Grant Thornton UK - Raising the Bar: A review of Corporate Finance Deals in 2011
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Grant Thornton UK - Raising the Bar: A review of Corporate Finance Deals in 2011

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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 ...

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.

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Grant Thornton UK - Raising the Bar: A review of Corporate Finance Deals in 2011 Grant Thornton UK - Raising the Bar: A review of Corporate Finance Deals in 2011 Document Transcript

  • Raising the barA review of Corporate Finance deals in 2011
  • Contents Foreword 3 Support services 4 Case study: Team24 Limited 5 Consumer markets 6 Case study: Kiddicare.com 7 Technology 8 Case study: 9 ISIS Equity Partners Healthcare 10 Media 11 Financial services 12 Case Study: Coface 13 Receivables Finance Limited Property and construction 14 Education and housing 14 Energy, environment and 15 sustainability Industrial, extractive and 16 manufacturing Private Equity 18 Case Study: ECI Partners 19 Corporate finance contacts 202 Raising the bar
  • ForewordThere’s no denying that 2011 was an eventfulyear, with the Eurozone crisis, government cuts,liquidity issues in the banking arena and a widevariety of other issues resulting in uncertainty inthe economy and volatility in the stock markets.Whilst deals are undoubtedly taking longer to complete,there is no doubt that there is still a strong demand toinvest in high quality companies with a robust businessplan and high quality management team. It is howevermore important than ever that shareholders, investors andmanagement teams gain the best advice possible in order tocomplete deals and maximise the benefits from them. Notwithstanding the state of the market, theGrant Thornton Corporate Finance team have managedto maintain both the quality and quantity of deals that weadvised on. I believe that this is due to a number of reasonsincluding our local transaction teams providing nationalcoverage, our clear focus on the mid-market, both in theUK and globally, and our commitment to buildinglong-term relationships with dynamic companies andindividuals. Some of our largest deals during 2011 camefrom companies that we have advised over a number ofyears and it is always extremely satisfying to have built adeep relationship with shareholders and management teamsand then to help them to realise their strategic objectives. However, the main reason for our success isundoubtedly the quality of our team, both withinCorporate Finance and across the wider firm. We recognisethat our people are our greatest asset and, despite theconditions in the market, have continued to invest tostrengthen the team, having appointed three new partnersand four new directors during 2011. This demonstratesour commitment to the mid-market and our belief in theopportunities that still exist for dynamic companies in thismarket. The key to seizing those opportunities is ensuringthat you get the best possible advice and that is what youcan be assured that Grant Thornton provide.Geoff DaviesHead of Corporate Finance Raising the bar 3
  • Support services Grant Thornton introduced a well-developed opportunity and provided full advisory support throughout a complex transaction, complementing Corporate Finance advice The Grant Thornton team with Tax and Pensions services to help ensure completion of a challenging deal. provided a joined up approach to the work delivered. The Mark Aldridge advice they provided was CEO insightful and highlighted the Better Capital key issues from a financial and commercial perspective. The team was fully committed and proactive in project managing Facilities Services Group Staffline Plc the deal to a successful conclusion. Facilities Services Group Nationwide Property Solutions Tony Norwood MBO Investment Director Acquisition of FourStar Facilities management Employment and training LDC £9 million February 2011 £3 million April 2011 Grant Thornton provided corporate Grant Thornton provided due finance advisory services diligence services Reed & Mackay Team24 Limited The Danwood Group Trinks GmbH Acquisition of Document Express Disposal of Team24 Ltd to Acquisition of M. Hubauer Investment by ECI Partners Capita Group Plc Sells, leases and maintains GmbH & Co KG print focused equipment, Travel management solutions Healthcare recruitment software and infrastructures Beverage logistics £undisclosed April 2011 £24 million May 2011 £undisclosed May 2011 £undisclosed May 2011 Grant Thornton provided due Grant Thornton provided corporate Grant Thornton provided due Grant Thornton Germany provided diligence services finance advisory services diligence and tax services corporate finance advisory services Tompkins and May Transworld LDC LDC CC Team Decoparc Partnership Private Equity Less Ordinary Acquisition of Impulse Worldwide Limited by Secondary buy out of Driver Transworld Global Logistics Hire Investments Group Limited Disposal to Pénélope Disposal to Elior Disposal Courier and logistics Logistics recruitment Hosts and hostesses agency Facility management Social housing £undisclosed June 2011 £undisclosed June 2011 £undisclosed June 2011 £undisclosed June 2011 £undisclosed July 2011 Grant Thornton provided corporate Grant Thornton corporate finance Grant Thornton France provided Grant Thornton France provided Grant Thornton provided corporate finance advisory services advisory and due diligence services corporate finance advisory services corporate finance advisory services finance advisory services4 Raising the bar
