REG-Matchtech Group PLC Admission to AIM

Released : 27/10/06 07:00

                                                                                                                       .
RNS Number:1234L 
Matchtech Group PLC 
27 October 2006 
 
 
 
27 October 2006 
 
 
                              MATCHTECH GROUP PLC 
 
                          ADMISSION TO TRADING ON AIM 
 
 
Matchtech Group plc ("Matchtech" the "Group" or the "Company"), the fast-growing 
technical recruitment group, announces that following a successful placing, its 
shares have today been admitted to trading on AIM under the ticker symbol MTEC. 
 
 
Highlights 
 
   - Based on the Placing Price of 310p per Ordinary Share and on 22,420,406 
     Ordinary Shares in issue, Matchtech has a market capitalisation of £69.5 
     million on Admission (£72.4 million including outstanding EMI options*); 
 
   - The Placing raised £22.0 million before expenses for the selling 
     shareholders; no new money was raised for the Group; 
 
   - On Admission, 31.7% of the Group's issued share capital is held by 
     institutional investors and 53.2% by the Group's Directors; 
 
 
Arbuthnot Securities Limited is Nominated Adviser and Broker to Matchtech. 
 
 
* On Admission, EMI options over 946,026 Ordinary Shares will remain unexercised 
under the Existing Share Scheme 
 
 
Background on Matchtech 
 
Matchtech specialises in the provision of contract and permanent staff in the 
Engineering, Built Environment and Support Services sectors across the UK. 
 
It was established in 1984 and has grown organically to become the UK's 4th 
largest technical and engineering recruitment specialist and one of the UK's 20 
largest recruitment companies (Source: Recruitment International Top 100 Report 
- August 2006). 
 
The candidates placed by Matchtech are supplied to clients through a variety of 
client relationships, from contingency-based placements through to master vendor 
contracts. The Engineering and Built Environment recruitment markets are being 
driven and are underpinned by the demand for qualified project and contract 
staff needed for the design, construction, management and maintenance of 
long-term capital assets and infrastructure projects funded by both the private 
and public sectors. 
 
Operating from a single site near Southampton, Matchtech provides predominantly 
professionally-qualified candidates to clients in a broad range of industries 
including oil and petrochemicals, marine, aerospace, water, electronics, civil 
engineering, building structures and transport infrastructure. It structures its 
business across three main sectors: Engineering, Built Environment and Support 
Services. 
 
 
Summary financial information 
 
Set out below is a summary of the Group's financial information for the three 
years ended 31 July 2006: 
 
                           Year ended          Year ended          Year ended 
                         31 July 2004        31 July 2005        31 July 2006 
                               £000's              £000's              £000's 
 
Turnover                       94,828             124,149             158,128 
Gross profit (NFI)             13,172              16,953              21,039 
Operating profit                4,470               5,971               8,392 
Profit before tax               4,078               5,465               7,843 
Profit after tax                2,760               3,665               5,745 
 
 
The Group's financial information for the three years ended 31 July 2006 has 
been prepared under UK GAAP and has been adjusted to take account of FRS 20 
'Share-based Payment'. 
 
Net Fee Income ("NFI") in the year ended 31 July 2006 of £21.0 million was 24.1 
per cent. up on the previous year, and represented a gross margin of 13.3 per 
cent. Operating profit in the year ended 31 July 2006 was 40.5 per cent. up on 
the previous year, and represented a conversion rate on NFI of 39.9 per cent. 
 
 
Current trading and prospects 
 
Trading since the end of the last financial year has been in line with the 
Directors' expectations, with the Group continuing to see strong demand for its 
services from clients as well as the presence of a number of new business 
opportunities. Consequently, the Directors view the Group's future with 
confidence. 
 
 
Placing statistics 
 
Placing Price                                                               310p 
 
Number of Sale Shares placed on behalf of the Selling 
Shareholders                                                           7,103,602 
 
Number of Ordinary Shares in issue immediately following 
Admission*                                                            22,420,406 
 
Percentage of the Company's issued share capital placed pursuant   
to the Placing                                                    31.7 per cent. 
 
Market capitalisation of the Company at the Placing Price on        
Admission                                                          £69.5 million 
 
AIM symbol                                                                  MTEC 
 
 
* On Admission, EMI options over 946,026 Ordinary Shares will remain unexercised 
under the Existing Share Scheme 
 
 
 
For further information please contact: 
 
Matchtech Group plc                                                 01489 898989 
George Materna, Chairman 
Paul Raine, Managing Director 
Tony Dyer, Finance Director 
 
Arbuthnot Securities Limited                                       020 7012 2000 
Andrew Fullerton / Ian Williams 
 
Hogarth Partnership (for Matchtech)                                020 7357 9477 
John Olsen / James Longfield / Fiona Noblet 
 
 
Further information on Matchtech attached. 
 
