REG - Totally PLC - Acquisition of Energy Fit-Pro

TotallyAnnouncement

16/12/2021 07:00

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RNS Number : 8175V  Totally PLC  16 December 2021

 

Prior to publication, the information contained within this announcement was
deemed by the Company to constitute inside information as stipulated under the
UK Market Abuse Regulation. With the publication of this announcement, this
information is now considered to be in the public domain.

16 December 2021

Totally plc

 

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

 

Acquisition of Energy Fitness Professionals Limited

 

The Board of Totally plc (AIM: TLY), a leading provider of a range of
healthcare services across the UK and Ireland, is pleased to announce that the
Company has acquired the entire issued share capital of Energy Fitness
Professionals Limited ("Energy Fit-Pro" or "EFP") (the "Acquisition"). EFP is
a corporate fitness provider established in 1990 to address a gap in the
market for workplace fitness, which has grown to offer a range of services
covering workplace wellbeing. The total consideration payable for the
Acquisition is up to £1.3 million in cash (the "Consideration") paid on a
cash free and debt free basis, with a normalised level of working capital.

Energy Fit-Pro works with a growing number of high-profile organisations
across the UK, including large corporates, central Government departments,
universities, and colleges to provide workplace wellbeing and corporate
fitness services. Energy Fit-Pro's offering includes gym design and gym
management, alongside digital services to support employee wellbeing in the
workplace, focusing on physical and mental wellbeing. Energy Fit-Pro is owned
equally by the two founders, Robert Radford and Alan Gallacher, who will
continue to work in the business following the Acquisition.

The Consideration will be satisfied by the payment of £1.0 million in cash on
completion, satisfied using existing cash resources of the Company, and up to
£0.3 million in cash on a deferred basis based on the audited financial
performance of Energy Fit-Pro for the financial year ending 31 March 2023.

 

The Board welcomes Energy Fit-Pro to the Group, bringing the opportunity to
offer diversification across its existing contracts and enhance its services
targeting workplace wellness, including physical and mental wellbeing
services. The Acquisition also presents the opportunity for the Group to
deliver enhanced digital services, which complement the existing service
offerings of Totally and Energy Fit-Pro, by harnessing the technical
capabilities in both businesses.

 

The Acquisition is one of a number of bolt-on businesses with which the Board
is at an advanced stage of discussions.  The Board is keen to accelerate its
buy and build strategy, utilising the substantial cash balances held by the
Company, to strengthen its proposition and bring further earnings enhancing
opportunities to the Group.

 

Highlights:

 

The Acquisition provides Totally with access to a strong client base and
digital foundation to respond to increasing market demand from employers for
services which support employees with both physical and mental wellbeing
services, in physical locations and online.

 

·    Allows Totally to move into the corporate/workplace wellness
marketplace through Energy Fit-Pro's digital platform 'Health Hub', backed up
by Totally's existing healthcare service offering and expertise.

·    Totally has committed additional funds of up to £500,000 to further
develop Health Hub into a market leading offering.

·    The total consideration for the Acquisition is up to £1.3 million in
cash on a cash free and debt free basis, with a normalised level of working
capital.

·    The Consideration will be satisfied by the payment of £1.0 million
in cash on completion, satisfied using existing cash resources of the Company
with up to £0.3 million being payable in cash on a deferred basis based on
the audited financial performance of Energy Fit-Pro for the financial year
ending 31 March 2023 ("FY2023"). The full achievement of earn out targets for
FY2023 is contingent on Energy Fit-Pro's trading returning back to
pre-pandemic profits.

·    Energy Fit-Pro, like many other businesses, was impacted by UK
Government lockdowns during the COVID-19 pandemic, including enforced closure
of all hospitality and leisure businesses. However, the business exited the
period in a good position underpinned by its strong contract base and the
ability to offer some online services.  The business has also secured
additional contracts for services that are now being mobilised.

 

Background to and reasons for the Acquisition:

 

·    Growing market for physical and mental wellbeing

The onset and ongoing impact of the COVID-19 pandemic has brought about an
increased focus on employee wellbeing, particularly around the impact on
employees' mental health as a result of home-working, bringing isolation for
some and the challenges of home-schooling or financial concerns for others.
Today's workplace continues to be changed by the pandemic.  Hybrid working
has now been widely accepted and likely to become the norm in many industries,
creating new challenges for employers delivering workplace-based wellbeing
programmes and increasing demand for virtual and flexible solutions. The Board
expects demand for these services to grow and is excited by the prospects this
presents and opportunities created as Energy Fit-Pro becomes part of the
Group.

·    Development of a digital footprint aligned with existing services

Mental health and musculoskeletal problems made up more than 25% of sickness
absences in 2020 (ONS data).  Energy Fit-Pro's digital offering, Health Hub,
provides an ideal foundation for a virtual and flexible physical and mental
wellbeing platform with the potential to become a market leader.  The
combination of Energy Fit-Pro's existing mental wellbeing offering and access
to physical health and fitness services, and Totally's background and
expertise in healthcare, including physiotherapy, create a compelling
opportunity to address the growing online wellbeing market opportunity.

