Connecting Excellence Group (AQSE:XCE) announced it has signed a binding heads of terms agreement for its first acquisition, a combined recruitment business generating revenue of £1.79 million and EBITDA of £431,000 in the twelve months to 30 June.
The AIM-listed recruitment consolidator, which buys owner-managed specialist recruitment firms and lets them operate independently under a decentralised model, will pay initial cash consideration of £575,000 on completion. Of that, £425,000 settles amounts already owed to the businesses by their vendors and returns to XCE's balance sheet, leaving a net cash outflow of approximately £150,000 before transaction costs.
"Once completed, this will be our first recruitment company acquisition and the template for those that follow," said chief executive Scott Ellam, adding that private equity "is not an option for most" owner-managed recruitment firms and that XCE offers "permanent capital" instead.
The acquisition targets also hold 8.216 Bitcoin, which XCE will acquire at market value with no premium, transferring matching value onto its own balance sheet at no net cost.
A further £60,000 is due in 2028, with the remaining consideration deferred against EBITDA delivery over three years to 2029; XCE expects to retain 75% to 85% of cumulative EBITDA over that earn-out period.
Separately, flagship operating company Spencer Riley grew unaudited revenue 20.6% to £1.84 million in the twelve months to 30 June, up from audited revenue of £1.52 million a year earlier.
The group's Bitcoin treasury has grown from 62.94 BTC at period end to 72.94 BTC as of 1 September, worth approximately £4.22 million.
The proposed acquisition remains subject to due diligence, funding and a definitive share purchase agreement, with a further announcement expected in due course.
News Intelligence what this means for the company
Connecting Excellence Group has signed binding heads of terms to acquire a combined recruitment business generating £1.79 million revenue and £431,000 EBITDA, with a net cash outflow of approximately £150,000 before costs. The deal is the group's first acquisition under its decentralised recruitment consolidation model, though it remains subject to due diligence and a definitive agreement; separately, flagship operating company Spencer Riley grew revenue 20.6% to £1.84 million in the twelve months to 30 June.
The acquisition signals execution of XCE's stated consolidation strategy but remains conditional on due diligence and final documentation. Spencer Riley's 20.6% revenue growth demonstrates organic momentum in the core business, though the group's material Bitcoin treasury (72.94 BTC, ~£4.22 million as of 1 September) now represents a significant balance-sheet asset whose valuation volatility may obscure underlying trading performance.
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