Renatus Weekly M&A & Company Performance Private Equity Newsletter 24/04/2022

Deal Details: Italian confectionery giant, Ferrero has announced the acquisition of Irish-based Fulfil Nutrition. The deal consideration was not disclosed but it is reported that the deal values the business at c. €150m. The deal is currently subject to competition authority approval.

Fulfill Nutrition was founded by Niall McGrath and Tom Gannon in 2016 and is a producer and distributor of protein bars throughout Ireland, Britain, the Netherlands, Belgium, Australia, The Middle East, and North America. The business reportedly recorded a turnover of c. €38m in FY21 and was majority-owned by Barry Connolly along with AIB and other minority shareholders including Tony Mulderry at the time of this sale.

Ferrero is an Italian multinational manufacturer of branded chocolate and confectionery products, and the second biggest chocolate producer and confectionery company in the world. Ferrero reported revenue of c. €12.7bn in FY21 and employs c. 39,000 staff across its 107 companies.

Advisers:
Fulfil Nutrition
Corporate Finance: Tony Mulderry.
Financial & Tax: KPMG Ireland.
Legal Advice: McCann Fitzgerald LLP.

Ferrero
None mentioned.

Renatus Comment: Fulfill is an outstanding Irish success story and this deal is a hugely successful exit for majority shareholder, Barry Connolly who founded Richmond Marketing and has successfully distributed brands such as Red Bull, Peroni, Volvic, and many more throughout Ireland.

In August of 2019, Hershey took a minority stake in the business and the businesses have since partnered to expand into North America. This arrangement is expected to stay in place post-acquisition.

This is not Ferrero’s first move into the healthy snack space having acquired British-based, Eat Natural last year. This space is becoming increasingly lucrative and competitive with Ferrero competitor, Mondelez, acquiring Grenade, and Mars acquiring the Kind brand, both of which are protein bar producers. Under the ownership of Ferrero, we may see Fulfil grow into a global brand in the coming years, an outstanding achievement given the company’s humble beginnings as a small Irish brand founded in the founders’ kitchen.

Source: Ferrero Press Release and The Irish Times

Deal Details: Dublin-headquartered fintech company, Fenergo has acquired Amsterdam-based transaction monitoring software business Sentinels. The deal consideration was not disclosed.

Fenergo, which was spun out of Irish tech veteran John Purdy’s Ergo Group, was established in 2009 by CEO Marc Murphy. Fenergo’s award-winning SaaS platform provides solutions to the world’s largest and most complex financial institutions, helping to fight financial crime and to enhance customer journeys while being compliant every step of the way.

Founded in 2019, Sentinels is an intelligent transaction monitoring solution dedicated to data-driven compliance for the financial industry. The business specialises in anti-money laundering and transaction monitoring solutions. The business was led by founder and CEO, Joost van Houten and employs c. 70 staff, all of whom will become part of the Fenergo team post-acquisition.

Advisers: None mentioned

Renatus Comment: This acquisition is Fenergo’s first after being named Ireland’s 5th unicorn and joining the likes of eShopWorld, Intercom, Stripe, and Workhuman in June of last year, following a deal with Paris-based private equity firm, Astorg. LetsGetChecked, Flipdish, and Wayflyer have also since joined this prestigious list.

This acquisition could be the first in a series, with Marc Murphy claiming that the business currently has the funding required for two more similar acquisitions. Mr Murphy also stated that Fenergo would likely look to raise further funding in late 2025. While it is too early to speculate, it will be interesting to see the next valuation milestone reached by the business in its next funding round after a further three years of organic growth and acquisitions. Fenergo’s development has been an outstanding Irish success story and will no doubt continue to be an interesting business to follow, with various parties speculating the possibility of an IPO in the business’ near future.

Source: Fenergo Press Release

Deal Details: Publicly traded, US manufacturer, Terex Corporation has acquired Steelweld Fabrications, a Tyrone-based manufacturing business. The deal consideration was not disclosed.

Founded in 1983, Steelweld provides laser cutting and fabrication services across the UK and Ireland to various industries. The business reported FY21 turnover of c. £8.2m and was owned entirely by Dominic and Bronagh Crilly.