  • Case Study: Team24 Limited In May 2011 Grant Thornton advised the host of trade and private equity bidders. shareholders of Team24 Limited in respect of Capita was prepared to pay a good price the sale to Capita Group Plc. to support its ongoing strategy to become Headquartered in Surrey, Team24 Ltd a leading healthcare resource provider to provides nurses and doctors at short notice the NHS and the wider public and private for a wide range of temporary placements healthcare sector”. 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.York Mailing Limited Established in 2005, Team24 employs 80 staff and has approximately 4,000 doctors and nurses registered for placement. Team24 made a pro-forma operating profit for its financial I would like to thank theAcquisition of the trade and year to 31 March 2011 of £4.2 million on Grant Thornton team fornet assets of Pindar Plc turnover of £32.7 million. Capita acquired the way they kept in touchPrinting Team24 for an initial consideration of £24 from the first day through£undisclosed July 2011 million and a deferred consideration of upGrant Thornton provided corporate to £2 million dependent on Team24’s profit to completion of the salefinance advisory services performance in the year to 31 March 2012. giving me endless support Commenting on the deal, Rupert Rawcliffe, and guidance throughoutEvergo Canada Inc. Corporate Finance Director at the transaction. It was a real Grant Thornton, said: “We are very pleased to have assisted in successfully concluding pleasure to have this deal. We ran a highly competitive sales Grant Thornton and inThe assets of Evergo Canada process which attracted strong interest from a particular Rupert and hisInc. acquired by Agrium Inc. team with me throughout theHaulage and logistics£undisclosed July 2011 process and I would have noGrant Thornton Canada providedcorporate finance advisory services hesitation in recommending Grant Thornton to anyoneRomac Technical considering selling theirServices Limited Sinclair Knight Merz John Good Limited business. Robert Stiff Managing Director Acquisition of Mouchel RailAMA disposal from Mouchel plc Disposal Team24 LimitedTransport and logistics Support services Publisher and printer£undisclosed August 2011 £3.4 million October 2011 £undisclosed October 2011Grant Thornton provided corporate Grant Thornton provided corporate finance Grant Thornton provided corporatefinance advisory services advisory and due diligence services finance advisory servicesSenturion Group / Davies Arnold Mainland ExpressRJD Partners Healthcare Locums plc Cooper LLP Limited Spicers LimitedDisposal to May Gurney Refinancing Acquisition of Spicers UK Merger and debt financing Disposal and IrelandSpecialised vehicle leasing to Healthcare recruitmentlocal authorities services Legal services Transport and distribution Office products supplier£65 million November 2011 £undisclosed November 2011 £undisclosed November 2011 £undisclosed November 2011 £40 million December 2011Grant Thornton provided vendor due Grant Thornton provided Grant Thornton provided due Grant Thornton provided corporate Grant Thornton provided corporatediligence services financial due diligence services diligence services finance advisory and tax services finance advisory services Raising the bar 5
  • Consumer markets Kiddicare.com Disposal to Wm Morrison Supermarkets plc Multi-channel online retailer of baby products £70 million February 2011 Grant Thornton provided corporate finance advisory and tax services We are delighted by the consistently energetic and A.F Blakemore & Son Abbeydale Food Group Limited professional advice and support that we have received from the Grant Thornton Refinancing and acquisition of Corporate Finance team. We Capper & Co Limited Acquisition SPAR Wholesaler and look forward to building on our Food retailer Food manufacturing existing relationships within £undisclosed March 2011 £undisclosed March 2011 Grant Thornton provided corporate finance Grant Thornton provided corporate Grant Thornton as we seek advisory and due diligence services finance advisory services to grow the Abbeydale Food Group in the future. Cheapflights Limited Bird Group (India) Andrew Hayes Managing Director Acquisition of The Royal Abbeydale Food Group Limited Park Hotel Limited Five Star Acquisition of Momondo AS Boutique hotel Online flight search engine Hotel and leisure £undisclosed March 2011 £undisclosed March 2011 Grant Thornton provided tax and Grant Thornton provided financial due financial due diligence services diligence services Casterbridge Tours Shanti Hospitality Anglia Regional Limited Group Limited Co-operative Society SHS Group Limited ECI Partners Acquisition of Bottlegreen from Disposal of Casterbridge Acquisition of Number Ten Disposal of 19 Piper Private Equity MBO of CarTrawler by Tours Limited Hotel, Edinburgh department stores ECI Partners Drinks retailer and Educational tour operator Hotel and leisure Consumer retail manufacturer Online car rental £undisclosed April 2011 £undisclosed April 2011 £7.5 million May 2011 £undisclosed May 2011 £undisclosed May 2011 Grant Thornton provided corporate Grant Thornton provided due Grant Thornton provided corporate Grant Thornton provided advisory and