5.1% 6PM HOLDINGS PLC 2025

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6pm Holdings plc - Prospectus dated 8 July 2015

The Company

6pm Holdings plc (6pm) was incorporated as a private limited liability company on 28 May 2007 and converted to a public limited liability company on 22 August 2007. 6pm Holdings plc is the parent company of the 6pm Group – an IT and software solutions Group delivering award winning healthcare solutions as well as professional services and infrastructure enabling organisations to enhance and optimise efficiency.

The 6pm Group, which largely targets the UK health market through its main subsidiaries 6PM Limited and 6PM Management Consultancy (UK) Limited, has three main revenue streams linked to its software solutions, as follows:

  • Licensing & Products – the sale of non-exclusive licence agreements for the utilisation of the Group’s solutions complimented with the procurement of hardware and accessories;
  • Services – implementation and customisations of the Group’s solutions;
  • Support & Maintenance – for all the products and licences sold to its customers.

The Group’s software solutions can also be split into three categories, as described below.

  • Health Logistics ManagementiFIT – providing operational support to optimise service standards and improve efficiencies;
  • Health Information ManagementCareSolutions Data Warehouse – using data analysis tools to assist business decision processes;
  • Health Clinical ManagementClimate-HIV / StrokePad / ConCERT-D – supporting medical professionals in administering care to patients suffering from specific medical ailments.

The 6pm Group also has a number of other investments as listed below:

  • emCare 360 Limited (49.9%) – a joint-venture between the 6pm Group and CareMalta Group Limited (operator of a number of homes for the elderly in Malta) which owns an electronic and mobile platform geared to provide services to both individuals and business organisations in relation to environmental monitoring, monitoring of a person’s vital signs, GPS tracking, alert button, medication reminder and other features.
  • Javalli LLC (10%) – a partnership between 6pm, the University of Utah and other American entrepreneurs in connection with a revenue management software solution for hospitals.

Going forward, the Group’s growth is mainly based on the acquisition of Blithe Computer Systems Limited (Blithe) -a UK company specialising in the provision of systems and solutions for the management of Electronic Patients Records (EPR) within the healthcare sector and in particular to sexual health and substance misuse. The two solutions of Blithe are currently being used by more than 10,000 healthcare professionals in more than 700 locations throughout the United Kingdom. Blithe is one of the accredited entities of the UK national broadband network for the UK National Health Service (NHS). This acquisition is expected to create cross-selling opportunities for 6pm as well as a number of synergies between the solutions, technologies, cost structures and marketing strategies of both parties.

Additionally, the 6pm Group plans to invest more in the development of its own Intellectual Property (IP) especially in the enhancement of its flagship product, iFIT. Furthermore, the 6pm Group is also expected to introduce ‘Software as a Service’ (SaaS) – a pay-per-use software delivery method.

The long-term plans of 6pm also entail the expansion of the Group’s geographical reach. In this respect, the 6pm Group is already operative in Ireland and is conducting research on a number of other potential markets including the USA, Canada, Scotland, Italy and Australia.

Use of Proceeds

The net proceeds from the Bond issue, estimated at €12.5 million after issuance costs, were principally used by the Issuer for the following purposes:

  • financed the acquisition of Blithe Computer Systems Limited for €5.8 million (equivalent to GBP4.2 million);
  • repaid €3.2 million in bank facilities (€2.3 million towards HSBC Bank Malta plc and €0.9 million towards Bank of Valletta plc);
  • supported the development of a number of products of the 6PM Group (circa €2.7 million);
  • the balance was used for general corporate funding purposes of the Group (circa €0.8 million).

Status & Security

Unsecured

The Bonds constitute the general, direct, unconditional and unsecured obligations of the Issuer and shall at all times rank pari passu, without any priority or preference among themselves and with other unsecured debt. It is also important to highlight that any secured debt, present or future, will rank prior to the Bonds for as long as the security interests against the Group’s assets remain in effect.

Coupon

5.1%

Amount Issued

€13,000,000

ISIN Code

MT0000351206

Maturity

The bonds will mature at 100% (par) on 31 July 2025.

Interest Payment

Annually on 31 July

XD Dates

17 July

Listing

Official List

Directors

Nazzareno Vassallo (Chairman), Ivan Bartolo, Hector Spiteri, Stephen Wightman, Robert Borg, Tonio Depasquale and Ivan Gatt (Company Secretary).

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