Welcome to this year’s corporate finance review. There has been much speculation on the likely negative impact of Brexit and the US election on the deal market but has this materialised yet? Download this brochure for a glimpse into our corporate finance transaction highlights over the last 12 months and meet the team! https://www.brownejacobson.com/sectors-and-services/services/corporate-and-commercial/corporate-finance

1. Browne Jacobson's
corporate finance team
2017

3. Browne Jacobson’s corporate finance team 2017 | Contents page | 3
In brief..................................................................................
Our key stats...........................................................................
Transaction highlights.................................................................
In focus..................................................................................
What our clients say...................................................................
Meet the team.........................................................................
About Browne Jacobson..............................................................
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contents
They are fully deserving of our top award as they
consistently demonstrate the highest levels of client
experience and achieved high scores against all the
criteria we measure.
“
”Investors in Customers (IIC)

4. Browne Jacobson’s corporate finance team 2017 | In brief page | 4
Welcome to this year’s corporate finance review. There
has been much speculation on the likely negative impact
of Brexit and the US election on the deal market but has
this materialised yet?
2016 began with continued high volumes of transactions
but immediately following the referendum, there
was a real sense of shock and a feeling of uncertainty
as to what might follow for the deal market. There
was regular talk of recession and a return to the
experiences of 2008/09. However, in reality, although
we have seen some specific problems on transactions
where the fluctuations in exchange rates have had a
significant impact, overall the wider concerns have yet
to materialise. If anything we have seen an increase in
the volume of transactions involving both our domestic
and overseas clients since the referendum. Further
surprise in the US election has not affected our clients’
willingness to carry on with their investment and exit
plans.
We have been delighted to be involved with numerous
transactions in recent months across a range of sectors
for both our domestic and overseas clients. Our brochure
highlights just a selection of these over the last 12
months. A particular recent highlight for the team
was acting for Tom Joule, a long standing client of the
firm, on the IPO of Joules which was awarded ‘Deal of
the Year’ at the Insider Midlands Dealmakers Awards.
We were also named in the Top 20 of the UK’s leading
dealmakers by Experian.
As part of the firm’s strategy of continued sustainable
growth we are committed to further investment in
our corporate finance team across our office network.
We have recently appointed Mike Stace as a partner
based in our Birmingham office and is focused on mid-
market transactions; Jon Snade, a partner based in our
London office with a particular focus on corporate tech
transactions; and two further lawyers into our team to
create one of the largest national corporate finance
teams. We expect to make further announcements over
the forthcoming months.
We look forward to working with all our clients in the
year ahead.
in brief
Gavin Cummings
Partner and Head of Business Services
+ 44 (0)115 976 6157
gavin.cummings@brownejacobson.com
Winner of ‘Deal of the Year’ at both Insider
East Midlands and Insider Midlands Awards...

5. Browne Jacobson’s corporate finance team 2017 | In brief page | 5
Consistently provides sound advice.
Legal 500 2016
“ ”

6. page | 6Browne Jacobson’s corporate finance team 2017 | Our key stats
our key stats
Transaction volumes
Transaction sizes
.........................................................................................................................................................................................
.........................................................................................................................................................................................
40+25+20+8+7A
40% were for corporate acquirers
25% were disposals
20% were private equity/development capital
8% were restructurings
7% were equity market fundraisings
63+18+7+5+7+63% of transactions were between £1m - £10m
17% of transactions were between £10m - £25m
5% of transactions were between £50m - £100m
7% of transactions were over £100m
7% of transactions were between £25m - £50m

7. page | 7Browne Jacobson’s corporate finance team 2017 | Our key stats
• Acquisitions and disposals
• Corporate restructuring and reorganisations
• Cross border mergers and restructuring
• Development capital transactions
• Funds formation
• Management buy-outs and buy-ins
• Mergers
• Partnerships and LLPs
• Preliminary strategic advice
• Private equity transactions
• Public company law including takeovers and
admissions
• Transactional due diligence
• Company administration and secretarial services
What we offer
“Acquisitions”
“Strategic advice”
“Private equity”
A highly ambitious organisation with a superb corporate image, excellent client
support and good commercial awareness.
“
”Chambers & Partners 2017
“Takeovers”