Grant Thornton provided due finance advisory services diligence services finance advisory services due diligence services diligence services Edmond de Rothschild KEFI Limited Zambeef Products plc Sportingbet plc Mafco Investments Investment Partners £65 million Placing and Open Offer, Issue of £65 million Convertible Bonds Acquisition of a minority stake Acquisition of The Real Greek and acquisition of Centrebet in Sun City Group Food Company Limited AIM flotation and placing International Limited Acquisition of Cocosa Children’s clothing Restaurants Agriculture Online betting and gambling Online retailing under licenses £undisclosed June 2011 £35 million raised June 2011 £118.5 million June 2011 £undisclosed July 2011 €60 million July 2011 Grant Thornton provided financial due Grant Thornton acted as reporting Grant Thornton provided due diligence Grant Thornton provided financial Grant Thornton France provided diligence services accountant services and acted as reporting accountant and tax due diligence services corporate finance advisory services6 Raising the bar
  • Certus Compliance Group/ Case Study: Mike Hughes, Corporate FinanceCanter Equity Partners Director at Grant Thornton said, “This Kiddicare.com process has provided further evidence that strategic trade buyers are very Grant Thornton’s Corporate Finance definitely back in the Retail M&AAcquisition of Scottish team has advised the partners of market. Businesses such asFood Quality CertificationLimited backed by Canter kiddicare.com in respect of the business kiddicare.com, with a strong brandEquity Partners sale to Wm Morrison Supermarkets plc name, a scalable technology platform and£undisclosed August 2011 for £70 million. The acquisition represents significant operating capacity, can expectGrant Thornton providedfinancial due diligence services the first step for Morrisons in developing to continue to be top of buyers shopping its online business.kiddicare.com, based lists in the months ahead.” in Peterborough, is the UK’s leadingNova Leisure Limited specialist online retailer of baby products, with annual revenues of circa £37.5 million and has grown by 75% in the past three years. Over 80% ofDisposal to Marine kiddicare.com’s sales are now generated viaMart Limited its online channel.Wholesaler of motor homespare parts and accessories Commenting on the deal, Tim Hansell, Corporate Finance Director at£2.5 million August 2011 Grant Thornton’s CorporateGrant Thornton provided corporate Grant Thornton, said: “kiddicare.com isfinance advisory services a high quality business which attracted Finance team did a brilliant significant interest from a broad range job for us on this transaction.Jarvis Hotels Limited inAdministration of strategic trade and private equity They ran an aggressive sales buyers, with around 20 indicative bids process in a rapid timescale being received for the business. We ran a hotly contested auction process for and were highly professional this asset culminating in a fantastic price throughout. Together weDisposal of business andassets being delivered for the vendors in a rapid delivered a fantastic timescale.”Hotel and leisure outcome from the sale of£111 million September 2011Grant Thornton provided corporate kiddicare.com and I wouldfinance advisory services have no hesitation in recommending the deal team SA Brain & Seafresh Industry PublicL Capital Company Limited Company Limited as advisers in the future. Scott Weavers-Wright CEOAcquisition of CaptainTortue Group Acquisition of Coffee #1 Acquisition of Blue Earth kiddicare.com Limited Foods LimitedDirect selling: women andchildren apparel Brewing and hospitality Chilled seafood supplier€60 million September 2011 £undisclosed October 2011 £undisclosed October 2011Grant Thornton France provided Grant Thornton provided corporate Grant Thornton provided duecorporate finance advisory services finance advisory services diligence and tax servicesKintyre Development The Stamford GroupCompany Limited Limited Sportingbet plc Rockall Seafoods Limited Quilvest Private Equity Sale of trade and assets of itsFinance facility for the subsidiary, Bishop Commercialrestoration of luxury hotel Holdings Ltd, to KSC Disposal of Turkish language Disposal to Whitby Seafoods Investment in Tortilla (Mexicanaccommodation Worldwide Limited website business Limited Grill Limited)Hotels and Leisure Petrol & convenience retail Online betting and gaming Food and beverage Food retail£undisclosed October 2011 £undisclosed November 2011 £125 million November 2011 £undisclosed December 2011 £undisclosed December 2011Grant Thornton provided financial and Grant Thornton provided corporate Grant Thornton acted as reporting Grant Thornton provided advisory Grant Thornton provided duecommercial due diligence services finance advisory services accountant and taxation services to the vendor diligence services Raising the bar 7
