grant thornton uk - raising the bar: a review of corporate finance deals in 2011
DESCRIPTION
There’s no denying that 2011 was another difficult year. Notwithstanding the state of the market, the Grant Thornton Corporate Finance team had a busy year in 2011. We were successful in maintaining both the quality and quantity of deals that we advised on. This is due to a number of reasons including our local transaction teams providing national coverage, our clear focus on the mid-market, both in the UK and globally, and our commitment to building longterm relationships with dynamic companies and individuals. Raising the Bar takes a look at the deals we advised on throughout the year highlighting our sector expertise.TRANSCRIPT
Raising the barA review of Corporate Finance deals in 2011
2 Raising the bar
ContentsForeword
Support services
Case study: Team24 Limited
Consumer markets
Case study: Kiddicare.com
Technology
Case study: ISIS Equity Partners
Healthcare
Media
Financial services
Case Study: Coface Receivables Finance Limited
Property and construction
Education and housing
Energy, environment and sustainability
Industrial, extractive and manufacturing
Private Equity
Case Study: ECI Partners
Corporate finance contacts
3
4
5
6
7
8
9
10
11
12
13
14
14
15
16
18
19
20
Raising the bar 3
Foreword
Whilst deals are undoubtedly taking longer to complete, there is no doubt that there is still a strong demand to invest in high quality companies with a robust business plan and high quality management team. It is however more important than ever that shareholders, investors and management teams gain the best advice possible in order to complete deals and maximise the benefits from them.
Notwithstanding the state of the market, the Grant Thornton Corporate Finance team have managed to maintain both the quality and quantity of deals that we advised on. I believe that this is due to a number of reasons including our local transaction teams providing national coverage, our clear focus on the mid-market, both in the UK and globally, and our commitment to building long-term relationships with dynamic companies and individuals. Some of our largest deals during 2011 came from companies that we have advised over a number of years and it is always extremely satisfying to have built a deep relationship with shareholders and management teams and then to help them to realise their strategic objectives.
However, the main reason for our success is undoubtedly the quality of our team, both within Corporate Finance and across the wider firm. We recognise that our people are our greatest asset and, despite the conditions in the market, have continued to invest to strengthen the team, having appointed three new partners and four new directors during 2011. This demonstrates our commitment to the mid-market and our belief in the opportunities that still exist for dynamic companies in this market. The key to seizing those opportunities is ensuring that you get the best possible advice and that is what you can be assured that Grant Thornton provide.
Geoff DaviesHead of Corporate Finance
There’s no denying that 2011 was an eventful year, with the Eurozone crisis, government cuts, liquidity issues in the banking arena and a wide variety of other issues resulting in uncertainty in the economy and volatility in the stock markets.
4 Raising the bar
Acquisition of M. Hubauer GmbH & Co KG
Beverage logistics
£undisclosed May 2011
Grant Thornton Germany provided corporate fi nance advisory services
Trinks GmbH
Acquisition of Impulse Worldwide Limited by Transworld Global Logistics
Courier and logistics
£undisclosed June 2011
Grant Thornton provided corporate fi nance advisory services
Transworld
Acquisition of FourStar
Employment and training
£3 million April 2011
Grant Thornton provided due diligence services
Staffl ine Plc
Investment by ECI Partners
Travel management solutions
£undisclosed April 2011
Grant Thornton provided due diligence services
Reed & Mackay
Grant Thornton France provided corporate fi nance advisory services
LDC
Disposal to Pénélope
Hosts and hostesses agency
£undisclosed June 2011
CC Team
Disposal of Team24 Ltd to Capita Group Plc
Healthcare recruitment
£24 million May 2011
Grant Thornton provided corporate fi nance advisory services
Team24 Limited
Disposal
Social housing
£undisclosed July 2011
Grant Thornton provided corporate fi nance advisory services
Tompkins and May Partnership
Disposal to Elior
Facility management
£undisclosed June 2011
Grant Thornton France provided corporate fi nance advisory services
Decoparc
Acquisition of Document Express
Sells, leases and maintains print focused equipment, software and infrastructures
£undisclosed May 2011
Grant Thornton provided due diligence and tax services
The Danwood Group
MBO
Facilities management
£9 million February 2011
Grant Thornton provided corporate fi nance advisory services
Facilities Services Group
Facilities Services GroupNationwide Property Solutions
The Grant Thornton team provided a joined up approach to the work delivered. The advice they provided was insightful and highlighted the key issues from a fi nancial and commercial perspective. The team was fully committed and proactive in project managing the deal to a successful conclusion.
Tony Norwood Investment Director LDC
Grant Thornton introduced a well-developed opportunity and provided full advisory support throughout a complex transaction, complementing Corporate Finance advice with Tax and Pensions services to help ensure completion of a challenging deal.
Mark Aldridge CEO Better Capital
Support services
Secondary buy out of Driver Hire Investments Group Limited
Logistics recruitment
£undisclosed June 2011
LDC
Grant Thornton corporate fi nance advisory and due diligence services
Private Equity Less Ordinary
Raising the bar 5
Acquisition of Mouchel Rail from Mouchel plc
Support services
£3.4 million October 2011
Grant Thornton provided corporate fi nance advisory and due diligence services
Sinclair Knight Merz
The assets of Evergo Canada Inc. acquired by Agrium Inc.
