog and establishing a data hub for Europe that matches our strong capabilities in America. We are ready to serve our clients' business critical priorities with the next wave of innovation."
* adjusted for certain non-recurring expenses
Enquiries:
|
Kin + Carta Kelly Manthey CEO Chris Kutsor CFO and COO |
+44 (0) 207 928 8844 |
|
Powerscourt Elly Williamson / Jane Glover |
+44 (0)7713 246126 |
|
Numis Securities Limited Nick Westlake / Tejas Padalkar
Peel Hunt LLP John Welch / Paul Gillam |
+44 (0)207 260 1345
+44 (0) 20 7418 8900 |
About Kin + Carta
Kin + Carta is a London Stock Exchange listed global digital transformation consultancy committed to working alongside clients to build a world that works better for everyone.
Kin + Carta's 2,000 consultants, engineers and data scientists around the world bring the connective power of technology, data and experience to the world's most influential companies - helping them to accelerate their digital roadmap, rapidly innovate, modernise their systems, enable their teams and optimise for continued growth. Headquartered in London and Chicago with offices across three continents, the borderless model of service allows for the best minds to be connected to collaborate on client challenges.
With purpose at its core, Kin + Carta became the first company listed on the London Stock Exchange to achieve B Corp certification. It meets high standards of verified social and environmental performance, public transparency and accountability to balance the triple bottom line of people, planet and profit.
For more information, please visit https://www.kinandcarta.com.
Important notices
Cautionary statement regarding forward-looking statements
This Announcement may contain "forward-looking statements" with respect to certain of the Company's plans and its current goals and expectations relating to its future financial condition, performance, strategic initiatives, objectives and results. Forward-looking statements sometimes use words such as "aim", "anticipate", "target", "expect", "estimate", "intend", "plan", "goal", "believe", "seek", "may", "could", "outlook" or other words of similar meaning. By their nature, all forward-looking statements involve risk and uncertainty because they are based on numerous assumptions regarding the Company's present and future business strategies, relate to future events and depend on circumstances which are or may be beyond the control of the Company which could cause actual results or trends to differ materially from those made in or suggested by the forward-looking statements in this Announcement, including, but not limited to, domestic and global economic business conditions; market-related risks such as fluctuations in interest rates; the policies and actions of governmental and regulatory authorities; the effect of competition, inflation and deflation; the effect of legislative, fiscal, tax and regulatory developments in the jurisdictions in which the Company and its respective affiliates operate; the effect of volatility in the equity, capital and credit markets on profitability and ability to access capital and credit; a decline in credit ratings of the Company; the effect of operational and integration risks; an unexpected decline in sales for the Company; inability to realise anticipated synergies; any limitations of internal financial reporting controls; and the loss of key personnel. Any forward-looking statements made in this Announcement by or on behalf of the Company speak only as of the date they are made. Save as required by the Market Abuse Regulation, the Disclosure Guidance and Transparency Rules, the Listing Rules or by law, the Company undertakes no obligation to update these forward-looking statements and will not publicly release any revisions it may make to these forward-looking statements that may occur due to any change in its expectations or to reflect events or circumstances after the date of this Announcement.
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