LONDON, UK: TPXimpact Holdings (LON: TPX), the technology-enabled services company focused on digital transformation, announced the acquisition of the entire issued share capital of RedCortex Ltd, a digital and cloud-based transformation consultancy.
The total consideration for the acquisition is £13.355m, with £6.355m being satisfied in cash and £7.0m being satisfied through the issue and allotment of 2,645,302 ordinary shares in TPXimpact at a price of 264.62 pence, being the 30-day volume-weighted average mid-market price on the day prior to announcement.
The cash portion of the consideration will be funded through the Company’s own cash reserves and an extension of its RCF facility with HSBC. After payment of the consideration, the Company’s net debt position will remain well below 1x EBITDA on a pro forma basis.
Cardiff-based RedCortex, founded in 2016, is a leading technology services supplier to the Welsh Public Sector, particularly focused on healthcare and transport alongside Government and local authority projects in the region.
Clients include NHS Wales, the Welsh Government, Transport for Wales and a number of Local Authorities as well as other public sector institutions outside of Wales.
The opportunity in Wales is significant, with a £2.5 billion annual spending boost announced in the Government’s October 2021 budget and spending review.
The acquisition is profitable and immediately enhances EPS for TPXimpact. RedCortex has experienced strong growth over the last two years and successfully delivered revenues of £4.5m, an Adjusted EBITDA2 of £0.8m and net profit after tax of £0.8m in the 12 months to 31 August 2021.
With strong bookings and revenue pipeline, the Board is expecting both RedCortex’s revenue and Adjusted EBITDA to grow significantly in the current financial year.
Neal Gandhi, Chief Executive Officer of TPXimpact, said: “Following a period of strong growth, I am delighted to announce further execution of our acquisitive strategy with the addition of RedCortex to TPXimpact.
Bringing RedCortex’s extensive experience across the healthcare, transport, education and local authority sectors into TPX enhances even further our ability to continue delivering impactful change.
RedCortex’s apprenticeship programme is a very exciting addition to our long-term HR strategy and contributes towards our ESG vision of kickstarting digital careers.
While we have an existing presence in Wales through our acquisition of Arthurly, the addition of RedCortex to TPXimpact will consolidate our position in what is a very attractive market for digital transformation, allowing us to bid for larger government contracts and continue delivering strong organic growth.”
Martyn Mathews and Martin Britton, Founders of RedCortex, said: “We’re proud to become part of a highly successful organisation such as TPXimpact, where not only our technology aligns, but more importantly our visions and values.
From RedCortex’s beginning, we have strived to create a team that delivers tangible change for our clients, providing value and excellence in everything we do. Our responsibility to be a force for good in society remains uppermost in our vision and objectives.
TPXimpact bears the hallmarks of a progressive organisation, where achieving success in both business and purpose are equally important. We are delighted to be part of the team. “