Renatus Weekly M&A & Company Performance Private Equity Newsletter 08/05/2022

Deal Details: Irish-owned Zeus has acquired Canadian agricultural supply business, Agri-Flex. Deal details have not been disclosed.

Zeus is an Irish-owned packaging solutions company, supplying the retail and food industries. As we learnt through a recent Renatus podcast with founder and owner Brian O’Sullivan, Zeus has become a global packaging force with a turnover of €350 million and a staff of nearly 700 people in 26 countries.

Agri-Flex is a supplier of crop packaging products and horticulture consumables to the Canadian agricultural market. The business’ sales exceeded $14m per annum last year. The business was founded by Gilles Vezina and is led by CEO Keith Ockenden.

Advisers: None mentioned.

Renatus Comment: This acquisition sees Zeus continue its acquisition strategy, having grown the business significantly following five other acquisitions since 2019, across Germany, Austria, the UK, and two in Ireland (Essential Supplies Ltd and Limerick Packaging).

Zeus has consistently grown between 7-10% per year for the last five years. Zeus’ overarching goal is to eventually reach half a billion in revenue which by no means seems out of reach given the business’ performance to-date and growth trajectory.

Source: Zeus Press Release

Deal Details: UK-based Elysian Capital has announced the acquisition of Fastway Couriers from MML and Woodbury Capital . The deal consideration was not disclosed and is subject to CCPC approval.

Fastway Couriers was founded in Ireland in 2002 by Bill McGowan. The business is the largest courier business in Ireland and operates a network of 24 locations nationwide and handles over 25 million parcels annually. The business also operates Parcel Connect, Ireland’s largest network of over 1,300 local convenience stores that facilitate over 2.6 million transactions per year. The business reported FY20 revenue of c. €54m which converted to an EBITDA of over €4m and employed c. 190 staff. The business was owned by various individuals including Woodberry Capital, MML, Gerard Riordan, Andrew Hennessy, and Danny Hughes.

Elysian Capital is a London-based private equity fund specialising in lower mid-market businesses. The business was founded in 2007 by Ken Terry and Chai Patel. Laura McCoy is heading up the Irish office. Debt is being provided by Muzinich Private Debt and working capital facilities are being provided by AIB.

Advisers:
Fastway
Corporate Finance: Arrowpoint Advisory (Barry Sheehan and Harry O’Connor) and Mazars Corporate Finance (John Bowe).
Financial & Tax: PWC.
Commercial: CIL.
Legal: Pinsent Mason led by Gerry Beausang and Lisa Early.

Elysian
Legal: Stephenson Harwood (UK) and Flynn O’Driscoll (Ireland).
Insurance: Aon Financial.
Tax: Deloitte led by Claire Grimes.
IT: Equator.

Renatus Comment: Fastway has experienced outstanding growth in recent years, no doubt fuelled by the increasing popularity of e-commerce. In FY17 the business reported a turnover of c. €26m, in just three years this revenue figure has more than doubled to c. €54m with further growth expected in FY21 accounts.

It is amazing to see this business realise its potential via support from various Private Equity entities. MML initiated this and brought in Woodberry Capital on the journey with them and now Muzinich and Elysian are coming in for the next chapter of growth.

Source: Fastway Press Release

Deal Details: Dublin-based e-commerce software business, Profitero has been acquired by French PR and advertising business, Publicis Groupe. The deal consideration was reported to be around €200m.

Founded in 2010 by Vol Pigrukh, Dmitry Vysotski, and Kanstantsin Chernysh, Profitero is a global e-commerce intelligence platform that provides brands with tools to optimize search placement, product content pricing, stock availability, reviews, and more. Profitero’s technology monitors 70 million products daily, across 4,000 brands, 700 retailers, and 50 countries. The business employs c. 350 staff and reported FY19 turnover of c. €13m. The business’s backers included Scaleworks, Polaris Partners, Delta Partners, and Enterprise Ireland.

