InsightsNewsletterRenatus’ Weekly M&A Newsletter – 08/11/2020

Renatus’ Weekly M&A Newsletter – 08/11/2020

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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

CPL acquired by Japanese group Outsourcing Inc

cpl

Deal Details: CPL Resources has agreed a takeover by Japanese group Outsourcing Inc for €318m in an all-cash deal. CPL’s CEO Anne Heraty and fellow director, Paul Carroll, are in line to receive €110.9m for their combined 34.9% shareholding in the business. 30 other executives are also reported to share c. €5.5m from the deal as part of a share incentive plan put in place by the business. The deal is subject to shareholder approval.

Headquartered in Dublin and led by Anne Heraty, CPL is a global provider of talent and workforce solutions. With reported revenues of €569.3m in the financial year to 30 June 2020, CPL has a workforce of almost 13,000 across 45 offices worldwide.

Outsourcing Inc is a leading human resources business, with headquarters in Japan and consists of 200 companies with more than 300 locations in Japan employing c. 80,000 people.

Advisers: Investment bank Rothschild is acting as financial adviser to CPL on the deal. Davy is the company’s joint corporate broker. William Fry is acting as legal adviser to the firm. Nomura is acting as financial advisor to Outsourcing and McCann FitzGerald have provided legal advice.

Renatus Comment: Anne Heraty has long been a beacon of achievement for female entrepreneurs in Ireland and CPL’s exit to Oursource Inc. caps a tremendous success story. The Sunday Times notes Heraty’s ground-breaking journey well: “Heraty is the first Irish woman to float on the stock market, the first female chief executive of a listed company and now, by some distance, the country’s most successful self-made woman”.

Source: Irish Times, The Sunday Times, Outsourcing Inc

Shareholder exit at Kerry-based Dairymaster

dairym

Deal Details: In a shareholder reorganisation, majority shareholder and CEO of Dairymaster, Ed Harty, is to step down from his role and exit the company. He will be succeeded in his role by his brother Ned, who was previously director of operations.

Kerry-based Dairymaster is a world leader in the development and manufacture of hi-tech dairy farm equipment. From its HQ is Kerry, where it employs almost 400 staff, it services customers in over 40 countries. Over 95% of its products designed and manufactured in-house.

Advisers: Ger Heffernan of Heffernan Financial Advisory provided advice to Ed Harty.

Renatus Comment: Dairymaster is another international success story emanating from Kerry, and sits up there along with Kerry Group and  Fexco. It is reported that, after 22 years with the company, Ed will back and pursue a new projects combining innovation, technology and business. Ed won the EY Entrepreneur of the Year awards in 2012..

Source: Irish Times

SHV Energy acquires majority stake in EM3

em3 scaled

Deal Details: SVH Energy has acquired a majority stake in the Irish industrial energy efficiency company EM3 for an undisclosed sum.

Based in Charleville Co. Cork, EM3 has a wealth of experience in mechanical process and utility expertise. It has been providing energy management and sustainability services to industrial clients since 2006.

EM3 employs 45 people and is one of Ireland’s largest energy consultancy practices, managing the energy performance of businesses with an energy spend of over €400m. Customers include Abbot, Allergan, Boston Scientific, Danone, Dell EMC, Gilead, Glanbia, Kerry, Mondelez, Nestle, Pfizer and Roche.

Dutch company SHV Energy, founded in 1896, is a leading global distributor of off-grid energy such as LPG and LNG and is active in biofuels and renewable energy solutions. The group employs about 55K staff across 58 countries with reported revenues of €19.2bn in 2019.

As part of the deal, EM3 will continue as independent advisors under its current leadership of co-founders John Hensey and Dónall O’Brien. They also continue to retain a stake in the company.

Advisers:  Peter Golden, Alan Mahon and Peter Twomey of AIB Corporate Finance acted as financial advisors to EM3.

Renatus Comment: The energy efficiency market is an ever-changing industry. The continued depletion of natural resources has led corporations that have large energy requirements to become more environmentally aware than ever. Governments are bringing through climate focused agenda and investors have a growing ESG focus in their strategies. Now part of a larger corporate entity, this will position EM3 in a solid position to drive the growth of their niche industrial efficiency services with the backing of SHV.

