InsightsNewsletterRenatus’ Weekly M&A Newsletter – 01/12/2019

Renatus’ Weekly M&A Newsletter – 01/12/2019

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Dear Reader,

You are receiving this mail every week as we see you as a key partner and we look forward to continuing to enjoy our journey with you over the decades ahead.

Please find below this week’s newsletter covering the latest M&A, company performance, fundraisings and executive moves.

M&A Activity

Highfield Veterinary Group acquires Barrack Gate Veterinary Clinic

Highfield

Deal Details: Highfield Veterinary Group Ireland has acquired Barrack Gate Veterinary Clinic in Naas, Co. Kildare. The financial details of the deal were not disclosed.

Highfield is Ireland’s largest indigenous Veterinary Corporate. The company is very much focused on improving the delivery and accessibility of veterinary services in Ireland through acquisitions of existing practices.

Barrack Gate Veterinary Clinic is a well-established clinic providing high quality care combined with the most up to date skills and facilities available.

Advisers: HLB Sheehan Quinn’s Mark Butler advised Barrack Gate through the sale process, while Joe McVeigh BHSM was the legal adviser on the acquisition. Patrick O’Shea of Wallace Corporate Council and Conor Woods of Woods and Partners advised the purchasers.

Renatus Comment:The Veterinary sector is experiencing significant change at present and this shows no sign of slowing down for the Industry here in Ireland. Several Irish practices have been purchased by UK-based companies over the past 18 months, while Highfield’s acquisition of Barrack Gate VC represents another for the home-grown entrant in the market.

In the UK, 70% of veterinary practices are owned by corporate entities and further
consolidation within the sector in Ireland, is expected in the coming years.

Source: Highfield

UDG Healthcare acquires U.S. strategic communications agency

udg

Deal Details: Dublin-based UDG Healthcare plc, a leading international healthcare services provider, has acquired US company Canale Communications.

Founded in 2010, CanaleComm is a San Diego-based strategic communications agency, providing corporate communications, public relations, investor relations and creative services to life sciences companies including biotech, biopharma, digital health and genomics. CanaleComm employs a team of nearly 30 experts who intimately understand the life science industry landscape.

Post-acquisition, CanaleComm will join Ashfield Healthcare Communications, UDG Healthcare’s global agency network that works with clients at the intersections of science, data, and creativity to commercialise molecules, markets and brands.

No financial consideration has been disclosed.

Advisers: None mentioned.

Renatus Comment: In the same week, UDG healthcare announced its results for the year ended 30 September 2019 recording an operating profit of $158m. This represents the third acquisition in 2019 for the Dublin-based group after acquiring Putnam Associates and Incisive Health back in May, for a total consideration of $137m.

Source: UDG Healthcare

ESB acquires 50% in Scottish wind farm

ESB

Deal Details: ESB confirmed a deal to acquire a 50% stake in a Scottish offshore wind farm project owned by Electricite de France (EDF).

The Neart na Gaoithe development off the coast of Fife has a capacity of about 450 megawatts, allowing it to power 375,000 homes when it is commissioned in 2023.

EDF acquired the asset from Mainstream Renewable Power last year for over €600m. At the time, EDF stated it would open the project to other investors in due course. The facility is set to cost about £1.8bn (€2.08bn) to build. ESB’s interest in the project has the support of 25 banks.

Advisers: None mentioned.

Renatus Comment: This latest acquisition adds to the government’s Climate Action Plan which aims to have at least 70% of energy used in the Republic of Ireland generated from renewable energy sources such as wind and solar by 2030. ESB recently partnered with Equinor, a Norwegian energy company, to identify suitable sites for new offshore wind farms in Irish waters showing its commitment to the cause.

Source: Irish Times

Alexander Mining announces proposed reverse takeover of eLight

Alexander Mining

Deal Details: Alexander Mining has announced that it is in advanced negotiations to acquire the entire issued share capital of eLight Group Holdings Ltd.

eLight is an “Energy Efficiency as a Service” company with operations in the UK and Ireland which provides commercial customers with immediate energy and cost reductions with zero upfront investment.

The Proposed Transaction will be classified as a reverse takeover pursuant to the AIM Rules and accordingly the Company’s shares will be suspended from trading on AIM.

Advisers: DWF Dublin (Ross Little and Edon Byrnes), are advising Alexander Mining plc on the proposed reverse takeover of eLight Group Holdings Limited and the associated placing and related transactions.

Gore Grimes (Darragh O’Dea) and Hill Dickinson LLP are advising eLight Group Holdings Limited.

Source: Alexander Mining

BWG to acquire Heaney Meats

BWG

Deal Details: The owner of the Spar retail franchise in Ireland BWG Foods has agreed a deal to acquire Heaney Meats for an undisclosed sum.