 

·    Access to a strong contract portfolio in corporate/workplace

Energy Fit-Pro's contract portfolio includes long-standing, long-term
contracts with major corporate and government employers, as well as a strong
pipeline of new corporate customers as employers look for enhanced services to
support employee wellbeing.  This quality customer base provides Totally with
access to the corporate health and wellbeing market, balancing its existing
strong portfolio of contracts with the NHS and other healthcare providers.
The Acquisition creates further opportunities to expand relationships with
these corporate customers through additional services such as online physio
and virtual GP.  The combination of Energy Fit-Pro's offering in the
corporate market and Totally's expertise in healthcare creates a holistic
offering that can help the employee stay healthy and access expert healthcare
when they need it most.

 

·    Creates new service offering for existing customers

Healthcare professionals continue to work under significant strain created by
staff shortages and increased pressures exacerbated by the COVID-19
pandemic.  The Board strongly believes there is an opportunity to support the
NHS further with a physical and mental health employee offering, giving
healthcare workers priority access to the services they need to recover from
one of the most demanding periods in living memory.

 

Financial information on EFP

For the year ended 31 March 2021, unaudited management accounts for EFP
recorded revenue of £983,708 and a profit before tax of £444,691 (which
includes the impact of both government support and the COVID-19 pandemic).
Unaudited management accounts for EFP showed gross assets as at 31 March 2021
of £987,000.

 

Wendy Lawrence, Chief Executive Officer of Totally, said:

"We are thrilled to announce a new acquisition for Totally as we continue to
deliver on our strategy and expand the Group. This acquisition creates
exciting opportunities to transform the Group further by providing a new
digital solution for many of our existing and planned new services. Totally
will now be able to offer existing clinical, and physical and wellbeing
services as part of a new digital offering to new and existing customers.

 

"Energy Fit-Pro is a very well-regarded business and fits well with our
commitment to delivering quality services that ensure people within the UK and
Ireland have access to the care and support they need. By entering the
corporate market through Energy Fit-Pro's strong existing contract base, we
can further support our traditional customers, such as the NHS, by providing
solutions that keep the population physically and mentally healthy and avoid
the need for in-hospital care where possible.

 

"We are excited by the opportunities that this acquisition offers in a growing
market, as large employers take greater accountability for the health and
wellbeing of their employees.

 

"We continue advanced discussions with a number of other bolt-on businesses to
enhance and strengthen our proposition further. I look forward to updating the
market in due course as we look to build upon Totally's position as a leading
provider of healthcare delivery across the UK and Ireland and expand further
by offering workplace wellbeing solutions."

 

Investor presentation

 

The Company is pleased to announce that Wendy Lawrence, Chief Executive
Officer, and Lisa Barter, Chief Financial Officer, will provide a live
presentation relating to today's announcement, which will take place at
10:00am on Tuesday, 21 December 2021.

The online presentation is open to all existing and potential investors and
will consist of a presentation followed by a Q&A session, held on the
Investor Meet Company platform.

Investors can sign up to Investor Meet Company for free and then click "Add to
meet" Totally plc via

https://www.investormeetcompany.com/totally-plc/register-investor
(https://www.investormeetcompany.com/totally-plc/register-investor)

Investors who have already registered and clicked "Add to meet" Totally plc,
will be automatically invited.

For further information please contact:

 

 Totally plc                                                                020 3866 3330
 Wendy Lawrence, Chief Executive Officer

 Bob Holt, Chairman

 Allenby Capital Limited (Nominated Adviser & Joint Corporate Broker)       020 3328 5656
 Nick Athanas / Liz Kirchner (Corporate Finance)

 Amrit Nahal (Sales & Corporate Broking)

 Canaccord Genuity Limited (Joint Corporate Broker)                         020 7523 8000
 Bobbie Hilliam / Alex Aylen

 Yellow Jersey PR                                                           020 3004 9512
 Sarah Hollins / Henry Wilkinson / Annabelle Wills

 

Notes to editors

Totally plc is a leading healthcare service provider in
the UK and Ireland, working in partnership with the NHS and other
providers to deliver healthcare services through its divisions of Urgent Care,
Planned Care and Insourcing.

 

Totally is committed to pursuing a progressive buy-and-build consolidation
strategy within the fragmented healthcare market and looks to capitalise on
the attractive opportunities that its disruptive service model offers, to
generate value to shareholders.

 

Urgent Care

Totally offers a full range of urgent care services via its
subsidiaries, Vocare and Greenbrook Healthcare, two of the largest urgent
care providers in the UK, including:

 

· NHS 111 services

· Clinical Assessment services

· GP Out-of-Hours services

· Urgent Treatment Centres

 

www.vocare.org.uk (http://www.vocare.org.uk/)

www.greenbrook.nhs.uk (http://www.greenbrook.nhs.uk/)

 

Planned Care

Totally delivers planned care services, which include community based
Out-Patient Services, Referral Management Services, Physiotherapy and Podiatry
Services. It provides these through its planned care subsidiaries, About
Health, Premier Physical Healthcare and Optimum Physiotherapy.

 

www.abouthealthgroup.com (http://www.abouthealthgroup.com/)

www.premierphysicalhealthcare.co.uk
(http://www.premierphysicalhealthcare.co.uk/)

www.optimum-hcs.com (http://www.optimum-hcs.com/)

 

Insourcing

Launched in October 2019, Totally Healthcare provides bespoke insourcing
solutions across multiple specialities to trusts and hospitals in
the UK and Ireland, reducing waiting lists by utilising their spare
capacity outside of normal working hours and at weekends.

 

www.totallyhealthcarelimited.com (http://www.totallyhealthcarelimited.com/)

 

More information on Totally plc can be found at the following
link:  www.totallyplc.com (http://www.totallyplc.com/) .

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