REG - Gateley (Holdings) - Acquisition of Adamson Jones Holdings Limited

Gateley (Holdings)Announcement

10/01/2022 07:05

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RNS Number : 8458X  Gateley (Holdings) PLC  10 January 2022

10 January 2022

 

Gateley (Holdings) Plc

("Gateley" or the "Group")

(AIM:GTLY)

 

Acquisition of Adamson Jones Holdings Limited

 

Gateley, the legal and professional services group, is pleased to announce
the acquisition of Adamson Jones Holdings Limited ("Adamson Jones") for a
total consideration of £2.5 million (the "Acquisition").  Adamson Jones
provides intellectual property (IP) services encompassing patent, design and
trade mark protection advice in the UK, Europe and around the world.

 

Adamson Jones is the eleventh business Gateley has acquired since its IPO in
June 2015 and is the Group's first Business Services Platform acquisition.

 

Business Services is one of Gateley's four Platforms, the others being
Corporate, People, and Property. These are market-facing structures on which
the Group clusters complementary legal, and consultancy services. The Business
Services Platform supports clients in dealing with their commercial
agreements, managing risk, protecting assets, and resolving disputes. It also
includes the Group's multi-jurisdictional forensics and business intelligence
services, through Gateley Omega. Adamson Jones complements the Group's
existing legal services in IP and technology, brand and reputation management,
media, and privacy.

 

Background to Adamson Jones

 

Adamson Jones was founded in 2000 and is a firm of Patent and Trade Mark
Attorneys with a broad range of technical expertise including biotechnology,
engineering, pharmaceuticals and software. The business acts for clients from
large multinational and national organisations, to universities and SMEs.

 

The Adamson Jones team has 25 staff headed by Directors Simon Cooper and
Nicholas Ferrar and the business has offices in Nottingham, Leicester and
London. Both Directors will continue to work as part of the management team
post acquisition.

 

In the year ending 31 March 2021, Adamson Jones generated revenue of c. £3.6
million.

 

Acquisition rationale

 

This is the first acquisition Gateley has made on to its Business Services
Platform. The Acquisition sets a solid foundation for the development of
complementary business services with an IP and brands focus, working alongside
the existing team within Gateley Legal, and enabling the business to widen its
scope in an area where it already has a well-established and continually
growing client base.

 

Adamson Jones is well known to Gateley Legal's IP team in the East Midlands.
 The teams are currently working together on a number of ongoing projects and
have collaborated on a range of mutual client assignments in recent years.

 

Terms of the Acquisition

 

Under the terms of the Acquisition agreement, Gateley will pay consideration
of £2.5 million (the "Consideration"). The Consideration, which will be paid
in full on completion, will be satisfied as to 50% in cash and as to 50% by
the allotment and issue of ordinary shares of £0.10 each of the Group
("Consideration Shares").

 

The cash consideration is being funded out of the Group's existing resources.
The Board expects the Acquisition to generate operational synergies and be
immediately earnings enhancing.

 

Issue of the Consideration Shares

 

Further to the Acquisition, 543,668 Consideration Shares are to be issued.
Application will be made to the London Stock Exchange for the 543,668
Consideration Shares to be admitted to trading on AIM ("Admission"). It is
expected that Admission will take place at 8.00am on 13 January.

 

The Consideration Shares will rank pari passu in all respects with the
existing ordinary shares of £0.10 each of Gateley ("Ordinary Shares"),
including the right to receive all dividends declared, made or paid after
completion.

 

Following Admission, Gateley's total issued share capital will comprise
119,276,639 Ordinary Shares. This number may be used by shareholders in
Gateley as the denominator for the calculations by which they will determine
if they are required to notify their interest in, or a change in their
interest in, the share capital of Gateley under the FCA's Disclosure
Guidance and Transparency Rules.

 

Commenting on the Acquisition, Rod Waldie, Chief Executive Officer of
Gateley, said:

 

"I am delighted to welcome Adamson Jones to the Group as our first acquisition
on to our Business Services Platform.  Gateley Legal already has an existing
and strong relationship with Adamson Jones with whom we have worked previously
to support clients on their patent and trade mark applications and protection
requirements.  We see great growth opportunities in our combined offering,
with a focus on assisting our clients in protecting and commercialising their
IP assets being a key element of the ongoing development of our Business
Services Platform.

 

"This is a strategic acquisition directly aligned to our Platform strategy.
The successful completion of the Acquisition means that the Group has now
acquired consultancy businesses, complementary to its legal services, on all
four Platforms.  This strategy continues to differentiate Gateley, to widen
our breadth of services and enhance our appeal to both existing and potential
clients. We are actively appraising opportunities to further grow each
Platform both organically and by acquisition."

 

Enquiries:

 Gateley (Holdings) Plc
 Neil Smith, Finance Director                                      Tel: +44 (0) 121 234 0196
 Nick Smith, Acquisitions Director and Head of Investor Relations  Tel: +44 (0) 20 7653 1665
 Cara Zachariou, Head of Corporate Communications                  Tel: +44 (0) 121 234 0074 Mob: +44 (0) 7703 684 946

 Liberum - Nominated Adviser and Broker

 Richard Lindley/Ben Cryer/Cara Murphy                             Tel: +44 (0) 20 3100 2000

 Belvedere Communications Limited - Financial PR
 Cat Valentine                                                     Mob: +44 (0) 7715 769 078
 Keeley Clarke                                                     Mob: +44 (0) 7967 816 525
 Llew Angus                                                        Mob: +44 (0) 7407 023 147
                                                                   gateleypr@belvederepr.com (mailto:gateleypr@belvederepr.com)

 

 

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