Management Resource Solutions PLC Acquisition of Alerion Consulting Ltd (3610U)

TIDMMRS

RNS Number : 3610U

Management Resource Solutions PLC

28 March 2019

28 March 2019

Management Resource Solutions PLC

("MRS" or the "Group")

Acquisition of Alerion Consulting Ltd

MRS strengthens service offering with acquisition of unmanned aerial vehicle specialist

Transaction Highlights

   --      Acquisition complements MRS' civil operations across both existing divisions 
   --      Provides Group with competitive advantage through cutting edge UAV technology 

-- Group expected to benefit from cost savings as a result of more efficient aerial mapping and surveying capabilities

   --      Potential to benefit from new revenue streams 

Management Resource Solutions Plc ("MRS"), a leading Maintenance, Fabrication, Civil and Earthworks company, is pleased to announce the acquisition of Alerion Consulting Ltd ("Alerion") from its founder Elliott Talbott and others for a consideration of GBP1,320,000 to be satisfied by the issue of 26.4 million ordinary shares of MRS at an agreed price of 5p per share, credited as fully paid (the "Consideration Shares").

The acquisition will be made by Aerial Survey Solutions Pty Ltd ("Aerial") a newly formed wholly-owned subsidiary of MRS incorporated in Australia. Application will be made for the Consideration Shares to be admitted to trading on AIM at 8.00 a.m. on or around 4 April 2019.

Alerion owns the intellectual property and other assets relating to unmanned aerial systems developed under the program name "Aerial Cinematics." Aerial Cinematics is an Unmanned Aerial Systems ("UAS") based photography, mapping and surveillance systems design project. The program is focused on the building and deploying of modular UAS payloads and flight pattern optimisation on fixed wing "transition" (vertical take-off and landing) Unmanned Aerial Vehicles ("UAV"). Included in the acquisition are full ownership rights of all Aerial Cinematics IP and a full suite of ground control systems and payloads.

Alerion was incorporated on 3 August 2018 and, apart from acquiring the assets relating to Aerial Cinematics, has not traded, whilst it has been in the technology development phase. MRS has secured the company and its IP before its commercial deployment. Alerion made a loss before tax of GBP88,800 during the period from 3 August 2018 to 12 March 2019 and had tangible assets of GBP47,650, according to unaudited management information.

Complementary to the civil operations in both MRS' divisions, Aerial Cinematics will provide precision aerial mapping of open pit mines and earthworks including volumetric calculations, railway maintenance, water erosion mapping and terrain modelling with full geo-referencing. This will be carried out using Aerial Cinematics' innovative build out of a transitional UAV, LiDAR (Light Detection and Ranging) scanners/photogrammetry system and fully automated and optimised flight paths that form the full UAS.

In a single 90 minute flight, the Aerial Cinematics UAS is able to survey an area that would normally take a full team of ground-based surveyors approximately four days to complete, returning data either as a live feed or fully processed the next day. In addition to these new potential revenue streams, Aerial Cinematics will also save MRS and its Bachmann subsidiary approximately $240,000 AUD in current third party fees and deliver same day information on demand, as opposed to the 30 day lead time provided by the once a month external vendor it currently contracts.

In addition to the surveying services offered, the Aerial Cinematics intellectual property will allow MRS to add blast mining mapping, planning and site safety to its services using a combination of UAV and a propriety payload including precision ground marking, LiDAR mapping and thermography sensors. The directors consider that the availability of this facility will considerably enhance the efficiency and growth potential of MRS's services. Several other new revenue streams will also be opened up as a result of the UAV's modular payload system including forestry, waterway, rail, highway, land clearance mapping, and power line development and maintenance.

MRS is also pleased to announce that Aerial has secured the services of Elliott Talbott, Director of Alerion, under the terms of a service agreement for an initial period of one year and then subject to six months' notice. In his new role, Elliott will lead the build-up and deployment of MRS' new UAV based services and brings with him seventeen years of aerospace experience. He was recently responsible for the management of Facebook's ground-breaking multi-million dollar project Aquila, a long endurance fixed wing UAV. As a senior manager at Facebook's Connectivity Labs, Elliott was also responsible for the facility build, aircraft production, structural testing, avionic and electrical build and integration, export and shipping and flight test of this bleeding edge solar UAV.

The vendors of Alerion have agreed that they will not dispose of any Consideration Shares for a period of six months following completion of the Acquisition and that thereafter they will comply with the terms of the MRS Share Dealing Code.

John Zorbas, Chairman of MRS, commented:

"We are very pleased to have acquired Alerion which is an exciting business that will complement the service offering of the MRS Group, further enhancing the industry-leading services we offer to our customers. The acquisition demonstrates the Group's business model of acquiring complementary businesses while securing cutting edge, technology-enhancing products, giving MRS a significant advantage in its field.

"MRS would also like to welcome Elliott Talbott to the Company and is extremely pleased to have engaged someone with such extensive experience in program management and UAV fields. This is an exciting time in the Group's development and should now demonstrate the Company's ability to secure the expertise and services of key influential figures in their field, as we look forward to further expanding the Company's portfolio."

ENDS

Enquiries:

 
Management Resource Solutions plc    via FTI Consulting 
 John Zorbas, Chairman                Tel: +44 (0) 20 
 Paul Brenton, CEO                    3727 1000 
 Tim Jones, Finance Director 
Arden Partners plc (NOMAD & Broker)  Tel: +44 (0) 20 
 Tom Price                            37614 5900 
 Alex Penney 
 Maria Gomez de Olea 
FTI Consulting (Financial PR)        Tel: +44 (0) 20 
 Alex Beagley                         3727 1000 
 James Styles 
 Laura Saraby 
 

About MRS

Management Resource Solutions plc (MRS), through its subsidiaries Bachmann Plant Hire and MRS Services Group, offers plant hire, equipment repair, refurbishment and fabrication, mine rehabilitation, earthmoving, road construction and other support services to a wide base of private and public sector clients in Australia. MRS caters predominately for the mining, civil engineering, construction and infrastructure industries.

Further information on the Company can be found at http://www.mrsplc.info

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March 28, 2019 09:44 ET (13:44 GMT)