8. Browne Jacobson’s corporate finance team 2017 | Transaction highlights page | 8
transaction highlights
International
Acquisition of a controlling stake in Foodfellas
We have acted for Thai listed CP Foods for a number of years, one of the largest added value
food producers in the world. During that time we have advised on a wide range of issues. In
this transaction we were retained by CP Foods (UK) to advise on the acquisition of a controlling
interest in The Foodfellas (being a UK-based foodservice supplier specialising in the casual
dining market).
M&A
Acquisition of PCT Healthcare
We acted for PCT Healthcare on its £80m acquisition of WR Evans (Chemist) which
operates the Manor Pharmacy and Cox & Robinson brands. PCT Healthcare owns
and operates a chain of retail pharmacy stores across the Midlands and North West
of England and this acquisition will transform the Group into the third largest
independent pharmacy chain in the UK. This transaction won the ‘Deal of the Year’
award at the Insider East Midlands Dealmakers Awards 2016.
We know that no two transactions and no two clients are the same. By combining specialist corporate
advice, sector experience and secondment experience, we make life easier for our clients during and
after their transaction – delivering exceptional client service, every time.
Take a look at the recent high quality deals that the team has advised on...

9. Browne Jacobson’s corporate finance team 2017 | Transaction highlights page | 9
Private equity
Belfield Furnishings Group Limited
We acted for the sellers and management in the private equity backed management buy-
out of Belfield Furnishings, funded by NorthEdge Capital and Yorkshire Bank. Established
in 2002, Belfield is one of Europe’s leading manufacturers and distributors of upholstered
furniture, soft furnishings, mattresses and curtains to high street, caravan and leisure
holiday home sectors. The company’s reputation for delivering innovation in furnishing
design and production has been a major factor in its growth and its ability to consistently
win major new business from some of the leading national and international retail
brands including, amongst others, M&S, Next, Ikea, John Lewis and Furniture Village.
This transaction demonstrates our significant expertise in private equity transactions and
demonstrates our continuous ability to address and resolve complex issues within a tight
timetable.
Development capital
Investment in Ocee Design
We acted on the investment by BGF. Ocee Design is a supplier of contemporary
commercial furniture and BGF’s investment supported the acquisition of Danish
furniture designer Four Design. The combined business, Ocee International
Group, is now focused on expansion across the European and global export
markets. The team successfully completed this international project within
extremely challenging timescales and against a backdrop of falling sterling and
uncertainty following the outcome of the referendum.
Public companies and equity markets
£64.8m acquisition of Source BioScience plc by way of a scheme arrangement
This complex acquisition required court sanction. We advised the board in connection
with the recommendation of the scheme as well as timetable, diligence and the
preparation of the scheme circular. We supported the client throughout the requisite
steps for obtaining court sanction and de-listing, whilst keeping the overall transaction
timetable to a minimum. We were delighted to advise a long-standing client on a new
structure to support its growth plans.
“demonstrates our continuous ability to
address and resolve complex issues”

10. Browne Jacobson’s corporate finance team 2017 | In focus page | 10
in focus
technology
retail
finance
and
insurance
public
companies
and equity
markets
international
healthcare
public
sector
We combine sector experience and specialist corporate services to meet the needs of our clients.
In addition to our strong private equity practice, we advise on public company M&A and strategic
international acquisitions, using our network of overseas advisers. We also advise on funds formation
and mergers under The Companies (Cross-Border Mergers) Regulations 2007. Our capacity to advise
across a range of corporate services and sectors ensures we offer the right advice to our domestic
and international clients - whether they are fundraising, undertaking a strategic acquisition or
re-organising their group.
Following the outcome of the Brexit referendum, we advised international clients on the means
by which they could re-domicile as part of their post-Brexit strategy. To date, our clients have not
resolved to do this as a consequence of the referendum.
They are joined up, responsive and professional,
with real strength in depth.
“
”Chambers & Partners 2017

