LONDON, UK: S-Ventures PLC has acquired 100% of the share capital of Pulsin Limited, a well-established and highly respected plant-based nutrition company, excelling in plant-based nutrition technology, manufacturing and sales.
An expert in its field, Pulsin formulates and produces high quality plant-based products under its own brands as well as for third parties, many of which are household names, from its specialised facilities in Gloucester. Pulsin had gross sales of approximately £7.05m in the twelve months to 30 April 2021 and approximately £1.2m of net debt as at that date.
The acquisition adds significantly to S-Ventures’ interests in the health and wellness foods marketplace following acquisitions earlier this year of a probiotic chocolate brand, Ohso Chocolate, and a plant-based snacking company, We Love Purely.
The entire Pulsin team, led by Simon Ashburner, will join the S-Ventures family. Simon will continue as Managing Director of Pulsin and also contribute to S-Ventures more widely as a member of the senior executive team.
In respect of the acquisition, S-Ventures has provided as consideration to the vendors a combination of approximately £2m in cash, approximately £2m in the form of loan notes issued by S-Ventures, plus a total of 15,176,814 ordinary shares of 0.1p each in S-Ventures, of which 3 million Ordinary Shares are deferred and contingent upon the net sales performance of Pulsin in the twelve months to 31 December 2021.
The above consideration, including the contingent portion, equates to a total of approximately £7.5m using a price of 23p per share (being the prevailing mid-market price on AQUIS for Ordinary Shares on 23 July 2021). Additional potential consideration to the vendors, not included above, of approximately £450,000 in cash, has been reserved by S-Ventures in respect of certain potential liabilities of Pulsin.
Application will be made for the 12,176,814 Ordinary Shares being issued immediately to be admitted to trading on the Access segment of the AQSE Growth Market; admission is expected to become effective on 30 July 2021. Simon Ashburner is interested in 8,147,385 of these Ordinary Shares, representing 7.3 per cent of the Company’s enlarged issued share capital of 111,377,947 Ordinary Shares.
Upon the announcement of the Acquisition, S-Ventures’ CEO Scott Livingston commented: “We are delighted to welcome the Pulsin team to the S-Ventures family and look forward to accelerating the progress Pulsin has made in establishing itself as a prominent brand in this space. Pulsin is an important acquisition for S-Ventures and reinforces our brand presence, total infrastructure and opportunity for synergy.”
Simon Ashburner, MD of Pulsin commented: “We are delighted in the successful sale and move to S-Ventures and look forward to further developing the brand in the UK and internationally.”
As a result of this acquisition, S-Ventures intends to change its Accounting Reference Date to 30 September. First accounts will be made up to 30 September 2021.