REG - Oxford Metrics PLC - Acquisition of Industrial Vision Systems Ltd

Oxford MetricsAnnouncement

01/11/2023 07:15

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RNS Number : 9487R  Oxford Metrics PLC  01 November 2023

1 November 2023

Oxford Metrics plc

 

("Oxford Metrics", or the "Group")

 

Acquisition of Industrial Vision Systems Ltd and Issue of Equity

 

-     Extending smart sensing capabilities through M&A

-     Brings specialised machine learning technology for automated quality
control

-     Good strategic fit adding new niche market strength in smart
manufacturing

 

Oxford Metrics plc (LSE: OMG), the smart sensing software company, servicing
life sciences, entertainment and engineering markets, today announces it has
entered into an agreement to acquire Industrial Vision Systems Ltd ("IVS"®),
specialists in developing machine vision software and technology for high
precision, automated quality control systems used across numerous industries.
The consideration of £8.1m is to be funded with existing cash resources and
new ordinary Oxford Metrics shares.

 

Based in Oxfordshire, IVS' innovative machine vision systems are used globally
in automated production processes for high precision quality control,
inspection, guidance, identification, measurement, tracking and counting. Its
highly accurate, non-contact vision systems provide well-known brands with
quality control which ultimately lowers costs, improves brand reputation,
competitiveness and increases safety.

 

Imogen Moorhouse, CEO of Oxford Metrics, commented: "Today's announcement
strengthens our sense, analyse and apply strategy. Through its cutting-edge
machine vision solutions, IVS replaces traditional inspection methods with
smart sensing. This results in faster, more reliable, and highly accurate
results, providing well-known brands with the latest machine vision
automation.

 

"I am delighted to welcome IVS to Oxford Metrics. With more and more
manufacturers demanding this innovation to revolutionise processes, ensure
quality products and provide more efficient, error-proof production, we are
excited about the opportunity ahead to extend into yet more applications and
industries as inspection automation becomes more mainstream and smart
manufacturing becomes the standard."

 

Co-founders Earl Yardley and Andrew Waller, Industrial Vision Systems, said:
"Oxford Metrics is the only home we considered because it shares our company
culture and values and has a proven track record of taking great technology
forward by nurturing and developing it. We are on a mission to make companies
more efficient, highly flexible and quicker with our machine solutions. As
part of Oxford Metrics, we will continue to develop and broaden our technology
offering with an ongoing focus on innovation and research & development."

 

Acquisition Highlights

 

 ·         A good strategic fit - meeting our acquisition criteria: the acquisition adds
           IP rich, hard-to-replicate vision software and machine technology, with over
           23 years of experience in smart vision technology.
 ·         Bringing specialised machine learning AI technology: artificial intelligence
           deep learning vision systems spot patterns and anomalies in real-time
           manufacturing quality control, ensuring precise and repeatable solutions that
           continuously learn based on image data.
 ·         New niche market strength enabling smart manufacturing in a wide variety of
           use cases: replacing the need for human inspection with more reliable, highly
           accurate inspection results, smart sensing is enabling smart manufacturing
           including static, non-contact inspections for contact lenses, pharmaceutical
           and automotive production, and production quality, and is playing an important
           role detecting and verifying errors, defects, contaminants and other
           irregularities.
 ·         An impressive client roster, trusted by blue-chip manufacturing companies:
           adding new customers from highly regulated markets, including medical device
           and pharmaceutical manufacturers, leveraging our heritage in the Life Sciences
           market.
 ·         An able management team established and led by founders: Earl Yardley and
           Andrew Waller will continue to lead the business following the acquisition.
 ·         Expanding market opportunities in smart sensing: by leveraging the Group's
           platform, IVS will have the access, expertise and resources to scale. There
           are clear opportunities to expand its geographic footprint and grow its
           IP-rich static technology offering with prospects to benefit from Vicon's
           dynamic sensing.
 ·         Attractive financial profile: The business has a profitable track record over
           the past five years, driven by an average annual growth rate in revenues of
           6%. In the year ended 28(th) February 2023 the business reported unaudited
           revenues of £3.4m and an EBIT of £0.8m. Trading over the past six months is
           consistent with delivering a further improvement in performance. The
           acquisition is expected to be immediately EPS enhancing.