Source: SVH Energy; Irish Times

ARTeSYN acquired by Repligen

art

Deal Details: Waterford biotech firm ARTeSYN Biosolutions has announced its sale to Repligen Corporation for c. $200m (€168m), comprised of c. $130m in cash and $70m in Repligen common stock.

ARTeSYN Biosolutions has established downstream processing leadership with a suite of state-of-the-art single-use systems for chromatography, filtration, continuous manufacturing, and media/buffer prep workflows.

NASDAQ-listed Repligen is a global life sciences company that develops and commercializes highly innovative bioprocessing technologies and systems that increase efficiencies in the process of manufacturing biological drugs.

Advisers: Perella Weinberg Partners LP is acting as financial advisor and Goodwin Procter LLP is serving as legal counsel to Repligen. EC M&A is acting as financial advisor and Peter Taylor Law (as lead counsel) and Enterprise Counsel Group (as deal counsel) are serving as legal counsel to ARTeSYN BioSolutions.

Renatus Comment: This serves as another example of Ireland’s leadership in the global medical device space. Artesyn Biosolutions Ireland was founded in 2015, but its origins are in the US, where the business and its products were originally developed by US entrepreneur Michael Gagne. Ireland was the launchpad for the business into the European market.

Source: ARTeSYN Press Release

BB7 acquires Goldsmith Engineering

bb7

Deal Details: BB7 Group has acquired Goldsmith Engineering for an undisclosed sum.

Goldsmith Engineering, led by founder Luke Goldsmith, is an award-winning engineering practice with offices in Belfast, Dublin, and London. Its portfolio spans all building types including mixed-use, retail, office, residential, educational, healthcare, institutional and manufacturing. Shareholders in the business included Luke Goldsmith (45%), Dorothee Goldsmith (45%) and David Quinn (10%).

BB7 is a trusted independent advisory firm focused on fire, security risk and resilience. They offer strategic advice, innovative design, construction oversight and risk management.

Advisers: None mentioned.

Renatus Comment: Yet another professional services acquisition. In these spaces, acquisitions bring in specialist teams and client books that can add immediate value to the acquirer. An Investment in the Irish market presents a great opportunity for BB7. The Irish construction industry expanded by 5.8% in real terms in 2019, driven by public and private sector investments in both building and civil engineering works. According to the Central Bank of Ireland, the industry’s activity is expected to fall by nearly 25% this year, as most of the construction work was halted for nearly two months due to the pandemic. Despite this, we should see in increase in demand for engineering and construction services once lockdown measures are eased.

Source: Goldsmith Engineering

Centric Health sells GDI to Medica Group

global d

Deal Details: Medica Group, a London-listed medical company, has acquired Global Diagnostics Ireland (GDI) from its parent Centric Health for an initial consideration of c. €16 million.

GDI, founded in 2007 by Dr Johnny Walker, comprises of 2 businesses: Global Diagnostics which focuses on teleradiology and radiology imaging, and Global Vision which provides Diabetic Retinopathy Screening and Surveillance services. It currently operates from over 50 clinical sites across Ireland, employing a team of over 140 people. Founded in 2003 by Dr Maurice Cox and Dr Ray Power, Centric Health is an integrated private health service reaching over 200,000 patients in Ireland and the UK each year and has a staff exceeding 300.

Medica is the UK market leader in the provision of teleradiology services, providing outsourced interpretation and reporting of MRI, CT and x-ray images.

Advisers: The Centric Health team was advised by Dillon Eustace’s team led by Lorcan Tiernan, Partner and Head of Corporate & M&A, Catherine Hicks, Senior Associate and Conor Keaveny, Partner in the Banking and Capital Markets department, with support from David Lawless, Head of Tax.

Renatus Comment: Centric has been an acquisitive business over the years and it is interesting to see it dispose of a division. It first acquired GDI in 2007 and has since grown  business to be an important part of its group. In its fiscal year end June 2019, GDI generated revenues of c. €5.9m and EBITDA of c. €1.4m.

Source: Medica Press Release

MBO of The Printed Image

the printed image

Deal Details: The senior management team of The Printed Image Limited (TPI), led by Tom Moriarty (COO) and Tracy Dodd (Production Director), have agreed to acquire the business from its founder and CEO, Colin Culliton.

Established in 1990 by Colin and Fiona Culliton as a printing business, TPI has evolved into a marketing solutions company, operating primarily in design, print and branded merchandise.