Headquartered in Paris, Publicis Groupe is a French multinational advertising and public relations company. The business is one of the oldest and largest marketing and communications companies in the world. The group employs over 75,000 staff and reported FY21 revenue of over €11.7bn. Publicis Groupe is publicly traded under the ticker ‘PUB’.

Advisers:
Profitero
Legal: An Eversheds Sutherland team led by Head of Corporate, Gerard Ryan, and also included Corporate Partner, Enda Cullivan, and Gary Madden.

Publicis Groupe
None mentioned.

Renatus Comment: This deal is a huge Irish success story and is one of many deals in this week’s newsletter that is a beneficiary of the coming of e-commerce. Profitero provides analytics for companies’ e-commerce operations and serves global brands such as Kraft Heinz Co., Anheuser-Busch InBev SA, and Adidas AG.

The Covid pandemic caused a huge boom in e-commerce which is likely here to stay, as a result, clients of large marketing agencies are increasingly seeking advice and services related to e-commerce. Publicis Groupe is clearly following this trend with this acquisition being its second e-commerce software-related transaction in 2022 after the acquisition of Tremend Software Consulting, a Romanian e-commerce software business in January.

Source: Profitero Press Release

Deal Details: Irish e-Commerce unicorn, Wayflyer has acquired influencer financing start-up, Peblo. Deal consideration was not disclosed.

Wayflyer is an e-Commerce revenue-based financing and marketing analytics platform founded in 2019 by Aidan Corbett and Jack Pierce. Wayflyer was spun out of another company founded by Mr. Corbett, Conjura. The business is reported to employ over 250 people.

Peblo is headquartered in New York, USA, and was founded by Jake Browne (CEO) and David Kearney (COO). The business provides revenue-based financing to content creators and is mainly focused on influencers.

Advisers:
Wayflyer
Legal: Maples provided legal advisory led by Colm Rafferty.

Renatus Comment: According to Wayflyer CEO Aidan Corbett, the rationale for this deal was due to the huge growth in the creator/influencer space and Wayflyer’s unique position to be able to partner with both online brands and the creators they partner with to market their products.

This is Wayflyer’s first acquisition and comes on the back of the business’ latest funding round which saw it valued at over €1.6bn, making it Ireland’s 6th official home-grown unicorn. Wayflyer backers include JPMorgan Chase, Madrone Capital Partners, Prosus N.V., DST Global, and Left Lane Capital to name a few.

Source: RTE

Deal Details: Irish engineering services business, Obelisk has been acquired by Constructel Visabeira, a leading company in the global telecommunications and energy networks engineering sector and a subsidiary of the multinational and multi-sector holding company, Grupo Visabeira. The deal consideration was not disclosed.

Founded in 1996, Obelisk is an internationally professional engineering services business providing infrastructure solutions for the telecoms and power sectors in Ireland, the UK, and Africa. The business forecast revenues for FY 2021 to be in region of c. €40m. The majority of the group’s shares are held by founders Colm Murphy and Padraig Brady with Declan O’Neill also holding a stake in the business. The business now employs over 250 people, who work across office locations in Ireland, the UK, and South Africa. Post-acquisition, Ronnie Delaney and John Cullen will take over as CEO and COO, respectively.

Established in 2003, and owned by Grupo Visabeira, Constructel is active in the telecommunications and energy sectors, with extensive know-how in designing, implementing and building network infrastructures.

Advisers:
Obelisk
Financial: IBI Corporate Finance provided financial advisory led by David Lyons.
Legal: Amoss Solicitors provided legal advice.
Tax: Grant Thornton.

Obelisk Exiting Shareholders
Tax & Deal advisory: Tony Kelly and Shane O’Donovan of PKF advised the Shareholders on their exit.

Constructel Visabeira
Fiscal: EY for fiscal issues.
Legal: DWF provided legal advice with the Irish team being made up of Ross Little, Edon Byrnes and Ana Soptica.

