Sale of Improve International – A significant step in strategic exit of non-core activities
Benchmark is pleased to announce that it has completed the sale of Improve International Limited and its subsidiaries (“Improve”), a global provider of Continuing Professional Development training for veterinary professionals, to RJD Partners and Heber Alves, David Babington, and Rui Lobão (the “Improve Directors”) (the “Disposal”).
Under the terms of the Disposal the Company will receive a total cash consideration of up to £12.75m, comprising a £9.5m initial payment on completion and deferred consideration of up to £3.25m, payable in three instalments between completion and September 2022, contingent on certain performance conditions being met.
The Disposal is an important step in Benchmark’s strategy to exit non-core areas to focus on its key disciplines in the global aquaculture markets, and is part of the Company’s programme of disposals which, as stated in our interims results announcement of 29th May, is expected to generate £27m-£30m in total. The proceeds from the Disposal further strengthen the Group’s financial position and liquidity.
Improve is held as a discontinued operation in Benchmark’s 2019 audited accounts and 2020 unaudited interim accounts and generated revenues and adjusted EBITDA of £10.1m and £1.7m respectively in the twelve months ended 31 March 2020.
The Improve Directors, who are also employees of Improve, will participate in the acquisition of Improve and have a resulting interest in up to 30% of the share capital in Improve. As such, the Disposal constitutes a related party transaction under the AIM Rules. The Directors of the Company consider, having consulted with Numis, acting in its capacity as the Company’s Nominated Adviser, that the terms of the Disposal are fair and reasonable insofar as the Company’s shareholders are concerned.
Trond Williksen, CEO, commented:
“The disposal of Improve marks a significant milestone in our programme of disposals and restructuring, which remains a key priority as we seek to re-focus the business on our core aquaculture disciplines and transition from R&D investment into profitability.”