LONDON, UK: Marlowe Plc has entered into a binding agreement to acquire Riskwize Limited and its wholly owned subsidiary EssentialSkillz Limited for £25 million.
Incorporated in 2001, EssentialSkillz is a leading provider of eLearning course and compliance software. The EssentialSkillz compliance and training platform enables organisations to engage their employees in all compliance areas, and there are over 70 customisable eLearning courses that are focused on health & safety, business protection and wellbeing. EssentialSkillz has run rate revenues of £4.5 million and an adjusted EBITDA margin of 49%.
The Group expects to realise strong synergies from the Acquisition and cost savings will be driven by integration of EssentialSkillz into the Group’s GRC division.
Acquisition will increase Marlowe’s run rate revenues and adjusted EBITDA to c.£335 million and c.£60 million respectively and is expected to be earnings enhancing in the first full year of ownership.
As a result of the strong progress being made, the Group has confidence in achieving its stated target of £100 million run rate adjusted EBITDA by the end of FY2024, ahead of the original target, set out in February 2021. The Acquisition will result in greater than 10% of the Group’s run rate revenues being generated from SaaS.
The Group also announces a proposed placing to raise gross proceeds of approximately £50 million through the issue of 5,512,679 new ordinary shares of 50 pence each at 907 pence per share to new and existing investors.
The net proceeds of the Placing will be used to fund the Acquisition consideration and further near-term accretive bolt-on acquisition opportunities in line with the Group’s strategy.
The Placing will be conducted by way of an accelerated bookbuild process which will be launched immediately following this Announcement, in accordance with the terms and conditions set out in the Appendix to this Announcement.
Alex Dacre, Chief Executive of Marlowe plc, said: “This acquisition of EssentialSkillz is the next step in our strategy to become the compliance software market leader. EssentialSkillz is a leading compliance SaaS and eLearning business of scale and its merger with our new WorkNest platform further strengthens our one-stop-shop regulatory compliance offering for our clients. The proposed fundraise will also provide Marlowe with additional funding for near-term accretive bolt-on M&A, in line with our strategy to deepen and broaden our activities to address more and more of our customers’ safety and regulatory compliance needs.”
Marlowe is a UK leader in business-critical services and software which assure safety and regulatory compliance.