Advisers: The sellers were advised by Bryan Sweeney, Joe Sweeney (Corporate) and Eileen Kelly (Property) of J R Sweeney LLP while the buyers were advised by Joe McVeigh and Eimear Grealy of BHSM.

Renatus Comment: This is the second week in a row to feature a successful management buyout. It is really great to see TPI transition to management and facilitating the loyal lieutenants of the business take it forward in its next phase. Management buyouts are a great way to ensure a low risk exit for a founder the protection of their legacy and the business’s culture.

Source: TPI Group Release / LinkedIn

Calligo acquires Cinnte Technologies

cinnte

Deal Details: Cinnte Technologies has been acquired by award winning IT Managed Services firm Calligo for an undisclosed sum.

Cinnte Technologies, founded and led by Danny Barr, has bases in Cavan and Dublin. Its core services of managed IT, cloud and Microsoft 365 are similar to Calligo’s services.

Jersey-based Calligo provider of end-to-end managed data services, with a worldwide customer base.

Advisers: Corporate Finance advisors to the shareholders of Cinnte – Ann-Marie Reddy Blackthorn Capital. Legal Advisors – Edward Johnston Clarke Hill

Renatus Comment: This is Calligo’s third Irish deal in 2020 following acquisitions of DC Networks in January 2020 and Itomic Voice & Data in June 2020. The IT managed services market is a sector that is going through continued consolidation as groups look to scale through acquisition and bring additional expertise and customers into the groups.

Source: Calligo Press Release

French group Emera acquires majority stake in Irish nursing home group

emera

Deal Details: French care group Emera has acquired a 70% stake in Irish nursing homes operator Virtue Group for an undisclosed sum.

Virtue Group, founded by brothers Cillian and Ronan Willis, operates four homes with a total of 464 beds. It has two homes in Dublin, one in Meath and one in Louth. With its new backers in place, Virtue is looking for growth opportunities and is reported to be in advanced talks with three parties about acquisitions to grow the group.

Private equity-backed Emera operates more than 6,500 nursing home beds across seven countries.

Advisers: None mentioned.

Renatus Comment: It feels like it is only ever a few weeks break and there is another nursing home deal announced. Activity in the space is high and there is a lot of outside capital entering the market. In the last few months alone, German healthcare investor IMMAC acquired two homes in Dublin, French operator Orpea acquired TLC for c.€150m and acquired a 50% stake in Brindley Healthcare, and CareChoice, backed by French investor InfraVia, acquired a nursing home in Blackrock, Dublin for c. €10m. With aging demographics and clear need for additional beds, activity in the space is expected to remain strong.

Source: The Sunday Times 

Paris investor takes controlling stake in Irish solar developer PCRE

mnes

Deal Details: Paris-based investment fund Omnes Capital has acquired a controlling stake in the Irish solar PV developer Power Capital Renewable Energy (PCRE) for an undisclosed sum.

PCRE was founded in 2011 by Justin Brown and Peter Duff. It first began acquiring and asset managing solar parks in Germany and subsequently began to develop Irish solar projects, from greenfield sites through to fully commissioned operating power plants.

With Omnes backing, it is reported that PCRE will focus on developing and building a 500 megawatt solar PV portfolio in Ireland.

Advisers: Power Capital received legal advice from Philip Lee Solicitors’ team of Eoghan Doyle, Hugo Grattirola, John O’Donoghue, Elaine Whelan, Siobhan McCabe and Alice Whittaker, corporate finance advice from Síghle Murphy and Michael Flynn from Deloitte and John Hannon from FinRes, and PKF on financial and tax. William Fry provided legal advice for Omnes Capital.

Renatus Comment: With the Governments targets of hitting 70% renewables on the power grid by 2030, there is a lot more continued investment needed into our renewables infrastructure. PCRE was awarded  a feed-in tariff for four projects in the Government’s renewable electricity support scheme in August. This support scheme is an important measure in unlocking investment into the renewables market. Wind has been a dominant investment strategy for a while now, and solar is now taking a bigger focus. To meet our national targets, we will require multiple sources of renewable energy generation. It will be a space to watch for a long time to come.

Source: Irish Times

Deal Updates & Other News

Irish Infrastructure Fund to acquire Magnet Networks

Speed Fibre Intermediate Holdings Limited, an entity controlled by the Irish Infrastructure Fund is set to acquire sole control of Magnet Networking Limited. The deal is subject to regulatory approval.