Terex Corporation is a global manufacturer of materials processing machinery and aerial work platforms. Its products are used in the construction, maintenance, manufacturing, energy, recycling, minerals, and materials management industries. The business reported c. $3.9bn of revenue in FY21 and employs over 10,000 people.

Advisers: None mentioned

Renatus Comment:  This deal represents another example of the quality businesses that have emerged out of County Tyrone,  which grew out of the experience and expertise gained serving the mining and quarrying industries. We  highlighted this last week’s commentary on the  Metso Outotec, Tesab Engineering acquisition. Historically, Steelweld exclusively served the quarrying and mining industry and leveraged its expertise in manufacturing and engineering gained from experience to grow into serving the construction, agriculture, transport, and recycling sectors.

Source: Terex Press Release

Deal Details: AerAdvise, a Dublin-based aircraft management specialist, has acquired Core Financial Systems, a financial software provider.

Core Financial Systems is a financial systems provider, based in Dublin, with a particular focus on aircraft leasing, financial services, and public sectors. The business was established by Tony Salmon in 1998. The business does not report turnover or EBITDA information but reported net assets in August 2021 of c. €11m.

AerAdvise is conducting the investment via Tekunh Ltd, a vehicle for AerAdvise shareholders Pat Toner, the founder, and Emmet O’Neill, an early investor, along with Colm Piercy’s Chirisa Investments. Chirisa’s stake in the business was also announced this week. AerAdvise is a technical consulting and asset management company serving high-value aircraft leasing clients. The business does not report turnover or EBITDA information.

Advisers:
AerAdvise
Corporate Finance:  A Clearwater International team, led by John Sheridan advised AerAdvise.

Core Financial Systems
None mentioned.

Renatus Comment: AerAdvise has highlighted this deal as being part of a wider acquisition strategy, with the business aiming to grow revenues to €30m-€40m by 2025, through a mixture of acquisition and organic growth. This organic growth can be tied in with the wider growth of the aircraft leasing space, particularly post-Covid. Over 40% of the world’s airline fleet is leased, with lessors financing 65% of all new aircraft deliveries since 2020. Of this, over 60% of the world’s aircraft are leased from Ireland.

Source: AerAdvise Press Release

Deal Details: Belfast-headquartered advertising and marketing agency, Ardmore has acquired fellow Belfast-based digital marketing agency, Built For Growth Digital (BFG). The deal consideration was not disclosed.

BFG was founded in 2000 as Export technologies and provides e-commerce consultancy, digital marketing, and IRP platform services. The business employs c. 17 staff and was owned by Michael Curran and Daniel Loughlin pre-transaction.

Ardmore is a marketing and advertising agency based in Belfast with a second location in Warrington, UK. The business is a member of Worldwide Partners Inc, a global network of independent advertising and marketing agencies. The business is owned by John and Alexandra Keane and employs c. 55 staff.

Advisers:
BFG:
Corporate Finance: John Reynolds of Roydene Partners provided corporate finance advice, along with Louise Gilroy of Keenan CF.
Legal: A Tughans team of John McGuckian and Aimee Craig.

Ardmore:
None mentioned.

Renatus Comment: As well as giving Ardmore access to a quality list of new clients which includes Newbridge Silverware and DV8 Fashion, this acquisition will allow Ardmore to expand its service offering to include a deeper e-commerce advisory expertise. This deal is Ardmore’s first acquisition after over 30 years of organic growth.

Source: Belfast Telegraph

Deal Details: Deloitte has acquired Ennis-based tax firm, Cahill Taxation Services. The deal consideration was not disclosed.

Established in 2007, Cahill Taxation Services (CTS) provides tax solutions and specialises in retirement & succession planning, estate & inheritance planning, structuring sales & acquisitions, property transactions, revenue audits, and corporate structuring/restructuring. The business is based in Clare where it employs c. 12 staff. CTS was owned by the Cahill family made up of Fergal, Sarah, David, Michael, and John.

Deloitte is a leading global professional services firm with offices in over 150 countries. The group reported revenues of over $50bn in 2021.

