REG - Redcentric PLC - Completion of Sale of Redcentric Data Centres Ltd

RedcentricAnnouncement

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RNS Number : 6917C  Redcentric PLC  01 May 2026

The information contained within this announcement is deemed to constitute
inside information as stipulated under the retained EU law version of the
Market Abuse Regulation (EU) No. 596/2014 (the 'UK MAR') which is part of UK
law by virtue of the European Union (Withdrawal) Act 2018. The information is
disclosed in accordance with the Company's obligations under Article 17 of the
UK MAR. Upon the publication of this announcement, this inside information is
now considered to be in the public domain.

 

 

1 May 2026

 

Redcentric plc

('Redcentric', the 'Company' or the 'Group')

 

Completion of Sale of Redcentric Data Centres Limited

 

'Transaction unlocks significant shareholder value'

 

Redcentric plc (AIM: RCN), a leading UK IT managed services provider, is
pleased to announce the successful completion of the sale of its entire data
centre business, Redcentric Data Centres Limited, to Stellanor Datacenters
Group Limited for an estimated £122.85 million(1) (the 'Transaction').

 

The Transaction, originally announced on 23 October 2025, has completed
following the satisfaction of all conditions precedent. This marks a pivotal
milestone for the Group, enabling a substantial return of capital to
shareholders, significant debt reduction, and a sharpened strategic focus on
growth opportunities within the remaining Managed Services Provider ('MSP')
business.

 

An initial payment of £115.4 million was received by the Company on 30 April
2026 in accordance with the terms of the agreement. The remaining
consideration is expected to be received by 31 July 2026, once the post
completion adjustments have been concluded.

 

Use of Proceeds

 

The Board has prioritised the use of proceeds to deliver a substantial
near-term return of capital to shareholders while strengthening the Group's
balance sheet and supporting the core established successful MSP business.

 

In summary:

 

·    Material Return of Capital Return to Shareholders: The Board intends
to propose an equity tender offer at a price of 160 pence per share.  The
Tender Offer is expected to return in excess of £90 million(2) to
shareholders and will be subject to shareholder approval.

 

A Circular containing full details of the Tender Offer, confirming the
proposed price per share, amount payable and timetable, is expected to be
published in June 2026, with settlement anticipated in July 2026(3).

 

·    Potential Share Buy Backs(4): In addition to the equity Tender Offer,
the Company may, subject to market conditions, make on-market purchases of its
own ordinary shares.  Any purchases will only be made where the Board
believes they represent an attractive use of capital and are in the best
interests of shareholders.

 

·    Debt Reduction(5): The Group will reduce its Revolving Credit
Facility ('RCF') from £60 million to £30 million and repay a significant
portion of the drawn facility, lowering it from £40 million to approximately
£19 million. The Board is committed to retaining a strong balance sheet with
modest net borrowing, which it sees as a positive differentiator compared to
its peers.

 

Background and Board Rationale

 

This Transaction is the successful outcome of the Board's prior decision to
separate the Group's two distinct business units. This process has
crystallised an attractive valuation for the data centre assets and enables
the Group to dedicate its focus on the core established successful MSP
business.

 

Support for MSP Growth Strategy

 

The Board has assessed the capital requirements of the continuing MSP business
and believes that the capital available to the Group, combined with the
Company's profitable outlook and cash generation profile, will be sufficient
to drive organic growth.

 

Richard McGuire, Non-Executive Chairman of Redcentric, said: "I am delighted
to thank the teams at both Redcentric and Stellanor for their outstanding
efforts and professionalism, which have enabled the successful completion of
this complex transaction.

 

"This transaction crystallises significant value for Redcentric shareholders
and allows us to return the majority of the proceeds directly to them through
a substantial capital return. At the same time, the transaction further
strengthens the Group's balance sheet by significantly reducing debt, enabling
Michelle and the management team to focus exclusively on Redcentric's
successful core Managed Services business."