Haulage and logistics
£undisclosed July 2011
Grant Thornton Canada provided corporate fi nance advisory services
Evergo Canada Inc.
Disposal
Publisher and printer
£undisclosed October 2011
Grant Thornton provided corporate fi nance advisory services
John Good Limited
AMA disposal
Transport and logistics
£undisclosed August 2011
Grant Thornton provided corporate fi nance advisory services
Romac Technical Services Limited
Disposal to May Gurney
Specialised vehicle leasing to local authorities
£65 million November 2011
Grant Thornton provided vendor due diligence services
Senturion Group / RJD Partners
Refi nancing
Healthcare recruitment services
£undisclosed November 2011
Grant Thornton provided fi nancial due diligence services
Healthcare Locums plc
Acquisition of the trade and net assets of Pindar Plc
Printing
£undisclosed July 2011
Grant Thornton provided corporate fi nance advisory services
York Mailing Limited
I would like to thank the Grant Thornton team for the way they kept in touch from the fi rst day through to completion of the sale giving me endless support and guidance throughout the transaction. It was a real pleasure to have Grant Thornton and in particular Rupert and his team with me throughout the process and I would have no hesitation in recommending Grant Thornton to anyone considering selling their business.
Robert StiffManaging DirectorTeam24 Limited
Case Study:Team24 LimitedIn May 2011 Grant Thornton advised the shareholders of Team24 Limited in respect of the sale to Capita Group Plc.
Headquartered in Surrey, Team24 Ltd provides nurses and doctors at short notice for a wide range of temporary placements across the NHS and the private sector. The acquisition adds depth and breadth of expertise both to Capita’s recruitment business and to the range of services it provides to the NHS and wider healthcare market.
Established in 2005, Team24 employs 80 staff and has approximately 4,000 doctors and nurses registered for placement. Team24 made a pro-forma operating profi t for its fi nancial year to 31 March 2011 of £4.2 million on turnover of £32.7 million. Capita acquired Team24 for an initial consideration of £24 million and a deferred consideration of up to £2 million dependent on Team24’s profi t performance in the year to 31 March 2012.
Commenting on the deal, Rupert Rawcliffe, Corporate Finance Director at Grant Thornton, said: “We are very pleased to have assisted in successfully concluding this deal. We ran a highly competitive sales process which attracted strong interest from a
Merger and debt fi nancing
Legal services
£undisclosed November 2011
Grant Thornton provided due diligence services
Davies Arnold Cooper LLP
Disposal
Transport and distribution
£undisclosed November 2011
Grant Thornton provided corporate fi nance advisory and tax services
Mainland Express Limited
Acquisition of Spicers UKand Ireland
Offi ce products supplier
£40 million December 2011
Grant Thornton provided corporate fi nance advisory services
Spicers Limited
host of trade and private equity bidders. Capita was prepared to pay a good price to support its ongoing strategy to become a leading healthcare resource provider to the NHS and the wider public and private healthcare sector”.
6 Raising the bar
MBO of CarTrawler by ECI Partners
Online car rental
£undisclosed May 2011
Grant Thornton provided due diligence services
ECI Partners
Acquisition of The Royal Park Hotel Limited Five Star Boutique hotel
Hotel and leisure
£undisclosed March 2011
Grant Thornton provided fi nancial due diligence services
Bird Group (India)
AIM fl otation and placing
Agriculture
£35 million raised June 2011
Grant Thornton acted as reporting accountant
Zambeef Products plc
Acquisition of The Real Greek Food Company Limited
Restaurants
£undisclosed June 2011
Grant Thornton provided fi nancial due diligence services
KEFI Limited
Disposal of Casterbridge Tours Limited
Educational tour operator
£undisclosed April 2011
Grant Thornton provided corporate fi nance advisory services
Casterbridge Tours Limited
£65 million Placing and Open Offer, Issue of £65 million Convertible Bonds and acquisition of Centrebet International Limited
Online betting and gambling
£118.5 million June 2011
Grant Thornton provided due diligence services and acted as reporting accountant
Sportingbet plc
Acquisition of Number Ten Hotel, Edinburgh
Hotel and leisure
£undisclosed April 2011
Grant Thornton provided due diligence services
Shanti Hospitality Group Limited
Disposal to Wm Morrison Supermarkets plc
Multi-channel online retailer of baby products
£70 million February 2011
Grant Thornton provided corporate fi nance advisory and tax services
Kiddicare.com
Acquisition of Cocosa
Online retailing
£undisclosed July 2011
Grant Thornton provided fi nancial and tax due diligence services
Mafco Investments
Disposal of 19 department stores
Consumer retail
£7.5 million May 2011
Grant Thornton provided corporate fi nance advisory services
Anglia RegionalCo-operative Society
Refi nancing and acquisition of Capper & Co Limited
SPAR Wholesaler and Food retailer
£undisclosed March 2011
Grant Thornton provided corporate fi nance advisory and due diligence services
A.F Blakemore & Son
Acquisition of a minority stake in Sun City Group
Children’s clothing under licenses
€60 million July 2011
Grant Thornton France provided corporate fi nance advisory services
Edmond de Rothschild Investment Partners
Acquisition of Bottlegreen from Piper Private Equity
Drinks retailer and manufacturer
£undisclosed May 2011
Grant Thornton provided advisory and due diligence services
SHS Group Limited
Acquisition of Momondo AS
Online fl ight search engine
£undisclosed March 2011
Grant Thornton provided tax and fi nancial due diligence services
Cheapfl ights Limited
Acquisition
Food manufacturing
£undisclosed March 2011
Grant Thornton provided corporate fi nance advisory services
Abbeydale Food Group Limited
We are delighted by the consistently energetic and professional advice and support that we have received from the Grant Thornton Corporate Finance team. We look forward to building on our existing relationships withinGrant Thornton as we seek to grow the Abbeydale Food Group in the future.
