LONDON, UK: RM Plc, leading supplier of technology and resources to the education sector, has conditionally agreed to sell the RM Integris and RM Finance Business and related assets of its principal trading subsidiary, RM Education Limited (RMEL) to The Key Support Services Limited.
Total consideration for the Sale, which will constitute a Class 1 transaction, will be up to £16.0 million in cash on a cash-free/debt-free basis and subject to customary normalised working capital adjustments (the “Sale”).
This agreement follows the strategic review outlined earlier this year. Completion of the Sale (“Completion”) is expected to take place during the first half of 2023.
Highlights:
- Sale of the RM Integris and RM Finance Business to The Key for a consideration of up to £16.0 million in cash.
- Initial consideration of £12.0 million in cash will be paid on completion, adjusted to reflect the normalised working capital position of the RM Integris and RM Finance Business.
- The remaining consideration will be paid in cash subject to the satisfaction of certain conditions, including those relating to competition clearance.
- The net proceeds of the Sale will be used to reduce Group indebtedness and strengthen its balance sheet.
- The Sale executes against the previously outlined strategy to restructure the RM Technology Division and to refocus its strategy on its core Managed Services business.
- The Sale constitutes a Class 1 transaction under the Listing Rules of the Financial Conduct Authority (the “FCA”), (the “Listing Rules”) and is therefore conditional upon, amongst other things, shareholder approval.
Neil Martin, Chief Executive Officer of RM plc, commented:
“This Sale allows RM to better focus our resources and efforts within RM Technology to take greater advantage of the market opportunity presented by the growth in larger school groups and the increasing use of technology. In addition to its strategic importance, the net proceeds of the Sale will reduce our debt levels across the Group, thereby supporting our transformation strategy to deliver long term value for our stakeholders.
“RM Integris and RM Finance are both good products and will be well placed to develop as part of The Key, which we believe is a good outcome for our customers, employees, and other stakeholders. We thank all our employees for their excellent work, especially those in the RM Integris and RM Finance Business.”