  • 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 ECI / Fourth Hospitality understanding our needs as a private equity investor. MBO Nick Jordan Software for the hospitality Partner industry Darwin Private Equity £undisclosed March 2011 Grant Thornton provided operational due diligence services Point International Unicom iomart Group Plc Acquire Inc Ubisense Group plc Group Disposal to Peopleclick Acquisition of Authoria AIM flotation Acquisition of TS3 Disposal to Vitruvian Partners Switch Media Limited Services Limited Workforce analytics and talent Real time location systems Business telecoms reseller Managed hosting solutions management software Electronic payment systems £38.6 million market cap £undisclosed April 2011 £1.25 million April 2011 £undisclosed April 2011 June 2011 £undisclosed June 2011 Grant Thornton provided corporate Grant Thornton provided due Grant Thornton US provided Grant Thornton acted as reporting Grant Thornton provided corporate finance advisory services diligence services corporate finance advisory services accountant finance advisory services Security Intelligent Data Amor Group/ Growth Commidea Limited Partnerships Ltd Systems Limited Darwin Private Equity Capital Partners Acquisition of FS Walker Disposal to Bytes Technology Hughes Limited backed by Disposal to Point International Group Limited Disposal to the AA Acquisition of Attenda Limited Growth Capital Partners Electronic payment systems IT security Risk management solutions IT services IT managed services £undisclosed June 2011 £undisclosed August 2011 £undisclosed August 2011 £50 millipn August 2011 £undisclosed August 2011 Grant Thornton provided corporate Grant Thornton provided corporate Grant Thornton provided corporate Grant Thornton provided due Grant Thornton provided due finance advisory services finance advisory services finance advisory services diligence services diligence services8 Raising the bar
  • Case Study: ISIS Equity Partners In October 2011 Grant Thornton advised ISIS Bridie Robinson, Corporate Finance Equity Partners (‘ISIS’) on the institutional Associate Director at Grant Thornton, said: buy-out of Onyx Group Limited (‘Onyx’) for “We are very pleased to have assisted in £27 million. Established in 1994 Onyx is an successfully concluding this deal. The deal operator of data centres, business continuity has provided further evidence that there is a centres and a provider of cloud computing secure banking appetite given the business services. It was recently listed in The Sunday has the right attributes and Onyx has a strong Times Tech Track 100 which monitors the position as a leading specialist IT provider. The faster growing technology companies in investment by ISIS will enable the company to the UK. grow and build on its success to date.” 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 Sheffield. Grant Thornton worked closely with ISIS providing lead advisory services. ISIS have a well-established track record of helping ambitious entrepreneurs create long-term We are delighted to have value and market leadership. ISIS typically worked with Grant Thornton invest in businesses valued between £5 million and £75 million. 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 ourECI / Wireless Logic ISIS / Quantix original expectations. Xavier Woodward Investment Director Disposal ISIS Equity PartnersMBO Provider of outsourced database, applications andM2M Communications security management£undisclosed August 2011 £undisclosed September 2011Grant Thornton provided operational Grant Thornton provided vendor duedue diligence services diligence services Kerridge Commercial Team TelecommunicationsDillistone plc ISIS Equity Partners Systems Limited Group Limited / Gresham Palatine Private EquityAcquisition of MBO of Selection ServicesWoodcote Software Limited Acquisition of Acquisition of C&C Technology Limited and acquisition of IBO of Onyx Group Limited TIS Software Limited Limited Cloud Data LimitedHuman resourcespecialist software Provider of IT solutions Software solutions IT consultancy IT services£3.8 million September 2011 £27 million October 2011 £undisclosed October 2011 £undisclosed November 2011 £undisclosed December 2011Grant Thornton provided Grant Thornton provided corporate Grant Thornton provided corporate Grant Thornton provided financial and Grant Thornton provided corporatefinancial due diligence services finance advisory services finance advisory services tax due diligence services finance advisory and tax services Raising the bar 9
  • Healthcare Surgical Spaces Inc. Sale to Centric Health Corporation Healthcare Private surgical facilities £undisclosed January 2011 Grant Thornton Canada provided corporate finance advisory services Ludlow Street Acorn Care and Acorn Care and Molecular Profiles Sphere Medical Healthcare Education Limited Education Limited Limited Holding plc RGF funding secured from Merger of Beechwood Court Acquisition of the Department of Business, AIM flotation and Orbis Education &Care Acquisition Pathway Care fostering Innovation and Skills Medical devices Specialist and care Fostering and education services Fostering services Pharmaceuticals £34 million market cap £undisclosed April 2011 £undisclosed April 2011 £undisclosed August 2011 £1.6 million October 2011 November 2011 Grant Thornton provided corporate Grant Thornton provided corporate finance Grant Thornton provided corporate finance Grant Thornton provided due Grant Thornton acted as reporting finance advisory services advisory and financial due diligence services advisory and financial due diligence services diligence services accountant10 Raising the bar