Renatus Comment: Grupo Visabeira received €200m in growth equity from Goldman Sachs in exchange for a minority stake in the business last year. The business has since put a focus on growing through acquisitions.

In February of this year, the group purchased Brazil-headquartered CST, a South American telecommunications services business with a presence in Africa, as well as an Italian consortium of design, construction, and maintenance businesses, Inpower Group. CST, Inpower Group, and Obelisk all serve mainly clients in the telecoms and power sectors.

This latest acquisition will create one of Europe’s leading telecommunications and energy services companies, with an expected annual turnover in excess of €1 billion. It also positions Obelisk to accelerate new growth opportunities, continue investing and expanding its skilled workforce across the UK and Ireland, and offer more complete solutions to clients in new and existing markets.

Source: Obelisk Press release

Deal Details: Drogheda-based Paycheck Plus has been acquired by UK software Group, IRIS. The deal consideration was not disclosed.

Paycheck Plus was founded in 2005 by CEO Anne Reilly and provides a range of payroll outsourcing services to clients across Ireland, the UK, Europe, and the USA. The business employs c. 27 staff and is owned entirely by Anne and Seamus Reilly.

Founded in 1978 by David Guest, IRIS Software Group is the UK’s largest privately held software company. The business’ software solutions span across Accountancy, Payroll, HR Management, Education Engagement Solutions, Education Financial Solutions, Education School Management Solutions, Financial Management, Biometric Systems, and Managed Services. The group reported turnover of c. €222.5m in FY21 and employed c. 1,778 staff.

Advisers:
Paycheck Plus
Corporate Finance: John Reynolds of Roydene Partners.
Legal: Ainsley Heffernan & Hugh Foyle of Beauchamps.
Accounting/Tax: KMR accountants.

IRIS
Legal: Eversheds.
Accounting/Tax: EY.

Renatus Comment: While the deal consideration was not disclosed this was likely a great exit for Paycheck Plus CEO and majority shareholder, Anne Reilly and fellow shareholder Seamus Reilly. Both Anne and Seamus will step back from the business and will be replaced by current COO, Bróna Grogan. The business is being left in good hands with Ms. Grogan previously winning Payroll Manager of the Year 2019 at the Global Payroll Awards.

IRIS appears to be pursuing a strategy of scaling its managed payroll segment through acquisition having acquired three payroll-focused businesses since 2021. This includes US-based AccountantsWorld in December of last year, UK-based Dataplan Payroll in October of last year, and UK-based Staffology in January of last year. This acquisition also appears to be IRIS’s first in the ROI.

Source: IRIS Press Release

Deal Details: Danish company, Ellab, has acquired Autocal, the Irish validation service company. The value of the deal was not disclosed.

Autocal is the leading validation solutions provider to the pharmaceutical and healthcare industries. Based in Dublin, the business is wholly owned by Paul O’Hare and Mark Ryan. The business does not report turnover or EBITDA information.

Ellab A/S manufactures thermal validation solutions. It offers data loggers; wired systems; digital temperature-indicating devices designed for displaying and documenting the processing temperature in various items of calibration equipment. The business is owned by EQT AB, a private equity firm. Ellab had FY21 revenues of c. €67m, which converted to an EBIT of c. €44m.

Advisers:
Autocal
Deal Advisory: A Blackthorn Capital team led by Ann-Marie Reddy.

Ellab
None mentioned.

Renatus Comment: According to various reports, the TIC (testing, inspection, and certification) sector is large and growing with estimates valuing the global TIC market at c. $200bn with an expectation to grow to c. $260bn by 2025.

This deal is Ellab’s 3rd acquisition in Ireland having acquired Instrumental Technology Limited and QualUs, and the 8th globally since EQT acquired the business in September 2019. This is a great case study of how an equity partner can accelerate strategic initiatives by bringing a focused business plan, access to capital, and with speed of execution.