Advisers:
Deloitte:
A ReganWall team of Kieran Regan and Neil Nolan.

Cahill Taxation Services:
None mentioned.

Renatus Comment: This deal will create the largest tax practice in the Limerick/Ennis region and grow Deloitte’s mid-west tax practice to c. 45 people. Fergal Cahill is no stranger to the Big 4 having spent time in KPMG and PWC before setting up his hugely successful practice.  He will join Deloitte as a tax partner following the acquisition.

Source: CTS Press Release

Deal Details: Northern Ireland-based private equity fund, Cordovan Capital Partners has acquired a stake in Belfast-based building services company, Greenview Group. The deal details were not disclosed.

Established in 2016, Cordovan Capital Partners is a micro-cap Private Equity fund based in Northern Ireland that focuses on MBO/MBI transactions and growth capital.

Greenview was established in 2017 to deliver heating installation, inspection, servicing, and maintenance services. The business reported FY21 revenue of c. £22.3m which converted to an EBITDA of c. £400k. Prior to this transaction, the business was majority-owned by Michael Burke, with Terence Doyle holding a minority stake.

Advisers: None mentioned

Renatus Comment: Greenview has grown its offering through multiple acquisitions since 2017 in an attempt to create a full suite of services for both domestic and commercial customers covering everything from mechanical & electrical, heating, property response maintenance, and more.

In 2017, Greenview acquired B.I. Electrical Services, an electrical installation, maintenance, and testing services business, and Bel-Air Services, a specialist in air-conditioning and ventilation installation and maintenance. This was followed up by two further acquisitions in January 2019 of Central Heating Services Limited, a specialist heating installation, servicing, and maintenance company, and its subsidiary Electrical Services Southern Limited which provides electrical maintenance and repairs, PAT testing, and electrical compliance services.

Source: Cordovan Capital LinkedIn Post

Deal Details: Down-based Quinn Estate Agents has acquired Banbridge-based, Sawyers and Co for an undisclosed sum.

Quinn was founded in 2010 by Jonathan Quinn. The business currently operates out of three branches in Ballynahinch, Banbridge, and Downpatrick. The business employs c. 12 full-time staff and is entirely owned by Jonathon and Caroline Quinn.

Sawyers and Co. is a Banbridge-based estate agent. The business did not report any financial information.

Advisers: None mentioned.

Renatus Comment: The business has been active in local M&A, acquiring estate agents in Ballynahinch, Downpatrick, and now Banbridge.

Quinn is also very interestingly rolling out a new service offering of on-site storage containers for large home appliances and possessions in order to help home buyers and sellers avoid their transactions falling through.

Source: The Irish News

Deal Details: Cork-based cheese producer, Ingredient Solutions has been acquired by Austrian cheese business, Rupp AG. The deal consideration has not been disclosed.

Established in 2000, Ingredient Solutions Ltd is a cheese producer and supplier to large food manufacturers of ready meals & snack foods and foodservice companies in Ireland, the UK and Europe. The businesses facility is located in Boherbue, Co. Cork and is one of the largest employers in the area. The business reported FY21 turnover of c. €38m and was owned by Richard Walsh, Patrick O’Neill and Ian Galletly.

Rupp AG, is a family-owned cheesemaker from Hörbranz, Austria which was founded in 1908. The business operates under the Rupp and Alma brands and has a total of four facilities throughout Europe and Asia. The business employs c. 750 staff and reported revenue of c. €235m in FY21.

Advisers:
Ingredients Solutions:
Legal: Holmes Law led by Stephen Walker.

Rupp:
None mentioned.

Renatus Comment: This deal is great news for Boherbue with Ingredients Solutions to continue to operate independently from Rupp and a significant expansion expected in the Boherbue production facility in the near future.

Cork continues to lead the dairy industry with a recent UCC/CorkCoCo report finding that Ireland is ranked first in the world for dairy production with Cork coming in as the top ranked county within Ireland.

Source: Ingredients Solutions Press Release

Deal Details: Sazerac, the owner of Paddy Irish Whiskey, is to acquire Lough Gill Distillery in Co. Sligo. The deal is reportedly worth c. €40m.