Andrew HayesManaging DirectorAbbeydale Food Group Limited
Consumer markets
Raising the bar 7
Finance facility for the restoration of luxury hotel accommodation
Hotels and Leisure
£undisclosed October 2011
Grant Thornton provided fi nancial and commercial due diligence services
Kintyre Development Company Limited
Acquisition of Captain Tortue Group
Direct selling: women and children apparel
€60 million September 2011
Grant Thornton France provided corporate fi nance advisory services
L Capital
Disposal of business and assets
Hotel and leisure
£111 million September 2011
Grant Thornton provided corporate fi nance advisory services
Jarvis Hotels Limited in Administration
Sale of trade and assets of its subsidiary, Bishop Commercial Holdings Ltd, to KSC Worldwide Limited
Petrol & convenience retail
£undisclosed November 2011
Grant Thornton provided corporate fi nance advisory services
The Stamford GroupLimited
Acquisition of Coffee #1 Limited
Brewing and hospitality
£undisclosed October 2011
Grant Thornton provided corporate fi nance advisory services
SA Brain & Company Limited
Acquisition of Blue Earth Foods Limited
Chilled seafood supplier
£undisclosed October 2011
Grant Thornton provided due diligence and tax services
Seafresh Industry Public Company Limited
Disposal of Turkish language website business
Online betting and gaming
£125 million November 2011
Grant Thornton acted as reporting accountant
Sportingbet plc
Disposal to MarineMart Limited
Wholesaler of motor home spare parts and accessories
£2.5 million August 2011
Grant Thornton provided corporate fi nance advisory services
Nova Leisure Limited
Disposal to Whitby Seafoods Limited
Food and beverage
£undisclosed December 2011
Grant Thornton provided advisory and taxation services to the vendor
Rockall Seafoods Limited
Investment in Tortilla (Mexican Grill Limited)
Food retail
£undisclosed December 2011
Grant Thornton provided due diligence services
Quilvest Private Equity
Acquisition of ScottishFood Quality Certifi cation Limited backed by Canter Equity Partners
£undisclosed August 2011
Grant Thornton provided fi nancial due diligence services
Certus Compliance Group/ Canter Equity Partners
Grant Thornton’s Corporate Finance team did a brilliant job for us on this transaction. They ran an aggressive sales process in a rapid timescale and were highly professional throughout. Together we delivered a fantastic outcome from the sale of kiddicare.com and I would have no hesitation in recommending the deal team as advisers in the future.
Scott Weavers-WrightCEOkiddicare.com
Case Study:Kiddicare.comGrant Thornton’s Corporate Finance team has advised the partners of kiddicare.com in respect of the business sale to Wm Morrison Supermarkets plc for £70 million. The acquisition represents the fi rst step for Morrisons in developing its online business.kiddicare.com, based in Peterborough, is the UK’s leading specialist online retailer of baby products, with annual revenues of circa £37.5 million and has grown by 75% inthe past three years. Over 80% of kiddicare.com’s sales are now generated via its online channel.
Commenting on the deal, Tim Hansell, Corporate Finance Director atGrant Thornton, said: “kiddicare.com is a high quality business which attracted signifi cant interest from a broad range of strategic trade and private equity buyers, with around 20 indicative bids being received for the business. We ran a hotly contested auction process for this asset culminating in a fantastic price being delivered for the vendors in a rapid timescale.”
Mike Hughes, Corporate Finance Director at Grant Thornton said, “This process has provided further evidence that strategic trade buyers are very defi nitely back in the Retail M&A market. Businesses such as kiddicare.com, with a strong brand name, a scalable technology platform and signifi cant operating capacity, can expect to continue to be top of buyers shopping lists in the months ahead.”
8 Raising the bar
Disposal to Point International
Electronic payment systems
£undisclosed June 2011
Grant Thornton provided corporate fi nance advisory services
Commidea Limited
Disposal to Bytes Technology Group Limited
IT security
£undisclosed August 2011
Grant Thornton provided corporate fi nance advisory services
Security Partnerships Ltd
Acquisition of Switch Media Limited
Managed hosting solutions
£1.25 million April 2011
Grant Thornton provided due diligence services
iomart Group Plc
Disposal to Vitruvian Partners
Business telecoms reseller
£undisclosed April 2011
Grant Thornton provided corporate fi nance advisory services
Unicom
MBO
Software for the hospitality industry
£undisclosed March 2011
Grant Thornton provided operational due diligence services
ECI / Fourth Hospitality
Disposal to the AA
Risk management solutions
£undisclosed August 2011
Grant Thornton provided corporate fi nance advisory services
Intelligent Data Systems Limited
Disposal to Peopleclick Authoria
Workforce analytics and talent management software
£undisclosed April 2011
Grant Thornton US provided corporate fi nance advisory services
Acquire Inc
Acquisition of Attenda Limited
IT services
£50 millipn August 2011
Grant Thornton provided due diligence services
Darwin Private Equity
AIM fl otation
Real time location systems
£38.6 million market cap June 2011
Grant Thornton acted as reporting accountant
Ubisense Group plc
Acquisition of FS Walker Hughes Limited backed by Growth Capital Partners
IT managed services
£undisclosed August 2011
Grant Thornton provided due diligence services
Amor Group/ Growth Capital Partners
Acquisition of TS3 Services Limited
Electronic payment systems
£undisclosed June 2011
Grant Thornton provided corporate fi nance advisory services
Point International Group
Technology
We are delighted with the advice provided by Grant Thornton’s Transaction Advisory team. The team worked closely with us throughout the process and focused on delivery of our objectives. The Attenda investment was completed in seven weeks from gaining access to the Company and Grant Thornton’s ability to provide high quality, value added analysis in the context of a rapid transaction timetable helped our Fund complete this exciting investment. We found Grant Thornton highly supportive throughout our investment process by clearly understanding our needs as a privateequity investor.
