Software Circle - adds private healthcare software with £4.5m MidexPro deal

The highly acquisitive software business Software Circle (AIM: SFT) has done its twelfth vertical market software business deal, buying Gintech Solutions Limited. Through wholly owned subsidiary, Avebury Computing, Gintech trades as MidexPro.

About MidexPro

MidexPro provides specialist clinical practice management software to the UK private healthcare market. Built and led by Caroline Corrigan Parker and Gary Parker since 2014, the firm has grown into one of the UK's leading providers in this area, supporting nearly 800 private medical practices across a broad range of clinical specialities.

The business continues to experience strong growth and enjoys gross revenue retention above 95% per annum. MidexPro prides itself on its best-in-class software and excellent customer service, which has been recognised through multiple Capterra awards, including "Best Ease of Use", "Best Customer Support" and "Most Recommended" in the private practice management software category. CEO Gary Parker will provide consultancy services for at least one year post completion and will continue to be supported by MidexPro’s team of employees.

Total consideration for the deal is up to £4.5 million on a debt free/cash free basis, to be satisfied in cash. Initial consideration paid at completion was £2.6 million, funded through a drawdown from the company’s existing revolving credit facility, taking total drawings to £13.2 million. Deferred consideration of £0.6 million is due on the first anniversary of completion. Up to a further £1.3 million is payable contingent upon MidexPro achieving certain annual recurring revenue and EBITDA targets for the two-year period from acquisition.

The firm’s unaudited results for the year to 30th June 2026 showed revenue of £1.1 million. Software Circle said that after adjustments, its valuation is based on an expected EBITDA run rate for the business of c.£0.5 million, which implies a top case multiple of 9 times EBITDA for the deal. MidexPro is expected to be cash flow generative and earnings enhancing in the first year after acquisition.

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About Software Circle

Software Circle is a serial acquirer and operator of vertical market software businesses in the UK and Ireland, creating a permanent home for software leaders, teams, and customers. Vertical market software refers to computer software built and customised to meet the exact needs of a specific industry or niche, rather than trying to serve everyone. These are mission-critical systems, deeply embedded in the day-to-day workflows of users. Software Circle helps founders find the right exit strategy, acquiring businesses at appropriate valuations, supporting their organic growth over time, and reinvesting free cash flow into further value-accretive opportunities. The company continues operations in an independent, decentralised way, and maintains the entrepreneurial spirit and culture that exists in the businesses acquired, enabling organic growth to be driven.

Software Circle is the former Grafenia/printing.com business which in 2021 changed its strategy to focus on investing in and building the structure required to become a serial acquirer of vertical market software businesses. As part of the transition, it sold its production facility, Works Manchester, in 2022, moving away from asset-heavy manufacturing. In September 2023 it completed a £23.4 million fundraise to drive the acquisition strategy. As of today Software Circle operates across the five main segments of graphics and ecommerce, professional and financial services, health and social care, education, and property.

Results for the year to 31st March 2026 showed revenue growing by 22% to £22.3 million, with recurring revenue up 33% to £16.8 million. Adjusted EBITDA grew by 83% to £5.8 million at a margin of 26% (up from 17% in 2025) and beating a 25% target.

Software Circle 5 year share price chart

Comment

MidexPro looks like it will slot nicely into Software Circle’s health and social care business segment. The 9 times EBITDA valuation for the deal is slightly higher than the 7.5 times paid for financial broker software firm Broker Information Services in October last year. This doesn’t seem to be too expensive to us and the deal seems sensibly structured, with a large amount of deferred and contingent consideration. With plenty of room left in the firm’s £25 million revolving credit facility with Santander, it looks like the funds are available to go out and complete another 2 to 3 deals of a similar size to the recent acquisitions.

Shares in Software Circle have had a good run since the start of 2022, rising from around the 5p level at the start of that year to a peak of 31p last May. However, since then the shares have been affected by general concerns over the impact that AI is having, and will have, on the enterprise software market. However, the firm believes that its focus on the vertical market positions it well, with its platforms being deeply embedded in the daily operations of regulated or specialist industries, meaning that if they stopped working, the business would stop too, or fall out of compliance, or become unsafe. The recent results outlined the company’s approach to AI, with management recognising the challenge and preparing for it. Amongst other approaches, AI risk and opportunity are now embedded into M&A due diligence for every acquisition target it evaluates.

Investors will get a further update when results for the six months to 30th September 2026 are announced at the end of November.

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Disclosures

Wickes Group is not a corporate client of Optimo Research Ltd.

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