Lough Gill Distillery was founded in 2015 by David Raethorne. The distillery is behind the Athru whiskey brand. The operation does not report turnover or EBITDA information.

Sazerac, based in the United States, owns the Paddy Irish Whiskey brand. Paddy’s operates as a subsidiary, Ole Paddy Unlimited Company. The entity reported turnover of €9.9m in FY21, which converted to an EBITDA of c. €3.9m. Sazerac is led by CEO, Mark Browne.

Advisers: None mentioned.

Renatus Comment: The deal follows reports from September 2021 that Sazerac was looking to identify a new home for its Paddy Irish Whiskey brand. The brand was acquired in 2016 from Irish Distillers, which is owned by Pernod. The deal to acquire a new distillery comes after Sazerac had agreed for Irish Distillers to initially continue to produce Paddy Irish Whiskey at its Midleton distillery in Cork. The rationale for the deal appears to be the strong overseas interest in Irish whiskey, with a larger facility allowing Sazerac to ramp up current production levels to meet growing demand.

Source: Irish Independent

Deal Details: MC2 Accountants, based in Cork, has acquired Parfrey Murphy Chartered Accountants, also based in Cork.

MC2 Accountants, based in Cork, is a full-service financial business solutions firm, offering exceptional client service and professional advice in accounting, taxation, audit, investments, advisory, and debt restructuring. The business is owned by Jim McCarthy and Sean McSweeney. The business does not report turnover or EBITDA information.

Parfrey Murphy is a chartered accountancy practice, based in Cork, providing a range of professional services to its clients. The business is owned by James Parfrey and Noel Murphy. It does not report turnover or EBITDA information.

Advisers: None mentioned.

Renatus Comment: The deal will see the MC2 team expand to 52 employees and enable the business to further its growth plans in the Munster region. The consolidation play mirrors some of the M&A activity in the wider professional services space, with the Big 4 accountancy firms each announcing acquisitions to expand their offerings in Ireland in recent weeks.

Source: MC2 Press Release

Bord na Mona looks to sell stake in Viotas

Bord na Mona, the state-owned climate solutions company, is seeking to exit its 50% stake in Paddy Finn and Duncan O’Toole’s VIOTAS. The company has hired Deloitte to source a buyer.

Viotas is a gridware technology company that helps businesses manage their energy demands on the grid, as discussed by Paddy Finn on an episode of the Renatus Podcast. The business was founded by Paddy Finn and Duncan O’Toole in 2013. The company is believed to be valued at up to €35m.

Source: Sunday Times

Established in 1978, Mar-Train Heavy Haulage Ltd is a specialist in heavy haulage and the transport of wind farm components throughout Ireland, the UK, and Europe. Based in County Down with a facility in Limerick, the business’ fleet consists of over 22 tractor units and over 70 trailers.

The business reported a turnover of c. £15.7m in FY21 which converted to an EBITDA of c. £3.2m, representing a 34.2% and 20.6% increase, respectively on the previous year. Significant post-EBITDA cash movements included a working capital investment of c. £2.4m and the purchase of tangible fixed assets amounting to c. £2.1m. Mar-Train finished FY21 with a net cash balance of c. £5.1m.

The business is owned entirely by Sonya and Timothy Martin. Mar-Train employed an average of 54 employees throughout FY21 at a cost of c. £2.5m.

Patmond Energy Limited charters and operates deep sea and coastal vessels, shipping a range of dry bulk chemicals, cement, clinker, and coal. The business was founded in 1996. It is owned by Denise Taggart and Michael Loughran.

In its financial year to June 2021, the business reported turnover of £39.6m, a 1.1% increase year-on-year. This converted to an EBITDA of c. £3.6m, an increase of 77.8% year-on-year. The increase in EBITDA is largely attributable to a significantly improved gross margin, increasing from 5.7% to 9.4%.

The business finished the year with a cash balance of c. £8.3m, an increase of c. £1.2m over the year with a working capital investment of c. £2.3m being one the most significant uses of cash.