LONDON, UK: Hill & Smith Holdings, the international group creating sustainable infrastructure and safe transport through innovation, has completed the acquisition of the business and assets of National Signal Inc. from its shareholders, the management team, who will be staying with the business.
The initial cash consideration is $25.3 million (c.£22.2m), on a debt and cash free basis. Further cash consideration of up to $4.0m (c.£3.5m) is payable, conditional on National Signal’s achievement of financial performance targets in the three years post-acquisition. The acquisition will be funded from the Group’s existing banking facilities.
National Signal, located in Fullerton, California, and led by Mark Fernandez, is a designer, manufacturer and supplier of off-grid solar lighting solutions in the USA. It offers a range of solar lighting and traffic management products across road and other infrastructure applications.
The business benefits from the ongoing transition from fossil fuels to a zero-carbon economy, as well as the need to reduce noise pollution, driven by government legislation and customer demands. National Signal is highly complementary to Hill & Smith’s 2021 acquisition of Prolectric Services, a UK market leader in off-grid solar energy solutions, and will further accelerate our strategy in this exciting and fast growing market.
In the twelve months to 30 June 2022, National Signal reported unaudited revenue of $27.3m, adjusted EBITDA of $3.4m and gross assets* of $8.3m. National Signal has delivered significant revenue and operating profit growth over the last three years. The acquisition is expected to be modestly earnings enhancing to the Group in 2022.
The Group is also pleased to announce that it has completed the acquisition of Widnes Galvanising Limited (“Widnes”) for a cash consideration of £3.7m on a debt and cash free basis. The acquisition of Widnes further expands the geographic footprint of our UK galvanizing business into the north west of the UK and is aligned to the Group’s growth strategy.
Alan Giddins, Executive Chair, said: “National Signal is a high growth temporary solar lighting business, operating in a market with excellent long term potential. Following our investment in Prolectric Services, Hill & Smith has gained significant experience in off-grid solar lighting and energy solutions, and the acquisition of National Signal will further accelerate our strategy in this highly attractive market.
“The acquisition of Widnes Galvanizing is aligned to our UK galvanizing growth strategy and complements our existing geographic footprint by enhancing our presence in the north west of the UK. I am delighted to welcome both National Signal and Widnes Galvanizing and their employees to the Group.”