Mears Group PLC Acquires ILS Group Limited ("ILS") and Placing of New Ordinary Shares

---

---

Highlights
 

• Acquisition of ILS, a leading homecare company operating solely in Scotland, for a total consideration of £22.5 million on a debt-free, cash-free basis
• Over 40 per cent. of ILS's work is in higher acuity services
• Provides high quality community based care services to approximately 3,400 service users
• ILS provides Mears with the necessary platform to roll out higher acuity services across the UK
• Placing of 6,368,069 million new Ordinary Shares to raise £19.7 million before expenses to fund the majority of the acquisition; balance of the consideration will be provided from Mears' existing debt facility
• For the 12 months ended 31 January 2013 ILS generated unaudited EBITDA of £2.89 million (before corporate costs) on revenues of £24.4 million
• The Acquisition is expected to be earnings per share neutral in the current year and earnings per share enhancing in the first full financial year post synergies

 
Investec Bank plc ("Investec") is acting as financial adviser to Mears in respect of the Acquisition and Investec and Canaccord Genuity Limited ("Canaccord Genuity") are acting as joint bookrunners, joint underwriters and joint agents in the Placing.
 
David Miles, Chief Executive Officer of Mears commented:
 
"Fundamentally, the acquisition will provide Mears with the platform to provide higher acuity home services across the UK, complementing Mears' existing care capabilities and developing the capability to offer longer term continuing healthcare in the home, an area in which Mears does not currently operate. We look forward to welcoming the ILS employees into the Group as we continue to build the range of broader health and social care services for our clients. The acquisition provides Mears with an excellent geographic fit with Mears' existing care business in Scotland with limited branch overlap and will increase our presence in Scotland."