REG - Team PLC - Acquisition

TeamAnnouncement

01/06/2023 07:15

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RNS Number : 2481B  Team PLC  01 June 2023

1 June 2023

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TEAM PLC

("TEAM", the "Company" or the "Group")

 

 Acquisition of Globaleye Wealth Management Group

Leading advisory business in high growth International Finance Centres,
including the United Arab Emirates, Singapore, Kuala Lumpur (Malaysia) and
Durban (South Africa)

TEAM plc (AIM: TEAM), the wealth, asset management and complementary financial
services group, is pleased to announce that it has acquired the entire issued
share capital of Globaleye BVI, the parent company of the Globaleye Wealth
Management Group ("Globaleye") (the "Acquisition"). Globaleye is an
international wealth management business, headquartered in Dubai, with five
further offices and total client assets under advice of £242 million.

 

Highlights

 

·     Acquisition of Globaleye for total consideration of up to £5.6
million

·     Entry into strategically important and high growth international
finance centres

·     The Acquisition is expected be earnings enhancing in the first year
of ownership with potential for delivery of significant benefits of scale,
synergies and cross-selling opportunities

·    TEAM is also announcing separately today its unaudited interim
results for the six months ended 31 March 2023 and the conditional acquisition
of Thornton Associates ("Thornton"), a leading financial planning business in
the Isle of Man

·     Post-completion, these two acquisitions will take TEAM's assets
under management and advice to over £850 million

·     Thornton and Globaleye represent TEAM's fifth and sixth
acquisitions in the last three years

 

Consideration

 

Initial consideration of £4.8 million ($6 million) (the "Initial
Consideration") which is payable on completion comprises 6,208,667 new
ordinary shares of nil par value in TEAM ("Ordinary Shares") ("Initial
Consideration Shares"), at an issue price of 41 pence per Ordinary Share, and
the issue of a convertible loan note of £2,445,296, which is convertible into
5,964,138 new Ordinary Shares in TEAM (the "Convertible Loan Note"). The
Convertible Loan Note is exercisable at the option of the Globaleye vendors,
subject to TEAM having sufficient share authorities in place and subject at
all times to the exercise not increasing the Globaleye vendors' combined
interest in the enlarged TEAM above 29.9%.

 

Additional consideration (paid in new TEAM shares, on a pound for pound basis)
will be payable by TEAM if Globaleye's net assets are in excess of £1.0
million ($1.2 million) on completion.  Deferred consideration of up to £0.8
million ($1.0 million) is payable by TEAM dependent upon Globaleye hitting a
profit target for the year ended 31 December 2023, and other operational
tests. The deferred consideration is payable in new TEAM shares to be issued
at the prevailing market price at the time of issue.

 

Globaleye Wealth Management  - overview

·     Founded in 1996 by its Chairman, Tim Searle, Globaleye is a
boutique professional advisory firm specialising in wealth management,
insurance broking and complementary financial services, providing advice to
affluent, high and ultra-high net worth private individuals, trustees,
corporates and business owners

·    Headquartered in Dubai, Globaleye has 68 employees and further
offices in Abu Dhabi, Singapore, Durban (South Africa), and Kuala Lumpur
(Malaysia). In the UAE, it is regulated by the Central Bank and the Securities
and Commodities Authority, and by the relevant local regulators in the other
countries

·     Globaleye has consistently looked to expand, extending its range of
services with the acquisition of a Dubai-based wealth management business in
2022 and successfully launching a network proposition for third party
advisers, leveraging its licences and well-resourced infrastructure

·     More recently, Globaleye launched an innovative in-house investment
service and a digital wealth platform, the first of its kind in the UAE

·     Globaleye has total client assets under advice of £242 million
($300 million)

·    In the year ended 31 December 2022, Globaleye generated unaudited
revenues of £8 million ($10 million), profit before and after tax of £0.11
million ($0.14 million) and as at 31 December 2022, had net assets of £1.0
million ($1.2 million)

 

Acquisition Rationale

·     Dubai, Singapore and Abu Dhabi represent high growth markets and
opportunities for TEAM to execute on its buy-and-build strategy. The
increasing number of international expatriate professionals and affluent
retirees attracted by the high standards of living, low tax and warm weather,
makes for an active market for long term savings, insurance and other
financial services.

·     The UAE is a global hub, and a prime location to expand into other
fast growing regions

·     Investment management sits at the core of TEAM, and, at present,
the majority of Globaleye clients' assets are managed by third party
discretionary fund managers. The TEAM Directors believe this presents a clear
opportunity to transition a proportion of Globaleye's existing clients to
TEAM's investment management products, alongside extending to them the full
range of services offered to TEAM's existing clients

·   Integrating the Globaleye client base, which is predominantly made up
of the international expatriate community, should be a natural cross over to
an investment management business based in Jersey

·  The Directors believe that cost synergies are achievable as Globaleye
benefits from access to shared management and support services

·    Post-completion of the Acquisition and that of Thornton, TEAM's
assets under management and advice will increase to approximately £850
million. The transaction is expected to be immediately earnings enhancing upon
completion and will further contribute to TEAM's ability to reach cash-flow
break even.  The consideration represents an estimated P/E multiple of 10x on
2023 profits, before revenue and cost synergies.

