Public Policy Holding Company, Inc. (AIM:PPHC) acquired Pagefield Communications for £22.5 million on June 7, 2024. The initial consideration of £16.2 million has been funded by £15.1 million paid in cash and the balance of £1.1 million being satisfied by the issuance of 897,640 New Common Shares of Shares issued to the shareholders of Pagefield will be subject to a four-year lock-in period and the Sellers will additionally be subject to certain restrictive covenants. Certain additional payments may be made to the Sellers to the extent that Pagefield benefits from some specified tax relief and other benefits. In addition to the initial consideration, a further earnout payment could be made after the end of 2025, capped at £6.3 million, contingent on Pagefield achieving average profit after tax for the two years ended 31 December 2025 above an agreed hurdle. Any payment, would be satisfied through a mix of 65.4% paid in cash and 34.6% through the issue of equity. These incentive programmes will reward these participants based on the growth in profit after tax for the five years to 31 December 2028. Any payments under such programmed will be payable in 2029 up to a maximum of £7.5 million and will be paid 60% in cash and 40% in equity. The Acquisition is accretive to underlying earnings per share. In order to support with the financing of the initial cash element of the Acquisition, the Group announces it has expanded the Senior Secured Supplemental Credit Facility with Bank of America ?5.5 million had been deployed for the recent acquisition of Lucas Public Affairs.Taking into account these three payments, the maximum aggregate consideration that could be payable would be £30 million. Unaudited net assets of Pagefield at completion amount to approximately £0 million. This maximum would only be payable in the event that Pagefield were to achieve significant growth in profit after tax. As a wholly-owned subsidiary of PPHC, Pagefield will retain its distinct brand identity and its long-standing executive, senior management team and employees. Fred Walsh, Ben Good from Oriel Securities Limited and George Moore-Gywn, Josh Rodgers from The Capital Solutions Group, LLC act as financial advisor for Public Policy Holding Company, Inc. (AIM:PPHC).

Public Policy Holding Company, Inc. (AIM:PPHC) completed the acquisition of Pagefield Communications on June 7, 2024. Jonathan Crowley and Mathew Oliver of Osborne Clarke LLP acted as legal advisor to Pagefield Communications in the transaction.