Nick JordanPartnerDarwin Private Equity
Raising the bar 9
Acquisition of Woodcote Software Limited
Human resource specialist software
£3.8 million September 2011
Grant Thornton provided fi nancial due diligence services
Dillistone plc
MBO
M2M Communications
£undisclosed August 2011
Grant Thornton provided operational due diligence services
ECI / Wireless Logic
Acquisition of TIS Software Limited
Software solutions
£undisclosed October 2011
Grant Thornton provided corporate fi nance advisory services
Kerridge Commercial Systems Limited
Acquisition of C&C Technology Limited
IT consultancy
£undisclosed November 2011
Grant Thornton provided fi nancial and tax due diligence services
Team Telecommunications Group Limited / Gresham
Technology
We are delighted to have worked with Grant Thornton on this transaction. They helped us run an aggressive process to a rapid timescale and were highly professional and hands on throughout. The team worked with us and the Management Team to deliver a transaction which met all our original expectations.
Xavier Woodward Investment DirectorISIS Equity Partners
Case Study:ISIS Equity Partners
In October 2011 Grant Thornton advised ISIS Equity Partners (‘ISIS’) on the institutional buy-out of Onyx Group Limited (‘Onyx’) for £27 million. Established in 1994 Onyx is an operator of data centres, business continuity centres and a provider of cloud computing services. It was recently listed in The Sunday Times Tech Track 100 which monitors the faster growing technology companies in the UK.
The company with annual revenues of circa £15 million, has its headquarters in Stockton-on-Tees and ten sites across the UK including London, Glasgow, Edinburgh, Newcastle, Teesside and Sheffi eld.
Grant Thornton worked closely with ISIS providing lead advisory services. ISIS have a well-established track record of helping ambitious entrepreneurs create long-term value and market leadership. ISIS typically invest in businesses valued between £5 million and £75 million.
Bridie Robinson, Corporate Finance Associate Director at Grant Thornton, said: “We are very pleased to have assisted in successfully concluding this deal. The deal has provided further evidence that there is a secure banking appetite given the business has the right attributes and Onyx has a strong position as a leading specialist IT provider. The investment by ISIS will enable the company to grow and build on its success to date.”
IBO of Onyx Group Limited
Provider of IT solutions
£27 million October 2011
Grant Thornton provided corporate fi nance advisory services
ISIS Equity Partners
Disposal
Provider of outsourced database, applications and security management
£undisclosed September 2011
Grant Thornton provided vendor due diligence services
ISIS / Quantix
MBO of Selection Services Limited and acquisition of Cloud Data Limited
IT services
£undisclosed December 2011
Grant Thornton provided corporate fi nance advisory and tax services
Palatine Private Equity
10 Raising the bar
Acquisition
Fostering and education services
£undisclosed April 2011
Grant Thornton provided corporate fi nance advisory and fi nancial due diligence services
Acorn Care and Education Limited
Acquisition of Pathway Care fostering
Fostering services
£undisclosed August 2011
Grant Thornton provided corporate fi nance advisory and fi nancial due diligence services
Acorn Care and Education Limited
RGF funding secured from the Department of Business, Innovation and Skills
Pharmaceuticals
£1.6 million October 2011
Grant Thornton provided due diligence services
Molecular Profi les Limited
AIM fl otation
Medical devices
£34 million market cap November 2011
Grant Thornton acted as reporting accountant
Sphere MedicalHolding plc
Merger of Beechwood Court and Orbis Education &Care
Specialist and care
£undisclosed April 2011
Grant Thornton provided corporate fi nance advisory services
Ludlow Street Healthcare
Sale to Centric Health Corporation Healthcare
Private surgical facilities
£undisclosed January 2011
Grant Thornton Canada provided corporate fi nance advisory services
Surgical Spaces Inc.
Healthcare
Raising the bar 11
Media
We were delighted with the input provided by Grant Thornton’s Transaction Advisory Services team.The team worked closely with us throughout the process and focused on delivery of our objectives. The Grant Thornton UK and US teams showed commitment in ensuring that the work was completed to an excellent standard and within our expected timescales which was key.
