Gentrack acquires Evolve Analytics
Gentrack Group Ltd | www.gentrack.com | info@gentrack.com | ARBN 169 195 751
21 June 2018
GENTRACK EXPANDS UTILITY SOLUTIONS OFFERING WITH
ACQUISITION OF EVOLVE ANALYTICS
Gentrack Group Limited (NZX/ASX: GTK) is pleased to announce that it has entered into
an unconditional agreement to acquire 100% of the shares of Evolve Parent Limited and
Evolve Analytics Limited ("Evolve"), a market leading provider of energy data analysis
software and services provider in the UK, for an enterprise value of £23.0m (NZ$44.2m).
Evolve specialises in the identification and correction of settlement and billing errors as
well as the accuracy of standing data. Customers include three of the "Big 6" energy
suppliers in the UK, as well as a number of independent challenger utilities, with Evolve
capturing data for over 17 million meter points. The software, analytical systems and
methodologies developed by Evolve deliver significant financial and operational
performance benefits for clients. Evolve offers their extensive Intellectual Property on a
Software as a Service (SaaS) basis delivering a high proportion of recurring revenue
(FY19 forecast 58%) and margins in excess of 50%.
The acquisition of Evolve further strengthens Gentrack's position as an industry leader in
the UK for utility billing and customer information systems by providing highly
complementary software services, intellectual property and customer relationships.
John Clifford, Gentrack Chairman said, “We are delighted that Evolve is joining the
Gentrack group. The combined UK business is well positioned to provide highly
innovative, value enhancing solutions to UK energy and water utilities and provides a
strong base for expansion into new markets.”
Ian Black, Gentrack CEO said, “The acquisition of Evolve extends Gentrack's offering into
data settlement and billing reconciliation solutions. Following the acquisition, Gentrack will
have 53 utilities customers in the UK with an increased exposure to the "Big 6" energy
suppliers. We expect the Evolve solutions to be highly valuable to our existing UK
customer base, and there is an opportunity to extend this new offering to the Australian
and New Zealand markets."
The senior management of Evolve will remain with the business to drive its ongoing
success.
Settlement of the Evolve acquisition is expected to occur on 29 June 2018.
The acquisition is to be 100% funded through an extension of Gentrack’s debt facilities with
ASB.
1
Gentrack currently has debt facilities of NZ$50.5m which will increase by NZ$47m
under the new term facility.
Evolve is forecast to achieve revenue of £3.1m and EBITDA
2
of £1.8m in the year to 30
April 2019. On the basis that the acquisition is debt funded, Gentrack expects the
acquisition to be low single digit earnings per share accretive in the first full year (FY2019)
and to drive increased growth in future earnings.
1
£1m of the Enterprise Value consideration will be paid through the issue of new Gentrack shares to certain Evolve employees.
2
EBITDA: Earnings before net finance expense, tax, depreciation and amortisation and other non-operating expenses. Non-operating
expenses are costs relating to acquisition.
Gentrack Group Ltd | www.gentrack.com | info@gentrack.com | ARBN 169 195 751
Gentrack is intending to undertake a fully underwritten pro-rata renounceable entitlement
offer to reduce its debt, which will provide flexibility to support future acquisition and
growth opportunities. Gentrack has appointed Deutsche Craigs Limited and UBS New
Zealand Limited to manage any offer.
ENDS
Contact details regarding this announcement:
Ian Black, CEO
Aaron Baker, Marketing and Communications Director
+64 9 966 6090
Gentrack Group Limited Investor Update Instructions
Gentrack Group Limited (NZX/ASX: GTK) invites investors to a conference call on Thursday
21 June 2018 at 11:30am NZT / 9:30am AEST (duration 30 mins) to review Gentrack’s
acquisition of Evolve Analytics Ltd.
The audio recording from the briefing will be made available in the Gentrack Investor Centre
(https://www.gentrack.com/investors) following the call.
Audio – Participant Access Instructions
Please join the briefing 5-10 minutes prior to the start time. You will be asked to provide the
conference name and confirmation code below:
- Name: Gentrack Group Limited Investor Update
- Confirmation Code: 6220597
(Following entry, please provide the required details when prompted)
The dial-in numbers for available locations are listed below.