 
 
FURTHER INFORMATION ON MATCHTECH 
 
(The following is a summary of information contained in the Admission Document, 
copies of which are available from Arbuthnot Securities Limited, Arbuthnot 
House, 20 Ropemaker Street, London EC2Y 9AR) 
 
 
1. The technical recruitment sector 
 
The UK recruitment sector is a large, diverse market which is highly fragmented 
and competitive. According to Recruitment and Employers Confederation's Annual 
Recruitment Industry Survey 2004/5 ("REC Survey 2004/5"), the UK recruitment 
market was worth £23.5 billion in 2004/5 in terms of sales (including temporary 
workers' and contractors' salaries). 
 
Within the UK recruitment market, the technical and engineering recruitment 
market is estimated to be worth approximately £3.2 billion1, representing some 
13.7 per cent. of the overall market. According to the REC Report on Jobs (the 
"REC Report")2, over the past eighteen months demand for temporary/contract 
staff within the Engineering/Construction sector (the sector within the REC 
Report most closely aligned with the Group's activities) has grown each month 
and, each month, has registered the highest increase of all of the eight sectors 
which the REC Report covers. 
 
The Group is predominantly exposed to technical and engineering recruitment 
markets. A key underlying driver of the performance and growth of the technical 
market relates to long-term capital asset and infrastructure projects within 
both the private and public sectors. The Directors believe that the Group is 
well-placed to benefit from these long-term projects, and is able to address the 
changing nature of staffing requirements across specific projects' life cycles 
(including planning, design, build, commissioning, operation and maintenance). 
 
 
1 Source: REC Survey 2004/5 
 
2 Source: Based on REC Report on Jobs monthly reports between October 2005 and 
September 2006. The sectors covered by the REC Report on Jobs are: Secretarial & 
Clerical; Accounting & Finance; Executive & Professional; Computing & IT; Blue 
Collar; Engineering/Construction; Hotel & Catering; and Nursing/Medical/Care. 
 
 
2. Business Overview 
 
Matchtech operates through three main sectors: Engineering, Built Environment, 
and Support Services. 
 
 
Engineering 
 
The Engineering sector is the largest of the three sectors within the Group and 
in the year ended 31 July 2006 generated 56 per cent. of the Group's NFI. The 
Engineering sector addresses the demand for qualified and skilled engineers to 
work on projects across six divisions: Offshore and Marine, Aerospace & 
Automotive, Process & Scientific, Electronics & Software Systems, Water, and 
Production & Skilled Trades. 
 
Clients include Devonport Royal Dockyard, VT Group, GKN, Meggitt, suppliers to 
the Formula One industry, a number of luxury car manufacturers, JCB, ExxonMobil, 
Cardinal Health and Severn Trent Water. 
 
The Engineering sector has demonstrated strong growth, having increased its NFI 
from £7.6 million in the year ended 31 July 2004 to £11.9 million in the year 
ended 31 July 2006 and operating profit from £2.9 million to £5.2 million in the 
same period. The growth has been largely driven by the demand for engineers in 
long-term capital asset and infrastructure projects in both the private and 
public sectors. The Directors believe that Matchtech has gained market share as 
a result of being able to meet the recruitment requirements of its clients, 
providing good candidates ahead of its competitors, broadening client 
relationships and successful marketing to new clients. 
 
The requirements for engineers from Matchtech's clients often stretch across a 
specific project's life cycle (including planning, design, build, commissioning, 
operation and maintenance), with the type of placements required changing 
throughout the project's life. As a result, the majority of placements within 
the sector are contract based, with 78 per cent. of the sector's NFI in the year 
ended 31 July 2006 being generated through the placement of contract personnel. 
 
 
Built Environment 
 
The Built Environment sector specialises in the provision of white collar 
engineers to the construction, civil engineering and building design industries. 
Clients include Transport for London, Atkins, Buro Happold, Mouchel Parkman and 
Bovis Lend Lease. 
 
