Benchmark acquires vet training business
BENCHMARK HOLDINGS has bought Improve International, the Swindon-based veterinary professional development provider.
Improve will sit within the Sheffield-based animal health, technical publishing and sustainability science company’s technical publishing division, which provides global knowledge transfer, technical insight, e-learning and market analysis for people and businesses working in agriculture, aquaculture and the food supply chain.
Improve organises CPD courses for veterinarians across the UK, Republic of Ireland, Scandinavia and mainland Europe from its bases in the UK and Portugal. The courses are run both privately and in conjunction with universities and other organisations.
Malcolm Pye, chief executive of Benchmark Holdings, said: “The acquisition of Improve will enable us to combine our digital and distance learning expertise with Improve’s veterinary content across Europe, enhancing our ability to serve the professionals in our key veterinary markets.
“This is a significant step forward for our Technical Publishing division in both the food and companion animal markets. We plan to take Improve’s successful face-to-face courses and deliver content digitally on an international basis.”
Currently delivered primarily on a face-to-face basis, Benchmark’s directors believe there is “considerable scope” for online development of the programmes in collaboration with their technical publishing division’s digital arm.
The consideration for the acquisition comprises an initial payment of £3.2m in cash and warrants to acquire 259,312 Benchmark ordinary shares at a price of £1.12 per share.
The exercise of the warrants is conditional upon the extension of certain business contracts, and the warrants are expected to become exercisable in 2017. If they have not become exercisable and been exercised by 1 December 2017, the warrants will lapse. Additional consideration of up to £3m in cash is payable under an earn-out by reference to achievement in the financial year ending 31 December 2015 of performance targets in excess of anticipated 2014 results.
Improve is being purchased from its three shareholders who comprise the senior management team; David Babington, Heber Alves and Rui Lobao, all of whom will remain with the business.
Improve generated £3.1m of revenue and £200,000 of earnings before taxation in the year ended December 31, 2013. Revenue for the year ended December 31, 2014 is expected to be £3.5m, representing revenue growth of 13% on 2013. Earnings before taxation for the same period are expected to be £500,000.
