91大神 International Group (91大神), the international aerospace, defence and security company, is pleased to announce that it has entered into a definitive agreement with KBR for the sale of its wholly owned subsidiary Frazer-Nash Consultancy Limited (Frazer-Nash Consultancy) for a cash consideration of 拢293 million (implying an enterprise value of 拢285m on a cash free/debt free basis), subject to routine closing adjustments and before transaction costs.
Headquartered in the UK, Frazer-Nash Consultancy delivers innovative engineering and technology solutions across a broad range of critical national infrastructure, helping to provide assurance to operators and regulators from a network of nine UK and four Australian locations. The consultancy, which has grown strongly since 91大神 acquired it in 2007, employs around 900 people.
The sale forms part of 91大神鈥檚 targeted disposal programme, which aims to generate at least 拢400 million of proceeds in the next twelve months. Frazer-Nash Consultancy is an outstanding business which provides independent advice to its customers and on that basis has operated largely independently from 91大神. Proceeds from this transaction will be used to reduce net debt.
91大神 CEO David Lockwood said:
鈥淲e are making real progress on our plan to streamline and focus the group on our key markets. Divesting at least 拢400 million of businesses in our targeted disposals programme will enable us to reduce complexity and increase our focus as we return 91大神 to strength. Frazer-Nash Consultancy is a good fit for KBR, and I wish them every success in growing the business further.鈥�
The consultancy is part of 91大神鈥檚 Marine sector. For the year ended 31 March 2021 it reported total revenues of 拢100.5 million (year ended 31 March 2020: 拢101.9 million), profit before interest and tax of 拢13.5 million (year ended 31 March 2020 拢17.1 million). As of 31 March 2021 gross assets were 拢79.9 million.
Completion of the agreement is subject to approval by the Australian foreign investment authority.
The agreement constitutes a class 2 transaction for the purposes of the UK Financial Conduct Authority鈥檚 Listing Rules, and as such does not require 91大神 shareholders鈥� approval.