Publication
of Circular and Notice of General Meeting
On 9
July 2024, Capita announced the sale
of its standalone software business (Capita
One), via the
sale of Capita One Limited by Capita Business Services Ltd
(the Seller),
to Orchard Information Systems Limited (the Buyer),
a wholly-owned subsidiary of the MRI Software, LLC
(MRI
Software)
(the
‘Disposal’).
The
Disposal constitutes a Class 1 transaction for Capita under the
Listing Rules and is therefore conditional upon, amongst other
things, the approval of Capita shareholders at a general meeting of
the Company.
Capita is
pleased to announce that a shareholder circular in relation to the
Disposal (the “Circular”)
has been published today, having received approval from
the Financial
Conduct Authority. The Circular will be sent to Capita shareholders
(other than those who have elected or who have been deemed to have
elected for notification by electronic communication)
shortly.
The
Circular contains further information on the Disposal and a notice
convening a general meeting of Capita to be held
on 29
July at 12:00 p.m. (the
“General
Meeting”).
Proposed
changes to the Listing Rules, including changes to the rules
relating to Class 1 transactions, (the New Listing Rules) are
expected to be finalised and implemented early in the second half
of 2024. If the New Listing Rules are implemented as currently
proposed and become effective prior to completion of the Disposal,
they would not require the Disposal to be conditional upon the
approval of the Shareholders. If the New Listing Rules become
effective prior to the date of the General Meeting, the Company
would permanently adjourn the General Meeting. The Company would
give notice of this by issuing an announcement through a Regulatory
News Service.
Copies of
the following documents have been submitted to the National Storage
Mechanism and will shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
-
Circular
-
Notice
of General Meeting
These
documents will also be available to view on the Company’s website
at https://www.capita.com/about-capita/shareholder-information
from the
date of this announcement up to and including the date of the
General Meeting.
Barclays
Bank PLC, acting through its Investment Bank (‘Barclays’) is acting
as sole financial advisor and sole sponsor to Capita on the
transaction.
Notes
to editors:
Investor
enquiries
Helen Parris, Director of Investor Relations
Tel: 07720
169 269
Email:
IRteam@capita.co.uk
Stephanie Little
Deputy
Head of Investor Relations
Tel: 07541
622838
Email:
IRteam@capita.co.uk
Media
enquiries
Capita
external communications
Tel: 0207
654 2399
Email:
media@capita.co.uk
Barclays
Bank PLC, acting through its Investment Bank (Sole Financial
Adviser and Sole Sponsor to Capita)
Aamir Khan
Jessel Sheth
Tom Macdonald
Stuart Muress
Michael Hart
Tel: 0207
623 2323
About
Capita One
Capita One
is a provider of software solutions across the UK public sector,
helping local authorities to drive efficiency, maximise revenue
collection and deliver essential public services as cost
effectively as possible. Capita One primarily serves local
authorities, local education authorities and housing associations,
and the business operates across three sectors: revenue and
benefits software, social housing management and education
management software.
In 2023,
Capita One generated revenue of £54.6m and profit before tax of
£18.7m. As at 31 December 2023, the
total assets of Capita One were £67.1m. The Capita One senior
management team comprises: Jon
Peart, Stuart Cheetham,
Dave Smedley, Paul Millard, James
Allard and Gavin
Chamberlain.
About
MRI Software
MRI Software is a leading provider of real estate software
solutions that transform the way communities live, work and play.
MRI Software’s open and connected, AI-first platform empowers
agents, owners, operators and occupiers in commercial and
residential property organizations to innovate in rapidly changing
markets. MRI Software has been a trailblazer in the PropTech
industry for over five decades, serving more than six million users
worldwide, including social housing and the public sector. Through
innovative solutions and a rich partner ecosystem, MRI Software
gives real estate companies the freedom to realize their vision of
building thriving communities and stronger businesses. For more
information, visit https://www.mrisoftware.com/uk/.
About
Capita
Capita is
a modern outsourcer, helping clients across the public and private
sectors run complex business processes more efficiently, creating
better consumer experiences. Operating across 8 countries, Capita’s
41,000 colleagues support primarily UK and European clients with
people-based services underpinned by market-leading technology. We
play an integral role in society - our work matters to the lives of
the millions of people who rely on us every day.
Important
Notice
Barclays,
which is authorised by the Prudential Regulation Authority (‘PRA’)
and regulated in the United
Kingdom by the FCA and the PRA, is acting exclusively for
Capita and no one else in connection with the potential sale and
will not be responsible to anyone other than Capita for providing
the protections afforded to clients of Barclays nor for providing
advice in relation to the proposed sale or any other matter
referred to in this announcement.