Key Points
- Acquisition completed: AIM-listed Software Circle plc has acquired the entire issued share capital of Gintech Solutions Limited, which supplies private healthcare practice management software through Avebury Computing, trading as Midexpro.
- Deal value: The total consideration is up to £4.5 million, payable in cash on a debt-free, cash-free basis.
- Initial payment: Software Circle paid £2.6 million on completion, funded through its existing revolving credit facility.
- Deferred payment and earn-out: A further £600,000 is payable on the first anniversary of completion, with up to £1.3 million contingent on financial performance.
- Nearly 800 customers: Midexpro supports almost 800 private medical practices across the UK and serves a range of clinical specialities.
- Strong customer retention: The business reports gross revenue retention above 95% annually.
- Financial performance: Midexpro reported unaudited revenue of £1.1 million for the year ended 30 June 2026, while Software Circle based its valuation on an adjusted expected EBITDA run rate of approximately £500,000.
- Leadership continuity: Co-founder Gary Parker will provide consultancy services for at least one year after completion, while the existing team is expected to continue supporting customers.
- Software Circle’s portfolio expands: Midexpro becomes the group’s twelfth vertical market software business and joins its health and social care portfolio.
- Expected financial contribution: Software Circle expects the acquisition to generate cash flow and enhance earnings in its first year.
- Next financial update: The group expects to announce interim results for the six months to 30 September 2026 at the end of November.
What Has Software Circle Announced About the Acquisition?
AIM-listed Software Circle plc has acquired Gintech Solutions Limited, the company behind private healthcare practice management software provider Midexpro, in a transaction valued at up to £4.5 million. The acquisition expands Software Circle’s health and social care portfolio and adds software used by nearly 800 private medical practices across the UK.
As reported by Michael Taylor of TheBusinessDesk.com on 26 October 2026, the acquisition adds a specialist software provider serving the private healthcare market to Software Circle’s growing portfolio of businesses. The transaction was also confirmed in the company’s regulatory announcement, published through the Regulatory News Service (RNS) on the same date.
Software Circle said the acquisition is expected to be cash-flow generative and earnings-enhancing during the first year following completion. The transaction’s final value will depend partly on Midexpro’s future financial performance, as a portion of the consideration is contingent on achieving specified targets.
Gintech Solutions Limited provides its specialist practice management software through Avebury Computing Limited, which trades as Midexpro. The business was built and led by Caroline Corrigan Parker and Gary Parker from 2014 and has developed a presence in the UK private healthcare software market.
The acquisition follows Software Circle’s strategy of acquiring specialist software companies that serve particular industries and provide products embedded in customers’ everyday operations. Rather than consolidating every acquired business into a single operating platform, the group says it allows its businesses to retain operational independence while benefiting from long-term ownership and group support.
The transaction therefore represents both an expansion of Software Circle’s healthcare software offering and another investment in a business with an established customer base and recurring revenue characteristics.
How Much Is Software Circle Paying for Midexpro?
The total consideration for Gintech Solutions Limited is up to £4.5 million, payable in cash on a debt-free, cash-free basis.
According to Software Circle’s regulatory announcement dated 26 October 2026, the payment structure consists of three components:
- £2.6 million initial consideration: Paid when the acquisition completed.
- £600,000 deferred consideration: Payable on the first anniversary of completion.
- Up to £1.3 million earn-out: Conditional on Midexpro achieving specified financial targets.
The earn-out is linked to annual recurring revenue and EBITDA targets over the two-year period following the acquisition. This structure means the full £4.5 million is not an unconditional payment at completion. The final amount will depend on whether the business meets the agreed performance requirements.
Software Circle funded the initial £2.6 million payment through a drawdown from its existing revolving credit facility. Following the transaction, the facility stands at £13.2 million.
The deferred consideration and any earn-out payment will also be settled in cash if they become payable under the agreement.
The arrangement links part of the acquisition price to the business’s future performance. This can help align the amount ultimately paid with the revenue and earnings generated after the transaction, although it also means the final cost remains dependent on Midexpro’s financial results.
For Software Circle, the structure allows it to acquire the business while retaining a portion of the consideration until later dates or until the specified financial targets are assessed.
