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Acquisitive Spirit Takes on Telco and Tech Incumbents

Spirit Technology Solutions has undergone an acquisition and organic sales-fuelled metamorphosis, selling an array of I.T. and telco add-on services to small to mid-sized businesses and not-for-profit clients.

Eighteen months ago, Spirit Telecom (ASX: ST1) offered only high-speed fixed wireless internet, which transpired to be a hiding to nothing as it competed against the monolithic National Broadband Network (NBN).

Now known as Spirit Technology Solutions the company has undergone an acquisition and organic sales-fuelled metamorphosis, selling an array of I.T. and telco add-on services to small to mid sized business, enterprise and not-for-profit clients.

โ€œWe were a $20 million [a year] revenue business back then with about 1500 business-to-business (B2B) clients,โ€™โ€™ says CEO Sol Lukatsky. โ€œNow our revenue proforma run rate is more like $140 million.โ€

Lukatsky dubs Spirit a โ€˜techoโ€™ rather than a telco; in other words a hybrid of telco and IT offerings spanning managed services, cloud applications and cyber security underpinned by its own voice and (via Telstra) mobile staples.

These days Spiritโ€™s client base includes more than 10,000 small businesses and several hundred larger enterprises, essential service providers and many of Sydney and Melbourneโ€™s top private schools.

The company sells via a combination of direct and wholesale channels as well as resellers and โ€˜white labelโ€™ arrangements (by which the client sells Spirit products under its own name).

Lukatsky says Spirit is taking advantage of the structural changes in demand that were evident even before Covid-19, but were accentuated by the pandemic.

โ€œWhile many of Spiritโ€™s customers have been won from a telco or managed service providers, 50 per cent of the work simply didnโ€™t exist 12 to 24 months ago,โ€ he says.

โ€œFor example, we do a lot of work for private schools who might need students to work remotely, via cloud infrastructure.

โ€œOr we may have an accounting or legal practice using a virtual private network. But when half of their staff are working from home that arrangement is not secure, so we are moving them to a high speed internet connection via a secure cloud service.โ€

Combating cyber risks is a key area of demand, one solution being separating the networks into multiple components to lessen the impact of a breach.

โ€œItโ€™s like a submarine,โ€ Lukatsky says. โ€œIf water gets into one compartment you close the doors off.โ€

Spirit this month finalised its biggest acquisition to date, the circa $50 million cash-scrip purchase of the privately owned Nexgen Group.

The deal was funded by a $23.8 million placement to institutions and sophisticated investors. To support the transaction the companyโ€™s banker, the Commonwealth Bank also agreed to lift the companyโ€™s debt facility by $10 million to $25m.

The acquisition more than doubles the companyโ€™s revenues in the small to mid sized enterprise (SME) segment and widens its ability to service all segments of the business market, โ€œfrom SMEs to large corporates and government.โ€

Last yearโ€™s pandemic didnโ€™t deter the company from making no fewer than seven acquisitions, including the cyber security provider Intalock and โ€“ in one fell swoop โ€“ the managed service providers Reliance IT, Beachhead Group and Altitude IT.

Lukatsky says these deals werenโ€™t executed for the sake of growth alone, but filled specific product gaps.

Management also knows when to hold โ€˜em and when to fold โ€˜em: as the company beds down Nexgen itโ€™s also put its legacy consumer infrastructure business on the market.

Accounting firm BDO is carrying out a formal sales process for the business, which provides high-speed internet for thousands of residential customers in apartment buildings in Melbourne, Brisbane and the Gold Coast.

A result is expected by the end of August.

Lukatsky says the market will determine the sales price, but notes that at least 20 parties have expressed interest in the difficult-to-replicate assets.

โ€œThe market for those consumer infrastructure plays is really hot,โ€ he says. โ€œThe market will dictate the best price and we will take the best price.โ€

In the (first) half to December 30 2020 Spirit generated revenue of $44.03 million, up 253 per cent and recorded a net profit of $508,117 (up 168 per cent).

Excluding business acquisition and integration costs, underlying earnings (ebitda) rose 176 per cent to $4.43 million.

In a May 18 update, Spirit reported robust demand for its products and services, with record volumes in April.

Overall revenue jumped 150 per cent to $35.7 million in the January to April period, compared with the previous corresponding period.

Of this, recurring revenue rose 16 per cent to $16.6 million.

Management also reports that 30 per cent of deals exceed $250,000 in total contract value, with 17 per cent worth more than $500,000.

The Nexgen purchase lifts Spiritโ€™s proforma revenue to more than $140 million annually, of which $65m to $70m is recurring. Nexgen adds 5500 data and voice customers, taking Spiritโ€™s total complement to 10,500 business customers across a network of 350 resellers.

Nexgen is also expected to chip in $7.2-7.6 million of ebitda for the year to June 2021.

Lukatsky says as many of Spiritโ€™s and Nexgenโ€™s customers have only one service, thereโ€™s a big opportunity to increase this to two to three offerings.

Cross selling efforts will be bolstered when Nexgen starts selling Spiritโ€™s IT and cyber security products later this year.

Lukatsky says Spirit โ€œwould have gone backwardsโ€ if it had remained an internet only business, given the tumbling cost of data and the difficulty of competing with the government-subsidised NBN.

โ€œYou will see data is getting cheaper and thereโ€™s price deflation,โ€ he says. โ€œWeโ€™re cash flow positive and growing because we have a hybrid mix of services.โ€

Rather than competing with the NBN head-on Spirit is now one of the NBNโ€™s biggest resellers for its enterprise ethernet product.

โ€œWe are agnostic on which data we sell these days, because the internet service is simply the route for us to provide all the other over-the-top services,โ€ Lukatsky says.

With a circa $200 million market capitalisation, Spirit commonly is compared with listed telco rivals including Over the Wire, 5GN and the bigger Macquarie Telecom.

Theyโ€™re all โ€˜same but differentโ€™. In reality, Spirit is just as likely to compete with IT managed service incumbents such as IBM and Data3.

โ€œWhatever the case, weโ€™re fast growing we are taking competitive advantage of the structural changes in the market place,โ€ Lukatsky says.

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