Cardiff-based workforce health and safety training provider Astutis has been acquired by Wilmington plc in deal worth up to £21.5m. The deal, advised on by Gambit Corporate Finance, was for an initial consideration of £16.8m, with contingent consideration of up to £4.7m based on Astutis' performance in each of the two years ending 30 June 2025 and 30 June 2026.
The total consideration will be financed from the Group's existing cash resources. The acquisition is expected to be earnings enhancing in the first full year of ownership.
In the 12-month period ended 30 June 2023, Astutis reported unaudited revenues of £7.4m, up 25% year-on-year and has demonstrated a strong track record of organic growth over a number of years. Profit before tax during the period was £2m with gross assets of £5.3m, including intangible assets.
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Established in 2011 by Steve Terry, Brenig Moore and David Lea, Astutis has become a leading provider for workforce health and safety training, employing over 50 employees. Mr Terry and Mr Moore will remain with the business following the deal.
Wilmington is a provider of data, information, education and training services in the global governance, risk and compliance markets with offices in London, Plymouth, Birmingham and Leicester, as well as a presence in France, US and Middle East/Asia. The company said the acquisition is part of its strategy to focus on consolidating its already strong presence in the growing and rapidly evolving governance, risk and compliance markets.
These markets are underpinned by strong macro drivers, particularly the increasing volume and enforcement of regulation, complex geopolitical landscape, increased importance of ESG and widespread adoption of technological and data-driven compliance solutions.
Astutis strengthens Wilmington's portfolio of GRC training and education solutions by expanding its capabilities into the health, safety and environmental markets.
Mark Milner, chief executive officer of Wilmington, said: "The acquisition of Astutis, which is earnings enhancing, is consistent with our strategy in the GRC market to broaden and strengthen our training and education capabilities.
"Astutis embodies all of our six key business characterises in that it operates in growing GRC focussed regulated markets, has a strong and experienced management team, a comprehensive products suite, growing revenues and profits, and excellent digital capabilities.
"At the heart of our focus is our ambition to help our customers, who are operating in increasingly regulated markets, to do the right business in the right way, by providing a complementary range of information & data and training & education solutions.
“Astutis' business model and core capabilities are a natural fit with our Training & Education division and will be highly complementary to our portfolio adding expertise within the Health, Safety and Environmental markets."
Founder shareholder of Astutis and partner at Gambit Geraint Rowe said: “We are delighted to have acted for the shareholders of Astutis on this transaction which further highlights Gambit’s strong credentials in the Recruitment and Training space where we are regarded as one of the Ƶ’s leading advisers.
“This successful outcome is testament to Gambit’s deep sector knowledge, understanding of the buyer landscape and our track record in delivering M&A advisory services which exceed shareholder expectations.”
Gambit director Simon Marsden said: “We are seeing particularly strong appetite for high quality assets in the Education and Training space and expect to see further consolidation in the sector. We are already working with a number of other clients to help them achieve their strategic objectives, which augurs well for the continued growth of our credentials in the sector.”
