Please find below this week’s newsletter covering the latest M&A, company performance, fundraisings and executive moves.
The universal social charge (“USC”) was brought in by the late Brian Lenihan RIP in 2010, as what was put forward as an emergency tax and the subsequent Fine Gael-Labour coalition Government stood over it as an emergency measure. Simon Harris’ answer to Pearse Doherty in March 2011 when Pearse Doherty called for it to be abolished was thus:
“The USC in its current form is flawed. It is a blunt instrument that has caused a sharp pain to families in Ireland. It was introduced in a rushed fashion by a panicked Government running out of both ideas and political capital. While I am sure Members on all sides of the House would relish the prospect of scrapping the USC, those of us on the Government benches do not have the luxury of ducking difficult decisions. This country, as mentioned by Deputy O’Mahony, is in receivership for all intents and purposes. Our economic future is no longer in our sovereign hands. The errors, mistakes, misjudgements and miscalculations of the previous Government have ensured that economic sovereignty is something we must yet again aspire to as a nation.”
Subsequent to this it has become accepted with little noise while other emergency tax reductions to increase demand such as CGT, and VAT were reversed upwards – USC was not reversed/reduced downward.
This week we saw fixed interest markets effectively price in a recession, no sign of energy costs abating in the foreseeable and the Country is now earning more than it is spending due to windfall Corporation taxes. There has been a lot written during the week about proposed Liz Truss income tax reductions to counter inflations in UK and also various opposition parties have been posturing on suggestions for the next budget. Surely reducing USC can help all those being hammered with energy-induced inflation and higher loan repayments due to rising rates and allow short-term stabilisation.
Deal Details: Glofox has been acquired by US tech group ABC Fitness Solutions in a deal reported to be worth over $200m upfront with a $100m earnout.
Glofox is a management software business focusing on the fitness sector. It offers an all-in-one system that allows fitness centres to manage memberships, check-ins, schedules, payments and more. The company was founded by Conor O’Loughlin, Anthony Kelly and Finn Hegarty in 2014. It is based in Dublin but serves customers across 80 countries. The business is expected to generate revenues of $30m next year. Glofox has emerged as a leader in the highly competitive gym management software space, having been voted number one in G2’s comparison of over 165 gym management software providers. Glofox’s backers include Octopus Ventures, Tribal VC, Partech and Notion Capital.
ABC Fitness Solutions is a US tech group that offers gym management software solutions and services for fitness clubs, gyms and studios. It was founded in 1981 and is led by CEO Bill Davis. The company is headquartered in Arkansas. Since securing private equity investment from Thomas Bravo in 2018, ABC Fitness Solutions has been on a steady acquisition trail having acquired a total of five fitness software businesses in Brazil, Australia, Canada, the US, and now Ireland.
ABC Fitness Studios:
Legal: A&L Goodbody partnered with Kirkland & Ellis to provide legal advisory. The ALG team was led by Richard Grey, Phil Fogarty and Nadine McMahon.
Legal: DLA Piper led by Eanna Mellett and including Dara McDonald.
Renatus Comment: Glofox was founded at a similar time to Renatus in 2014 and we often bumped into the founders over the years and shared war stories. This undoubtedly experienced the rollercoaster that every start-up does. The lads were always growing fast and balancing keeping liquid and capitalising on the growth that was there for them given the quality of their product. This is never a perfect balance and the costs can run faster than prospective revenues. They managed to balance not over diluting but fuelling the tank to get to a point where they have visibility of recurring revenues tracking $30m. O’Loughlin who was an accomplished Rugby player for Connacht and played for Ireland should be an inspiration to any sports star pivoting into business.
Greg Canty of Fuzion communications did an insightful Podcast in 2018 at a time when success was not a foregone conclusion – it is well worth a listen to any entrepreneur looking for inspiration.
Source: Glofox Press Release
Deal Details: Keywords Studios has acquired Mighty Games in a deal reported to be worth up to $6.9m.