Magnet Networks, owned by Ken Peterson, is a leading Telecommunications, Data Connectivity and Security Services provider, providing solutions to homes, businesses and enterprise customers in Ireland, throughout Europe, the US and beyond. It had accumulated losses of almost €126m at the end of last year.

Source: CCPC, Independent

Brookfield wind-farm deal approved by European Commission

Toronto listed renewable energy firm Brookfield Renewable Partners has received European Commission approval to complete the sale of a 46 megawatts portfolio of wind-farm assets in Cork and Clare for a reported $140m to an new company jointly owned by Mitsubishi UFJ Lease & Finance and Arjun Alliance UK 2 LP. The two windfarms were commissioned by Brookfield in August 2018.

Source: The Sunday Independent

Cosgrave Property Group exists Nama

After a 10-year association with Nama, the Cosgrave Property Group secures its exit following the refinancing of its remaining loan facilities with the State agency.

Castlehaven Finance and Relm Finance have entered into an agreement with the group, which will see them replace Nama as the lender on its portfolio of commercial real estate, sites and development assets.

Deloitte acted as advisor to the Cosgrave Property Group on the refinancing of its Nama loans, with Sheehan & Company, McCann FitzGerald and DWF acting as legal advisors.

Source: Irish 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.

HPC

Home Project Centre Limited (“HPC”) is a leading Irish Building material & DIY products supplier trading from 12 locations across Ireland.

In its latest fiscal year,  HPC saw revenue increase by 6.2% to c. €80.7m.  EBITDA also increased by 4.7% to c. €2.9m. Gross margins increased to 22.2%  in FY19 from 21.8% a year previous.

The company had a net cash increase  of c.€2.7k in FY19. However closing cash was still overdrawn by c.€2.0m at the end of the year. The most significant movements in cash were the c.€960k in Loan repayments  and the c.€1.0m spent on Fixed asset purchases. No Dividends were paid out during the period.

The company employed an average of 256 employees in FY19 at a total cost of c.€10.1m.  The Company is owned by Directors Sean Moran and Dennis O’Connor.

HPC FIGS
MCCABES

Drummullan Unlimited Company is the holding company for the McCabes Pharmacy Group. Founded in 1981, it operates 24 pharmacies across Ireland.

In its latest fiscal year to 31 December 2019, while revenues increased by 1.8% to c. €52.3m, EBITDA fell by 1.1% in the year to c. €3.3m. This was largely attributable to a 1 percentage point fall in gross margins in the period, from 41.6% and 40.6% and an increase in administrative of c. €540k.

The company had a net cash increase of c. €1.1m FY19, leaving an ending cash balance of c. €4.5m. The most significant cash movements were c. €1.8m in debt servicing, a €195k investment in working capital and €172k investment into fixed assets.

The company employed an average of 364 employees in FY19 (down from 406 in FY18) at a total cost of c.€10.6m.

Drummullan Unlimited Company is controlled by two Isle of Man companies. The company accounts identify Sharon McCabe as the ultimate controlling party.

MCCABES FIGS

Fundraisings

Who:  First Citizen Finance, one of Irelands largest non-bank consumer finance firms, has raised funding.

What: €176m in bonds. The deal has a facility where First Citizen can ultimately refinance up to €225 million of loans with the bond investors.

Why: The funds will be used to finance additional cars loans next year.

Source:  Irish Times

Who: Irish deep tech medical diagnostics company Metabolomic Diagnostics has raised funding.

What: 
Undisclosed funding round was led by existing investors SOSV, Enterprise Equity, Enterprise Ireland, and serial entrepreneur Dr Jim Walsh. Sarah Connolly & Kieran Regan of ReganWall advised Metabolomic Diagnostics on the investment.

Why: The Funds will be used to accelerate its plan to launch its new and improved clinically available test for preeclampsia.

Source: Metabolomic Diagnostics

Who:  Cork-based Trinity college spinout Solvotrin Therapaeutics has raised funding. Founded by Prof John Gilmer and Pat O’Flynn in 2009, Solvotrin manufactures a number of ‘active iron’ supplements.

What: €6.7m financing round was led by London-based RAB Capital and existing investor Elkstone Ventures. Gillian Keating, John Cuddigan, Marie Gavin and Kate Murphy of RDJ acted as legal advisors to Solvotrin.

