Count Group expands its wealth platform with A$66 million Skybridge deal

Count Group (ASX:CUP) will acquire 75% of Skybridge Financial in its largest equity partnership investment to date, combining a regional accounting platform with $1.4 billion of funds under advice. The deal is being funded partly through a fully underwritten A$25 million placement and is expected to be mid to high single-digit EPS accretive in FY2027 before synergies.

  • 75% Skybridge acquisition at an implied A$66.04 million enterprise value
  • A$25 million institutional placement priced at A$1.57 per share
  • Skybridge generated A$29.0 million revenue and A$8.8 million Normalised EBITA in FY2026
  • Expected mid to high single-digit FY2027 EPS accretion before synergies
  • Completion targeted for Q3 FY2027, subject to ACCC clearance and other conditions
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Skybridge becomes Count’s largest equity partnership

Count Group is buying into scale. The company has agreed to acquire an initial 75% interest in Skybridge Financial, valuing 100% of the converged accounting and wealth services firm at an implied enterprise value of A$66.04 million.

Skybridge operates across 16 locations in New South Wales, Victoria and Queensland, with 82 accountants, 13 employed financial advisers and about A$1.4 billion in Funds Under Advice. Its FY2026 pro forma revenue was approximately A$29.0 million, while Normalised EBITA reached A$8.8 million at a 30.3% margin, ahead of Count Group’s pro forma underlying EBITA margin of 22.2% including Oracle.

A$25 million placement funds the upfront payment

Count will pay about A$29.6 million upfront for the 75% interest, comprising A$25.6 million in cash and A$4.0 million in Count shares issued to a key Skybridge vendor shareholder. The total consideration could reach A$38.7 million if deferred and performance-based payments are earned.

The cash requirement is being supported by a fully underwritten institutional placement of approximately A$25.0 million. Count will issue about 15.9 million new shares at A$1.57 each, a 5.4% discount to its last closing price of A$1.66 and a 4.9% discount to its five-day VWAP. The new shares will dilute existing holders, although the company says the transaction is expected to remain within its acceptable debt metrics at FY2027 year-end.

Performance payments put Skybridge earnings to the test

Up to A$3.3 million in deferred consideration will depend on Skybridge achieving A$8.8 million of Normalised EBITA in its first 12 months after completion. A shortfall would reduce that payment at a 7.5 times multiple, with the payment able to fall to nil.

Two further earn-outs could add as much as A$5.8 million. The first, worth up to A$2.8 million, is tied to first-year EBITA between A$8.8 million and A$9.3 million. The second, worth up to A$3.0 million, depends on second-year EBITA between A$10.0 million and A$11.0 million. Skybridge has budgeted for approximately A$9.8 million of EBITA in FY2027, which would imply an enterprise value of about A$69.8 million including the first earn-out.

Count adds regional reach and adviser capacity

The acquisition expands Count’s employed adviser base from 102 to 115 and lifts combined Funds Under Advice to approximately A$44.4 billion. Count says Skybridge’s predominantly regional footprint has limited overlap with its metropolitan-weighted network, while its centralised systems and history of more than 35 acquisitions could provide a platform for further tuck-in deals.

Skybridge’s founder Jason Birch will remain as Founder and Executive Director, with Grant Duddle appointed Managing Principal. The business will operate with a high degree of autonomy, while its advisers are expected to join Count Financial’s Australian Financial Services Licence. Count also points to potential revenue opportunities from Investment Solutions, outsourcing, technical support, actuarial certificates and tax training, but these remain opportunities rather than quantified transaction benefits.

Strong first quarter raises the execution stakes

The transaction arrives after Count reported an unaudited FY2027 first quarter with revenue up 23.2% to A$52.1 million and underlying EBITA up 66.6% to A$12.7 million. Funds under management reached a record A$6.7 billion, helped by the Oracle business, while Count said its Count Wealth integration was tracking ahead of schedule on several measures.

Against that backdrop, management is presenting Skybridge as another earnings-accretive step rather than a purely strategic purchase. The projected mid to high single-digit FY2027 EPS accretion is based on broker consensus, management estimates and a pro forma share count that includes both the placement and scrip consideration. It is therefore a forecast, not a reported outcome, and is stated before synergies.

ACCC approval remains a key completion condition

Completion is targeted for Q3 FY2027 and remains subject to conditions including ACCC approval or a notification waiver, key employee agreements, adviser transitions to Count Financial and the absence of a material adverse change. The placement is not conditional on the acquisition completing, leaving Count with the capital even if the proposed transaction is delayed or does not proceed.

That structure gives Count funding certainty, but it also creates a straightforward test for the strategy: Skybridge must retain its people, deliver the EBITA thresholds and integrate into the wider group without consuming the management capacity needed for Count’s existing acquisition pipeline.

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Bottom Line?

The arithmetic is attractive on paper, but the next value inflection is operational: ACCC clearance, completion and Skybridge’s first 12 months of EBITA will determine whether the forecast accretion becomes visible in reported earnings.

Questions in the middle?

  • Will ACCC clearance and the other completion conditions arrive in time for the targeted Q3 FY2027 completion?
  • Can Skybridge sustain at least A$8.8 million of Normalised EBITA while retaining its founder, advisers and regional client base?
  • How much of the proposed synergy opportunity will Count convert into revenue or cost benefits after absorbing the placement dilution?

Sources

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