- Australia Tollfree/Freephone 1 800 573 793
- Australia, Brisbane: Local +61 (0)7 3105 0938
- Australia, Melbourne Local +61 (0)3 8317 0932
- Australia, Sydney Local +61 (0)2 9193 3706
- Hong Kong Tollfree/Freephone 800 961 105
- Hong Kong Local +852 3008 1527
- New Zealand Tollfree/Freephone 0800 423 970
- New Zealand, AKL Local +64 (0) 9 9133 622
- Singapore Tollfree/Freephone 800 186 5107
- Singapore Local +65 6320 9025
- United Kingdom Tollfree/Freephone 0800 358 6377
- United Kingdom Local +44 (0)330 336 9105
- United States, LA Local +1 323-794-2093
- United States/Canada Tollfree/Freephone 866-548-4713
Gentrack Group Ltd | www.gentrack.com | info@gentrack.com | ARBN 169 195 751
About Gentrack
Gentrack provides essential software for essential services, pairing powerful platforms
with deep market knowledge to help utilities and airports lower service costs, foster
innovation and confidently navigate market reform. It employs over 500 people in
offices across New Zealand, Australia, the UK and Europe and services over 200 utility
and airport sites in 20 countries with its leading solutions for utilities - Gentrack Velocity
and Junifer, and for airports under the Veovo brand including Airport 20/20, BlipTrack
and Concessionaire Analyzer+.
Velocity and Junifer are two of the leading billing and customer management solutions in
the sector, providing a full range of proven capabilities along with hosted and managed
services options for new entrant energy and water suppliers, and larger utilities in
competitive markets where flexibility, uniqueness and compliance are essential.
More information: www.gentrack.com
Veovo combines Gentrack’s Airport 20/20, BlipTrack and Concessionaire Analyzer+
software to unlock operational, revenue, concession and passenger insights across the
airport ecosystem. The Veovo Predictive Collaboration Platform enables airports to
operate more efficiently, uncover new growth opportunities and deliver outstanding
guest experiences.
More information: www.veovo.com
---
GENTRACK GROUP LTD (GTK)
ACQUISITION OF
EVOLVE ANALYTICS
21 June 2018
IMPORTANT NOTICE
This announcement contains forward-looking statements. All forward looking statements reflect views only as at the date of this
announcement, and should not be taken to be forecasts or predictions that those events will occur. Forward-looking statements often include
words such as “may”, “could”, “estimates”, “anticipate", "expect", "plan” or other similar words in connection with discussionsof future
operating or financial performance. Similarly statements that describe the objectives, plans, goals or expectations of GentrackGroup Limited
(“GTK”) or any of its wholly-owned subsidiaries (together with GTK the “Gentrack Group”) may be forward lookingstatements.
Forward-looking statements are opinion only and are based on management's and directors’ current expectations and assumptions
regarding Gentrack’sbusiness and performance, the economy and other future conditions, circumstances and results. As with any projection
or forecast, forward-looking statements are subject to inherent risks and uncertainties, including changes in circumstances. Gentrack’sactual
results may vary materially from those expressed or implied in its forward-looking statements and deviations are both normal and to be
expected. None of Gentrack, any member of the Gentrack Group or their respective directors, officers, employees or advisers or any other
person referred to in this announcement, make any representation or warranty (express or implied) as to the accuracy or likelihood of
fulfilment of any forward looking statement or assumption, or any events or results expressed or implied in any forward lookingstatements.
In this presentation, a reference to “Gentrack” is to GTK o r, where the context requires, the GentrackGroup.
1
TRANSACTION OVERVIEW
•Gentrack has entered into an agreement to acquire 100% of the shares of Evolve Parent Limited and Evolve
Analytics Limited ("Evolve ") for an Enterprise Value of £23.0m (NZ$44.2m). Evolve is one of the market leading
providers of data analysis software and services for energy utilities in the UK
•The Enterprise Value represents a multiple of 12.8x EBITDA
1
to 30 April 2019
•The acquisition of Evolve further strengthens Gentrack's position as a leader for utility billing and customer
information systems in the UK by providing highly complementary software services, intellectual property and
customer relationships
•The senior management of Evolve, including Managing Director Alan Duggan, will join the Gentrack UK
management team
•The acquisition is to be 100% funded through an extension to Gentrack’s debt facilities with ASB. On this basis,
Gentrack expects the acquisition to be low single digit earnings per share accretive in the first full year (FY2019) and
to drive increased growth in future earnings
•Settlement is expected to occur on 29 June 2018
•Gentrack is intending to undertake a fully underwritten pro-rata renounceable entitlement offer to reduce its debt,
which will provide flexibility to support future acquisition and growth opportunities.Gentrack has appointed
Deutsche CraigsLimited and UBS New Zealand Limited to manage any offer.
