LONDON (ShareCast) - (Sharecast News) - Fund, corporate and private wealth service provider JTC has entered into a conditional agreement to acquire Minerva from Dome Management Limited and Dome Management SA, it announced on Thursday.
The London-listed firm described Minerva as a provider of private client, corporate, fund and treasury services, with a track record spanning more than 40 years, headquartered in Jersey.

It said the acquisition would add a new office to JTC's global network in Dubai, and increase its scale in five of its existing locations - Jersey, London, Geneva, Singapore and Mauritius.

In addition, it explained that it would extend its reach in the markets of sub-Saharan Africa, India and Asia, and "grow and enhance" JTC's treasury services offering.

The principal managers of Minerva, who also had ownership interests - Vipin Shah, Umesh Sahai, Neel Sahai and Steven Bowen - would join JTC at completion.

JTC said the consideration for the acquisition was made up of an initial element and an earn-out element.

The initial consideration payment was expected to be £28m, based on an underlying pro forma LTM EBITDA at the time of acquisition of £3.5m and revenue of £13m.

That would be 60% payable in cash, with 40% to be satisfied by the issue of new JTC shares.

The earn-out, if payable, would be paid in cash during 2019 and would be based on Minerva's performance in the six months following completion, in terms of achieving a revenue target and minimum EBITDA margin of 30%.

JTC said the total consideration payable remained subject to an absolute cap of £30m.

In the year ended 31 December, Minerva made underlying EBITDA of £2.5m and had gross assets of £12.5m.

The company said it expected the transaction to be immediately earnings-enhancing, adding that it was consistent with JTC's strategy to use its existing scalable platform to enhance operating margins.

Completion, subject to regulatory approvals, was anticipated to occur in or around November.

"We are delighted to announce this important acquisition," said JTC chief executive officer Nigel Le Quesne.

"Minerva has a long track record with particular strength in the private client sector and the markets of Africa, Asia and the Middle East.

"There is a clear fit with our existing operational footprint and client base and this will allow us to leverage our scalable global platform to enhance operating margins as well as to drive future growth."

Le Quesne said there was also strong cultural alignment, with a focus on client service excellence, adding he was "pleased" that the founders and leaders of the business would continue to be directly involved post-completion.

"We extend a warm welcome to our new colleagues, clients and partners and look forward to working with them as part of an enhanced JTC."

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