InsightsNewsletterRenatus’ Weekly M&A Newsletter – 04/07/2021

Renatus’ Weekly M&A Newsletter – 04/07/2021

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Dear Reader,

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

M&A Activity

StoryToys to be acquired by Team17

story toys

Deal Details: Dublin-based edutech company StoryToys has been acquired by Team17 in a deal reported to be worth up to $49m (€41.38m). The initial consideration for the acquisition is reported to be $26.5m, with a further maximum $22.5m payable in cash on delivery of certain targets

StoryToys, based in Dublin, is a developer and publisher of educational entertainment (edutainment) apps for children. It works with brands including The LEGO Group, Disney, Pixar, Penguin, Sesame Workshop, Dick Bruna, Warner Bros, Hasbro, and Nickelodeon.

Investors in StoryToys included Amplify Education Partners, a company linked to business woman Laurene Powell, wife of the late Steve Jobs, Dublin Business Innovation Centure, Enterprise Ireland, Leaf Investments, Enterprise Equity Venture Capital and AIB Seed Capital Fund.

Team17 Group plc is a British video game developer and publisher based in Wakefield, England. The venture was founded 1990 through the merger of British publisher 17-Bit Software and Swedish developer Team 7.

Advisers:
StoryToys:
Emmet Scully and Lisa McEllin of LK Shields acted as lead counsel with US support from Nutter McLennan and Fish. Michael Neary (corporate finance) and Peter Vale (Tax) of Grant Thornton. Declan O’Mahoney of Cork based advisor Maywentee also advised the shareholders.

Team17:
David Lucas led the PKF team as buy side and FDD advisors. Adam Hastings led Addleshaw Goddard team with support from MHC.

Renatus Comment: In a digital first world where kids can navigate to Peppa Pig on youtube on a phone before they can talk, safe and educational app-based products are an attractive alternative for parents. StoryToys has over 100m app downloads, to a global market. It’s a super success story for its founders.

Source: Insidermedia

Arachas acquires Hooper Dolan

hooper

Deal Details: Irish insurance broker Arachas has announced the acquisition of Waterford-based Hooper Dolan in a deal reported to be worth around €60m.

Hooper Dolan, founded in 1978, specialises in the provision of insurance products for both business and consumers and in 2020 reported an income of €14.1m. It employs over 120 people across 12 offices nationwide.

Advisers:
Hooper Dolan:
Financial and tax: EY (led by John Higgins, Eanna Brennan and Kelvin Cummins). Legal: Beauchamps (Shaun O’Shea, Damian Maloney and Gergana Moran).

Arachas:
Legal: Eversheds (Gavin O’Flaherty, Maria O’Brien, Sophie Dudley). Tax DD: PwC (Miriam Friel, Amy Walsh). Financial DD: PwC (Ronan Somers, John Kelly). CF Support: AIB Corporate Finance (Peter Golden)

Renatus Comment: Arachas, which means insurance in Irish, was bought last year by larger UK peer Ardonagh Group, and is one of the most active acquirers in the Irish broker market. It is a very active space and this is one of two broker acquisitions in this weeks’ newsletter.

Source: Arachas; Irish Times

Grafton to offload UK traditional merchanting business

grafton group

Deal Details: Grafton Group has reportedly agreed a deal to sell its British traditional merchanting business to Huws Gray for a reported €604m.

Grafton’s UK traditional merchanting business comprises the Buildbase, Civils & Lintels, PDM Buildbase, The Timber Group, Bathroom Distribution Group, Frontline and NDI brands.

In the year to December 2020, it reported revenue of £828.2m and adjusted operating profit of £18.8m.
Huws Gray is a PE backed builders merchants chain based in Wales.

Advisers: None mentioned.

Renatus Comment: This is Grafton Group’s 5th acquisition since the beginning of the global pandemic and strengthens the groups operation in mainland Europe. Grafton Group owns such brands as Woodies, Chadwicks and Leyland. Grafton Group benefited significantly in the recent boom for home improvements. According to research commissioned by the Irish League of Credit Unions, Energia and House2Home, 56% of Irish households are considering home improvements due to more time spent at home due to the Covid-19 pandemic.