2
OVERVIEW OF EVOLVE ANALYTICS
•Evolve was established in 1998 following the energy market deregulation in the UK to provide
revenue assurance and data validation services
•Today, Evolve is one of the leading providers of software and services to the UK energy sector,
specialising in the identification and correction of settlement and billing errors as well as the
accuracy of standing data
•Since formation, Evolve has developed a deep understanding of the utility sector and today helps a
range of energy suppliers drive significant financial and operational performance improvements
delivering clear and measurable ROI. The solutions and services offered improve revenue
collection and cost control providing a direct impact on their client’s gross margin
•Long standing customers include three of the "Big 6" energy suppliers in the UK, as well as a
number of independent challenger utilities, with Evolve capturing data for over 17 million meter
points
•Evolve offers their extensive Intellectual Property on a Software as a Service (SaaS) basis delivering
a high proportion of recurring revenue (FY19 forecast 58%) and margins in excess of 50%.
3
OVERVIEW OF EVOLVE ANALYTICS (CONTINUED)
•Evolves’ customers operate in a sector characterised by increased levels of competition,
significant regulatory pressures and large quantities of data amassed from multiple sources
which are typically inconsistent, complex and difficult to interpret and navigate
•Evolves’ solution provides customers with constant, comprehensive and accurate portfolio
management information
•The solution:
•is simple to use, easy to configure and provides intuitive and actionable insights to enable utilities to
optimise revenue collections
•is proven at scale and is built to handle the expected volumes of data from smart meter deployment
•is highly complementary to Gentrack’score billing and customer engagement solutions, expanding
the range of business processes supported.
4
STRATEGIC RATIONALE
The acquisition of Evolve:
•further strengthens Gentrack's position as a leading provider of solutions to the utilities sector
•expands the number of Gentrack’s utilities customers in the UK to 53
•increases Gentrack’s exposure to the "Big 6" energy suppliers
•extends Gentrack'sproduct offering into data settlement and billing reconciliation solutions
•enhances Gentrack’scapabilities around data analytics and big data
•provides a valuable addition to the solution portfolio with cross selling potential to Gentrack’s customer base
•adds additional organic growth potential to Gentrack
•advances Gentrack’sbrand strength, and will leverage its scale and capabilities to facilitategrowth and
maximiseEvolve'smarket opportunity.
Gentrack will look to deploy the Evolve solution across its existing customer base including expanding the
offering into the Australian and New Zealand markets.
5
FINANCIAL IMPACT
•Evolve is forecast to achieve revenue of £3.1m and EBITDA
1
of
£1.8m in the year to 30 April FY2019
•Evolve will contribute approximately three months earnings to
Gentrack in FY2018 with the Acquisition settlement expected to
occur on 29 June 2018
•On the basis that the acquisition is debt funded, Gentrack expects
the acquisition to be low single digit earnings per share accretive in
the first full year (FY2019) and to drive increased growth in future
earnings
•Gentrack re-iterates its long term guidance of 15% CAGR EBITDA
1
growth, albeit results may be impacted by the timing of projects.
6
Acquisitionmetrics
Purchase price(£m)23.0m
Purchase price(NZ$m)44.2m
FYE 30 April2019
Revenue (£m)3.1m
EBITDA
1
(£m)1.8m
EBIT(£m)1.0m
EV /EBITDA
1
12.8x
TRANSACTION FINANCING
•Enterprise value of £23.0m (NZ$44.2m) represents
12.8x EV / FY2019 EBITDA
1
•Additional net working capital (represents cash) and transaction costs
of NZ$0.9m
•The acquisition is to be 100% funded through an extension of
Gentrack’s debt facilities with ASB
2
•Gentrack currently has a debt facilities of NZ$50.5m through ASB
which will increase by $47m under the new term facility
•Gentrack is intending to undertake a fully underwritten pro-rata
renounceable entitlement offer to reduce its debt, which will provide
flexibility to support future acquisition and growth opportunities.
Sources
Term Debt Facility (£m)
(NZ$)
24.0m
47.0m
Uses
Enterprisevalue(£m)23.0m
Net Working Capital (£m)0.4m
Transactioncosts(£m)0.5m
Total(£m)23.9m
1
EBITDA: Earnings before net finance expense, tax, depreciation and amortisation and other non-operating expenses.
Non-operating expenses are costs relating to acquisition.
2
£1m of the Enterprise Value will be paid through the issue of new Gentrack shares to certain Evolve employees.
7
END
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.