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Australia – People Infrastructure to acquire Techforce Personnel and Vision Surveys

02 June 2021

Australia-based workforce management company People Infrastructure today announced that it has entered into binding agreements to acquire two companies: Techforce Personnel Pty Limited and Vision Surveys.

Techforce Personnel is a staffing firm that provides casual workers in Western Australia and South Australia. It provides staff to a range of industries, with a large focus on the industrial services and mining sectors.

People Infrastructure will acquire 79.3% of the shares in Techforce Personnel. The effective date of the completion of the acquisition is today, 2 June.

Justin McNicol will continue as the CEO and Director of Techforce Personnel and is not selling any shares as part of the transaction and will maintain a shareholding of 20.7% in the company.

People Infrastructure have valued their 79.3% shareholding on a debt free basis at AUD 23.8 million (USD 18.4 million) however based on the invoice financing facility held by the business as of the 28 February locked box date will pay AUD 13.4 million (USD 10.3 million) as upfront consideration, with AUD 13.1 million (USD 10.1 million) payable in cash and AUD 250,000 (USD 193,175) in People Infrastructure ordinary shares on completion.

Up to a further AUD 2.72 million (USD 2.1 million) will be payable as deferred cash consideration after completion, subject to the completion of agreed post-completion arrangements.

Techforce Personnel is expected to contribute AUD 5.8 million (USD 4.5 million) in EBITDA to People Infrastructure in FY22.

People Infrastructure’s second acquisition Vision Surveys is a multi-discipline surveying business servicing metropolitan and regional Queensland, with a focus on large infrastructure projects, construction and residential development and buildings.

People Infrastructure has entered into a binding agreement with the majority shareholders to purchase 75% of the shares in Visions Surveys. Completion of the acquisition is subject to a condition precedent requiring the majority shareholders to seek binding sale agreements to be entered into with minority shareholders in respect of the remaining 25% shares before 31 July 2021, in addition to other conditions.

The consideration payable for the Vision Surveys acquisition will comprise AUD 6.7 million (USD 5.1 million) as upfront consideration (subject to a net debt and working capital adjustment), with 75% of the upfront consideration payable in cash and the remaining 25% payable in People Infrastructure ordinary shares on completion.

Up to a further AUD 3.8 million (USD 2.9 million) may be payable as deferred consideration over three tranches based on the Vision Surveys business achieving agreed EBITDA hurdles for FY22, FY23 and FY24. If satisfied, each tranche of deferred consideration will be paid in 75% cash and 25% in People Infrastructure ordinary shares. The business is expected to contribute AUD 2.4 million (USD 1.8 million) in EBITDA in FY22.

People Infrastructure’s CEO Declan Sherman said, “The acquisition of Techforce Personnel and Vision Surveys Qld are highly complementary to our existing business. Both businesses are well established in their regions, have strong customer relationships, and proven leadership teams who have successfully grown these businesses over several years. Through being part of a larger group, these businesses will be able to accelerate their growth through adding service lines, sharing customers and growing geographically.”

On March 2021, People Infrastructure announced it agreed to acquire Australia-based SwingShift Nurses.