InsightsNewsletterRenatus’ Weekly M&A Newsletter – 09/07/2023

Renatus’ Weekly M&A Newsletter – 09/07/2023

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Dear Reader,

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

Thought for the Week

The dissonance between higher interest rates and behaviour is confusing for us all who sat through economics classes where the Taylor rule dictated that the Federal Reserve should raise interest rates whenever inflation is high or employment is at its fullest level, bringing inflation back to within a manageable range.

In recent months, however, it has become clear that interest rates may not quite be the solution they have been in the past. An article from Alan Smith in the Financial Times this week examined this disconnect between rising interest and persistently stubborn levels of high inflation.

The world’s 20 largest economies have raised interest rates by an average of 3.5% since July 2022 but with no sign of inflation returning to the Fed or ECB’s target of 2% before 2025.

On average, it takes c. 18 months for the impact of a rate rise to fully pass through the economy, however, policymakers believe this lag effect will take even longer this time around. These stubborn levels of inflation in the face of rising interest rates are attributed to 3 factors:

  • A broader shift in the global economy away from manufacturing towards services, requiring less capital and subsequently less sensitive to the cost of capital.
  • A decreasing proportion of homeowners owning their property through a variable rate mortgage – in the UK, this figure has dropped from 70% in 2011 to just 10% as of 2023, with the figure being closer to 20% in Ireland.
  • Labour shortages have had no small role either, with labour demand in the services sector in particular boosting wage growth and in turn inflation.

While it looks increasingly likely that interest rates will continue to rise, with Christine Lagarde recently stating that the ECB is ‘not thinking about pausing’ rate hikes, it remains to be seen whether these measures come good in taming inflation, or whether ever-increasing rates could simply lead to further instability.

H1 2023 M&A Deal Activity

Overall, Irish M&A deal volumes have experienced a decline during H1’23 vs H1’22 with 198 deals reported in our newsletter database during H1’23 vs 226 in H1’22. The year has not been forgiving for all dealmakers with rising inflation, interest rates, and soaring energy prices in the picture. A few high-level takeaways from this report include;

  • International acquirers are the primary category of acquirers, with most inbound acquisitions coming from the UK
  • Financial Services is the sector that we have seen the most deal activity in

Our Renatus H1’23 Report is available to read here: Renatus H1’23 M&A Report

The Global decline in H1’23 dealmaking seems bigger based on:

  • The industry has experienced a plummet in Advisory fees as a wave of job cuts is being observed with reduced deal activity. Global Advisory fees for completed deals have fallen c. 35% in H1’23 to c. $12.8bn, compared with 2022, the lowest level recorded since 2014.
  • Global PE deals have also taken a toll, falling c. 51% to c. $263.3bn in H1’23, compared with last year. Factors for the recorded downturn include rising debt costs and uncertainty around economic outlook.
  • There are signs of optimism with Global deals completed during Q2’23, up c. 23% compared with the first quarter, the slowest start to the year in a decade.

Source: The Financial Times

M&A Activity

Bonnier acquires minority stake in The Business Post

the business post

Deal Details: Bonnier has acquired a minority stake in the Business Post. Deal consideration was not disclosed.

Business Post is a Dublin-based media group. Key Capital took control of the Business Post in 2013, buying it out of examinership for a reported c. €1.2m. Enda O’Coineen said Kilcullen Kapital will remain as majority shareholder in the business post-transaction.

Bonnier is a Sweden-based media group. Bonnier represents a reported c. 47% of the Swedish newspaper market with business titles like Dagens Industri, Dagens Nyheter, and Expressen. The company had reported revenue of c. €762m last year.

Advisers:
Business Post Group:
Corporate Finance: Davy

Bonnier:
None Mentioned.

Renatus Comment: The Business Post has experienced significant growth since Kilcullen Kapital’s investment, with the business now offering publishing, market research, data, and software services.  This includes the acquisition of Red C, a research and marketing agency in 2021 for a reported c. €7m. It is reported that annual revenue has gone from c. €7.5m to c. €22.0m since Kilcullen’s acquisition in 2018 from Key Capital.

We have seen significant consolidation in the press industry in recent months with North-West News Group acquiring 4SM (NI) Ltd in May 2023. National World PLC seems to be focusing on the Northern Irish market as it recently acquired The Newry Reporter and Banbridge Chronicle. The reality is that an organic only growth strategy is unlikely for newspapers, with either consolidation or expansion of services providing potential avenues of growth.