11. Browne Jacobson’s corporate finance team 2017 | In focus page | 11
19 8 4 6 8 5 11
Technologies
Retail,leisureand
logistics
Food&
drink
Healthcare
Manufacturing
Financial
services
Other
We have established a genuine reputation as experts in our chosen sectors. This proved to be a resilient business
model during the recession and is now providing us with an excellent foundation and platform for the next stage of
our growth. Clients value this expertise, which brings a quality of advice and service to their business, and we have
attracted and secured strategic recruits as a result of this focus.
We have delivered these deals across a broad range of sectors, with large numbers coming from our key areas of
focus:

12. Browne Jacobson’s corporate finance team 2017 | In focus page | 12
Technology
Our technology practice continues to support large and mid-sized
corporates with their M&A strategy and fundraising. However, in
a dynamic market such as this, we recognise it is important to
be able to support technology companies from start-up onwards.
Over the past 12 months, an early stage presence has become
an important part of our strategy and we are proud to now work
with over 30 early stage businesses, seeking to bring disruptive
Fintech, automotive tech, robotics and other technologies to the
market.
£confidential
£4million
£confidential
FLYdocs
Acted for management sellers on the sale of FLYdocs Systems Limited to
Lufthansa Technik AG.
Telleroo
Acting for Telleroo, an early stage disruptive Fintech business, on its seed
funding.
BioSite
Advising Mobeus Equity Partners on its debt and equity package to
accelerate the growth of Midlands-based Biosite, a business with a unique
fingerprint algorithm which works with low grade fingerprints (a feature of
the construction industry) to provide access control for workers coming on
site.

13. Browne Jacobson’s corporate finance team 2017 | In focus page | 13
£confidential
£8million
£confidential
Raphael Healthcare
Acted for the shareholders of Raphael Healthcare on the sale of
the company to Elysium Healthcare (backed by BC Partners) which
specialises in acute mental illness, personality disorders, eating
disorders and secure and rehabilitation care with 22 sites across the
UK.
Charlescare (Northern) Limited (in administration)
Acted for Charlescare (Northern) on the disposal of Pilling Nursing
Home and associated assets as instructed by its administrators RSM
Restructuring Advisory LLP.
Source BioScience
Acted for Source BioScience on its class one acquisition of Select
Pharma Laboratories Ltd and £4.4m Main Market equity fundraising.
Health
2016 was another exceptional year for our health team, with
revenue growth of over 15% across the team. This has included
new instructions for clients such as Nuffield Health, BUPA, The
Priory Group and Raphael Healthcare. The team continues to
provide a uniquely broad range of work to the sector, ranging
from advice on regulatory matters through to some of the most
significant corporate deals within the sector. The team also won
‘Legal Advisor of the Year’ award at the annual Laing Buisson
Independent Healthcare Awards event.

14. Browne Jacobson’s corporate finance team 2017 | In focus page | 14
International
A significant proportion of our transactions (33%) are international. Our London office continues to
act as a springboard for our international practice and we have completed several complex multi-
jurisdictional deals this year.
£confidential
£confidential
Nanobeam Limited
Acted for the founders of Nanobeam Limited (Company) in respect of the disposal of 90% of the shares in the
Company to Shanghai based Xuzhou B&C Chemical Limited.
£confidential
Volta Global LLC
Acted for private equity investors, Volta Global LLC, in the acquisition of Earth Therapy Limited.
Autonet Insurance Services Limited
Acted for the management team in connection with their ongoing investment in the Autonet Insurance Services
Limited, funded by New York based HPS Investment Partners, which was originally formed as a unit of Highbridge
Capital Management. This was a high value transaction, advising management on inbound US investment.