Source: Irish Times

Goggin Insurance acquired by Innovu

goggin

Deal Details: A leading Mid-West insurance broker Goggin Insurance Brokers Ltd. (GIB) has been acquired by Innovu Group. The financial details of the deal were not disclosed.

GIB, based in Newcastle West and Listowel, has built a strong reputation among its Corporate, SME and Personal customers throughout Ireland. It was founded in 1980 by Aidan and Anne Goggin.

Innovu Group Holding Company Ltd., backed by MML, is the owner of Sheridan Insurances and Wexford Insurance.

Advisers:
GIB: David Lucas of PKF O’Connor Leddy & Holmes provided Corporate Finance support. George Kennedy and Ciara Downes at Holmes acted on the legals. James Mulqueen & Co and Boland & Partners acted as their financial and tax advisors.

Innovu: McCann Fitzgerald acted as legal advisers. Deloitte and PWC provided financial and tax due diligence.
Renatus Comment: Financial services is the most reported sector in our newsletter and insurance deals are the most reported on within the financial services sector. The play here is a buy and build consolidation of broker networks, with the economies that scale brings. The same playbook is happening in multiple sectors, walk through your local town or area and you’ll witness the consolidation rom the dentist to the vet, your insurance broker or pensions provider.

Source: Innovu

Origin sells Belgian fertiliser business

origin

Deal Details: Origin Enterprises has sold Pillaert-Mekosen to Brokking Group for €15.5m.

Origin Enterprises plc, headquartered in Dublin, is a focused agri-services group providing specialist on-​farm agronomy services and the supply of crop technologies and inputs.

Origin reported an operating profit of €1.2m for the first half of its financial year. This marks a €2.8m loss over the same period the prior year, according to interim results in April.

Advisers: Anthony Farrell of Davy Corporate Finance advised Origin.

Renatus Comment: Origin Chief Executive Officer, Sean Coyle, noted in the company press release that after entering the Belgian market in 2018, it looked to make complementary acquisitions to build scale to its Belgian fertiliser operations but has now decided to exit the market given the lack of suitable consolidation opportunities. Similar to Grafton’s share price bump after announcing its divesture, Origin’s share price is up 3.9% since this announcement on Thursday.

Source: Independent

BiaVest partners with Scrumdiddly’s

scrumdiddlys

Deal Details: BiaVest, the food investment vehicle founded by Hilliard Lombard and David McKernan, has invested in Irish ice-cream chain Scrumdiddly’s. The investment details were not disclosed.

Scrumdiddly’s was founded 10 years ago by Jenny and Darren McCormack. It currently runs 5 stores in Dublin and Galway and plan to grow to 10-15 outlets nationwide over the next few years.

Advisers: Alan Ryan at Wallace Corporate Counsel LLP and Brian McDonald and team at Bay Advisory acted for Biavest.

Katharine Byrne at BDO and Brid McCoy and team at AMOSS Solicitors acted for Jenny and Darren at Scrumdiddlys.

Renatus Comment: This is BiaVest’s third investment, after already backing Nobó ice cream and Offbeat Donut Co. BiaVest was set up by food industry executives Hilliard Lombard (who was previously the head of Valeo Foods operations in Ireland and before that a senior executive with Aryzta) and his business partner David McKernan, who built the Java Republic coffee brand.

Source: Bay Advisory

Waystone to receive significant investment from Montagu

waystone

Deal Details: Waystone, a provider of institutional governance, risk and compliance services to the asset management industry, received significant investment from Montagu Private Equity to accelerate its global growth strategy. The deal terms were not disclosed.

This investment will conclude Waystone’s partnership with MML Growth Capital Partners, following their investment into the business in 2019.
Franfurt-headquartered Montagu Private Equity is a European mid-market private equity firm.

Advisers: Waystone’s shareholders were advised by Baird (John Sun), Squire Patton Boggs (Julian Ciecierski-Burns), Grant Thornton (Dara Kelly, Brian Murphy, Dwayne Price), Oliver Wyman (Sean Farrar), Lockton (Calvin Barnes) and EY (Ari Constantinou).

Management was advised by Matheson (Padraic Roche) and Liberty Corporate Finance (Tim Thomas).

Renatus Comment: The financial services sectors has been largely resilient to covid and has been a hot sector for private equity and other investors. Waystone was initially PE backed, MML backed DMS merging in a three-way deal with MontLake and MDO in 2020.

