Cupid, the internet-based dating operator, has conditionally agreed to acquire the entire issued share capital of NSI, which trades as Uniform Dating, a niche uniformed personnel dating business, which it believes will be immediately earnings enhancing.
The purchase will be made for a total consideration of up to £7.0m, which will be funded using the net proceeds of the placing and cash on the group's balance sheet.
Uniform Dating has more than doubled its members and subscribers over the last two years. The business currently draws membership mainly from the UK, but also has local versions recently launched in the US, Canada and Australia. It currently has approximately 500,000 registered members.
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Turnover for the year to December 31st 2011 was £2.5m with adjusted earnings before interest, tax, depreciation and amortisation (EBITDA) of £0.7m. It is expected that Uniform Dating will contribute at least £1.5m to consolidated group EBITDA for the full year to December 31st 2013.
Under the terms of the acquisition, Cupid has agreed to pay £3.6m on completion with up to £2.0m payable in January 2013 and up to £1.0m payable in July 2013, each subject to achieving certain revenue and gross profit targets for the business, and a further £0.4m payable on achieving certain EBITDA targets during the first six months of 2013.
To fund the initial £3.6m of the acquisition, the firm has conditionally placed 1.8m new ordinary shares with new and existing institutional shareholders at a price of 200p per share, representing a discount of 0.1% to the closing mid-market price of 200.25p on September 13th.
Bill Dobbie, Chief Executive of Cupid, said: "We are very pleased to add a further high quality business to the Cupid family of dating sites. Uniform Dating is a fast growing, profitable business which is a dominant player in the uniformed personnel dating niche and fits perfectly into our portfolio of sites. We look forward to driving Uniform Dating's growth further through our international footprint and marketing expertise.
"The acquisition further demonstrates our ongoing plan to drive earnings and shareholder value both organically and through strategic acquisitions."
The share price rose 3.25% to 206.75p by 09:11.
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