Keywords Studios is an Irish video game industry services company. It was founded in 1998 by Giorgio Guastalla and Teresa Luppino and is headquartered in Dublin. The company went public in 2013 and is currently led by Brendan Bodson. The business had FY21 revenues of c. €512m, which converted to an EBITDA of c. €84m.
Mighty Games is a games studio that specialises in making smart mobile games. It was founded in 2013 by Matt Ditton and Ben Britten-Smith and is based in Melbourne, Australia. The company does not publish turnover or EBITDA information.
Legal: A DLA Piper team led by Matt Cole and Maria Hickey.
Renatus Comment: Video games and their adjacent platforms have become increasingly sophisticated. As such, there is a significant gap in the market for larger, outsourced specialists in what is historically a highly fragmented market. Keywords Studios has made significant strides in consolidating the space on a global scale since its IPO in 2013, having completed more than 50 acquisitions. It is the only global, full-service provider in the market.
While Keywords has a clear strategy to grow by M&A, there is also significant potential for organic growth, with the games industry growing at a CAGR of c. 9%, from c. $180bn in 2021 to a forecast of $219bn in 2024. Since its IPO, the business’ organic revenue growth has averaged 15% per year, accounting for 42% of total growth, with the rest attributable to acquired revenue.
Source: Keywords Studios Press Release
Deal Details: Home builder Glenveagh has acquired Harmony Timber Solutions. Deal consideration has not been disclosed, the acquisition is subject to approval by the CCPC.
Glenveagh is an Irish-listed home builder that focuses on suburban housing, urban apartments and partnerships with local authorities and state agencies. The company was founded by Justin Bickle RIP, Stephen Garvey and John Mulcahy and is headquartered in Kildare. The company was founded in 2003 and went public in 2017. In FY21, the company recorded revenues of c. €476.8m, which converted to an adjusted EBITDA of c. €48.8m.
Harmony Timber Solutions is a manufacturer of timber frames, roof truss kits and open metal web joints. The business is based in Wicklow and was founded in 1998. It was founded and is led by Garrett Dempsey. The business was owned by Martin Williams, Paul Lynch, Garrett and Melissa Dempsey. The company does not publish turnover or EBITDA information.
Advisers: None mentioned.
Renatus Comment: There has been a reported 30% + increase in the cost of building new homes in the last year with inflation, labour shortages, material shortages and delayed lead times all being major contributing factors. Harmony Timber Solutions has been a crucial supplier to Glenveagh over recent years. This vertical integration is likely to be motivated by certainty over supply chain over and above saving money.
BAM Ireland took a strategic stake in steel-frame modular operator Modern Homes Ireland in 2019. We can expect to see more vertical integration as supply chains get increasingly complicated.
Source: Glenveagh Press Release
Deal Details: Pirtek Belfast has acquired Hydraulic Hose Services Ltd t/a Pirtek Dublin. Deal details have not been disclosed.
Pirtek is a global franchise specialising in industrial piping systems. The Dublin depot is one of the premier hydraulic solution providers on the East Coast of Ireland and across Leinster supplying all types of pneumatics and industrial hosing & carrying out 24/7 on-site hose repair. The franchise has been managed by Ken Robertson since 2006. The business does not report turnover or EBITDA information.
Corporate Finance: RBK led by Chris Ball & Brian Healy
Legal: Boland Law led by Grace Boland
Corporate Finance: Proactive Accounting led by Jon Dickinson
Legal: Flynn O’Driscoll
Renatus Comment: The overall hydraulic hose and fittings market is expected to continue to grow over the comng years, with an expected CAGR of 3.81%, corresponding to a c. $400m increase in market value. The wider Pirtek network operates over 800 service vehicles across eight countries, with a particularly strong presence in Ireland. This expansive footprint means that Pirtek is well positioned to benefit from this upward trajectory, and may provide a strong rationale for Pirtek Belfast’s acquisition of the Dublin depot.
