September 2020

The Panoply acquires Newcastle-based digital consultancy firm

ABOUT THE PANOPLY GROUP

The Panoply is a world-class creative technology group, assembled for innovation. Configured as a lean, fluid and ego-free family of complementary tech-focused companies, they collaborate with brave organisations to ensure their participation in tomorrow, and beyond. The Panoply floated on the AIM index of the London Stock Exchange in December 2018, creating a group of digitally-native technology services companies assembled to meet the needs of the fourth industrial revolution.

 

ABOUT DIFRENT

Newcastle-upon-Tyne-based Difrent uses a partnership approach to help its clients to achieve their digital transformation goals. The company’s proposition includes strategic consultancy, user centered design, business analysis, business change, procurement, and front and back end development. The company is led by Rachel Murphy who was recently awarded CEO of the Year 2020 for Health and Social Care by CEO Monthly magazine and who is also a CHIME certified Healthcare CIO. Difrent also specialises in remote-first delivery, enabling organisations to deliver positive outcomes entirely remotely.

Difrent’s clients include NHSX, Department of Health and Social Care, NHS Business Services Authority, Public Health England, World Health Organisation, DEFRA and Department of Work and Pensions.

Difrent has experienced significant growth in its consulting revenue over the last three years, and most recently reported unaudited revenues in its consulting division at £5.7m (2019: £3.2m) and unaudited EBITDA of £0.7m (2019: £0.1m) for the year to 31 March 2020 (an increase of 78% and 600% respectively).

 

ABOUT THE DEAL

The Acquisition is in line with The Panoply’s stated three year commercial vision to use a mixture of positive cash flow and shares to make earnings enhancing acquisitions to add more than £35m of revenue to the Group. The Panoply is paying a total initial consideration of £8.8m with £4.0m in cash and £4.8m in shares with £0.4m of the cash element to be withheld pending the determination of completion accounts.

 

Upon completion of the acquisition, Difrent will work closely with the Group’s existing companies during the earn-out period with the potential of joining one of its full-stack brands in the future. 

 

OUR WORK

We acted as financial adviser to The Panoply on their acquisition of Difrent.

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Difrent's focus on health and social care presents an immense opportunity for us as a Group building upon the success FutureGov had already achieved in those sectors and at a time when there has never been more focus on radically transforming the way we deliver healthcare services. This acquisition is immediately earnings-enhancing for the Group, and clear evidence of our continued momentum against our three-year commercial vision, following on from the acquisitions of Arthurly in June 2020 and Ameo in the last financial year. As a disruptive, purposeful and forward-thinking company, the Difrent acquisition perfectly complements our strategy of acquiring best-in-class in companies who share the values and deep sense of purpose that runs through the Group.

Neal Gandhi, Chief Executive Officer of The Panoply