David SurteesChief Financial Offi cerPerform Group Plc
Acquisition of Web Recruitment Services Limited
Web-based recruitment
£undisclosed July 2011
Grant Thornton provided due diligence and tax services
Incisive Media Limited
Disposal of Mediaprism to Mediapost
Direct marketing
£undisclosed March 2011
Grant Thornton France provided corporate fi nance advisory services
Mediaprism
Fundraising by Croissance Nord Pas-de-Calais
Interactive agency
£undisclosed July 2011
Grant Thornton France provided corporate fi nance advisory services
Freetouch
Public to private by Vitruvian Partners
Media logistics
£undisclosed April 2011
Grant Thornton provided tax and due diligence services
Independent Media Distribution plc
Acquisition of Media Initiatives Limited
Face-to face marketing
£undisclosed November 2011
Grant Thornton provided due diligence services
JCDecaux UK
Refi nancing
Digital media and data content management
£undisclosed October 2011
Grant Thornton provided fi nancial and tax due diligence services
Progressive Digital Media Group Plc
Acquisition of Allsave Limited and My Family Care Vouchers Limited
Marketing services
£undisclosed April 2011
Grant Thornton provided fi nancial & commercial due diligence services
Motivcom plc
Acquisition of Goldserve Limited
Online lead generation for MICE venues
£undisclosed August 2011
Grant Thornton provided commercial due diligence services
Motivcom plc
Acquisition of the trade and assets of 63336 limited
SMS-based Q&A service
£undisclosed December 2011
Grant Thornton provided due diligence services
Bongo IP Pty Limited
Sale of Media Square Plc
Marketing services
£undisclosed December 2011
Grant Thornton provided corporate fi nance advisory services
Media Square Plc
Acquisition of Goal.com (Holdco) SA
Digital sports media
US$30 million February 2011
Grant Thornton provided due diligence services
Perform Group plc
Offi cial list IPO
Digital sports media
£586 million market cap. £72.5 million raised April 2011
Grant Thornton acted as reporting accountant
Perform Group plc
Acquisition of a majority stake in Time Out America LLC
Digital media
$14.2 million May 2011
Grant Thornton provided due diligence and tax services
Oakley Capital Private Equity
Acquisition of Pragma Holdings Limited and Pragma Consulting Limited
Marketing services
£undisclosed September 2011
Grant Thornton provided fi nancial and tax due diligence
St Ives plc
12 Raising the bar
Financial services
Acquisition of Eurofactor UK Limited
Asset based lender
£undisclosed September 2011
Grant Thornton provided fi nancial and tax due diligence services
GE Capital
Acquisition of Corporate and Employee services division of NatWest Stockbrokers
Share registrar
£undisclosed September 2011
Grant Thornton provided due diligence and tax services
Equiniti
Disposal of its European high yield business to Brookfi eld Investment Management (UK) Limited
Investment management
£undisclosed March 2011
Grant Thornton provided corporate fi nance advisory services
Pall Mall InvestmentManagement Limited
Acquisition ofSensornet Limited
Asset monitoring solutions
£undisclosed October 2011
Grant Thornton provided fi nancial and tax due diligence services
Nova Ventures Corporation/Sensornet Limited
Adoption
Financial services
May 2011
Grant Thornton acted as nominated adviser
Merchant Securities
Takeover
Financial services
December 2011
Grant Thornton acted asRule 3 Advisor
Merchant Securities
Adoption
Financial services
October 2011
Grant Thornton acted as nominated adviser
LegendaryInvestments plc
Disposal of the loan book of Coface Receivables Finance Limited to Leumi ABL
Receivables fi nance
£undisclosed October 2011
Grant Thornton provided corporate fi nance advisory services
Coface Receivables Finance Limited
New fi nance facility
Claims management
£undisclosed August 2011
Grant Thornton provided due diligence services
Give Me My Money Limited
Grant Thornton was instrumental in enabling the management team to work towards its goal of completing a successful MBO. The management team of MoneyPlus Group had complete confi dence in them and their experience showed through in different aspects of the deal. Having now refl ected on the deal I can point to specifi c areas where Grant Thornton argued our case and successfully delivered a better package for the management team than we expected. I would have no hesitation in recommending them on any similar transaction.
Chris DavisCEOMoneyPlus Group Limited
MBO of MoneyPlus Group Limited
Financial services
£undisclosed June 2011
Grant Thornton provided corporate fi nance advisory and tax services
MoneyPlus Group Limited
Raising the bar 13
Financial services
The Grant Thornton team handled our disposal process with great skill and professionalism but most importantly to me never forgot that this transaction was about people and clients. The corporate objectives were all achieved and I was guided and supported at every step by people who understood what could be achieved, what was important and how things need to be done. My thanks to Rupert Rawcliffe and his team for all of the help they gave me.
Mark Chamings DirectorCoface Trade Receivables Limited
Case Study:Coface Receivables Finance LimitedIn October 2011 Grant Thornton’s Gatwick based Corporate Finance team advised the management of Coface Receivables Finance Limited in respect of the sale of its portfolio of clients to Leumi ABL the asset based lending subsidiary of Bank Leumi (UK) plc. Coface Receivables Finance is part of the Coface Group delivering it’s factoring products in the UK and Ireland, including invoice discounting, export funding and reverse factoring. The acquisition adds depth and breadth to Leumi’s current factoring offering.
Phil Woodward, Managing Director of Leumi ABL adds: “This deal continues our growth strategy and follows our purchase two years ago of the Charterhouse Commercial Finance client book. Since launching Leumi ABL fi ve years ago, we’re proud to have built a strong reputation in the mid-tier deal making arena. We are very pleased to be able to extend our offering to assist the growth of these additional clients, whilst offering the fl exibility, speedy decision making and personal approach for which we are known. As with our existing clients, Leumi ABL’s full asset based lending capability will be available to support these new clients as their business needs evolve.”