Source: Ellab Press Release

Deal Details: IT asset disposition (ITAD) business, Vyta has acquired Essex ITAD business FGD. The deal consideration was not disclosed. ​​​​​This announcement comes in the same week that Vyta received a reported £11m investment from MML Ireland in exchange for a minority shareholding in the business.

Belfast-headquartered, Vyta (formerly AMI) is Ireland’s largest secure IT retirement service provider. The business’s services include secure IT disposals, data destruction & erasure, media & hard drive destruction, resale for value return WEEE disposal, equipment deployments & decommissioning. The business employs c. 60 staff and was owned entirely by Philip McMichael (CEO), Ciara McMichael, and Linsey Clarke before the MML investment. The business operates as Vyta, DiskShred, and RefreshedByUs.

Essex-based, FGD is a fellow ITAD and data centre solutions provider. Like Vyta, the business has both an IT disposals and IT resale arm. The business was founded by Leigh Medhurst and Daniel Elson and employs c. 35 staff, all of whom will join Vyta.

Advisers:
Vyta
Legal: Tughans led by John McGuckian, Brendan Donnelly, and Douglas Anderson.
Legal: Carson McDowell led by Neasa Quigley, Paul McGuikin and Hillary Griffith.
Due Diligence: HNH led by Rodney McCaughey and Mark Hood.
Corporate Finance: PwC.
Tax: Gray + Press.

FGD
None mentioned.

MML
Legal: Carson McDowell and Gore Grimes.
Commercial DD: Armstrong TS.
Tax: PwC.
Due Diligence: HNH.

Renatus Comment: Vyta’s core markets, IT asset disposals, and IT equipment resale, have experienced huge growth over the last number of years. This has been driven by a number of factors including increasingly stringent guidelines on data protection applying to IT disposals, increasing consumer/enterprise focus on sustainability and the circular economy, and various shortages and other price issues associated with buying IT equipment new.

Source: Vyta Press Release

Deal Details: Aston Lark Ireland has acquired Kildare-based J.F. Dunne Insurance Ltd.

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 €7m, which converted to an EBITDA of €1.6m.

J.F. Dunne Insurances, based in Kildare, was established in 1977 by John Dunne. The business has been led by Carlos Dunne since 2014. The business had FY20 turnover of €2.8m, which converted to an EBITDA of €1.1m.

Advisers:
JF Dunne
Legal: A Holmes team, led by George Kennedy.

Aston Lark
None mentioned.

Renatus Comment: Aston Lark is intent on continuing its growth by acquisition strategy, bolting on more to its platform having acquired Marine & General Insurances DAC earlier in the year and Abbey Murphy Insurance in September 2021. The company has a historic trend of growth by acquisition, with the wider group marking its 50th acquisition since its formation in 2018, following its acquisition of UKGlobal earlier this month. We are shifting the house view here in Renatus from predicting a lot more acquisitions of independent brokers to wondering if there are any left to acquire !

Source: Aston Lark Press Release

Deal Details:

Newry-based PKF-FPM has merged with Anderson, Anderson & Brown (AAB). Deal details have not been disclosed. The business will trade as FPM going forward.

PKF-FPM is a Newry-based accountancy firm, led by managing director Feargal McCormack. FPM generate revenues of c. £10m. It is based in Newry and employs 120 people. The business was controlled by 9 shareholders prior to the deal.

AAB is a Aberdeen-based chartered accountancy and business advisory firm. The business had FY21 turnover of £16.7m which converted to an EBITDA of £3.6m.

Advisers:
PKF-FPM
Legal: A Tughans team of John McGuckian, Aimee Craig, and Douglas Anderson.