Heaney Meats Catering is a Galway-based family-owned business established by brothers Shayne and Kenneth Heaney in 2009. It specialises in the preparation and distribution of premium quality beef, lamb, poultry, pork and bacon to the food service sector. In 2018 the company recorded a turnover of c. €24m.

Shayne and Kenneth Heaney will continue to run the business for BWG following the transaction, which is subject to clearance from competition regulators.  Heaney employs about 75 staff at its facility in Galway city, which will transfer to BWG.

Advisers: Heaney Meats was advised by Raymond Donegan and Ailbhe Doyle at IBI Corporate Finance and Fiona O’Connell and Micheal O’Mullain at O’Flynn Exhams.  BWG was advised by Ben Gaffikin and Elizabeth Maye at McCann Fitzgerald.

Renatus Comment:With The Spar Group (TSG) recently acquiring the final 20% of BWG Foods to give them 100% ownership, its business as usual as it completes this latest transaction of Heaney Meats, adding to its impressive portfolio which includes: Spar; Eurospar; Londis and Mace among others. This follows on from the acquisition of Corrib foods and 4 Aces last year, as the company looks for growth through acquisition.

Source: Heaney Meats Press Release

Arachas sold to US private equity

ARACHAS

Deal Details: The Irish insurance broker Arachas has been acquired by two US private equity funds, HPS Investment Partners and Madison Dearborn, for consideration which reportedly exceeds €250m.

Arachas specialises in insurance for the business sector in Ireland. The business had previously received investment from a UK-based private equity fund, Sovereign Capital and had expanded rapidly since with four acquisitions since 2017.

HPS and Madison Dearborn have existing investments in the insurance sector. They previously acquired Ardonagh in the UK, an insurance broker providing a similar range of services to Arachas.

Advisers: None mentioned

Renatus Comment: This marks another deal in the broking sector which has seen a high level of activity and a move toward consolidation across the industry.

Source: The Sunday Times

Ashdale Engineering acquired by an MBO team

Ashdale

Deal Details: Ashdale Engineering Ltd has been acquired by an MBO team. The value of the deal was not disclosed.

Ashdale is a Belfast-based electrical engineering company establised in 1977. Owners Chris Berry and Peter Ford acquired the business by MBO over 20 years ago.

Funding was provided by Danske Bank, supplemented with a vendor loan note.

Advisers: Richard Moorehead of HNH Group provided corporate finance advice to Ashdale while Mills Selig provided legal advice on the deal.

Source: Press Release

Irish start-up 3D4Medical is acquired by Elsevier

3D4

Deal Details: Irish start-up 3D4Medical has been acquired by scientific data giant Elsevier in deal understood to be worth c. $50.6m (€45.9m).

Headquartered in Dublin, with over 70 employees, 3D4Medical has developed a cloud-based education platform which allows users to investigate the details of the human make-up in 3D.

Its flagship platform, Complete Anatomy, is one of the world’s most advanced anatomy platforms. This year it achieved over 1.2m registered users, and across its suite of apps 3D4Medical has had over 25m downloads.

The deal will see founder John Moore get a pay-out of close to €25.6m for his 56% stake in the business. Other notable persons include Brian Hyland who was strategic advisor and company secretary for 3D4Medical. Life sciences investment company Malin is also a big beneficiary from the sale.

Advisers: William Darmody and Colm Rafferty of Maples Group acted for 3D4 Medical on the sale to Elsevier.

Renatus Comment: Having set up the 3D4Medical back in 2004, this success story saw John Moore build the company into a global brand without any venture capital with a presence in the USA, Russia, and Ireland, and over 20 million downloads of the 3D4Medical products worldwide. The company recorded turnover of c. €5.3m in FY18.

Source: Irish Times

Clinch acquired by PageUp

CLINCH

Deal Details: Dublin-based recruitment marketing provider Clinch has been acquired by Melbourne, Australia-based PageUp for an undisclosed sum.

Clinch is a software provider focused on recruitment which has created online tools for services including content management, automated marketing and candidate relationship management. The Dublin-based company has been operating since 2014.

PageUp operates in a similar vertical with global scale. The business’ tools are focused on talent management software and are used in over 190 countries worldwide.

Advisers: Joe McVeigh and his team at BHSM provided legal advice to Clinch while William Fry acted for PageUp.

Source: Business Insider

Deal Updates & Other News

SSE prepared to invest €2bn in Wind Farm

It has been reported that SSE Renewables is pushing toward the beginning of phase 2 of the Arklow Bank offshore wind farm. SSE has permission to build up to 200 turbines which is hoped would be supplying energy to the grid by 2024. It is understood that the total investment required would be in the region of €2bn. The existing plant currently has seven turbines.