The sector's NFI has grown from £3.2 million in the year ended 31 July 2004 to 
£4.5 million for the year ended 31 July 2006 and operating profit has increased 
from £1.1 million to £2.1 million in the same period. This growth has been the 
result of close relationships with leading engineering consultancies in the 
design arena, the number of construction projects being undertaken throughout 
the UK and Matchtech's access to skilled candidates in a sector with 
acknowledged skills shortages. 
 
Demand for engineers within the building and construction sectors has been 
driven by growth in the commercial market and the expansion of public sector 
investment in large infrastructure projects. The Group has benefited from this 
growth through a broad range of relationships with a number of key participants, 
contractors and sub-contractors in the sector. 
 
 
Support Services 
 
The Support Services sector provides complementary recruitment services to the 
Group's technical client base and is developing new markets for the Group in 
various related specialisms. 
 
The services provided by the Support Services sector include the provision of 
recruitment services across five divisions: Information Technology, Procurement 
& Supply Chain, Sales & Marketing, Human Resources & Training and a Managed 
Services Division focused on the outsourcing of vacancies not covered by 
Matchtech to second tier agencies under master vendor contracts. 
 
The Support Services sector has experienced rapid growth, having increased NFI 
from £2.5 million in the year ended 31 July 2004 to £4.6 million in the year 
ended 31 July 2006 and more than doubling its operating profit from £0.5 million 
to £1.2 million in the same period. The growth has been driven by increased 
penetration in cross selling complementary services to clients in the 
Engineering and Built Environment sectors and through the development of a new 
client base outside the Group's traditional technical areas. 
 
The Support Services sector has also managed to win significant new business 
outside the traditional technical recruitment market, including with Friends 
Provident, Skandia Life Assurance, Bovis Lend Lease and BAT. 
 
In contrast to the other two sectors within the Group, the split between 
contract and permanent placements within the Support Services sector is broadly 
even. This is largely as a result of the nature of candidate roles being filled, 
and also reflects the Group's strategy of fulfilling permanent placements as a 
means of establishing and developing contract client relationships. 
 
 
Client relationships 
 
Matchtech provides contract and/or permanent recruitment services to its clients 
through three main types of relationships: contingency; preferred supplier; and 
master vendor contracts. The Directors view the balance between the three types 
of relationships achieved in the year ended 31 July 2006 as attractive and plan 
to maintain an appropriate balance in future years. 
 
Matchtech has a broad and balanced mix of clients from SMEs to large 
multinational companies across its three operating sectors and the Directors 
believe it is not overly dependent on any one client. In the year ended 31 July 
2006, the Group's two largest clients each represented approximately 6 per cent. 
of the Group's NFI and have been clients of the Group since 1996 and 2000 
respectively. 
 
 
Candidates 
 
Matchtech has an extensive candidate database of over 370,000 candidates, which 
principally comprises white collar engineers with specific skills and 
qualifications. Candidates are typically sourced through the internet, alongside 
other more traditional routes, including the press, sector journals and 
publications and referrals. The Company also places an importance on graduate 
recruitment of candidates and has a graduate recruitment team which attracts 
engineering and built environment graduates direct from universities on behalf 
of clients. 
 
 
Group infrastructure 
 
Single site 
 
Matchtech operates from a single site between Southampton and Portsmouth. This 
comprises an 18,500 square foot office building together with immediately 
adjacent 11,500 square foot office space that the Group has recently secured to 
accommodate the increasing scale of the business. In addition, the Group also 
has on-site representation at certain client locations as part of its master 
vendor contracts. 
 
The Directors believe that the single-site model is a key differentiator of the 
Group's business model, providing it with a number of significant advantages 
over many of its multi-site competitors in the technical recruitment market, 
including: 
 
 
   - an increased opportunity for cross-selling additional services to 
     clients; 
 
   - improved speed of decision making, enabling staff to provide an improved 
     service to clients and candidates; 
 
   - enhanced management of staff, training and career development; 
 
   - greater control of processes, resulting in productivity benefits; and 
 
   - operational efficiencies in support and infrastructure functions. 
 
 
The Directors believe that, as a result of the contract-based nature of the 
technical recruitment market in the UK and the increasing role of information 
technology in delivering services to both candidates and clients, Matchtech is 
able to provide effective recruitment services throughout the UK from its 
single-site location. 
 
 
IT systems and support 
 
As part of Matchtech's continuing focus on delivering effective and efficient 
services, the Group has developed, in-house, an IT system to address the 
specific requirements of its business, integrated to payroll and accounts 
software. The systems allow staff quickly and effectively to search the Group's 
candidate database, enabling them to respond promptly and accurately to a 
client's requirements. 
 
