Vysarn Limited (ASX:VYS), a company primarily focused on integrated water services with operations in the resources and utility sectors, has announced it has entered into a binding Share Sale Agreement to acquire NWG Enterprises Pty Ltd, known as NewGround. This strategic acquisition aims to expand Vysarn’s service offering and diversify its revenue streams. NewGround is a market leader in the design, construction, installation, and maintenance of industrial-scale irrigation and pumping systems, serving local government, urban developers, and sporting precincts.
The total consideration for NewGround is valued at up to 33 million Vysarn shares and $25 million in cash, assuming it is acquired debt-free with an agreed working capital of $6.0 million. The acquisition structure includes an upfront payment of $8.33 million in cash and 28.6 million Vysarn shares, equivalent to $30.0 million. Contingent deferred payments are linked to NewGround’s future earnings before interest and tax (EBIT) performance over three years, with hurdles of $7.5 million, $8.0 million, and $8.5 million respectively. The deal is anticipated to be approximately 25% earnings per share accretive to Vysarn shareholders on a pro forma basis.
Vysarn anticipates NewGround will establish a new operating segment focused on water infrastructure, irrigation, and facilities management. This expansion is expected to provide a material increase in scale and earnings growth, alongside a new, defensive revenue model. Immediate national growth opportunities in facilities management and medium-term opportunities within the resources sector’s water service value chain have been identified. The cash component will be funded through existing cash reserves and new acquisition debt facilities. Completion remains conditional on due diligence, securing adequate funding, and obtaining necessary third-party consents, with these to be satisfied or waived by 2 October 2026.