15. £10million
£confidential
Freshpak Chilled Foods
Acted for the managers and shareholders in respect of the sale of and investment in Chilled Foods (UK) Limited
(trading as FreshPak Chilled Foods) by Sun Capital Partners.
Lloyds Development Capital (LDC)
Acted for Lloyds Development Capital on the growth capital investment in and restructure of Icon Polymer and
Applied Composites Group, one of the leading manufacturers of engineers polymer products.
Browne Jacobson’s corporate finance team 2017 | In focus page | 15
Eurocell
Acted for Eurocell Profiles Limited (part of Eurocell plc) on its acquisition of Vista Panels Limited.
£confidential
Manufacturing
We have long and successful relationships with leading manufacturers such as Eurocell and Freshpak
chilled foods. We continue to be a firm of choice for corporate transactions in the manufacturing
sector.

16. Local Government Pension Scheme (LGPS)
We are advising the eight participating funds in the proposed LGPS Central pool of local government pension
scheme assets, with a likely value of the pool of £34bn, including in relation to the constitution and governance
arrangements for the operator, the terms of the authorised contractual scheme which is intended to house the bulk
of the assets being transitioned into the pool and the arrangements under which various resources and staff will be
transferred to the operator.
Hull City Council
Advising Hull City Council on the incorporation of a not-for-profit company as an alternative service delivery
model to run leisure and culture services in Hull, including leisure centres, libraries, museums, theatres and
halls, parks and other sporting grounds, including structural advice, incorporation and governance advice and
negotiating the services contract and leases or licences for around 100 properties.
Public sector
Our nationally ranked public sector practice advises local and central government on corporate
matters including joint ventures, driving efficiency through shared service collaboration and
incorporating corporate vehicles to deliver the commercialisation of public services and income
generation.
Browne Jacobson’s corporate finance team 2017 | In focus page | 16
“driving efficiency through
shared service collaboration”

17. Source BioScience
Acting for Source BioScience plc on its recommended takeover by way of a scheme of arrangement by Sherwood
Holdings.
Belvoir Lettings
Acted for Belvoir Lettings plc on its acquisition of Northwood GB Limited.
Public companies and equity markets
Our public companies and equity markets team has extensive experience in advising unlisted, AIM
and Main Market public companies. This year has seen a number of equity market transactions as well
as M&A activity.
£22million
£64.8million
Joules IPO
Acted for the founder of Joules in respect of the IPO of Joules Group plc and advised the company on its working
capital facilities. This transaction won the award for ‘Deal of the Year’ at the Insider Midlands Dealmakers Awards
2016.
£140millon
Browne Jacobson’s corporate finance team 2017 | In focus page | 17

18. what our clients say...
Browne Jacobson’s corporate finance team 2017 | What our clients say... page | 18
Dr Nick Ash, Source Bioscience plc
“We need advisors who understand transactions and the
regulatory framework we operate under as a listed company.
Browne Jacobson has a very strong corporate team who have
consistently provided us with responsive, knowledgeable advice
on both debt and equity fundraisings and acquisitions. It’s a
relationship we value.”
Joules Group plc
“We have worked with Browne Jacobson for
a number of years and have always found its
lawyers to be very responsive, with a good
understanding of our business and the retail
sector. The teams we work with consistently
deliver practical and commercial advice that is
relevant to our needs.”
Adrian Ryan, FLYdocs Systems
“This was a very important investment for the growth of
our business and the Browne Jacobson team understood
that, supporting us throughout with impressive drive and
energy as well as great advice. We use them across our
business and would highly recommend them.”
“Browne Jacobson have been my personal lawyers and
the lawyers for Wheatcroft Properties and Donington
Park Racing for over 15 years now. They support me in
everything I throw at them and they are hugely commercial
- getting deals over the line as quickly and effectively as
possible. I have really appreciated their help, advice and
good humour in concluding this deal with MSV.”
Kevin Wheatcroft, Donnington Park