Why: The funds will be used to support its expansion in international markets, including: the US, China, India and the Middle East.

Source:  Irish Times

Who: Fountain Healthcare, the State-backed life sciences investment fund has closed its third fund.

What: 
The fund has €125m of committed capital, exceeding its initial target raise of €100m. The funds raised were sourced from domestic and international institutional investors, including sovereign funds, corporate investor and family offices.

Why:  Fund III is a dedicated life science venture capital fund and brings Fountain’s total capital under management to €300m. It has already completed three deals and expected to make up to 10.

Source: Irish Independent

Who:  Irish tech start-up Provizio has raised funding. The company, founded by Limerick man Barry Lunn, is seeking to make accident prevention technology as ubiquitous as seat belts in vehicles.

What: $6.2m(€5.2m) round was led by the European Innovation Council and Act Venture Capital. Additional backers include Sean Mitchell and David Moloney, founders of Movidius and Bobby Hambrick, CEO of Autonomous.

Why: Provizio will use the seed funding to expand the team and will also be seeking additional financing shortly.

Source: Irish Times

Who: Pinemount Finance, a bridging loan and mezzanine loan provider to businesses.

What: 
Reported to have raised funding from Dominic Silvester, CEO of reinsurance group Enstar. Quantum of funding was not reported. Silvester has sold c. $270m worth of shares of the Enstar business.

Why: 
Not specifically mentioned.

Source: 
The Sunday Times

Who: Artfinder, an online art marketplace set up in 2010 by Spencer Hyman.

What: Eamonn and Brian Fallon, the co-founders of Distilled Media (daft.iejounnal.iedonedeal.ie and adverts.ie) have invested £200k into Artfinder.

Why: Not specifically mentioned.

Source: The Sunday Times

Who: Flexiwage, a payroll software business that enables employees to schedule their income in a pay frequency that suits their needs without the impact on their employer’s ability to process monthly.  The company was founded in 2016 by CEO Anthony Cronin.

What: The company has raised €1m in seed funding.

Why: Funds will be used to help the business launch in the US market after securing a 20-year patent on its software.

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.

Darren Nutter

DN

Source:
(Google Images & LinkedIn)

CRS
DN BIO

David Crozier

DC

Source:
(Google Images & LinkedIn)

NIS
DC BIO

Laurence Flavin

LF

Source:
(Google Images & LinkedIn)

HB
LF BIO

Donal Mac Nioclais

DNS

Source:
(Google Images & LinkedIn)

WATERLAND
DMN BIO

Paul Nolan

Source:
(Google Images & LinkedIn)

CAIRN LOGO
CAIRN

Thought for the Week

With Brexit looming, in many ways it feels like the calm before the storm. But, very few outside of Ireland seem concerned about the consequences for Ireland.

Thankfully, Biden’s success should keep the British honest and avoid them drastically hurting Ireland, economically or otherwise, on their way out.

This clip from BBC was brilliant during the week:
“Mr Biden a quick word for the BBC?”
“I’m Irish” and a smile was his answer … brilliant…!
https://go.renatus.ie/e/512701/tatus-1325146584284323841-s-20/3npqcl/516419433?h=sA9kpjdTRS81RxaAQdXRl2UHPlDpkJ7bqZd1lCvulzY  .

@RenatusCapital Tweets

6.2%

The year-on-year increase in the new car registrations for October 2020 amounting to 2,315 registrations, while the overall market is down 25.2% year to date versus 2019, according to @SIMI_IE

49.0

The AIB Services Purchasing Managers’ Index for October, a small improvement on 46.9 points recorded in September. A reading above 50 indicates expansion. According to @IrishTimesBiz @AIB

20.2%

The Covid-19 adjusted unemployment rate in Ireland, which includes all claimants of the PUP, for October 2020 amounting to 180,500 persons, a 4.3% increase month-on-month, according to @CSOIreland

5.6%

The year-on-year increase in the new cars sold in NI for October 2020, amounting to 3,344 cars sold, according to the Society of Motor Manufacturers and Traders. @BelTel

4%

The year-on-year reduction in the value of Irish services for September 2020 with the most notable changes in Accommodation and Food Service Activities (-40.3%) and  Information and Communication (+11.1%), according to

14.2% & 5.8%

The year-on-year decrease in the Irish industrial production and turnover indices, respectively, for September 2020, 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:

Flew the Nest:


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