Source: Waystone

Ballytherm is acquired by Xtratherm

ballytherm

Deal Details: Cavan-based insulation manufacturer Ballytherm has agreed the sale of its Irish and UK operations to Xtratherm.

The deal consideration was not disclosed. The deal is subject to regulatory approval.

Xtratherm, which became part of the Unilin Group in 2015, provides a range of insulation products. It owns and operates two state-of-the-art production facilities in Ireland and Britain.

Advisers:
Ballytherm:
Corporate Finance: Paddy Dillon and AM Costello (GT). Tax: Emer Dowling and Bernard Doherty (GT). Legal: Aidan Lawlor and Dan McNamara (McCann Fitz).

Xtratherm:
Tax: PWC. Legal: Dennis Agnew and Dorian Rees (Pinsent Masons).

Renatus Comment: Controlled by Gerry Reilly and Brendan Cosgrove, Ballytherm’s most recent accounts (Jun 20) showed revenue of €24.8m. Interesting signal for investor demand for the space, Kingspan is currently trading at +20x Enterprise Value/EBITDA – way up from its c. 13x only five years ago.

Source: Irish Times

Taoglas acquires Smartsensor Technologies

taoglas

Deal Details: Irish Internet-of-Things (“IoT”) company Taoglas has acquired Smartsensor Technologies for undisclosed amount.

Taoglas, founded in 2004, is a leading enabler of digital transformation through IoT.

Smartsensor Technologies, founded in 2011 in Australia, is an industry-leading, end-to-end IoT provider of smart asset management solutions.

Advisers: Taoglas received corporate finance advice from Caroline Reynolds of the Martello Group and legal advice from Jordan O’Brien of Maples.

Smartsensor Technologies was advised by BDO, Kain Lawyers and PwC.

Renatus Comment: Founded in 2003, by joint CEOs and co-founders Ronan Quinlan and Dermot O’Shea, is market leader in the antenna space that enables the IoT ecosystem. The founders scaled the business through organic and acquisitive growth, with the most recent year’s published accounts (Dec 19) showing revenue of €56m and EBITDA of €6.9m.

Source: Taoglas

Moyne Roberts Group acquires ETL Security

MR

Deal Details: Moyne Roberts Group has acquired Cork-based ETL Security for an undisclosed sum.

Moyne Roberts Group is an Irish fire safety products and services business which is run by David and Andrew Cosgrove, employing c. 525 people across Ireland, the UK, Germany, Benelux and the Middle East. The business was setup in 1984 and it previously purchased Apex Fire back in 2008.

Cork-based ETL Security was established in 1977 and provides a professional range of security services. The business was owned equally by Maurice Horgan and Eileen Horgan.

AdvisersMoyne Roberts Group was advised by Paddy Keavney of KBG Accountants in Cavan.

Renatus Comment: Pat Cosgrove, father to the two current operators, was a pioneer in this space having set up Moyne Engineering in 1984. In 1990, the business acquired two similar UK-based fire services and equipment businesses, H Walker and Eric Roberts, and merged both with Moyne Engineering to create Moyne Roberts Ltd as it is known today. This acquisition follows its purchase of UK alarm business Keyways for a reported €10m in 2020.

In its latest set of accounts Dec ’19, Moyne Roberts (Ireland) Limited reported revenue of c. €32.9 and its UK entity reported revenue of c. £37.5m. A lot of this revenue would be expected to be recurring. There are many facets to the business but the Walkers fire and Apex brands are the ones most renowned.

Source: Grant Thornton

Deal Updates & Other News

Arachas acquisition of BFP complete

Deal Details: Further to deal announcement in May, Arachas’ acquisition of BJP Insurance Brokers has now been finalised. BJP was founded in 1979 by Brian Pierce and his wife, Gabrielle. It is the largest provider of insurance to the taxi trade. Brian Pierce handed the transfer of BJP over to his son, Terry Pierce, who takes on a senior position in Arachas.

Advisers:
To Arachas:
Legal: Maples (Patrick Quinlan, Morgan Pierce, Emma Sheehy)
Financial DD: Mazars (Mark Mulcahy, Anthony Shiel)
Tax DD: Mazars (Gerry Vahey, Nicole Hanlon)

Source: Arachas

AIB to take over Ulster Bank’s corporate loan book

Deal Details: It is reported that AIB has reached an agreement with NatWest Holdings and Ulster Bank Ireland for the acquisition of the book of performing loans valued at €4.2bn. As part of the deal, about 280 employees who are directly involved in the servicing of the Ulster Bank loan book will transfer to AIB.

