Wilmington plc has acquired the trading assets and assumption of certain liabilities of Financial Research Associates LLC (FRA), a US conference and networking provider of specialist events in healthcare and finance, for a maximum consideration of up to $20.6m (£13.2m).
Wilmington is acquiring FRA from its founding management team, who will continue in the business. The acquisition comprises a net initial consideration of $13.0m (£8.3m) in cash with two deferred cash consideration amounts of $1.5m each payable on 1 July 2016 and 1 July 2017 conditional upon the continued employment of the management team. Further deferred consideration of up to $4.6m is potentially payable in cash subject to FRA achieving challenging revenue and profit targets in the two financial years ended 30 June 2016 and June 2017 respectively.
FRA, was established in 2001 and is managed by Lori Medlen, CEO and Ellen Wofford, COO. The business has a successful portfolio of over 80 specialist events, focussed on finance and healthcare. FRA has 47 employees based in two offices; Charlotte, North Carolina and Santa Cruz, California.
In the twelve month period ending 31 December 2014, revenue for FRA was $10.5 million. The business made an adjusted profit before interest, amortisation and taxation of $2.6 million and had gross assets of $1.4 million. At 30 June 2015 the value of assets and of certain liabilities acquired resulted in a net liability of $0.4 million.
Commenting on the acquisition, Pedro Ros, Chief Executive Officer of Wilmington, said:
“FRA is a quality business with excellent market positions supported by an entrepreneurial and ambitious management team. This earnings enhancing acquisition provides Wilmington with new networking opportunities and capabilities within our Finance and Healthcare areas.
We are delighted that Lori, Ellen and the rest of the FRA team are joining Wilmington at this exciting time in our evolution. The acquisition will also strengthen our base in North America as we look to further internationalise our business.”
UK, London & USA, Charlotte, NC and Santa Cruz, CA