  • 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 ourPerform Group plc Mediaprism objectives. The Grant Thornton UK and US teams showed commitment in ensuring that the work was completed to anAcquisition of Goal.com(Holdco) SA Disposal of Mediaprism to Mediapost excellent standard and withinDigital sports media Direct marketing our expected timescales whichUS$30 million February 2011 £undisclosed March 2011 was key.Grant Thornton provided due Grant Thornton France provideddiligence services corporate finance advisory services David Surtees Independent Media Chief Financial OfficerPerform Group plc Distribution plc Perform Group PlcOfficial list IPO Media Public to private byDigital sports media Vitruvian Partners£586 million market cap. Media logistics£72.5 million raised April 2011 £undisclosed April 2011Grant Thornton acted as reporting Grant Thornton provided tax and dueaccountant diligence services Oakley Capital PrivateMotivcom plc Equity Incisive Media Limited Freetouch Motivcom plcAcquisition of Allsave Limitedand My Family Care Vouchers Acquisition of a majority stake Acquisition of Web Recruitment Fundraising by Croissance Acquisition of Goldserve LimitedLimited in Time Out America LLC Services Limited Nord Pas-de-Calais Online lead generation forMarketing services Digital media Web-based recruitment Interactive agency MICE venues£undisclosed April 2011 $14.2 million May 2011 £undisclosed July 2011 £undisclosed July 2011 £undisclosed August 2011Grant Thornton provided financial & Grant Thornton provided due Grant Thornton provided due Grant Thornton France provided Grant Thornton provided commercialcommercial due diligence services diligence and tax services diligence and tax services corporate finance advisory services due diligence services Progressive DigitalSt Ives plc Media Group Plc JCDecaux UK Bongo IP Pty Limited Media Square PlcAcquisition of Pragma HoldingsLimited and Pragma Consulting Refinancing Acquisition of Media Initiatives Acquisition of the trade andLimited Limited assets of 63336 limited Sale of Media Square Plc Digital media and data contentMarketing services management Face-to face marketing SMS-based Q&A service Marketing services£undisclosed September 2011 £undisclosed October 2011 £undisclosed November 2011 £undisclosed December 2011 £undisclosed December 2011Grant Thornton provided financial and Grant Thornton provided financial and Grant Thornton provided due Grant Thornton provided due Grant Thornton provided corporatetax due diligence tax due diligence services diligence services diligence services finance advisory services Raising the bar 11
  • Financial services 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 confidence in them and their experience showed through in different aspects of the deal. Having now reflected on the deal I can point to specific 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 Davis CEO MoneyPlus Group Limited Pall Mall Investment MoneyPlus Group Give Me My Money Management Limited Merchant Securities Limited Limited GE Capital Disposal of its European high yield business to Brookfield Investment Management MBO of MoneyPlus Acquisition of Eurofactor UK (UK) Limited Adoption Group Limited New finance facility Limited Investment management Financial services Financial services Claims management Asset based lender £undisclosed March 2011 May 2011 £undisclosed June 2011 £undisclosed August 2011 £undisclosed September 2011 Grant Thornton provided corporate Grant Thornton acted as Grant Thornton provided corporate Grant Thornton provided due Grant Thornton provided financial and finance advisory services nominated adviser finance advisory and tax services diligence services tax due diligence services Nova Ventures Corporation/ Legendary Coface Receivables Equiniti Sensornet Limited Investments plc Finance Limited Merchant Securities Acquisition of Corporate and Disposal of the loan book of Employee services division of Acquisition of Coface Receivables Finance NatWest Stockbrokers Sensornet Limited Adoption Limited to Leumi ABL Takeover Share registrar Asset monitoring solutions Financial services Receivables finance Financial services £undisclosed September 2011 £undisclosed October 2011 October 2011 £undisclosed October 2011 December 2011 Grant Thornton provided due Grant Thornton provided financial Grant Thornton acted as Grant Thornton provided corporate Grant Thornton acted as diligence and tax services and tax due diligence services nominated adviser finance advisory services Rule 3 Advisor12 Raising the bar
  • Case Study:Coface Receivables Finance LimitedIn October 2011 Grant Thornton’s Gatwick of service they appreciated at Coface. We lookbased Corporate Finance team advised the forward to developing with Leumi ABL amanagement of Coface Receivables Finance strong partnership between receivables financeLimited in respect of the sale of its portfolio of and insurance.”clients to Leumi ABL the asset based lending Commenting on the deal, Rupert Rawcliffe,subsidiary of Bank Leumi (UK) plc. Coface Corporate Finance Director atReceivables Finance is part of the Coface Grant Thornton, said: “Following on fromGroup delivering it’s factoring products in the our successful disposal of KBC BusinessUK and Ireland, including invoice discounting, Capital last year, the sale of the Cofaceexport funding and reverse factoring. The Receivables loan book represents another trueacquisition adds depth and breadth to Leumi’s win-win result for both buyer and seller. Ourcurrent factoring offering. latest success is a testament to our in-depth Phil Woodward, Managing Director of knowledge of both the ABL sector and theLeumi ABL adds: “This deal continues our current strategic thinking of all the majorgrowth strategy and follows our purchase