Source: Irish Times

Liberty Global considering sale of Virgin Media Ireland

Deal Details: Virgin Media Ireland owner Liberty Global is reported to be considering a sale of the Irish business. Liberty Global has appointed US investment bank Lion Tree to seek out a potential buyer of the business. The Irish business makes a reported €140m of EBITDA and has c. €900m of debt. It is reported that there is talk of a valuation of c. €2bn.

Source: The Sunday Times

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.

HML

H. McLaughlin & Sons Limited trades as HML. The business was established in 1987 and provides groundwork, civil engineering, construction and plant hire. HML has offices in Donegal, Dublin, Derry and Staffordshire in the UK.

In its financial year to August 2020, HML saw revenue increase by 16.7% YoY to c. €31.9m while EBITDA also increased by 17.9% to c. €3.7m. EBITDA converted to a net cash increase of c. €2.9m with dividends of c. €2.3m and fixed asset disposals of c. €2.3m being some of the largest movements in cash.

HML is a family business and is today owned by Hubert, Ann, Hubert Jnr and Mark McLaughlin. The business employed an average of 148 persosn during the year at a cost of c. €5.2m.

HML FIGS
AH

AH Fuel Oils Ltd is a Tyrone-based fuel distributor. The business boasts a fleet of tankers which deliver to domestic, agricultural and petrol retail outlets across Ulster.

In its financial year to December 2020, the business recognised revenue of c. £107.7m which was a decrease of 23.3% YoY. Despite the revenue decrease, EBITDA increased by 59.5% to c. £2.4m which was primarily driven by gross margins moving from 2.8% in FY19 to 4.7% in FY20. Cash increased by c. £2.8m during the year with the purchase of fixed assets totalling c. £1.1m being one of the most significant uses of cash.

AH Fuel Oils Ltd is owned by Andrew, Rhonda and Helen Hutchinson. The business employed an average of 26 people during the year at a cost of c. £1.1m.

AH FIGS

Fundraisings

Who: Boundless, the Irish remote-working compliance firm co-founded by Dee Coakley, Emily Castles and Eamon Leonard, has raised seed funding.

What: €2.5m seed funding round was led by US-based Fyrfly Venture Partners and London-based Ada Ventures, bringing the start-up’s total funding to €3.6m.

Why: The company is currently active in 16 countries and is planning to expand into a further 19 by the end of the year.

Source: Sunday Business Post

Who: Irish online sports news and statistics start-up Locker secures funding.

What: €590,000 investment comes from Techstars, the Western Development Commission and a variety of media and technology investors from across the US and Europe.

Why: The purpose of funding was not disclosed.

Source: Sunday Business Post

Who: Belfast e-commerce start-up Haru has secured investment.

What: £450,000 has come from the Covid-19 Equity Investment Fund (CEIF), Co Fund NI, part of Invest NI’s Access to Finance portfolio, and private investors through the Halo & Business Angel Network (HBAN) Ulster Network.

Why: The investment is to be used for strengthening its digital offering which allows charities to resell their goods.

Source: Belfast Telegraph​​​​

Who: Vela Games, a Dublin-based independent developer of games has raised funding.

What: The business has raised a reported €14.1m from investors including Novator Capital, Ubisoft, and London Venture partners. Existing backers include Dermot Desmond’s IIU.

Why: The money will be used to further fund the development of Vela’s debut multiplayer online game.

Source: The Sunday Times

Who: Beats Medical, an Irish medtech firm founded by Ciara Clancy that uses smartphone-based metronome therapy to help treat Parkinson’s sufferers.

What: Caroline Keeling, CEO of the Keelings fruit business, and Cathriona Hallahan, Microsoft Ireland boss, have invested into Clancy’s Beats Medical. The value of their investment has not been reported.

Why: The purpose of funding was not disclosed.

Source: The Sunday Times

Who: Xerotecha Galway-based business founded by Barry Flannery that manufacturers and integrates advanced turn-key battery solutions.