What Does Midexpro Do and How Large Is Its Customer Base?
Midexpro supplies specialist clinical practice management software to the UK private healthcare market. Its products support the administrative and operational requirements of private medical practices across a range of clinical specialities.
According to Software Circle’s acquisition announcement, the business supports nearly 800 private medical practices across the UK. It has established a position in its market through its software offering, customer support and long-standing relationships with customers.
The company’s software is designed for a specialist professional market, where practice management systems can form part of day-to-day administrative workflows. Such systems can help healthcare practices organise their operational activities and manage the information required to run their businesses.
Midexpro’s customer base and established software offering are central to the acquisition rationale. Rather than entering the private healthcare software market from scratch, Software Circle is acquiring an operating business with an existing customer network and a history of serving private medical practices.
The company has also received recognition through multiple Capterra awards, including awards for ease of use, customer support and recommendations in the private practice management software field, according to the acquisition announcement.
These recognitions provide context for Midexpro’s market positioning, although they should not be interpreted as independent proof of future financial performance.
The acquisition gives Software Circle an established specialist software business with a defined customer base, rather than a product that still needs to demonstrate commercial demand.
How Strong Are Midexpro’s Revenue and Customer Retention Figures?
Midexpro reported unaudited revenue of £1.1 million for the financial year ended 30 June 2026. Software Circle said its valuation was based on an adjusted expected EBITDA run rate of approximately £500,000.
EBITDA refers to earnings before interest, tax, depreciation and amortisation. It is commonly used to assess operating performance before financing arrangements, tax and certain accounting charges are taken into account.
The distinction between reported revenue and expected EBITDA is important. The £1.1 million figure represents revenue reported for the specified financial year, while the approximately £500,000 EBITDA figure is an adjusted expected run rate used in the valuation. The two measures should not be treated as interchangeable or as a guarantee of future earnings.
Midexpro also reports gross revenue retention above 95% per annum. Gross revenue retention measures how much revenue from existing customers is retained over a period before accounting for expansion in customer spending.
A retention rate above 95% indicates that the business has historically retained a substantial proportion of revenue from its existing customer base. For a specialist software provider, this can be an important indicator of customer continuity.
However, customer retention alone does not establish the company’s future growth rate or profitability. Those outcomes will also depend on new customer acquisition, pricing, operating expenses, product investment and wider market conditions.
The earn-out arrangement reflects this focus on future performance. By linking up to £1.3 million of the purchase price to annual recurring revenue and EBITDA targets over two years, Software Circle has made part of the consideration dependent on the business’s financial results after the acquisition.
What Have Gavin Cockerill and Gary Parker Said About the Deal?
Gavin Cockerill, chief executive of Software Circle, described Midexpro as the kind of specialist business the group seeks to acquire.
In the company’s regulatory announcement, Cockerill said: “Midexpro becomes our twelfth vertical market software business and exactly the kind of niche, founder-built business we want to own.”
He added that Midexpro would join the group’s health and social care sector and bring private clinical practice software into its existing portfolio. Cockerill also said the company was pleased to welcome the Midexpro team and looked forward to working together.
His comments indicate that Software Circle views the acquisition as a complementary addition to its existing healthcare-related software operations. The transaction extends the group’s coverage of the sector beyond its existing products and customer markets.
Gary Parker, Midexpro’s co-founder, also explained why the owners selected Software Circle as the business’s new owner.
Parker said: “Caroline and I have spent more than a decade building MidexPro with a brilliant team and some very loyal customers.”
He said the founders wanted a buyer that would look after both the business and its customers, adding that Software Circle’s long-term, decentralised approach to ownership was the right fit.
Parker also said customers would continue to see the same team and service, supported by a group that plans over years rather than quarters.
The comments highlight continuity as a central part of the transaction. While ownership has changed, Software Circle’s stated approach is to preserve the acquired business’s established operating model and customer relationships.
Will Midexpro Continue Operating With Its Existing Team?
Software Circle’s announcement indicates that Midexpro’s existing team will continue supporting customers following the acquisition.
Gary Parker will provide consultancy services for at least one year after completion. The announcement also states that he will continue to be supported by Midexpro’s dedicated employees.
