REG - JTC PLC - Acquisition of Blackheath Capital Management LLP

JTCAnnouncement

24/11/2023 07:00

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RNS Number : 5355U  JTC PLC  24 November 2023

JTC PLC

(the "Company" and together with its subsidiaries "JTC" or the "Group")

 

Acquisition of Blackheath Capital Management LLP ("Blackheath")

 

An established UK Management Company ("ManCo") business adding further scale
and strategically important UK coverage to JTC's Global AIFM Solutions
business

JTC, the global professional services business, is pleased to announce the
proposed acquisition of Blackheath, a boutique asset management business based
in the UK.

Background to Blackheath

Formed in 2010, Blackheath provides management and regulatory oversight
services to investment funds and offers ManCo services as an Alternative
Investment Fund Manager ("AIFM") as well as enabling hosted firms to provide
advisory and arranging services to professional investors as an appointed
representative under Blackheath's oversight.

Blackheath has a strong reputation providing bespoke management and advisory
solutions to a broad range of clients in the UK and Europe covering both
alternative and traditional asset classes. Blackheath has been regulated by
the UK Financial Conduct Authority ("FCA") since 2011.

The existing partners of Blackheath, Stephane Carty and Simon Monson, are to
remain with the business. On joining JTC, Blackheath will become part of the
JTC Global AIFM Solutions business within the Institutional Client Services
division, led by Dean Blackburn.

Strategic Rationale

The proposed acquisition will complement and enhance JTC's existing JTC Global
AIFM Solutions businesses in Ireland, Luxembourg and Guernsey, enabling JTC to
provide ManCo services for UK domiciled funds. The addition of a ManCo
solution alongside JTC's existing UK fund administration, corporate and
depositary (INDOS Financial) services will enable JTC to provide a full
service offering to firms looking to launch, market, and manage UK alternative
investment funds.

Financial Benefits

In the financial year ending 30 June 2023, Blackheath delivered revenue of c.
£0.7m. The acquisition will be accretive to earnings in the first full year
of ownership, is expected to achieve an underlying EBITDA margin in line with
JTC's medium term guidance of 33% to 38% and has an attractive cash generation
profile. Future growth in the business will be supported by leveraging JTC's
scale, as well as the ability to offer Blackheath's services alongside JTC's
existing fund administration and depositary services in the UK.

The initial consideration will be settled at completion in cash and JTC
equity. Further deferred consideration is available on the achievement of
performance targets. The transaction remains subject to various closing
conditions and regulatory approvals and is expected to complete during Q1 2024
at which time further detail will be provided.

Nigel Le Quesne, CEO of JTC, said:

"We are delighted to announce the proposed acquisition of Blackheath, adding
strength to our existing Global AIFM Solutions business in the important UK
alternative asset management market. The business has excellent alignment with
our existing fund administration and depositary businesses in the UK and
Europe. We welcome Stephane, Simon and all of Blackheath's clients and
partners to the Group."

Stephane Carty, Founder and Partner of Blackheath said:

"Having formed the business in 2010 and developed a successful UK AIFM
business, now is the right time to partner with a firm to support our future
growth. We have known the team at JTC for several years and their strong
record and expertise in AIFM, corporate governance and fund services will
enable us to accelerate our growth as well as benefit our clients through
access to a wider range of expertise and complementary services."

 

Enquiries

 JTC PLC                                         +44 (0) 1534 700 000
 Nigel Le Quesne, Chief Executive Officer
 Martin Fotheringham, Chief Financial Officer
 David Vieira, Chief Communications Officer

 Camarco
 Geoffrey Pelham-Lane                            +44 (0) 7733 124 226
 Sam Morris                                      +44 (0) 7796 827 008

 

About JTC

JTC is a publicly listed, global professional services business with deep
expertise in fund, corporate and private client services. Every JTC person is
an owner of the business, and this fundamental part of our culture aligns us
with the best interests of all our stakeholders. Our purpose is to maximize
potential, and our success is built on service excellence, long-term
relationships and technology capabilities that drive efficiency and add value.

http://www.jtcgroup.com/

Important Notice

The person arranging release of this announcement on behalf of JTC is Miranda
Lansdowne, Company Secretary.

The release, publication or distribution of this announcement in jurisdictions
other than the United Kingdom may be restricted by law and therefore any
persons who are subject to the laws of any other jurisdiction should inform
themselves about, and observe, any applicable requirements. This announcement
has been prepared for the purposes of complying with the Listing Rules and
the UK Market Abuse Regulation and the information disclosed may not be the
same as that which would have been prepared in accordance with the laws and
regulation of any jurisdiction outside of England.

The securities referred to herein have not been and will not be registered
under the U.S. Securities Act of 1933, as amended, or any U.S. state
securities laws and may not be offered or sold in the United States absent
registration or an exemption from registration thereunder. JTC PLC does not
intend to register any of the securities in the United States or to conduct
a public offering of the securities in the United States.

This announcement contains forward looking statements. No forward-looking
statement is a guarantee of future performance and actual results or
performance or other financial condition could differ materially from those
contained in the forward-looking statements. These forward-looking statements
can be identified by the fact they do not relate only to historical or current
facts. They may contain words such as "may", "will", "seek", "continue",
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their nature forward looking statements involve risk and uncertainty because
they relate to future events and circumstances. A number of these influences
and factors are outside of the Company's control. As a result, actual results
may differ materially from the plans, goals and expectations contained in this
announcement. No statement in this announcement is intended to be, nor may it
be construed as, a profit forecast or be relied upon as a guide to future
performance. Any forward-looking statements made in this announcement speak
only as of the date they are made. Except as required by the FCA or any
applicable law or regulation, the Company expressly disclaims any obligation
or undertaking to release publicly any updates or revisions to any
forward-looking statements contained in this announcement.

 

 

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