What: Ex Avoca Capital and KKR financier Donal Daly and Sensl founder Bryan Campbell has invested into Xerotech. The value of their investment has not been reported.

Why: The purpose of funding was not disclosed.

Source: The Sunday Times

Who: Kids Speech Labs, a Dublin-based company founded by Shona D’Arcy (sister of ex-rugby player Gordan D’Arcy) that is developing speech enable tools for parents to understand their child’s speech development.

What: Rugby player Seán O’Brien has increased his stake in the business in return for “consultation services”. Other backers in the business include Tom Brennan and Patsy Carney who sold their pharma company Eirgen for $135m in 2015.

Why: The purpose of funding was not disclosed.

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.

David Kennedy

DAVID KENNEDY

Source:
(Google Images & LinkedIn)

ORNUA
DK BIO

Louis O’Neill

LOUIS O NEILL

Source:
(Google Images & LinkedIn)

horseware
LON BIO

Shane Meharg

SHANE ME

Source:
(Google Images & LinkedIn)

horseware
SHANE BIO

Paddy Hayes

PADDY HAYES

Source:
(Google Images & LinkedIn)

ESB
PADDY BIO

Micheál O’Connor

MOC

Source:
(Google Images & LinkedIn)

DORAN
MOC BIO

Tom O’Reilly

TOR

Source:
(Google Images & LinkedIn)

ifac
TOR BIO

Aoife O’Mahony

AOM

Source:
(Google Images & LinkedIn)

MMK
AOM BIO

Brian Doonan

BD

Source:
(Google Images & LinkedIn)

BD BIO

Thought for the Week

CEO pay is a debate that can go around in circles.

A CEO taking a small share of the value they helped create seems a fair deal. Measuring their direct contribution to the value creation is probably much more identifiable in small companies than the PLCs. There is a school of thought that there might be less direct correlation between big PLCs performance and the big pay packages of their CEOs. There is a present focus on PLC pay packages and value creation, being brought into focus with extreme stats like FTSE 100 leaders getting paid 73 times the median pay of their subordinates.

Nonetheless, I think anyone who has studied or participated in the many successful journeys of high growth Irish PLCs would not begrudge the CEOs what they received for leading the companies to exponential growth.

There is a subtler consequence to the focus on pay and transparency of this in public markets that could affect PLCs in their hiring and long term retention of the talented executives needed to drive a company forward. We were hiring a CEO for one of our portfolio companies and in recent weeks we met two rising stars in PLCs, both of whom preferred the private equity-backed company route than the PLC career – they claimed that even if they beat the odds and get to the top of their PLC in ten years, or so, the ceiling on pay levels is lowering and PE opportunities have the potential to offer bigger rewards.

With institutional shareholder activism, the number of votes against shareholder pay doubled this year compared to last year in FTSE 100 companies. Any rising stars in PLCs who want more entrepreneurial action make sure you look one of us up at Renatus as we will have some great opportunities over the years ahead.

@RenatusCapital Tweets

149.2% & 162.5%

The YoY increase in mortgage approvals volume and value, respectively, for May ’21 amounting to 4,683 mortgages, valued at €1.2bn. The large increase was due to the comparable period in 2020 in the middle of the Covid-19 crisis, according to BPFI. @IrishTimes

44% & 47.3%

The year-on-year increase in the Irish retail sales volume and value indices, respectively, for May 2021. When comparing vs pre-Covid levels the respective figures for May 2019 were up by 6.6% & 5.5%. @CSOIreland

13%

The year-on-year increase in the Irish residential property prices for Q2 2021 with the national average cost of a home increasing to €303,000, according to https://go.renatus.ie/e/512701/2021-07-04/3yrh53/645978098?h=ZzOgUHqAN04kIajgYKf8Pqk0C844nP_TBkoWW2j8tws @IrishTimesBiz

202% & 167%

The year-on-year increase in the Irish overseas passenger arrivals and departures, respectively, for May 2021 amounting to 85,400 arrivals and 97,000 departures. Comparing to pre-pandemic 2019, the respective figures for May 2021 were 96% & 96% lower. @CSOIreland

64

The AIB Ireland Manufacturing PMI for June 2021, just shy of all time record high of 64.1 in May 2021. @IrishTimesBiz

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:

Flew the Nest:


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