AAB
Legal: Mills Selig has worked alongside UK law firm Addleshaw Goddard to advise Anderson Anderson & Brown (AAB).
Financial and Tax: PwC

Renatus Comment: This deal is AAB’s third deal following investment from August Equity LLP in October 2021. The business acquired Sagars Accountants in November 2021. The acquisition of FPM will allow AAB to establish itself as a player in the Irish market, with the business benefitting from the strong reputation and significant presence of Feargal McCormack and FPM across the island of Ireland, over the last 30 years.

Source: Irish News

Deal Details: DIF Capital Partners (DIF) has agreed to sell its stake in its Irish roads portfolio to Semperian PPP Investment Partners. Deal consideration was not disclosed.

DIF is a global investment manager based in the Netherlands. It manages c. €10bn in assets.

Semperian Partners Group is a UK investment fund which aims to invest in UK social infrastructure. It has c. £1.3bn in assets under management.

Advisers:
DIF
Financial: Cantor Fitzgerald.
Legal: HSF and an Arthur Cox team, led by Elizabeth Bothwell (Corporate and M&A) and included Graham P Murtagh (Corporate and M&A), Aaron Boyle and Olivia Abell (Infrastructure, Construction and Utilities), Matthew Dunn (Finance), David Kilty and Dearbhla O’Gorman (Tax), Patrick Horan and Simon Breen (Competition and Regulated Markets), Kevin Langford and Ciara Mc Dermott (Employment) and Ryan Ferry and Alan Coyne (Litigation, Dispute Resolution and Investigations).
Technical: Jacobs.
Financial: KPMG.

Semperian
None mentioned.

Renatus Comment: DIF is exiting an Irish roads portfolio which consists of three projects: the M3, M4, and M50 motorways. The fund has worked to help the three projects through the pandemic period, having optimised the payback of each, with the M3 and M4 being demand-based toll roads.

Source: Arthur Cox

Deal Details: Irish seafood company, Breizon, has been acquired by French company, Mericq Group

Breizon is based in Galway and supplies live, fresh, frozen and cooked shellfish to supermarkets across the country. The company’s products are sold under the brand name ‘Window to the Sea’. The business is wholly owned by Loic Trahan and Guenael Trahan. The business does not report turnover or EBITDA information, but had net assets at December 2020 of c. €4.3m.

Mericq Group is a fish trading company, based in France. The business is led by Charlotte Abadie and Andre Philippe Abadie. The group reports turnover of over €337m.

Advisers:
Breizon
Legal: A Philip Lee team of Jonathan Kelly, Eoghan Doyle and Hugo Grattirola.

Mericq Group
None mentioned.

Renatus Comment: The deal marks a success story for a local Irish brand which was established in 1977, with Galway-based Breizon gaining further access to the European market, where they can benefit from scale as part of a larger group. Breizon supplies fish products to Irish supermarkets, while also exporting fresh and frozen shellfish to Europe and China, with the company’s exports likely to increase, given that French-based Mericq has over 8,500 clients.

Source: Philip Lee Press Release

Deal Details: South Coast Diesels, based in Naas, has been acquired by German engine manufacturer, DEUTZ.

South Coast Diesels sells and services diesel engines in the Irish market. The business was established in 1986 and is owned by Ted Francis.

DEUTZ Aktiengesellschaft manufactures diesel and gas engines in Europe, the Middle East, Africa, the Asia Pacific, and the Americas. The business is based in Cologne, Germany and is listed on the German stock exchange. It had FY21 revenues of €1.6bn, which converted to an EBITDA of €81m.

Advisers:
South Coast Diesels
Legal: Holmes led by Stephen Walker.

DEUTZ
None mentioned.

Renatus Comment: As part of the deal, South Coast Diesels will become an agent for DEUTZ in Ireland. This will allow DEUTZ to expand its offering in Ireland. The deal mirrors DEUTZ’s dealings in other geographies, with the business having acquired an almost identical company, Ausma Motorenrevisie, in the Netherlands this week.

Source: DEUTZ Press Release

Deal Details: Killarney headquartered global engineering business, Tricel has acquired Danish company, Biokube A/S. The deal consideration was not disclosed.