two players in the market. This has resulted in usyears ago of the Charterhouse Commercial creating an excellent outcome for our client inFinance client book. Since launching Leumi what remains a very challenging mergers andABL five years ago, we’re proud to have acquisitions market”.built a strong reputation in the mid-tier dealmaking arena. We are very pleased to be ableto extend our offering to assist the growthof these additional clients, whilst offeringthe flexibility, speedy decision making andpersonal approach for which we are known.As with our existing clients, Leumi ABL’s full The Grant Thornton team handled ourasset based lending capability will be available disposal process with great skill andto support these new clients as their business professionalism but most importantly to meneeds evolve.” never forgot that this transaction was about Xavier Denecker, Managing Director ofCoface in the UK and Ireland, said “Coface is people and clients. The corporate objectivesdiscontinuing its receivables finance activity were all achieved and I was guided andin the UK to focus on its core business, trade supported at every step by people whocredit insurance. We are confident that our understood what could be achieved, whatreceivables finance clients will find at LeumiABL the business understanding and quality 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 Director Coface Trade Receivables Limited Raising the bar 13
  • Property and construction Les Maisons Pierre JV Group LMBO equity provided Disposal of Road Surface by Naxicap maintenance Construction Construction £undisclosed May 2011 £undisclosed May 2011 Grant Thornton France provided Grant Thornton France provided corporate finance advisory services corporate finance advisory services GI Partners and Rowan ATA Asset Management Disposal to Hill & Smith Holdings PLC Acquisition of Aldwych House Distributor and manufacturer of road safety barriers Commercial property £undisclosed May 2011 £82.7m December 2011 Grant Thornton Sweden provided Grant Thornton provided due corporate finance advisory services diligence and tax structuringEducation and housing Royal Forest of Dean Notting Hill Cognita Schools/ College Peabody Capital Plc Housing Trust Bregal Capital Issue of £200,000,000 5.25% Issue of £120,562,000 5.25% Merger Secured Bonds due 2043 Secured Bonds due 2042 Ongoing acquisitions - UK and Further education Housing trust Housing trust international £undisclosed January 2011 £undisclosed March 2011 £undisclosed July 2011 2004 to present Grant Thornton provided financial due Grant Thornton acted as reporting Grant Thornton acted as reporting Grant Thornton provides due diligence services accountant accountant diligence, audit and tax advice14 Raising the bar
  • 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 The Grant Thornton team business well from the outset, allowing them worked together to deliver to ensure the finance package was tailored to our exact requirements, and negotiating on a professional, seamless our behalf to secure the best possible deal service across lead advisory, for Avondale. I would have no hesitation in due diligence and taxation recommending the team. services. Their work kept Derek Cooper, Managing Director the transaction moving, and Avondale Environmental Holdings Limited 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. Energy, environment and Iain Lees Acting Managing Director sustainability OSS Environmental Holdings LimitedAvondale Environmental Climate Energy Holding Applied Superconductor Highland and IslandsHoldings Limited Limited Limited EnterpriseFund raising Acquisition of Precise Heating Investment in Wind Towers Services Limited Fundraising LimitedDevelopment of a wasterecycling facility Heating solutions Renewable energy technology Renewables and manufacturing£17 million May 2011 £undisclosed June 2011 £3.6 million June 2011 £3.4 million June 2011Grant Thornton provided corporate Grant Thornton provided due Grant Thornton provided corporate Grant Thornton provided duefinance advisory services diligence services finance advisory services diligence services OSS Environmental Tradebe EnvironmentalDCC plc Holdings Stirling Fibre Services Limited Inspired Energy plc OSS GROUP Admission to the AIM market, placing of new shares and acquisition of Inspired Holdings Acquisition of Hall and Campey Acquisition of Solvent Resource LimitedAcquisition of Oakwood Fuels Environmental Services Limited Management Limited (SRM)Limited Disposal to SAICA Energy procurement services Hazardous garage and Organic waste materials £3.4 million raised via placingWaste oil processing workshop waste Waste and recycling services disposal £10.2 million market£undisclosed June 2011 £undisclosed September 2011 £undisclosed September 2011 £undisclosed capitalisationGrant Thornton provided financial due Grant Thornton provided corporate Grant Thornton provided corporate Grant Thornton provided due Grant Thornton acted as reporting accountantdiligence services finance advisory services finance advisory services diligence services and provided due diligence services Raising the bar 15