Matchtech's single-site location allows the business to operate with a 
relatively small IT support and maintenance team and the Directors believe that 
the Group's IT strategy gives Matchtech an ongoing competitive advantage over a 
number of competitors, as well as a secure and efficient platform from which the 
business can operate. 
 
 
Staff 
 
Alongside the Group's significant focus on its recruitment processes, a further 
key element of Matchtech's success has been its ability to retain key staff 
members. In the year ended 31 July 2006, total staff turnover was under 20 per 
cent. Furthermore, among Executive Directors and the Senior Management, there 
have been no departures in the last three years, and their average length of 
service with the Group (and its predecessor businesses, Matchmaker Personnel and 
Matchtech Engineering) is 11 years. 
 
The Directors believe that the high staff retention rate arises from a clearly 
laid out career path, which the Directors believe is improved by the single-site 
location and the broader promotion opportunities this affords staff. The Group 
also has in place an incentivisation programme utilising both bonus schemes and 
share-awards to align employees' remuneration to their contribution to the 
overall performance of the Group. 
 
Following Admission, the employees (excluding Directors) will own 9.7 per cent. 
of the issued share capital of the Company, will have EMI options over a further 
856,020 Ordinary Shares and LTIP awards over 203,386 Ordinary Shares. 
 
 
3. Board of Directors 
 
The Board of Matchtech has extensive knowledge of the recruitment market with 
over 115 years' experience of the industry. The Board comprises a Chairman, 
three Executive Directors and three non-executive Directors as follows: 
 
George Materna, aged 53, Chairman, has 30 years' experience of the recruitment 
industry, and is the founder of Matchtech, having founded Matchmaker Personnel 
in 1984 and Matchtech Engineering in 1990 before combining the two businesses in 
2002 to form Matchtech. He is a fellow of the Chartered Institute of Personnel 
and Development. 
 
Paul Raine, aged 46, Managing Director, joined Matchtech in 1990 and was 
instrumental in establishing Matchtech Engineering, having had eight years' 
sales experience in the construction industry after graduating from Southampton 
University. Paul was appointed Managing Director of Matchtech Engineering in 
1998, and played a key role in helping to combine the two businesses. He was 
subsequently appointed Managing Director of the Group in 2002 to oversee the 
day-to-day management of the business and the implementation of new initiatives 
and strategies across the Group. 
 
Adrian Gunn, aged 41, Sales Director and Deputy Managing Director, joined 
Matchtech in 1988 as a recruitment consultant and was appointed a divisional 
director in 1998. He was appointed to the Board in 2004 as Business Development 
Director and took on his current role as Group Sales Director in 2005. Adrian 
oversees the major client relationships of the Group and plays a key role in 
ensuring the divisional heads develop and win new clients. 
 
Tony Dyer, aged 37, Finance Director, is a Fellow of the Chartered Institute of 
Management Accountants. Tony qualified as a Chartered Management Accountant in 
1995 before joining Matchtech in 1996 as a management accountant. Following a 
period as financial controller, he was appointed to the Board as Finance 
Director in 2004. 
 
Andy White, aged 50, Non-executive Deputy Chairman, is a chartered engineer, a 
fellow of the Royal Institute of Naval Architects and a member of the Royal 
Aeronautical Society. Andy formed Matchtech Engineering with George Materna in 
1990, having previously had a number of years experience in the marine sector. 
 
Ric Piper, aged 54, Non-executive Director, qualified as a Chartered Accountant 
in 1977 and has held a number of senior finance roles within leading UK 
companies including ICI, Citicorp and Logica, becoming Finance Director of 
Logica (UK) in 1990. He was Group Finance Director of WS Atkins plc from 1993 to 
2002, being closely involved in its successful London Stock Exchange flotation. 
He was Senior Independent Director of Synstar from 1999 to 2004. Since 2003 he 
has been involved at board level advising on the growth and development of 
several companies, including various listings on AIM. He is currently Chairman 
of Granby Oil & Gas plc and HLBBshaw Group plc. 
 
Stephen Burke, aged 46, Non-executive Director, has over 25 years' experience in 
the recruitment industry having joined Michael Page in 1981 after graduating 
from Durham University. He was appointed as a Director of Michael Page 
International in 1988 with responsibility for development of overseas businesses 
in the Netherlands and Germany. He returned to the UK in 1996 and held two 
divisional Managing Director roles before being appointed Managing Director of 
Michael Page in the UK and a Director of Michael Page International plc in 2001 
until 2005. 
 