Xavier Denecker, Managing Director of Coface in the UK and Ireland, said “Coface is discontinuing its receivables fi nance activity in the UK to focus on its core business, trade credit insurance. We are confi dent that our receivables fi nance clients will fi nd at Leumi ABL the business understanding and quality
of service they appreciated at Coface. We look forward to developing with Leumi ABL a strong partnership between receivables fi nance and insurance.”
Commenting on the deal, Rupert Rawcliffe, Corporate Finance Director at Grant Thornton, said: “Following on from our successful disposal of KBC Business Capital last year, the sale of the Coface Receivables loan book represents another true win-win result for both buyer and seller. Our latest success is a testament to our in-depth knowledge of both the ABL sector and the current strategic thinking of all the major players in the market. This has resulted in us creating an excellent outcome for our client in what remains a very challenging mergers and acquisitions market”.
14 Raising the bar
Merger
Further education
£undisclosed January 2011
Grant Thornton provided fi nancial due diligence services
Royal Forest of Dean College
Issue of £200,000,000 5.25% Secured Bonds due 2043
Housing trust
£undisclosed March 2011
Grant Thornton acted as reporting accountant
Peabody Capital Plc
LMBO equity providedby Naxicap
Construction
£undisclosed May 2011
Grant Thornton France provided corporate fi nance advisory services
Les Maisons Pierre
Issue of £120,562,000 5.25% Secured Bonds due 2042
Housing trust
£undisclosed July 2011
Grant Thornton acted as reporting accountant
Notting Hill Housing Trust
Disposal of Road Surface maintenance
Construction
£undisclosed May 2011
Grant Thornton France provided corporate fi nance advisory services
JV Group
Ongoing acquisitions - UK and international
2004 to present
Grant Thornton provides due diligence, audit and tax advice
Cognita Schools/Bregal Capital
Disposal to Hill & Smith Holdings PLC
Distributor and manufacturer of road safety barriers
£undisclosed May 2011
Grant Thornton Sweden provided corporate fi nance advisory services
ATA
Acquisition of Aldwych House
Commercial property
£82.7m December 2011
Grant Thornton provided due diligence and tax structuring
GI Partners and Rowan Asset Management
Property and construction
Education and housing
Raising the bar 15
Acquisition of Hall and Campey Environmental Services Limited
Hazardous garage and workshop waste
£undisclosed September 2011
Grant Thornton provided corporate fi nance advisory services
OSS Environmental Holdings
OSS GROUPOSS GROUP
Disposal to SAICA
Waste and recycling services
£undisclosed September 2011
Grant Thornton provided corporate fi nance advisory services
Stirling Fibre
Fund raising
Development of a waste recycling facility
£17 million May 2011
Grant Thornton provided corporate fi nance advisory services
Avondale Environmental Holdings Limited
Acquisition of Solvent Resource Management Limited (SRM)
Organic waste materials disposal
£undisclosed
Grant Thornton provided due diligence services
Tradebe Environmental Services Limited
Acquisition of Precise Heating Services Limited
Heating solutions
£undisclosed June 2011
Grant Thornton provided due diligence services
Climate Energy Holding Limited
Admission to the AIM market, placing of new shares and acquisition of Inspired Holdings Limited
Energy procurement services
£3.4 million raised via placing£10.2 million market capitalisation
Grant Thornton acted as reporting accountant and provided due diligence services
Inspired Energy plc
Fundraising
Renewable energy technology
£3.6 million June 2011
Grant Thornton provided corporate fi nance advisory services
Applied Superconductor Limited
Investment in Wind Towers Limited
Renewables and manufacturing
£3.4 million June 2011
Grant Thornton provided due diligence services
Highland and Islands Enterprise
Acquisition of Oakwood Fuels Limited
Waste oil processing
£undisclosed June 2011
Grant Thornton provided fi nancial due diligence services
DCC plc
Energy, environment and sustainability
The Grant Thornton team worked together to deliver a professional, seamless service across lead advisory, due diligence and taxation services. Their work kept the transaction moving, and ultimately ensured the success of the acquisition. OSS are a long-standing client of Grant Thornton, and we will continue to leverage their experience, expertise and excellent client service into the future.
Iain LeesActing Managing Director OSS Environmental Holdings Limited
The Grant Thornton team ensured that the process retained momentum, project managing a number of parties to reach a successful conclusion. They ensured they understood our business well from the outset, allowing them to ensure the fi nance package was tailored to our exact requirements, and negotiating on our behalf to secure the best possible deal for Avondale. I would have no hesitation in recommending the team.
Derek Cooper, Managing DirectorAvondale Environmental Holdings Limited
16 Raising the bar
Industrial, extractive and manufacturing
Acquisition of the trade and net assets of Zodion Limited
Street lighting engineering
£undisclosed February 2011
Grant Thornton provided fi nancial due diligence services
W. Lucy & Co. Limited
Disposal to Schneider Electric
Power Shortage
£undisclosed May 2011
Grant Thornton India provided corporate fi nance advisory services
Luminous Power Technologies Limited
Acquisition of Deben UK Limited
Design, manufacture and sale of scientifi c instruments
£3.26 million March 2011
Grant Thornton provided due diligence and tax services
Judges Scientifi c plc
Sale to Race Face Performance Products Inc.
