Reseller Alternative Networks has announced the early conclusion of earn-out arrangements regarding its acquisition of Integrated Communications for Business on 10 October 2005. The conclusion of the earn-out reduces the total deal consideration to £6.2 million, from a previous maximum total amount of £11 million. Furthermore, the deal will accelerate the full integration of ICB.
The ICB business continues to trade in line with expectations, and will result in a significantly higher return on Alternative Networks’ investment.
The accelerated integration, which specifically involves integrating the management of the telesales, sales and client management teams into Alternative Networks, also includes the immediate departure of the two founding directors of ICB and is expected to generate an additional £0.3m of annualised cost savings over and above those previously announced.
Alternative Networks has reached an agreement with the selling shareholders of ICB, under which it will pay £160,000 in cash to complete the earn-outs with no further deferred consideration payable. This agreement has been concluded with selling shareholders holding 99.7% of the original ICB shares. The previous earn-out arrangements were for a total of up to £5 million, of which £3 million was in cash and £2 million was in Alternative Networks shares, payable in two periods ending 31 December 2007. As a result of the conclusion of the earn-out, there is expected to be no issue of shares and there will be a corresponding uplift to forecast fully diluted earnings per share.
James Murray, Chief Executive of Alternative Networks, said: “This has helped clarify what we always believed was a very good deal for Alternative. ICB was our largest acquisition to date and is making an encouraging contribution to our business in terms of sales reach, turnover and profit generation. We are pleased to have come to an agreement less than seven months after completion with the selling shareholders and the two founder directors of ICB, which both enables them to pursue other business interests and enables us to accelerate the integration process. The reduced earn-out payments, combined with the earlier than planned full integration, are clearly very positive for Alternative moving forward.”