  • Industrial, extractive and manufacturing Sirius Petroleum Plc Fibreweb Plc Re-admission to AIM and fund-raising through share Acquisition of Boddingtons subscription Limited Oil and gas sector Thermoplastic films, meshes and nets £3.5 million raised February 2011 £9.7 million January 2011 Grant Thornton acted as reporting Grant Thornton provided due accountant diligence and tax services LDC W. Lucy & Co. Limited Private Equity Less Ordinary Acquisition of the trade and net Secondary buy-out assets of Zodion Limited Building safety Street lighting engineering £undisclosed February 2011 £undisclosed February 2011 Grant Thornton provided due Grant Thornton provided financial due diligence and tax services diligence services A-Gas International Heating Plumbing Chloride Group plc Judges Scientific plc Holdings Limited Orica Supplies Limited Acquisition of Masterpower Acquisition of Deben UK Electronics Limited Limited Tertiary buy-out by Lloyds MBO Development Capital Acquisition of TitaNobel Critical power protection Design, manufacture and sale Heating and plumbing systems of scientific instruments Speciality gas processing Explosive manufacturer wholesaler £9.4 million March 2011 £3.26 million March 2011 £undisclosed April 2011 £undisclosed April 2011 £undisclosed April 2011 Grant Thornton provided financial due Grant Thornton provided due Grant Thornton provided due Grant Thornton France provided Grant Thornton provided corporate diligence services diligence and tax services diligence services corporate finance advisory services finance advisory services Luminous Power Race Face Fibreweb Plc Technologies Limited Components Inc. M. Clean Papertech ECI / Stewart Group Sale to Race Face Disposal to Kadant BIMBO Acquisition of Tubex Limited Disposal to Schneider Electric Performance Products Inc. Supplier of high pressure UK plastic moulded products Tree shelters and fencing Power Shortage Manufacturing water cleaners supplier £5.1 million May 2011 £undisclosed May 2011 £undisclosed May 2011 £undisclosed June 2011 £undisclosed June 2011 Grant Thornton provided due Grant Thornton India provided Grant Thornton Canada provided Grant Thornton Sweden provided Grant Thornton provided operational diligence services corporate finance advisory services corporate finance advisory services corporate finance advisory services due diligence services16 Raising the bar
  • 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 Curneen Financial Director Heating Plumbing Supplies Limited Grant Thornton was tremendous in leading the effort of financial due diligence in our recent successful IPO on AIM. In every work stream – from the Long Form Report, Wildhorse Energy Ferrex plc Limited Working Capital Report, to Audit and tax reviews – Grant Thornton was professional in all respects. AIM Flotation AIM Flotation The process was run very Mining and exploration Mining and exploration efficiently from start to £2 million raised July 2011 August 2011 Grant Thornton acted as Grant Thornton acted as finish, and additionally when nominated adviser nominated adviser demands were heavy from the Investment Bankers, MyCelx Technologies Corporation Really Useful Products Limited / HSBC Stratex International Grant Thornton responded quickly. AIM Flotation David Pattillo Oil removal technology Financing of Really Useful Products Limited Adoption CFO £12.1 million raised Storage solutions manufacture Mining and exploration £27.1 million market cap MyCelx Technologies Corporation August 2011 £undisclosed September 2011 October 2011 Grant Thornton acted as reporting Grant Thornton provided financial due Grant Thornton acted as accountant diligence and tax services nominated adviserManganese Bronze Key Capital PartnersHoldings Plc Baobab Resources Plc LLP Avocet Mining Plc Benson Group Admission to the Premium Secondary buy-out of Midland Listing segment of the Adoption Industrial Glass Limited from Official List Management buy-out backedAdoption Midven by LDC Exploration assets Mining and explorationTransportation in Mozambique Specialist glass processing Printed folding cartons £425 million market cap October 2011 November 2011 £undisclosed December 2011 December 2011 £undisclosed December 2011Grant Thornton acted as Grant Thornton acted as Grant Thornton provided due Grant Thornton acted as reporting Grant Thornton provided corporatenominated adviser nominated adviser diligence and tax structuring accountant finance advisory and tax services Raising the bar 17
  • Private Equity2011 was a busy year for Grant ThorntonPrivate Equity, with deals across all sectors.Grant Thornton’s Private Equity Team went from strength to Throughout 2011 Grant Thornton has workedstrength in 2011, advising in various capacities on 37 private with the following Private Equity houses:equity-related deals nationally across Advisory services,reinforcing our market leading position in mid-marketprivate equity. We have continued to expand our senior managementteam with a series of appointments and promotions, withthe addition of three Partners and five Directors across theCorporate Finance team. Looking ahead to 2012, we anticipate a strong year forgrowth companies requiring minority equity investment.Private Equity is set to have its challenges in 2012, primarilywith the challenge of raising debt and increased competitionfor high-growth deals. However, 2012 will be an opportunityto generate high returns for key businesses whoseperformance has been optimised under the advice of theirprivate equity stake holders. The increasing demand for valuecreation in the portfolio coincides with our recent expansion Private Equity Less Ordinaryof our post-deal services offering, with the development ofthe Operational Deal Services team headed up by a newlyrecruited Partner, Alan Dale, in London. With this in mind, we are looking forward to seeing what2012 brings.18 Raising the bar