 

- Ends -

 

Enquiries:

 

    Redcentric plc                                           via Burson Buchanan

    Michelle Senecal De Fonseca, CEO                         www.redcentricplc.com (http://www.redcentricplc.com/)

    Tony Ratcliffe, CFO
                                                             Tel: +44 (0) 20 7220 0500

    Cavendish Capital Markets Limited - Nomad and Broker

    Marc Milmo / Callum Davidson (Corporate Finance)

    Andrew Burdis / Sunila de Silva (ECM)

 

 

For media enquiries:

 

 Burson Buchanan - Financial Communications  Tel: +44 (0) 20 7466 5000

 Henry Harrison-Topham / Jamie Hooper        redcentric@buchanancomms.co.uk (mailto:redcentric@buchanancomms.co.uk)

Notes to Editors:

 

Redcentric has a strong track record in delivering IT managed services
provision that empowers businesses to scale, innovate and grow in a rapidly
evolving digital landscape. As technology continues to advance the Company's
goal is to be the go-to-all-in-one infrastructure and managed IT service
provider for customers of all sizes offering an unmatched range of products
and solutions.

 

The Company's MSP division serves the private and public sectors with all
their IT requirements.  The MSP division acts as an outsourced IT department,
handling day to day maintenance and security of customers' IT infrastructures.
This allows customers to improve security and efficiency and focus on growing
their core businesses.

 

From infrastructure management and cloud services to cybersecurity and data
analytics, Redcentric has a comprehensive suite of solutions designed to meet
the diverse needs of modern businesses.

 

For additional information please visit www.redcentricplc.com
(https://eur03.safelinks.protection.outlook.com/?url=http%3A%2F%2Fwww.redcentricplc.com%2F&data=05%7C02%7Cliz.wild%40redcentricplc.com%7C1c5448d1b4a14513a74008ddf4febfce%7C849ace2839514fbfb420bd63bc528ce9%7C0%7C0%7C638936097176014930%7CUnknown%7CTWFpbGZsb3d8eyJFbXB0eU1hcGkiOnRydWUsIlYiOiIwLjAuMDAwMCIsIlAiOiJXaW4zMiIsIkFOIjoiTWFpbCIsIldUIjoyfQ%3D%3D%7C0%7C%7C%7C&sdata=Lhu7bvBse2mdgtOfbpNmwzoD%2B%2FXNcpOvnChFVtdM9DM%3D&reserved=0)

 

 

Notes

 

(1) The Company estimates the completion settlement will be £122.85 million.
This comprises an expected £83.74 million for shares plus £39.11 million
settlement of an intercompany debt.  The forecast Enterprise Value being
£122.3 million, plus forecast post completion reconciliations of £0.57
million. The final proceeds will be subject to usual post completion
confirmation adjustments. An initial settlement of £115.4 million was
received on 30 April 2026 in accordance with the terms of the agreement.

 

(2) Under the sale agreement, Stellanor Datacenters Group Limited has retained
approximately £7.45 million pending post-completion adjustments. Stellanor
has already paid initial proceeds of £115.4 million. After allowing for the
planned repayment of approximately £21 million of debt and estimated
transaction costs of £5 million, this delivers a net initial cash inflow to
the Company of circa £90 million.  While the Company expects the final
adjustments to result in the release of the full £7.45 million retained
amount, the Board has adopted a prudent approach and is currently indicating a
return of capital of £90 million.

 

(3) The proposed equity tender offer will provide shareholders with a material
liquidity opportunity at a price the Board believes is more reflective of the
Company's intrinsic value. Full details will be set out in the formal tender
offer document and will be conditional upon the satisfactory completion of the
Capital Reduction process, announced 24 April 2026.

 

(4) The Company holds shareholder authority (granted at the 2025 AGM) to
purchase up to 7,952,181 ordinary shares. Passed Resolution 15 from the 2025
AGM The Company be and is generally and unconditionally authorised pursuant to
section 701 of the Companies Act 2006 (the 'Act') to make market purchases
(within the meaning of section 693 of the Act) of ordinary shares of £0.001
each, provided that:

a. the maximum aggregate number of ordinary shares that may be purchased under
this authority is 7,952,181;

b. the minimum price (excluding expenses) which may be paid for each ordinary
share is its nominal value;

c. the maximum price (excluding expenses) which may be paid for each ordinary
share is the higher of:

i. 105 per cent of the average market value of an ordinary share in the
Company for the five business days prior to the day the purchase is made; and

ii. the value of an ordinary share calculated on the basis of the higher of
the price quoted for: the last independent trade of an ordinary share; and the
highest current independent bid for an ordinary share, at the time on the
trading venue where the purchase is carried out.

 

(5) Debt Position:  Pending the distribution, the Board plans to repay the
entire £40 million of currently drawn RCF in order to reduce financing costs.
In addition, the Company has arranged term deposits to generate further income
until required for shareholder distribution. By 30 June 2026 the Group expects
to have agreed revised RCF facilities of £30 million.

 

- Ends -

 

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