Good Energy Group has announced it has entered into a conditional binding agreement to acquire the entire issued share capital of JPS Renewable Energy, a specialist solar and storage installation and distribution business, and its subsidiary, Trust Solar Wholesale, a standalone distribution and procurement business based in Maidstone, Kent, England.
The acquisition is on a debt-free, cash-free, basis for an initial consideration of £7m with further deferred consideration of up to £6.75m, payable in cash over a two-year period, subject to certain performance conditions.
Together, the total maximum consideration is £13.75m.
The initial consideration will be satisfied by a payment of £3.7m on completion and through the allotment of 1,322,000 new ordinary shares of 5p each in the company. A proportion of the shares have been placed on behalf of JPS Group’s selling shareholders via a vendor placing of 842,000 consideration shares at a price of 250p per placing share, raising proceeds of approximately £2.1m for the vendors.
The placing price represents a discount of 9.4% to the mid-market closing price of 276p on 9 February 2024, being the latest practicable date prior to the date of this announcement.
The remaining 480,000 consideration shares will be retained by the vendors and will be subject to a 12-month lock-up period and orderly marketing arrangements.
Vendors’ consideration shares represent approximately 2.8% of the company’s enlarged share capital on Admission.
“The acquisition of the JPS Group is an exciting next step in Good Energy’s growth strategy and further solidifies our position as the UK’s go-to solar specialist,” said Good Energy Group chief executive Nigel Pocklington.
“Solar is experiencing a boom in the UK and its role in decarbonising our energy system is absolutely crucial.
“Installations are back at the peak we saw during the introduction of the Feed-in-Tariff – another period in which Good Energy was a key player, leading to our position as the largest voluntary administrator of the scheme today with over 180,000 solar generator customers.
“The solar installation market was worth £1.9bn in 2023 with installations growing 38% on already strong growth in 2022. This is pronounced in the South East, which is the region with the fastest rate of domestic installations in the country.
“The JPS Group has carved a position as a leading installer across the region, serving as the solar specialist in the South East of the UK for larger homes and properties with more complex requirements. It is growing at a significant rate to help supply a specific market that is demanding premium clean energy products and services, which Good Energy is well positioned to provide as a premium, trusted and truly green energy supplier.
“Having integrated our previous acquisitions we are already marketing solar, storage and heat pumps alongside supply as everything you need for a greener home or business. Integrating JPS Group under the Good Energy brand will help to grow and consolidate Good Energy’s market share, affirm us as solar and storage experts, while also providing the opportunity for Good Energy to introduce its wider product suite to a new customer base.”