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Acquisition - Colloquium

REG-Glen Group PLC Acquisition
Released: 30/06/2008

com:20080630:Rnsd8079X
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RNS Number : 8079X  
  
Glen Group PLC  
  
30 June 2008  
  
Glen Group plc ("Glen" or "the Company")  
  
Acquisition of Colloquium Limited ("Colloquium")  
  
Glen Group plc, the Edinburgh based provider of integrated telecommunications 
solutions aimed at the SME market, is pleased to announce that it has acquired 
the entire issued share capital of Colloquium, a public telecommunications 
operator and Internet Service Provider ("ISP") based in Paisley, near Glasgow, 
through its subsidiary Pinnacle Telecom plc ("Pinnacle").   
  
The acquisition of Colloquium was for a total consideration of £100,000 
satisfied in cash from existing Company funds.   
  
Colloquium has its own telecom switch and provides telecommunications voice and 
data solutions, including call provision and line rental, to SME customers. It 
has interconnect arrangements with BT, Virgin Media and THUS. As a registered 
public telecommunications operator, Colloquium has access to its own telephone 
number ranges, both geographic and non-geographic (such as 0845), allocated by 
OFCOM, and is able to port fixed line numbers to and from BT. This gives 
Colloquium more freedom in the market and will allow Pinnacle greater 
flexibility to provide a broader cost effective telecommunications solution to 
its customers. Colloquium is also an ISP, one of the oldest in Scotland, having 
first been established in 1995. It provides a full range of ISP services to the 
SME market. These services include the provision of broadband, hosting services, 
domain name registration and web design and implementation. It has also 
developed its own broadband voice ("VoIP") platform routing telephone calls over 
the internet onto Cisco and other vendor handsets.  
  
The services provided by Colloquium are highly complementary to the focus of 
Pinnacle. Operating its own telecom switch gives Colloquium pricing which, at 
least for certain types of calls, can be more competitive than is available to a 
switchless reseller. With approximately 325 customers, Colloquium also provides 
Pinnacle with the opportunity to cross sell its other telecom solutions, such as 
mobile.   
  
Below are the results of Colloquium for the year ended 28th February 2008 taken 
from the unaudited management accounts for that year. The unaudited figures for 
the year to 28th February 2007 are taken from the unaudited statutory accounts. 
The statutory accounts are prepared under UK GAAP.   
  
 
  INCOME STATEMENT                           Year ended           Year ended          
                                             28th February 2008   28th February 2007  
                                             £                    £                   
  Turnover:                                                                           
  Products and services                      518,292              485,554             
                                                                                      
  Cost of Sales:                                                                      
  Direct costs, including support salaries   (413,432)            (399,455)           
                                                                                      
  Gross Profit                               104,860              86,099              
                                                                                      
  Overheads excluding depreciation           (80,301)             (76,020)            
  Depreciation                               (21,843)             (22,989)            
                                                                                      
  Operating Profit/(loss)                    2,716                (12,910)            
                                                                                      
  Interest (net)                             1,578                1,278               
  Profit/(loss) before taxation              4,294                (11,632)            
  Taxation                                   0                    0                   
  Profit /(loss) retained                    4,294                (11,632)            
                                                                                      
  EBITDA                                     24,559               10,079              
  
  
At completion, one of the two executive directors of Colloquium will have left 
the business but will continue as a part-time consultant for a limited period. 
Had the 2008 results reflected the resultant cost reduction and other known 
adjustments being made post completion, EBITDA would have been not less than 
£50,000. The price paid for the business is therefore approximately two times 
adjusted historic EBITDA without recognising any other cost benefits to the 
wider Pinnacle Group.  
  
Colloquium has no bank debt and has, historically, operated with free cash flow. 
The balance sheets below are taken from the unaudited management accounts as at 
28th February 2008. The unaudited figures as at 28th February 2007 are taken 
from the unaudited statutory accounts.  
  
 
  BALANCE SHEET                      28th February 2008   28th February 2007  
                                     £                    £                   
  Fixed Assets                       86,606               97,406              
                                                                              
  Current Assets                                                              
  Inventories and work in progress   25,023               45,007              
  Trade and other receivables        49,000               13,760              
  Cash and cash equivalents          9,824                51,064              
  Total Current Assets               83,847               109,831             
                                                                              
  Total assets                       170,453              207,237             
                                                                              
  Current Liabilities                                                         
  Trade and other payables           59,823               97,798              
  Other taxes and social security    12,852               11,064              
  Accruals and other payables        4,187                9,078               
                                                                              
  Total Current Liabilities          76,862               117,940             
                                                                              
  Total Liabilities                  76,862               117,940             
                                                                              
  NET ASSETS                         93,591               89,297              
                                                                              
  Represented by:                                                             
                                                                              
  Share capital                      209,033              209,033             
  Share premium                      27,088               27,088              
  Reserves                           97,561               97,561              
  Profit and loss                    (240,091)            (244,385)           
                                                                              
  SHAREHOLDERS' EQUITY               93,591               89,297              
  
  
Commenting today Alan J Bonner, Chief Executive of Glen Group plc, said:  
  
"This is the first acquisition we have completed since announcing recent changes 
to our structure and focus. The acquisition of Colloquium delivers valuable 
expertise, customers, cash flow and cross selling opportunities together with 
the enhanced status of a public telecommunications operator, all at a modest 
cost and we look forward to quickly integrating this business into the Pinnacle 
structure. Going forward, we will continue to seek further acquisition 
opportunities that can add value to our business."  
  
30 June 2008  
  
Enquiries:  
  
 
  Glen Group plc                                       
  Alan J Bonner, Chief Executive   Tel: 0845 119 2100  
                                                       
  Pelham PR                                            
  Alex Walters                     Tel: 02031707435    
                                                       
  Seymour Pierce                                       
  Jonathan Wright                  Tel: 02071078000    
  
  
 
This information is provided by RNS  
  
The company news service from the London Stock Exchange  
  
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