# JTC PLC Acquisition of Van Doorn CFS B.V. for €16 million

- Link: https://www.directorstalkinterviews.com/jtc-plc-acquisition-van-doorn-cfs-b-v-e16-million/412756811
- Published: 2018-08-17T07:15:42+01:00
- Author: Giles Arbor

**JTC Plc** (LON:JTC), an award-winning provider of fund, corporate and private 
wealth services to institutional and private clients, has today announced that it
has entered into a conditional agreement to acquire Van Doorn from International
Capital Group B.V.

Van Doorn is a fast-growing, specialist provider of corporate and related fiduciary
services based in Amsterdam, the Netherlands.

Van Doorn’s 16 employees will combine with JTC’s existing Institutional Client Services
team in Amsterdam, increasing JTC’s market presence in the region, broadening its
services and creating greater opportunities for future growth.

The principal managers of Van Doorn, who are also shareholders of the Seller, Mr
Aravind Ramanna and Mr Eke Verbeke, will join JTC at completion.

The consideration for the Acquisition is made up of an initial element and an earn-
out element. The initial consideration payment is expected to be circa €16 million.
This will be 69% payable in cash and 31% will be satisfied by the issue of new JTC
shares. The earn-out (if payable) would be paid in cash during 2019 and is based
on Van Doorn’s performance in the year ended 31 December 2018. The total consideration
payable is subject to an absolute cap of €21.5 million (subject to customary closing
adjustments).

The share consideration payable as part of the initial consideration will be calculated
with reference to JTC’s average five day weighted average closing share price up
to the date of the application for admission of the consideration shares prior to
completion. The Seller will be subject to certain restrictions which lock-in the
consideration shares for a maximum of two years. The cash consideration will be 
funded through JTC’s operating cash flows and existing facilities.

In the year ended 31 December 2017, Van Doorn made EBITDA of €1.2 million and had
gross assets of €0.8 million and is expected to report a normalised EBITDA to 31
December 2018 of circa €2.4 million.

JTC expects the transaction to be immediately earnings enhancing and to complete,
subject to regulatory approvals, in or around October 2018.

The acquisition is part of the Company’s growth strategy outlined at the IPO in 
March 2018 and as referred to in the trading update issued on 23 July 2018. In addition
to this acquisition, the Company continues to see further opportunities for both
organic and inorganic growth.

> **Nigel Le Quesne, CEO of JTC PLC, said:** “Van Doorn is a high-quality, fast-
> growing business that is an ideal bolt-on to our Institutional Client Services(
> ICS) Division and which strengthens and enlarges our Netherlands platform. The
> management team has built a successful business based on very similar principles
> to JTC and this deal allows Van Doorn to become part of a larger, established 
> global network, while retaining its focus on sophisticated solutions and client
> service excellence. I am also pleased that the owner managers of the business 
> will be moving to JTC as part of the transaction and bringing with them not only
> their wealth of experience and relationships, but also an energetic approach and
> strong appetite to drive future growth. We extend a warm welcome to our new colleagues,
> clients and partners.”

**2018 Interim Results**

JTC will announce its interim results for the six months ending 30 June 2018 on 
Tuesday 18 September 2018.

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