Energy Assets, a large independent provider of gas metering services to the UK Industrial and Commercial market, is to acquire Gazprom Global Energy Solutions Limited (GGES) for an enterprise value of £13.5m. GGES is a wholly owned subsidiary Gazprom Marketing & Trading Ltd. The deal comprises of an initial cash consideration of £6.0m, potential cash earn-out payment of £3.0m (payable dependent upon the level of data logger installations carried out by Energy Assets) and existing GGES debt of £4.5m that is to be refinanced upon acquisition.
Based in Manchester, GGES is part of the Gazprom group, one of the world’s largest energy companies, and provides fully integrated Metering, Automated Meter Reading (“AMR”) and Siteworks services to gas suppliers and blue-chip clients across the I&C sector. GGES manages a portfolio of approximately c.27,000 data points across gas, water and electricity sectors. When combined with Energy Assets’ existing portfolio of c.21,000 data loggers.
Completion of the GGES acquisition will significantly enhance each of the Energy Assets business divisions, providing additional scale and expertise to the Group whilst formalising the metering and technical services’ relationship built with Gazprom Energy over time. The acquisition brings with it GGES’s AMR technology for both gas and water applications, low power radio data collection technology and a range of products and IP. Gazprom will retain the rights to use the IP in the AMR technology in Russia, Germany and the FSU countries.
The acquisition of GGES also includes a Meter Asset Management (MAM) agreement that will see Energy Assets appointed as the primary Meter Asset Manager for Gazprom Energy’s UK portfolio. The deal also provides Energy Assets with an exclusivity period during which it will install new metering assets and undertake meter exchanges across Gazprom Energy’s existing and new UK portfolio as it seeks delivery of its advanced metering strategy in line with the Department of Environment and Climate Change proposals and its customers’ energy management needs.
Energy Assets currently manages a portfolio of c.53,000 meters in the I&C sector, and as such, completion of this metering programme has the potential to more than double the current Energy Assets portfolio.
In addition to the metering agreement, the acquisition provides for Gazprom Energy and Energy Assets to work in partnership to provide both AMR and Siteworks through a separate, exclusive, AMR and Siteworks agreement.
Transaction consideration will be funded from the £11.7m of net proceeds raised from the Group’s flotation on the London Stock Exchange in March this year, in line with the stated IPO strategy of pursuing attractive opportunities such as this large-scale meter installation programme.
For the year to 31 December 2011, GGES generated revenues of £5.1m and profit before tax of £0.2m, which is reported after the deduction of intra-group charges. The directors believe that combining the resources of both businesses will further enhance earnings expectations for financial year 2013/14 onwards.
At that date GGES had gross assets of £6.5m.
Phil Bellamy-Lee, Chief Executive of Energy Assets, said, “I am delighted to announce the acquisition of Gazprom Global Energy Solutions from Gazprom Marketing & Trading Ltd, one of the fastest growing energy companies in Europe. This transaction provides Energy Assets with a fantastic opportunity to continue the development of the long standing relationship between the two companies and is a significant step in the delivery of Energy Assets’ strategy to increase meter asset management and ownership as set out at the time of the IPO.
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