Manufacturing
£undisclosed May 2011
Grant Thornton Canada provided corporate fi nance advisory services
Race Face Components Inc.
Tertiary buy-out by Lloyds Development Capital
Speciality gas processing
£undisclosed April 2011
Grant Thornton provided due diligence services
A-Gas International Holdings Limited
Disposal to Kadant
Supplier of high pressure water cleaners
£undisclosed June 2011
Grant Thornton Sweden provided corporate fi nance advisory services
M. Clean Papertech
BIMBO
UK plastic moulded products supplier
£undisclosed June 2011
Grant Thornton provided operational due diligence services
ECI / Stewart Group
Acquisition of TitaNobel
Explosive manufacturer
£undisclosed April 2011
Grant Thornton France provided corporate fi nance advisory services
Orica
Re-admission to AIM and fund-raising through share subscription
Oil and gas sector
£3.5 million raised February 2011
Grant Thornton acted as reporting accountant
Sirius Petroleum Plc
Acquisition of Boddingtons Limited
Thermoplastic fi lms, meshes and nets
£9.7 million January 2011
Grant Thornton provided due diligence and tax services
Fibreweb Plc
Acquisition of Tubex Limited
Tree shelters and fencing
£5.1 million May 2011
Grant Thornton provided due diligence services
Fibreweb Plc
MBO
Heating and plumbing wholesaler
£undisclosed April 2011
Grant Thornton provided corporate fi nance advisory services
Heating Plumbing Supplies Limited
Secondary buy-out
Building safety
£undisclosed February 2011
Grant Thornton provided due diligence and tax services
LDC
Private Equity Less Ordinary
Acquisition of Masterpower Electronics Limited
Critical power protection systems
£9.4 million March 2011
Grant Thornton provided fi nancial due diligence services
Chloride Group plc
Raising the bar 17
Grant Thornton was tremendous in leading the effort of fi nancial due diligence in our recent successful IPO on AIM. In every work stream – from the Long Form Report, Working Capital Report, to Audit and tax reviews – Grant Thornton was professional in all respects. The process was run very effi ciently from start to fi nish, and additionally when demands were heavy from the Investment Bankers, Grant Thornton responded quickly.
David Pattillo CFOMyCelx Technologies Corporation
We’re delighted to have completed the MBO with support of the management and staff. Grant Thornton and Lloyds Banking Group have provided excellent support throughout the process and indeed our 10 plus year relationship. It’s great to know that we can count on both organisations to pull out all the stops to help us achieve our goals.
Tony CurneenFinancial DirectorHeating Plumbing Supplies Limited
AIM Flotation
Mining and exploration
August 2011
Grant Thornton acted as nominated adviser
Wildhorse Energy Limited
AIM Flotation
Oil removal technology
£12.1 million raised£27.1 million market cap August 2011
Grant Thornton acted as reporting accountant
MyCelx Technologies Corporation
Adoption
Mining and exploration
October 2011
Grant Thornton acted as nominated adviser
Stratex International
Adoption
Exploration assets in Mozambique
November 2011
Grant Thornton acted asnominated adviser
Baobab Resources Plc
AIM Flotation
Mining and exploration
£2 million raised July 2011
Grant Thornton acted as nominated adviser
Ferrex plc
Adoption
Transportation
October 2011
Grant Thornton acted as nominated adviser
Manganese Bronze Holdings Plc
Admission to the Premium Listing segment of the Offi cial List
Mining and exploration
£425 million market cap December 2011
Grant Thornton acted as reporting accountant
Avocet Mining Plc
Management buy-out backed by LDC
Printed folding cartons
£undisclosed December 2011
Grant Thornton provided corporate fi nance advisory and tax services
Benson Group
Financing of Really Useful Products Limited
Storage solutions manufacture
£undisclosed September 2011
Grant Thornton provided fi nancial due diligence and tax services
Really Useful Products Limited / HSBC
Secondary buy-out of Midland Industrial Glass Limited from Midven
Specialist glass processing
£undisclosed December 2011
Grant Thornton provided due diligence and tax structuring
Key Capital Partners LLP
18 Raising the bar
Grant Thornton’s Private Equity Team went from strength to strength in 2011, advising in various capacities on 37 private equity-related deals nationally across Advisory services, reinforcing our market leading position in mid-market private equity.
We have continued to expand our senior management team with a series of appointments and promotions, with the addition of three Partners and fi ve Directors across the Corporate Finance team.
Looking ahead to 2012, we anticipate a strong year for growth companies requiring minority equity investment. Private Equity is set to have its challenges in 2012, primarily with the challenge of raising debt and increased competition for high-growth deals. However, 2012 will be an opportunity to generate high returns for key businesses whose performance has been optimised under the advice of their private equity stake holders. The increasing demand for value creation in the portfolio coincides with our recent expansion of our post-deal services offering, with the development of the Operational Deal Services team headed up by a newly recruited Partner, Alan Dale, in London.
With this in mind, we are looking forward to seeing what 2012 brings.
Private Equity
2011 was a busy year for Grant ThorntonPrivate Equity, with deals across all sectors.
Throughout 2011 Grant Thornton has worked with the following Private Equity houses:
Private Equity Less Ordinary
Raising the bar 19
Over the last 12 months we have worked with the Grant Thornton Operations and Technical Team to help identify and unlock growth opportunities in the businesses we back.