 

 

Matthew Moore, CFO and COO of TEAM, commented:

"The acquisitions of Globaleye and Thornton takes TEAM closer to £1 billion
under management and advice in our target markets and extends our global
footprint to seven countries. In doing so, we believe we are carving out a
valuable section of the high net worth market who are living outside of their
mainland home tax jurisdiction and are in need of specialist financial advice,
which in the past has not been easily accessible. TEAM is filling that space
and we see significant scope to expand further."

Tim Searle, Chairman and Founder of Globaleye, said:

"We are delighted to announce that Globaleye Wealth Management will be
partnering with TEAM to provide an enhanced product offering to its clients.
There is a compelling strategic rationale for joining forces and the companies
are a strong cultural fit, both with an entrepreneurial and performance-driven
culture. Our clients will be able to benefit from TEAM's highly successful
multi-asset portfolio management, bespoke portfolio and cash and treasury
management services. For our valued team at Globaleye Wealth Management, there
will be an opportunity to work within a collegiate and client focused culture
and to take advantage of TEAM's complementary management and support services.
 I look forward to joining TEAM as a substantial and supportive shareholder."
 

Mark Clubb, Executive Chairman of TEAM highlighted:

"In May of last year, we stated our ambition to grow internationally within
the other Crown Dependencies as well as further afield including in the Middle
East and Asia.  Our multi-asset strategies have delivered robust returns in
challenging markets and this acquisition represents a major opportunity to
transition Globaleye clients from third-party managers to the TEAM Asset
Management model portfolios and bespoke portfolio services. There will be cash
and treasury management opportunities for Globaleye clients which will drive
benefits of scale and improve client yields and revenues.

I look forward to welcoming Tim Searle and Patrick Liotard-Vogt of Globaleye
who will become substantial shareholders of TEAM. As a Group, we continue to
have an ambitious roll-out strategy which requires ongoing support from
current and future shareholders - I shall continue to provide my support as a
shareholder. Overall, I believe these recent acquisitions are
transformational, opening up a much larger stage for TEAM."

Market Abuse Regulation

For the purposes of MAR and Article 2 of Commission Implementing Regulation
(EU) 2016/1055, this Announcement is being made on behalf of the Company by
Matthew Moore, Chief Financial Officer of the Company.

 

Enquiries to

 TEAM plc                                                                 +44 1534 877 210

 Mark Clubb, Executive Chair

 Matthew Moore, CFO and COO

 Hatstone (Legal adviser to TEAM)

 Simon Vivian

 Shore Capital (Nominated Adviser and Broker to TEAM)                     +44 20 7523 8000

 Tom Griffiths, Iain Sexton, Guy Wiehahn

 Novella Communications (Financial Public Relations)                      +44 20 3151 7008

 Tim Robertson, Claire de Groot, Safia Colebrook

 Hannam & Partners (Financial Adviser to TEAM)                            +44 20 7907 8500

 Giles Fitzpatrick, Ernest Bell, Richard Clarke

www.teamplc.co.uk
(https://url.avanan.click/v2/___http:/www.teamplc.co.uk___.YXAxZTpzaG9yZWNhcDphOm86NTBkODM5NDVhYzUyMjRjNDQwMTMyNWUyM2NkMjkwNDM6NjpmMGY2OmE3NmNlYjYzYmFhYjIwYzc2ODI1ZjkwYjQxODQ1ZjgwZjRhNGNiMWM4M2IwNTQ5Y2JlZWFmMjg2OGFjZWMyNWI6cDpU)

 

 

Background

TEAM plc is building a new wealth, asset management and complementary
financial services group. With a focus on the UK, Crown Dependencies and
International Finance Centres, the strategy is to build local businesses of
scale around TEAM plc's core skill of providing investment management
services. Growth will be achieved via targeted and opportunistic acquisitions,
through team and individual hires, through collaboration with suitable
partners, and organic growth and expansion.

Globaleye results

Figures in the table below are taken from the unaudited management accounts
for the Globaleye group.

 $'000               Year ended 31 December 2022
 Gross income        10,096
 Profit before tax   144
 Client AuA & I      $900 million
 Net assets          1,200

Figures in the table below are an illustrative representation of the Group's
expectation for the acquired business in a full financial year.

 Figures in $'000   Illustrative full year
 Gross income       9,000
 Profit before tax  600

The financial illustrations set out in this announcement are illustrative
only, representing reasonable assumptions, based on the financial information
available at the time of the announcement. However, all financial information
provided is subject to change and these illustrations may be different from
the actual financial position. No reliance should be placed on the
illustrations set out in this announcement.

 

END

 

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