Source: The Sunday Times

TLC Nursing Homes reportedly for sale

It has been reported that Michael Fetherston is preparing to sell his investments in the TLC Nursing Homes portfolio. It is understood that the sale price would exceed €150m and Runcorn Capital Advisors have been appointed to manage the sale. TLC is one of the largest private nursing home operators in the country with 650 beds across 5 care homes.

Source: The Sunday Times

Executive and Board Appointments

We in Renatus believe that more important than the deals are the people and we have teamed up with leaders in this field Korn Ferry to provide you with details of key recent executive and board level appointments.

Metrifit appoints new Chairman
Former Firmwave CEO and Co-Founder, Fintan McGovern has been announced as Chairman of Louth based health, wellbeing and sports tech company, Metrifit. The ex CEO of the leading IoT company was enlisted to help drive global expansion and assist with the company’s upcoming Series A funding round.  Metrifit is a sports technology company that boosts professional athlete performance through data analytics, was launched by CEO Peter Larkin and CTO Ann Bruen in 2016.  Mr. McGovern is a former officer with the Irish Defence Forces.  He went on to co-found IoT company, Firmwave, as CEO later exiting the company earlier this year following its acquisition by Wexford based company, Taoglas

Leopardstown Racecourse appoints new CEO
Leopardstown Racecourse has appointed Tim Husbands at its new CEO.  Mr Husbands has held various prominent roles in the Northern Ireland including managing director of Belfast’s Waterfront Hall and the Ulster Hall before becoming chief executive of Titanic Belfast.  Subsequent to his service at Titanic Belfast, he became CEO at the Westport House complex in Co Mayo.  He will take up his new role at Leopardstown in January.

Endeavour Ireland appoints new Managing Director
Former Investment Director at Sencheer, Rory Guinan, has taken up a new role and joined Endeavour Ireland at its Managing Director.  Endeavour works with founders and companies that have passed through the initial start-up phase and who demonstrate the potential for rapid expansion and global scale.  The business’s Chairman is David Evans (U2 guitarist, The Edge).  Mr Guinan is a former Investment Manager at Claret Capital and is a Chartered Accountant.

Hume Brophy PR appoints new Senior Account Director
Caitríona Fitzpatrick has been appointed as senior account director in the public affairs team of PR firm Hume Brophy.  A former special advisor to Tánaiste Simon Coveney for 11 years, she has worked in the Departments of Agriculture, Food and Marine, Defence, Housing, Planning and Local Government, Foreign Affairs and Trade, with responsibility for Brexit.

Deloitte appoints new Tax Partner
Kevin Norton has been named as a partner in the tax department of Deloitte, specialising in transfer pricing.  Mr Norton has 15 years’ experience, having worked in Dublin, London and Barcelona in a range of industries. He specialises in helping clients with transfer-pricing audits and resulting dispute resolution, in Ireland and overseas. He also works with clients applying for advance pricing agreements. He has a BA from TCD and an MSc from London School of Economics.

New Chief People Officer appointed at Ding
Mobile top-up platform Ding  has appointed Fiona Mullan as its Chief People Officer.  Ms Mullan will be based in Dublin with responsibility for Ding’s HR functions. She has over 25 years of experience in developing people and teams within international, rapid-growth organisations.  Prior to joining Ding, she was vice president of international HR at Facebook. She has also led HR for Microsoft in Asia Pacific and for Accenture where she headed HR for Ireland, UK and the Nordic countries.

Company Performance

EBITDA  is an accounting term and is often the best indicator of profitability in non-capital-intensive businesses before financing and tax are considered. In capital-intensive businesses EBIT or EBITDA less average Capital Expenditure are often better measures. YoY is an acronym for the year-on-year movement in turnover, EBITDA, etc.

CODEX
CODEX FIGS

Established in 1979 by Brendan Murphy, Codex Limited has grown to become one of Irelands largest suppliers of office supplies and services. Based in Dublin, the company offers an extended range of services including: interiors, paint and design, facilities management as well as day-to-day office supplies. In FY18, the company had a strong year which saw revenue increase by 33.1% to c. €28.8m while EBITDA was up 50.0% to c. €2.4m. The jump in EBITDA was largely down to the increase in revenue as well as increased margins. Cash increased by c. €1.6 after favourable working capital movements. The company also invested c. €1.6m in fixed assets, largely attributable to property (c. €925k) and new computer equipment (c. €410k), as well as made a c. €640k loan repayment. Cash on the balance sheet increased to c. €3.7m with no debt. Net assets for the year stood at c. €6.2m. The company is still 100% owned by founder Brendan Murphy.