This arrangement provides a transition period during which the business can retain access to the knowledge and experience of its outgoing leadership. It also supports continuity for customers who rely on the software for their daily operations.
The announcement does not identify a programme of redundancies, a major restructuring or an immediate integration of Midexpro into a different operating platform. Instead, the stated approach is consistent with Software Circle’s wider preference for decentralised ownership.
That approach is relevant in specialist software markets because acquired companies may have established relationships with customers who value continuity in products, service and support.
Maintaining the existing team can also preserve knowledge of the software, customer requirements and the specialist workflows the business serves.
However, the announcement does not provide a detailed long-term staffing plan or guarantee that no operational changes will take place in the future. Its immediate message is that the existing team will remain involved in delivering services following the acquisition.
How Does the Acquisition Fit Software Circle’s Growth Strategy?
Software Circle describes itself as a serial acquirer and long-term owner of vertical market software businesses in the UK and Ireland. Its strategy focuses on acquiring specialist software companies that serve particular industries and whose products are embedded in customers’ everyday workflows.
The acquisition of Midexpro follows this model. The business has a defined customer base, operates in a specialist market and reports gross revenue retention above 95% annually.
The addition of Midexpro brings Software Circle’s portfolio to 12 vertical market software businesses, according to the company’s announcement. The acquisition also strengthens its presence in health and social care by adding software designed for private clinical practices.
Software Circle’s approach differs from a model in which acquired businesses are bought with a planned short-term resale. The company says it aims to provide a permanent home for the businesses it acquires, preserving their operational independence while supporting long-term development.
This model relies on selecting businesses that can continue operating within their specialist markets and generate cash that may support further investment.
The Midexpro transaction also illustrates how Software Circle combines an initial payment with deferred consideration and an earn-out. The arrangement allows part of the purchase price to depend on future revenue and earnings performance.
The company has not announced a specific integration timetable or detailed revenue targets for Midexpro beyond the earn-out conditions. Its stated expectation is that the acquisition will be cash-flow generative and earnings-enhancing in its first year.
What Does the Acquisition Mean for Private Healthcare Technology?
Private healthcare practices rely on administrative systems to manage the business processes that support clinical services. Practice management software can assist with organising appointments, handling patient-related administrative information and supporting billing and other operational tasks, depending on the product’s functionality.
Midexpro operates in this specialist software market, supporting nearly 800 private medical practices across the UK.
The acquisition gives Software Circle ownership of a business already serving this market. It also expands the group’s presence in health and social care technology, an area where specialist software can become closely integrated into customers’ everyday processes.
The announcement does not disclose plans for a new product launch, a major technology overhaul or an immediate change to Midexpro’s services. The emphasis is on bringing the business into the group while maintaining its established team and customer service.
For professionals working in Healthcare Management, the transaction illustrates the role specialist digital systems can play in the administration of private medical practices. For those involved in IT and Computer Science, it highlights the commercial significance of software designed for a defined industry, where customer retention and operational continuity can be important to business performance.
The acquisition is a corporate ownership change, not an announcement of a new healthcare service or a clinical intervention. Its immediate implications relate to the ownership, financing and future development of the software supplier.
What Happens Next for Software Circle and Midexpro?
With the acquisition completed, attention will turn to Midexpro’s performance under its new ownership and the fulfilment of the transaction’s remaining payment conditions.
The £600,000 deferred consideration is due on the first anniversary of completion. The additional earn-out of up to £1.3 million depends on annual recurring revenue and EBITDA targets over the two-year period following the acquisition.
Software Circle expects the transaction to generate cash flow and enhance earnings in the first year. The extent to which that expectation is realised will depend on the business’s operating performance and the costs associated with ownership.
The group also said it expected to announce interim results for the six months ended 30 September 2026 at the end of November. Those results will provide shareholders with a further opportunity to assess the group’s financial performance and acquisition activity.
For Midexpro, the immediate priority described in the announcement is continuity for customers, with the existing team remaining in place and Gary Parker providing consultancy services for at least a year.
For Software Circle, the deal adds another specialist software business to its portfolio and extends its healthcare technology offering. The transaction’s longer-term significance will depend on the company’s ability to sustain Midexpro’s customer relationships, achieve its financial objectives and support the business’s development under the group’s ownership.