Tricel was founded in 1973 by Anne and Con Stack in Killarney. The company initially produced products from glass-reinforced plastics (GRP) for the local community but has expanded to include storage tanks, pumps, sewage treatment tanks, construction products, and lubricant distribution. The business comprises of 12 companies across Europe, with six manufacturing operations. It employs more than 600 people at these locations. The business is owned entirely by the Stack family.

BioKube is a Danish environmental company founded in 2003 which provides wastewater treatment solutions. The business is led by MD Peter Mørch Sloth, CTO, Henrik Bebe and founder, Peter Tårnhøj. The business reported turnover of over €6.0m in FY21.

Advisers:
Tricell
Financial: Heffernan Financial Advisory led by Ger Heffernan.

Biokube
None mentioned.

Renatus Comment: Over the past years, Tricel has followed a strategy of acquiring businesses in new markets with complementary or in some cases, overlapping product/service offerings and expanding their existing capabilities into these new geographies. Past acquisitions include AJ Environmental in France, Finol Oil based in Dublin, Glasplies Ltd in the UK, Action Pumps Ltd in the UK, Puraflo, and Platinum among others.

Following this acquisition, Biokube will join Tricels environmental division led by James Butler and will continue to operate as an independent business within Tricel Environmental.

Source: Tricel Press Release

Deal Details: Dublin headquartered Fuel has acquired Cork-based Leigh Gillen Events. The deal consideration has not been disclosed.

Event Fuel Limited, t/a FUEL, is a leading Irish creative production agency. Headquartered in Dublin, it employs 70 people. The business is wholly owned by Jamie Deasy and Brian McDermott. The business does not list turnover or EBITDA information but had net assets of €1.1m as of December 2020.

Leigh Gillen Events Limited is a Cork-based event management agency. The business is led by Leigh Gillen who will join FUEL as a director following the acquisition. The business does not report turnover or EBITDA information.

Advisers: None mentioned.

Renatus Comment: It is great to see an upturn in activity in the live events space, after what had been a brutal hiatus over the last couple of years. The resilience of FUEL has been driven by the founders’ decision to pivot the business significantly during the Covid period to offer both virtual and hybrid events for its clients. The acquisition represents a further step in FUEL’s aim to expand its operation across Ireland, the UK, and the US, with the company recruiting ten staff members to help support this growth.

Source: FUEL Press Release

Founded in 1967 by Joseph Quinn, Galco Steel Limited is one of Ireland’s largest hot dip galvanizers. The business is headquartered in Walkinstown, Dublin with 5 further galvanizing facilities located across the island of Ireland.

The business reported FY21 revenue of c. €37.0m which converted to an EBITDA of c. €4.9m, representing a 23.6% and 37.2% increase from the previous year, respectively. Significant post EBITDA cash flows consisted of a working capital investment of c. €1.3m and payments to acquire property, plant, and equipment amounting to c. €2.8m. The business closed the year with a net cash balance of c. €4.3m.

The business is almost entirely owned by the Quinn family alongside managing director, Bernard Shanley. The business employed an average of 282 staff throughout FY21 at a cost of c. €13.6m.

Mash Direct Limited manufactures and distributes mashed potatoes and other vegetables to the wholesale and retail markets. The business is based in Co. Down. It is owned by Tracy, Martin, Lance, and Jack Hamilton.

In its financial year to February 2021, the business had turnover of c. £22.3m, a 0.9% increase year-on-year. This converted to an EBITDA of c. £2.6m. The decrease in EBITDA can largely be explained by an increase in selling and distribution costs, which rose by c. £480k.

The business finished the year with a cash balance of c. (£3.0)m, an increase of c. £273k year-on-year. Significant post-EBITDA cash movements included the purchase of tangible fixed assets for c. £1.5m, along with a c. £647k investment in working capital.