Source: Pirtek Press Release
Deal Details: Aviva Insurance Limited has agreed to acquire Azur Underwriting Limited’s high-net-worth personal lines business in the UK and Ireland. Deal details have not been disclosed.
Aviva Insurance is a multinational insurance company providing insurance, savings ad investment products across Ireland, the UK and Canada. The business is headquartered in London. Aviva UK & Ireland is led by Adam Winslow, CEO. In FY21 the company reported c. £33.2bn in turnover.
Azur is an insurance company that underwrites insurance products and distributes them on the digital platforms that it develops. It was founded in 2016 by Graham Elliott, the current CEO and is headquartered in London. In FY20 the business had a turnover of c. £7.4m.
Legal: A Holmes team led by Caroline Connolly and George Kennedy.
Renatus Comment: The acquisition of Azur is part of a wider strategy by Aviva to grow its private clients offering, having already acquired AXA XL’s Private Clients business from AXA SA in March 2021. Expanding out this segment will provide Aviva with a strong new revenue stream which the business has highlighted as being in demand from brokers.
Whilst we have seen a string of consolidations in the insurance market, this acquisition moves away from Aviva’s plan to streamline its operations, with the business completing eight disposals in 2021, generating £7.5bn in proceeds, with the business also seeking to return more cash to shareholders.
Source: Aviva Press Release
Deal Details: Flutter has acquired Italian online gaming company Sisal, in a deal reported to be worth €1.6bn.
Flutter is a global sports betting, gaming, and entertainment provider that owns numerous brands including Paddy Power and Betfair. The company was formed via merger in 2016 and is led by CEO, Peter Jackson. The company is headquartered in Dublin and is traded on the London Stock Exchange. In FY21 the business had a turnover of c. £6.0bn and an EBITDA of c. £949.3m.
Sisal is a gaming, betting, and lottery operator with a significant online presence. It was founded by Massimo Della Pergola, Fabio Jegher, and Geo Molo in Milan in 1945. Francesco Durante has led the business as CEO since 2019. In FY21 it reported a turnover of c. €290.5m, which converted to an EBITDA of €165.8m.
Advisers: None mentioned.
Renatus Comment: Italy is the second largest regulated gambling market in Europe after the UK, with total estimated gross gaming revenue (GGR) in 2019 of €19bn. Since the pandemic, the share of this revenue generated online across the market has increased from 10% to 20% and is expected to continue to grow at a CAGR of c. 18% over the next five years.
Sisal currently has an estimated 11.9% online market share within Italy. The addition of Flutter’s assets will immediately bring the combined entity’s market share up to 20% along with providing the competencies necessary to further develop an online strategy in the Italian market which will allow it to capture further market share.
Source: Flutter Press Release
Deal Details: Deal Details: Aston Lark Insurances has acquired Sparrow Insurances.
Aston Lark Ireland is a rapidly growing insurance broker. The business is led by CEO, Robert Kennedy. It was acquired by Howden in March 2022. The Irish arm of Aston Lark had FY20 turnover of c. €7m, which converted to an EBITDA of c. €1.6m.
Sparrow Insurances is an Irish insurance brokerage headquartered in Portlaoise with offices in Dublin, Nenagh and Thurles. The company was founded in 1983 and is led by Michael Sparrow. The business was owned by Michael and Eilish Sparrow. In FY20 it had a turnover of c. €2.3m, which converted to an EBITDA of c. €294k.
Corporate Finance: Pegasus Capital Corporate Finance led by Mark Metcalfe.
Renatus Comment: This deal follows a string of acquisitions that have occurred in the local insurance broker sector over the past couple of years. A historically fragmented sector is now headed toward a more consolidated position as numerous operators are pursuing acquisitive growth strategies. The main players of the sector’s consolidators include Aston Lark, Arachas, and Innovu. By our count, this is Aston Lark’s 3rd Irish acquisition of 2022 after acquiring Marine & General Insurances in February and J.F. Dunne Insurances Limited in May with five other UK-based acquisitions throughout 2022.
