Acquisition of Ventair Pty Limited

Strengthens our market position in the Australasian region

Volution Group plc (“Volution” or “Volution Group”, LSE: FAN), a leading supplier of ventilation products to the residential and commercial construction markets, is pleased to announce that it has acquired Ventair Pty Limited (“Ventair”), a leading specialist supplier of high quality, air movement products to the Australian residential ventilation market. Ventair’s head office is in Melbourne, Australia and it has warehouses in Melbourne, Brisbane and Perth. Ventair sells to electrical wholesalers and retail distribution partners who together have over 2,000 outlets nationally.

Financial consideration

The acquisition was on a debt free, cash free basis for an initial cash consideration of AUS$ 19.2 million (approximately £10.4 million), funded from Volution’s existing cash and banking facilities. A further amount of deferred cash consideration of up to AUS$ 7.7 million (approximately £4.2 million) may be payable, contingent on Ventair’s earnings before interest, tax, depreciation and amortisation (“EBITDA”) for the year ending 31 July 2020.

In the financial year ended 30 June 2018, Ventair generated revenue of AUS$ 18.4 million (approximately £10.0 million). Reported profit before tax was AUS$ 2.1 million (approximately £1.1 million), and gross assets were AUS$ 12.0 million (approximately £6.5 million) as at 30 June 2018.  In the financial year ended 30 June 2018, EBITDA was AUS$ 2.4 million (approximately £1.3 million) and EBIT was AUS$ 2.3 million (approximately £1.2 million).

Volution expects the acquisition to be earnings enhancing and will be reported under Volution’s Ventilation Group division.

Strategic rationale

The acquisition of Ventair is in-line with Volution’s strategy to grow by selectively acquiring value-adding businesses in new and existing markets and geographies, across the residential ventilation market and, where appropriate, in the commercial ventilation market. The integration of Ventair into the Volution Group will provide an opportunity for further growth in the Australasian region and the combination of its product portfolio with that of Simx (New Zealand) will enable us to enhance our offer in both the Australian and New Zealand markets.

The Managing Director, Gary Purcell, who founded Ventair 12 years ago, will lead the business in Australia and report to Ian Borley, Managing Director, Australasia. The combination of Gary Purcell’s knowledge and experience, supported by the strong existing operational management team, creates the right management platform to underpin our ambitious plans for the business.

Commenting on the acquisition, Ronnie George, Chief Executive Officer of Volution, said:

“We are delighted to have acquired Ventair and look forward to welcoming Gary Purcell and his team to the Volution Group. This acquisition is consistent with our stated strategy of making selective value-adding acquisitions and we are excited about the opportunity to enlarge our presence in the Australasian region by introducing additional Volution Group product ranges via established routes to market. The range of Ventair products, coupled with the existing Volution product range, provides us with an attractive and improved portfolio for both the Australian and New Zealand market.  We believe the acquisition will deliver value for our shareholders.”

-Ends-

For further information please contact:

Volution Group plc
Ronnie George, Chief Executive Officer
+44 (0) 1293 441501

Ian Dew, Chief Financial Officer
+44 (0) 1293 441536

Tulchan Communications
James Macey White
David Ison
+44 (0) 207 353 4200

Certain information contained in this announcement would have constituted inside information (as defined by Article 7 of Regulation (EU) No. 596/2014) prior to its release as part of this announcement.

Legal Entity Identifier: 213800EPT84EQCDHO768.

Note to Editors:

Volution Group plc (LSE: FAN) is a leading supplier of ventilation products to the residential and commercial construction markets in the UK, the Nordics, Central Europe and Australasia.

The Volution Group operates through two divisions: the Ventilation Group and the OEM (Torin-Sifan) division. The Ventilation Group comprises 16 key brands - Vent-Axia, Manrose, Diffusion, National Ventilation, Airtech, Breathing Buildings, Fresh, PAX, VoltAir, Welair, Kair, Air Connection, inVENTer, Ventilair, Simx and Ventair, focused primarily on the UK, the Nordic, Central European and Australasian ventilation markets. The Ventilation Group principally supplies ventilation products for residential and commercial ventilation applications. The OEM (Torin-Sifan) division supplies motors, fans and blowers to OEMs of heating and ventilation products for both residential and commercial construction applications in Europe. For more information, please go to: www.volutiongroupplc.com

Cautionary statement regarding forward-looking statements

This document may contain forward-looking statements which are made in good faith and are based on current expectations or beliefs, as well as assumptions about future events. You can sometimes, but not always, identify these statements by the use of a date in the future or such words as "will", "anticipate", "estimate", "expect", "project", "intend", "plan", "should", "may", "assume" and other similar words. By their nature, forward-looking statements are inherently predictive and speculative and involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. You should not place undue reliance on these forward-looking statements, which are not a guarantee of future performance and are subject to factors that could cause our actual results to differ materially from those expressed or implied by these statements. The Company undertakes no obligation to update any forward-looking statements contained in this document, whether as a result of new information, future events or otherwise.