19. They are technically very strong, but are also good at
process management and communication.
Chambers & Partners 2017
“
”
Browne Jacobson’s corporate finance team 2017 | What our clients say... page | 19

20. 12 corporate partners
28 corporate team members
meet the team
Roger Birchall
Partner
+44 (0)121 237 3931
roger.birchall@brownejacobson.com
Mike Jackson
Partner
+44 (0)121 237 4582
mike.jackson@brownejacobson.com
Richard Cox
Partner
+44 (0)115 976 6135
richard.cox@brownejacobson.com
Mark Hughes
Partner
+44 (0)115 976 6216
mark.hughes@brownejacobson.com
Kevin Jones
Partner
+44 (0)121 237 4591
kevin.jones@brownejacobson.com
Browne Jacobson’s corporate finance team 2017 | Meet the team page | 20
Clare Auty
Partner
+44 (0)121 237 3943
clare.auty@brownejacobson.com
Nigel Blackwell
Partner
+44 (0)115 976 6210
nigel.blackwell@brownejacobson.com
Gavin Cummings
Partner
+44 (0)115 976 6157
gavin.cummings@brownejacobson.com

21. Oliver Pritchard
Partner
+44 (0)115 976 6292
oliver.pritchard@brownejacobson.com
Helen Morgan
Associate
+44 (0)115 976 6507
helen.morgan@brownejacobson.com
Paul McCannah
Associate
+44 (0)115 908 4816
paul.mccannah@brownejacobson.com
Vicky Gaskell
Associate
+44 (0)115 976 6585
vicky.gaskell@brownejacobson.com
Dominique Tai
Associate
+44 (0)20 7337 1007
dominique.tai@brownejacobson.com
Browne Jacobson’s corporate finance team 2017 | Meet the team page | 21
Browne Jacobson LLP delivers exceptional client service, and its
experience of working with global brands shines through.
Legeal 500 2015
“
”
Richard Medd
Partner
+44 (0)115 976 6256
richard.medd@brownejacobson.com
Michael Stace
Partner
+44 (0)330 045 2148
michael.stace@brownejacobson.com
Jon Snade
Partner
+44 (0)330 045 2234
jon.snade@brownejacobson.com

22. Browne Jacobson’s corporate finance team 2017 | About Browne Jacobson page | 22
We are a national law firm with experts across the private and public sectors. Our clients choose and
stay with us because of our sector expertise, straightforward advice, pricing and product innovation
and exceptional client service. We don’t just say it, we do it – here’s why you’ll want to work with
us:
• sector experts, working in partnership with our clients - including blue chip corporates, local and owner
managed businesses, NHS trusts, major insurers, education and public sector organisations
• specialists in legal solutions across the private and public sectors, providing a unique offering where they
overlap
• national reach from our offices in major UK cities including Birmingham, Exeter, London, Manchester and
Nottingham
• experts in international fraud and asset recovery and international investment in the UK - we have a dedicated
bilingual French inward investment team and are the founding member of PANGEA NET, a non exclusive network
of full service law firms with an international focus
• over 400 lawyers, including over 100 partners, managed and supported by a team of professional specialists; we
are an employer of choice with accreditations from Investors in People and featured in the Sunday Times 100
Best Companies to Work for (2013)
• recognised for our quality and externally accredited by Lexcel, ISO, and Investor in Customers
• a true partnership approach with our clients - our clients stay with us for the long term because of our sector
expertise, straightforward advice, pricing and product innovation and exceptional client service
• grown by over 60% in the last five years, without merger, consistently outperforming against the compound
annual growth rate of 6.3% in the legal sector between 2010 and 2013.
about Browne Jacobson

23. The information and opinions expressed in this document are no substitute for legal advice. It is guidance only, if in
doubt please telephone 0370 270 6000.
© Browne Jacobson LLP 2017. The information contained within this document is and shall remain the property of
Browne Jacobson. This document may not be reproduced without the prior consent of Browne Jacobson.

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