Lewis BantinECI Partners LLP
Case Study:ECI PartnersIn 2011 Grant Thornton advised ECI Partners on fi ve transactions, as they have acquired XLN Telecom, Fourth Hospitality, Reed & Mackay, Stewart Group and CarTrawler since September 2010. Grant Thornton provided Operational and IT Due Diligence support on each of these investments which represent the continuation of Grant Thornton’s relationship with ECI Partners.
ECI is one of the longest established and most successful private equity groups in the UK, specialising in buyouts, buyins and development capital deals valued between £10 million and £150 million. We have provided ECI with a comprehensive Operations and Technology service with a particular focus on the process models and technology employed by each business to support their growth.
Commenting on the deals Richard Joyce of Grant Thornton said “Working closely with the ECI investment teams, we have evolved our operations and technology service to encompass detailed reviews of the target company sales and business development capability, operational performance, fi nance function controls and effectiveness, and the use and development of technology and systems within the businesses. Our relationship and understanding of their business places us in an ideal position to add real value.”
We look forward to working with ECI on future transactions.
We looked hard to fi nd an investor who understood our business and would actively assist us in our global growth ambitions. I was particularly impressed by the Grant Thornton team members ability to achieve such a deep and thorough understanding of our business, in a very short time, and the report from their DD work is already being used by the management team as input to our operational plans.
Mike McGearty CEO CarTrawler
© 2012 Grant Thornton UK LLP. All rights reserved.‘Grant Thornton’ means Grant Thornton UK LLP, a limited liability partnership. Grant Thornton UK LLP is a member firm within Grant Thornton International Ltd(‘Grant Thornton International’). Grant Thornton International and the member firms are not a worldwide partnership. Services are delivered by the member firms independently.This publication has been prepared only as a guide. No responsibility can be accepted by us for loss occassioned to any person acting or refraining from acting as a result of any material in this publication.
www.grant-thornton.co.uk
V21161
BelfastCharlie KerlinT 028 9031 6510E [email protected]
BirminghamIan WilsonT 0121 232 5151E [email protected]
Alex HydeT 0121 232 5245E [email protected]
BristolMark NaughtonT 0117 305 7712E [email protected]
Richard Wilson T 0117 305 7756E [email protected]
CambridgeDarren BearT 01223 225673E [email protected]
Mark ClementT 01223 225604E [email protected]
Geoff DaviesT 01223 225630E [email protected]
CardiffMark NaughtonT 0117 305 7712E [email protected]
ChelmsfordDarren BearT 01223 225673E [email protected]
EdinburghNeil McInnesT 0141 223 0618E [email protected]
GatwickRupert RawcliffeT 01293 554022E [email protected]
GlasgowNeil McInnesT 0141 223 0618E [email protected]
LeedsIan MarwoodT 0113 200 1513E [email protected]
Will OxleyT 0113 200 1582E [email protected]
Jonathan SteedT 0113 200 2661E [email protected]
Leicester and NottinghamMustafa AbdulhuseinT 0116 257 5110E [email protected]
LondonColin AaronsonT 020 7728 2942E [email protected]
David AscottT 020 7728 2315E [email protected]
Stephen BakerT 020 7728 3100E [email protected]
Gerry BeaneyT 020 7728 2589E [email protected]
Philip BirdT 020 7865 2228E [email protected]
Dominic BoltonT 020 7865 2306E [email protected]
Anuj ChandeT 020 7728 2133E [email protected]
Paul CooperT 020 7865 2622E [email protected]
Peter DawsonT 020 7728 3197E [email protected]
Alan DaleT 020 7865 2777E [email protected]
Martin GoddardT 020 7728 2770E [email protected]
Trefor GriffithT 020 7728 2537E [email protected]
Mo MeraliT 020 7728 2501E [email protected]
James RobsonT 020 7865 2773E [email protected]
Philip SecrettT 020 7728 2578E [email protected]
Hemal ShahT 020 7728 2635 E [email protected]
Ian SmartT 020 7728 2465E [email protected]
Michael ThorntonT 020 7728 2644E [email protected]
ManchesterAnthony BoothT 0161 953 6307E [email protected]
Will OxleyT 0113 200 1582E [email protected]
Ali SharifiT 0161 953 6350E [email protected]
Milton KeynesTim BloisT 01908 359582E [email protected]
Mark ClementT 01223 225604E [email protected]
Mike HughesT 01908 359581E [email protected]
Steve WhiteT 01908 359667E [email protected]
NewcastleSimon McIntoshT 0191 203 7792E [email protected]
NorwichTim HansellT 01223 225616E [email protected]
OxfordWendy HartT 01865 799938E [email protected]
ReadingPaul EtheringtonT 01753 781070E [email protected]
Wendy HartT 01865 799938E [email protected]
Duncan LambT 01753 781100E [email protected]
Bob AlsopT 0118 983 9637E [email protected]
SheffieldIan MarwoodT 0114 262 9703E [email protected]
SouthamptonNigel le BasT 02380 381172E [email protected]
Paul StoutT 02380 381265E [email protected]
Grant Thornton also has officesin the following locations:IpswichKetteringLiverpoolNorthampton
Corporate Finance contactsIf you would like to discuss how Grant Thornton can help you achieve your strategic objectives please contact a member of our team or email us at [email protected]
For more information on Grant Thornton International member firms, please visit www.gti.org