MCE
MCE FIGS

Monaghan-based Exomex (Ireland) Limited, which trades as Mc Elvaney’s Waste and Recycling, is a family run business that provides waste and recycling services to both household and commercial customers in Monaghan and Cavan. In its most recent financial year, the company saw a slight increase in revenue of 8.2% to c. €8.4m although EBITDA was down 12.2% to c. €1.4m. The company employed an average of 66 employees at a cost of c. €2.3m in FY18. Cash increased by c. €150k after the company spent c. €575k on fixed assets, invested c. €495k on the purchase of shares and repaid c. €355k of bank loans during the year. Net cash on the balance sheet was c. €380k against a debt balance of c. €1.2m with net assets at c. €1.3m. The company is owned by owned by Hugh McElvaney (50%) and Emmet McElvaney (50%).

GRIFFIN
GRIFFIN FIGS

Griffin Group Hotels Limited is the owner of 5-star Monart Spa and Ferrycarrig Hotel, both in Wexford, as well as Hotel Kilkenny. For FY December ’18, the group saw revenue increase by 2.0% to c. €24.7m while EBITDA decreased by c. €250k (6.0%) to stand at c. €4.0m. The group’s income was derived from; the letting of rooms of c. €9.1m (37%), food and beverage sales of c. €11.5m (46%) as well as leisure and other services of c. €4.1m (17%). The group was cash generative as it recognised a net cash increase of c. €533k after a total of €2.9m was paid toward capital and interest loan repayments and c. €450k was spent on fixed assets. At the end of the year there was a cash balance of c. €3.0m. The group is wholly owned by Michael and Liam Griffin.

Fundraisings

Who: Fintech-focused investment firm Middlegame Ventures has announced a new fund.

What: €150m Venture Fund I is backed by The Luxembourg Future Fund (LFF) and the European Investment Fund (EIF). Other investors include institutional, strategic and family offices. The fund remains open to additional institutional and private investors ahead of a final close in 2020.

Why: The fund is targeting post seed series A and series B lead investments in Europe and North America. More than 100 applications were made for that accelerator, whose local partners included Enterprise Ireland, Fintech and Payments Association Ireland, Banking and Payments Federation Ireland, and Stripe.

Source: Irish Times

Who: Irish telecoms firm Imagine Communications receives further investment.

What: An additional €20m injection comes from Canadian investment giant Brookfield Asset Management. Brookfield took 31% economic interest in Imagine in 2018, which gave them a 55% voting interest in the company.

Why: The funds come as Imagine continues to roll out a wireless network aimed at bringing high-speed broadband to rural Ireland.

Source: Irish Independent 

Who: Nutriband, a MedTech company founded by Irishman Gareth Sheridan which specialises in transdermal products. The business is US-based and is focused on products aimed at tackling the opioid crisis there.

What: It has been reported that Nutriband will look to raise c. €3.75m with a listing on the Nasdaq.

Why: The funds will be used in part to pay down premiums on finance from an earlier fundraise. The remainder will be put towards R&D and building the company’s product base.

Source: Sunday Independent

Brexit movement in the Week

Instead of ‘Thought for the Week’, we are bringing you a weekly tracker using odds from oddschecker and taking off bookmakers margin to come up with deemed percentage probability of outcomes.

Below is the movement in the past week in the probability of when some sort of Brexit occurs:
By 31 December 2019 3%
H1 2020 71% from 64% last week (56% Q1 +15% Q2)
H2 2020/2021 13%
Not before 2022 13%
——————————————————————————————.

With regard to the outcome of the General Election the markets are guiding a 69% (2 to 5 on) chance of a majority Conservative government.

If you are not in agreement with any of above you can get the odds here and back your opinion: Oddschecker – Brexit

@RenatusCapital Tweets

3.4%

The year-on-year increase in the average weekly earnings in Ireland for Q3 2019 amounting to €768.14, according to @CSOIreland

2.5%

The year-on-year increase in the trips to Ireland by overseas residents for October 2019 amounting to 956,800 in October,according to @CSOIreland

3%

The year-on-year increase in the volume of retails sales for October 2019, according to @CSOIreland.

29%

The drop in the M&A deals in the Republic for Q3 accounting 67 deals valued at €4.3b, compared to record-breaking Q2 which saw 94 deals, according to study from Investec Corporate Finance.

8.5%

The year-on-year increase in the median annual household disposable income for 2018 amounting to €42,865, according to @CSOIreland

About Renatus

Renatus was established in 2014 to provide growth funding to growing Irish SMEs and to partner with ambitious management teams to help companies reach their full potential.

Renatus targets companies with sustainable earnings of €1m+ and valuations typically in the range of €5m – €20m. Our typical solutions include:

  • Succession planning
  • Management buyouts
  • Management buy-ins
  • Growth financing – both organic and acquisition growth financing
  • Full and partial share sale

Our Family of Investments

Current Portfolio:

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