We have done a review of H1 deal activity and Financial services was the most active sector in M&A with 28 deals compared to 15 in H1 21.
The review can be read here.
Source: Aston Lark Press Release
Southern Tapes & Packaging Limited, trading as STP Packaging, specialises in the wholesale and distribution of packaging and packaging equipment to the commercial, retail and hospitality sectors. The business is owned by Tony and Mary Lee. It is based in Cork.
In its financial year to FY21, STP reported revenues of c. €20.6m, which converted to an EBITDA of c. €2.2m. This represents a rise of 56.7% and 50.4% respectively on the previous year.
The business finished the year with a cash balance of c. €2.8m. One of the most significant cash movements was a c. €2.1m investment in working capital.
The business employed an average of 34 people over the year at an annual cost of c. €2.2m.
Star Fuels and Farm Supplies Limited, trading as Star Fuels Clonmel, is a wholesale and retail distributor of solid fuel products, animal and poultry feed, animal healthcare products, and various oil products. The business is headquartered in Clonmel, Tipperary with a second location in Mitchelstown, Cork.
Star Fuels reported an FY21 turnover of c. €23.3m which converted to an EBITDA of c. €2.3m. These figures represented a 21.3% and 22.1% increase respectively on the previous year.
The business closed the year with c. €426k of cash with one of the most significant post-EBITDA cash movements being a working capital investment of c. €1.4m.
The business is owned entirely by Aidan Myers. Star Fuels employed an average of 18 staff throughout FY21 a cost of c. €750k.
Who: Xelda, a cashless payments app for contactless payments, tips and donations. The business was founded by Indiana Healy O’Connor.
What: Sequoia Capital Operations LLC has invested an undisclosed sum for a minority stake in the business.
Why: This funding will be used to further develop the Xelda app and support its initial growth.
Source: Capital IQ
Who: Tapestry VC, a US-based venture capital company that was founded by Irish natives, Patrick Murphy and David Kelly.
What: It has raised c. $50m in a funding round of 16 investors including Molten Ventures.
Why: $31m of this will be allocated to its second fund which will be targeting software, fintech and breakthrough technology companies. The remainder will be used to support the companies in its existing fund with follow-on investments.
Source: Irish Times
Who: Equine MediRecord, an equine technology company that develops, sells and maintains software to help horse trainers and owners to comply with equine welfare regulations. It was founded in 2016 by Pierce Dargan, Simon Hillary and Finlay Dargan.
What: The business has secured investment reported to be over €10m from Merit Holdings.
Why: The funding will be used help drive the adoption of the platform across Europe, North America and the Middle East.
We in Renatus believe that more important than the deals are the people and we are pleased to provide you with details of key recent executive and board-level appointments.
The unemployment rate in Ireland last month, with the CSO’s seasonally adjusted figure classifying 113,000 people as unemployed in July. This is a 21-year low and Ireland is nearing full employment which economists consider to be 4%. @CSOIreland
The increase in Ryanair passengers in July in comparison to the same period in 2021. The airline reported carrying 16.8m passengers on its 92,300 flights in July, filling 96% of available seats. @Ryanair
The year-on-year increase in inflation rates recorded across the OECD as measured by the Consumer Price Index as of June 2022. This represents the sharpest increase in 34 years with food and energy being the main drivers. @OECD
The current market share of electric vehicles in the Irish motor industry, with the electric vehicle industry growing 80% over the last twelve months. @irishexaminer
New cars that have been registered to date in Ireland this year. This is down 3.6% from the 90,330 new car registrations in the first seven months of last year and down 17.4% on the 105,400 registered in the first seven months of 2019. @irishexaminer
The year-on-year increase in grocery prices, putting the grocery inflation rate at its highest level since August 2008. According to @Kantar
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