Source: Business Post

Kainos PLC acquires Atlanta-based RapidIT-Cloudbera

kainos

Deal Details: Kainos PLC has acquired Atlanta-based RapidIT-Cloudbera. Deal consideration was not disclosed.

Kainos PLC is a Belfast-based software company. It develops information technology solutions for businesses and organisations, particularly in the public, healthcare, and financial services sectors. It is also a Workday services partner. In FY Mar 21, the business reported turnover of c. £374.8m which converted to an EBITDA of c. £69.6m.

RapidIT-Cloudbera is an Atlanta-based creator of Genie, a Workday-focused automated testing product used by over a reported 100 organisations. The business was founded in 2017 and it does not report turnover or EBTIDA information.

AdvisersNone Mentioned.

Renatus Comment: Kainos plans to use this acquisition to combine its own automated testing product, Smart Test, a solution built exclusively for Workday. The business sees significant growth here reporting Annual Recurring Revenue (ARR) of c. £49m for Smart Test in FY Mar 21 and it is forecasting to achieve c. £100m ARR by 2026. Kainos has been strengthening its Workday offerings recently, acquiring Blackline, an advisory partner for Workday in 2022 and UNE Consulting, a Workday services provider in 2021.

Source: Irish News

DisplayNote Technologies acquired by Volaris Group

DisplayNote

Deal Details: DisplayNote Technologies has been acquired by Volaris Group. Deal consideration was not disclosed.

DisplayNote Technologies is a Belfast-based firm specialising in video transmission technology. It was owned by Paul Brown, Mark Elliott, Keith Elliott, Andrew Bell and Kernel Capital. It does not report turnover or EBITDA information.

Volaris Group is a Canadian software group. It was born out of public transit software leader Trapeze Group in 2011. It now includes 170+ companies across 50+ countries. It does not report turnover or EBITDA information.

AdvisersNone Mentioned.

Renatus Comment: DisplayNote Technologies’ edtech solutions allow both workplace and classroom sharing. According to a TalentLMS survey, 84% of people believe that gamification makes them more engaged in an educational setting. Its technology also allows those in working environments to collaborate through various means like wireless broadcasting and virtual meetings. The company’s wide base of customers includes the likes of Johnson & Johnson, the World Health Organisation and NYC Department of Health which is testament to the versatility of its solutions.

Source: Belfast Telegraph

Corlytics acquires Clausematch

Corlytics

Deal Details: Corlytics has acquired Clausematch. Deal consideration was not disclosed.

Corlytics is a Dublin-based regulatory risk intelligence business founded by John Byrne in 2015. Other significant shareholders include Enterprise Ireland, Infinity Capital, Kernel Capital, David Hawkins and Richard O’Donohoe. The business does not report turnover or EBITDA information.

Clausematch is a regulation and compliance company based in London. It is led by CEO and founder Evgeny Likhoded. Other significant shareholders include Index Ventures, Wille Ag, Lytical Ventures, Speedinvest and Andrey Dokuchaev. It does not report turnover or EBITDA information.

AdvisersNone Mentioned.

Renatus Comment: RegTech companies are increasingly harnessing the power of cutting-edge technologies like big data and artificial intelligence to tackle regulatory challenges and risk management. These solutions have focused on financial services customers but are now rapidly expanding to target other regulated industries. This deal follows Corlytics’ acquisition of ING SparQ in January this year and it appears as though Corlytics is attempting to develop a ‘one stop shop’ solution that encompasses the full value chain around regulatory risk. Clausematch founder and CEO Evgeny Likhoded is staying on in a new role as president to manage relationships amongst the group’s combined 80 clients.

Source: Business Plus

Ormonde Mining acquires 36.2% stake in TRU Precious Metals

Ormonde

Deal Details: Ormonde Mining has acquired a 36.2% stake in TRU Precious Metals. Deal consideration was €2.08m. The company also has the option to increase its stake up to 46% through exercising warrants.

Ormonde Mining is a Dublin-based publicly-listed natural resources company. Its shares are traded on the AIM in London and on the Euronext Growth market in Dublin. It is led by CEO Brendan McMorrow. It has a market capitalisation of c. €3.3m.