 

Transaction structure and issue of shares

The acquisition consideration is £8.1m and is subject to customary
adjustments for working capital, cash and debt-like items. The consideration
is to be funded in cash from existing resources and the issue of 1,006,859 new
Oxford Metrics ordinary shares calculated based on the average closing price
over the 30-day trading period between 15(th) September 2023 and 26(th)
October 2023 of 86.63p. Application has been made for these new ordinary
shares, to be admitted to trading on AIM, with admission expected to become
effective on 6(th) November 2023.

 

Following the issue and allotment of these new ordinary shares as described
above, the Company will have 131,427,135 ordinary shares in issue. No shares
are held in treasury.

 

The information contained within this announcement is deemed to constitute
inside information as stipulated under the Market Abuse Regulations (EU) No.
596/2014. Upon this announcement's publication, this inside information is now
considered in the public domain.

 

 

For further information please contact:

 

 Oxford Metrics                                          +44 (0)1865 261860
 Imogen Moorhouse, CEO
 David Deacon, CFO

 Deutsche Numis                                          +44 (0)20 7260 1000
 Simon Willis / Hugo Rubinstein / Tejas Padalkar

 FTI Consulting                                          +44 (0)20 3727 1000
 Matt Dixon / Emma Hall / Jamille Smith / Jemima Gurney

 

 

Further information on Industrial Vision Systems - bringing smart sensing to
smart manufacturing

 

IVS' innovative machine vision systems are used globally in automated
production processes for high precision quality control, inspection, guidance,
identification, measurement, tracking and counting. Its highly accurate,
non-contact vision systems provide well-known brands with quality control
which ultimately lowers costs, improves brand reputation, competitiveness and
increases safety. Founded in 2000 and located at the Harwell Science and
Innovation Campus - Oxfordshire.

 

Based on the very latest digital camera technology with embedded software, its
cost effective, easy to set up vision systems enable rapid integration and
standardisation through seamless factory automation. IVS invests in long-term
partnerships with its customers, supplying comprehensive support packages with
its deployed smart systems including customer service, technical support, and
training packages. It is trusted by blue-chip manufacturing companies across
the globe including BD, DePuy, Jaguar Land Rover, Johnson & Johnson,
Zytronic and Alkegen.

 

Manufacturers today are increasingly turning to smart sensing machine vision
technology to ensure "right first time" products, to automate complex or
mundane visual inspection tasks. The Group sees opportunities for applications
to be used across even more use cases and industries than today, which
currently span: medical; orthopaedics; pharmaceutical; automotive inspection
for mass production; electronics and food packaging.

 

The majority of IVS revenue today is derived from UK/Ireland. As part of a
larger group, IVS will have access, advice and the resources to scale. It will
be able to expand its geographic footprint and grow its IP rich static
technology offering with opportunities to benefit from Vicon's dynamic sensing
and further strengthen its already strong position through focused investment
in research and development.

 

IVS is a member of the British Standards Institute, CE Marking Association and
the Processing & Packaging Machinery Association, in addition to being an
accredited member of the SafeContractor scheme. IVS' vision solutions are FDA
and GAMP (Good Automated Manufacturing Practice) compliant. For more
information, visit www.industrialvision.co.uk
(http://www.industrialvision.co.uk)

 

About Oxford Metrics

 

Oxford Metrics develops software that enables the interface between the real
world and its virtual twin. Our smart sensing software helps over 10,000
customers in more than 70 countries, including all of the world's top 10 games
companies and all of the top 20 universities worldwide. Founded in 1984, we
started our journey in healthcare, expanded into entertainment, winning an
OSCAR® and an Emmy®, then moved into defence and engineering. We have a
track record of creating value by incubating, growing and then augmenting
through acquisition, unique technology businesses.

 

The Group trades through its market-leading division: Vicon. Vicon is a world
leader in motion measurement analysis to thousands of customers worldwide,
including Guy's Hospital, Industrial Light & Magic, MIT and NASA.

 

The Group is headquartered in Oxford with offices in California, Colorado,
Auckland, and Kempten. Since 2001, Oxford Metrics (LSE: OMG), has been a
quoted company listed on AIM, a market operated by the London Stock Exchange.
For more information about Oxford Metrics, visit www.oxfordmetrics.com
(http://www.oxfordmetrics.com)

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