Australia – Strategic Acquisition of BNP Securities

Source: Intelligent Monitoring Group

Highlights

• Intelligent Monitoring Group Limited (“IMG” or the “Company”) has entered into a sale and purchase agreement to acquire all of the shares in BNP Securities Pty Ltd (“BNP”) (“Acquisition”)1

• IMG will pay $4.2 million cash for the Acquisition, subject to customary adjustments for working capital, cash, and debt amounts on completion

• The Acquisition is expected to be immediately earnings accretive and is anticipated to generate a pro forma annualised EBITDA of $1.4m, putting the multiple in line with prior IMG acquisitions

• The Acquisition is a strategic acquisition by IMG Subsidiary, ADT Security Group Pty Ltd, on behalf of ADT’s new ADT Guard division. It will strategically expand ADT’s Australian operating footprint into the large security guarding market

• BNP will provide ADT Guard a strong platform to pursue an industry-wide rollout of IMG’s ADT Guard video strategy into an area currently dominated by physical manpower

• BNP has a long-term, significant, high-quality reputation as a provider of traditional manpower and patrol-based security services, which will complement IMG’s modern, lower-cost, higher-quality video solutions

Acquisition

IMG’s subsidiary ADT has entered into a sale and purchase agreement today to acquire all of the shares in BNP.

BNP is a leading supplier of traditional security manpower solutions, including guards, patrols and alarm response, for government, industrial, retail and other commercial customers, principally in NSW, and was established in 1993.

ADT will pay $4.2 million cash for the Acquisition, subject to customary adjustments for working capital, cash, and debt amounts on completion. The estimated figure is based on the seller’s average earnings for the prior three years.

IMG is expecting to complete the Acquisition later today.

Company comment

Managing Director Dennison Hambling said, “This acquisition is an important step in commercialising and accelerating IMG’s Live Video Monitoring services.

Customers of all sizes, who have adopted this product, have seen a significant (in some cases up to 50%) cost reduction in the cost of physical security provision and experienced far improved deterrence and apprehension outcomes.

We want to use our ADT Guard products and division to accelerate making Australian and New Zealand safer, and BNP will give us a good initial scale to showcase to a wider audience, what we can do”.