 
4. Summary: Key strengths 
 
Matchtech has developed into a leading UK technical recruitment company. The 
Directors believe the key strengths of the Group are: 
 
  - strong track record of organic growth - the Group has achieved organic 
    growth in NFI of 21.6 per cent. compound between the years ended 31 July 
    1997 and 31 July 2006. NFI and operating profit compound annual growth of 
    26.1 per cent. and 37.0 per cent. respectively have been achieved during the 
    period between the years ended 31 July 2004 and 31 July 2006; 
 
  - experienced management team and high staff retention - key to the 
    success of the business and its organic growth record has been the 
    experience of the management and an ability to attract and retain high 
    quality staff. The Group has developed and implemented incentive schemes for 
    its employees which will continue to align their interests with those of 
    shareholders; 
 
  - resilient, contractor-driven business with effective permanent 
    recruitment strategy targeting sectors with long-term investment horizons - 
    the Group is focused on the technical recruitment market, with growth being 
    driven and underpinned by investment in long-term capital asset and 
    infrastructure projects funded by both the private and public sectors; 
 
  - broad spread of clients and sectors, with many long-standing 
    relationships - the Group has developed long-term relationships with a broad 
    mix of large and small clients involved in private and public sector work 
    through a variety of contracts. The Directors further believe that the Group 
    has no over-reliance on any single client, with the Group's top two and top 
    20 clients generating only 12 per cent. and 35 per cent. of NFI in the year 
    ended 31 July 2006 respectively; 
 
  - effective systems and processes, covering the UK from a single site with 
    considerable growth potential - the Group addresses the UK technical 
    recruitment market from a single site enabling it to offer the full range of 
    client services from an efficient base and better career opportunities and 
    environment for its employees; and 
 
  - business balance providing stability, growth and cash generation for 
    shareholders - the Group has delivered considerable organic growth and cash 
    generation for its shareholders. 
 
 
 
                                 DEFINITIONS 
 
"Admission"               the admission of the Ordinary Shares to trading on  
                          AIM becoming effective in accordance with the AIM  
                          Rules 
 
"AIM"                     the market of that name operated by London Stock  
                          Exchange 
 
"AIM Rules"               the rules of AIM governing admission to and the  
                          operation of  AIM for AIM companies and their  
                          nominated advisers as published  by London Stock  
                          Exchange from time to time in relation to AIM  
                          traded securities 
 
"Board" or "Directors"    directors of the Company 
 
"Company" or "Matchtech"  Matchtech Group plc and where the context requires,  
                          all or any of its subsidiaries 
 
"EMI"                     Enterprise Management Incentive 
 
"EMI options"             options granted by the Company to employees under  
                          the Existing Share Scheme, with applicable tax and  
                          national insurance benefits 
 
"Existing Share Scheme"   the share incentive arrangements adopted by the  
                          Company on 2 December 2002, including the EMI option  
                          scheme 
 
"Group"                   the Company and all or any subsidiaries 
 
"Ordinary Shares"         the ordinary shares of £0.01 each in the capital of  
                          the Company to be admitted to trading on AIM (and  
                          "Ordinary Share" shall be construed accordingly) 
 
"Placing"                 the conditional placing by Arbuthnot on behalf of  
                          the Selling Shareholders of the Sale Shares pursuant  
                          to the Placing Agreement and the Selling Shareholder  
                          Placing Deeds 
 
"Placing Agreement"       the conditional agreement dated 23 October 2006  
                          between the Company, the Directors and Arbuthnot,  
                          relating to the Placing 
 
"Placing Price"           310p per Sale Share 
 
"Sale Shares"             the 7,103,602 Ordinary Shares to be sold to Placees  
                          under the Placing pursuant to the Placing Agreement  
                          and the Selling Shareholder Placing Deeds 
 
"Selling Shareholders"    the Shareholders who are selling Ordinary Shares in  
                          the Placing pursuant to the Placing Agreement and the  
                          Selling Shareholder Placing Deeds, 
 
"Selling Shareholder      Placing the conditional agreements dated 23 October  
Deeds"                    2006 between the Selling Shareholders (other than the  
                          Directors) and Arbuthnot, relating to the Placing of  
                          such Selling Shareholders' Sale Shares 
 
 
 
 
                      This information is provided by RNS 
            The company news service from the London Stock Exchange 
 
END 
MSCDQLFLQBBZFBV