  • Case Study:ECI PartnersIn 2011 Grant Thornton advised ECI Partnerson five transactions, as they have acquiredXLN Telecom, Fourth Hospitality, Reed &Mackay, Stewart Group and CarTrawler since Over the last 12 months we have workedSeptember 2010. Grant Thornton providedOperational and IT Due Diligence support on with the Grant Thornton Operations andeach of these investments which represent the Technical Team to help identify and unlockcontinuation of Grant Thornton’s relationship growth opportunities in the businesseswith ECI Partners. we back. ECI is one of the longest establishedand most successful private equity groups in Lewis Bantinthe UK, specialising in buyouts, buyins and ECI Partners LLPdevelopment capital deals valued between£10 million and £150 million. We haveprovided ECI with a comprehensiveOperations and Technology service with aparticular focus on the process models andtechnology employed by each business tosupport their growth. Commenting on the deals Richard Joyceof Grant Thornton said “Working closelywith the ECI investment teams, we haveevolved our operations and technology serviceto encompass detailed reviews of the targetcompany sales and business development We looked hard to find an investor whocapability, operational performance, financefunction controls and effectiveness, and the use understood our business and would activelyand development of technology and systems assist us in our global growth ambitions.within the businesses. Our relationship and I was particularly impressed by theunderstanding of their business places us in an Grant Thornton team members abilityideal position to add real value.” We look forward to working with ECI on to achieve such a deep and thoroughfuture transactions. 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 Raising the bar 19
  • Corporate Finance contactsIf you would like to discuss how Grant Thornton can help you achieve your strategic objectives please contact a member ofour team or email us at corporatefinance@uk.gt.comFor more information on Grant Thornton International member firms, please visit www.gti.orgBelfast Leeds Martin Goddard Steve WhiteCharlie Kerlin Ian Marwood T 020 7728 2770 T 01908 359667T 028 9031 6510 T 0113 200 1513 E martin.a.goddard@uk.gt.com E steve.j.white@uk.gt.comE charlie.kerlin@uk.gt.com E ian.marwood@uk.gt.com Trefor Griffith NewcastleBirmingham Will Oxley T 020 7728 2537 Simon McIntoshIan Wilson T 0113 200 1582 E trefor.a.griffith@uk.gt.com T 0191 203 7792T 0121 232 5151 E will.m.oxley@uk.gt.com E simon.a.mcintosh@uk.gt.comE ian.p.wilson@uk.gt.com Mo Merali Jonathan Steed T 020 7728 2501 NorwichAlex Hyde T 0113 200 2661 E mo.merali@uk.gt.com Tim HansellT 0121 232 5245 E jonathan.m.steed@uk.gt.com T 01223 225616E alex.s.hyde@uk.gt.com James Robson E tim.l.hansell@uk.gt.com Leicester and Nottingham T 020 7865 2773Bristol Mustafa Abdulhusein E james.robson@uk.gt.com OxfordMark Naughton T 0116 257 5110 Wendy HartT 0117 305 7712 E mustafa.abdulhusein@uk.gt.com Philip Secrett T 01865 799938E mark.c.naughton@uk.gt.com T 020 7728 2578 E wendy.e.hart@uk.gt.com London E philip.j.secrett@uk.gt.comRichard Wilson Colin Aaronson ReadingT 0117 305 7756 T 020 7728 2942 Hemal Shah Paul EtheringtonE richard.wilson@uk.gt.com E colin.p.aaronson@uk.gt.com T 020 7728 2635 T 01753 781070 E hemal.shah@uk.gt.com E paul.md.etherington@uk.gt.comCambridge David AscottDarren Bear T 020 7728 2315 Ian Smart Wendy HartT 01223 225673 E david.p.ascott@uk.gt.com T 020 7728 2465 T 01865 799938E darren.m.bear@uk.gt.com E ian.v.smart@uk.gt.com E wendy.e.hart@uk.gt.com Stephen BakerMark Clement T 020 7728 3100 Michael Thornton Duncan LambT 01223 225604 E stephen.baker@uk.gt.com T 020 7728 2644 T 01753 781100E mark.clement@uk.gt.com E michael.j.thornton@uk.gt.com E duncan.lamb@uk.gt.com Gerry BeaneyGeoff Davies T 020 7728 2589 Manchester Bob AlsopT 01223 225630 E gerry.d.beaney@uk.gt.com Anthony Booth T 0118 983 9637E geoff.davies@uk.gt.com T 0161 953 6307 E bob.alsop@uk.gt.com Philip Bird E anthony.booth@uk.gt.comCardiff T 020 7865 2228 SheffieldMark Naughton E philip.bird@uk.gt.com Will Oxley Ian MarwoodT 0117 305 7712 T 0113 200 1582 T 0114 262 9703E mark.c.naughton@uk.gt.com Dominic Bolton E will.m.oxley@uk.gt.com E ian.marwood@uk.gt.com T 020 7865 2306Chelmsford E dominic.bolton@uk.gt.com Ali Sharifi SouthamptonDarren Bear T 0161 953 6350 Nigel le BasT 01223 225673 Anuj Chande E ali.sharifi@uk.gt.com T 02380 381172E darren.m.bear@uk.gt.com T 020 7728 2133 E nigel.lebas@uk.gt.com E anuj.j.chande@uk.gt.com Milton KeynesEdinburgh Tim Blois Paul StoutNeil McInnes Paul Cooper T 01908 359582 T 02380 381265T 0141 223 0618 T 020 7865 2622 E tim.m.blois@uk.gt.com E paul.stout@uk.gt.comE neil.mcinnes@uk.gt.com E paul.a.cooper@uk.gt.com Mark Clement Grant Thornton also has officesGatwick Peter Dawson T 01223 225604 in the following locations:Rupert Rawcliffe T 020 7728 3197 E mark.clement@uk.gt.com IpswichT 01293 554022 E peter.dawson@uk.gt.com KetteringE rupert.rawcliffe@uk.gt.com Mike Hughes Liverpool Alan Dale T 01908 359581 NorthamptonGlasgow T 020 7865 2777 E mike.hughes@uk.gt.comNeil McInnes E alan.dale@uk.gt.comT 0141 223 0618E neil.mcinnes@uk.gt.com© 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 anymaterial in this publication.www.grant-thornton.co.ukV21161