TRU Precious Metals is a Canadian mining exploration company listed on the Toronto Stock Exchange. It is the sole owner of the Golden Rose Project in the Central Newfoundland Gold Belt where it is searching for gold and copper. It has a market cap of c. $5.1m.

AdvisersNone Mentioned.

Renatus Comment: Precious metals are often sited as being safe haven investments as a hedge against inflation. Gold price is up c. 6.1% year-to-date and 54.0% over the past 5 years. Copper is down 0.75% YTD but up 195% in the past 5 years. Conversely, investing in companies which are exploring for natural resources is inherently speculative and fraught with risk. Despite this, several firms continue to sponsor explorations including Richard Conroy’s Conroy Gold, who recently announced a €400k fundraise to search for gold in Ireland and Finland.

Source: Irish Times

Genfitt acquired by Kramp

Fitting Image

Deal Details: Genfitt has been acquired by Kramp. Deal consideration was not disclosed.

Genfitt is a Mayo-based supplier of agricultural components and machinery parts. It was founded in 1973 and was sold to Dublin-based Gardiner Group in 2006. It does not report turnover or EBITDA information.

Kramp is a Dutch supplier of agriculture components. In FY Dec 22 it reported turnover of c. €1.1bn which converted to EBIT of c. €77.9m

Advisers:
Genfitt:
None Mentioned.

Gardiner Group:
Legal: LK Shields led by Marco Hickey, Paul Dineen and Cian O Lionaird.

Renatus Comment: Agriculture has always been a major component of the Irish economy and Genfitt has successfully capitalised on this over the past 50 years. In the mid-2000s under new ownership the company recognised that the island was not big enough to support a component manufacturing industry and turned to a model of sourcing cheaper products from China and India which delivered strong growth.

The business is known for the Knowledge Report that it publishes annually. This is a comprehensive resource and is well worth a read for anyone interested in trends in the agriculture industry. You can access it here.

Source: That’s Farming

Thomond Underwriting stake acquired by The Clear Group

Thomond Underwriting

Deal Details: Clear Group has acquired a 50% stake in Thomond Underwriting. Deal consideration was not disclosed.

Thomond Underwriting is a Dublin-based managing general agent (MGA) offering Insurer solutions to a network of brokers. The business offers a range of commercial insurance solutions including Commercial Liability, Commercial Material Damage and BI, Commercial Property Owners, Contractors All Risks, Personal Accident & illness, Professional Indemnity and Cyber. In FY Dec 21, the business reported turnover of c. €3.0m.

Clear Group is a UK-based independent chartered insurance broker. It was established in 2001. In FY Oct 21 it reported turnover of c. £45.0m which converted to EBITDA of £9.9m. It received equity investment from UK-based private equity firm ECI Partners in 2018 which exited its investment last year when Goldman Sachs Asset Management invested in the business.

Advisers:
Thomond Underwriting:
None Mentioned.

Clear Group:
FDD: Mazars led by Mark Mulcahy, Anthony Shiel, Kevin Hogan, Robbie Graham and Bence Takacs
TDD: Gerry Vahey and Nicole Hanlon
RDD: Kian Caulwell and Cara Hyland

Renatus Comment: This marks Clear Group’s 2nd acquisition in Ireland. The business is broadening its capability with its first managing general agent (MGA) acquisition. A managing general agent (MGA) or a managing general underwriter (MGU) is a specialised type of insurance agent or broker that has been granted underwriting authority by an insurer, according to the International Risk Management Institute (IRMI). It seems to be an important role in the insurance distribution value chain as it can provide insurers with specialised underwriting knowledge and expertise. They can also help insurers enter new markets and take a portion of the underwriting profit.

Source: Clear Group Press Release

Ifac acquired by Friel Stafford

IFAC

Deal Details: Ifac has acquired Friel Stafford. Deal consideration was not disclosed.

Ifac is a farmer owned Co-Op. Ifac specialises in tax advisory, accountancy, pension planning, succession planning, corporate finance, consulting, and a myriad of other financial services. The business does not report turnover or EBITDA information.

Friel Stafford is a Dublin-based Advisory business set up in 1994 by Jim Stafford. The business specialises in five distinct areas: Corporate Recovery & Insolvency; Personal Insolvency and Bankruptcy; Forensic Accountants & Expert Witness; Corporate Finance; Audit and Tax. The business is owned by Jim Stafford and Tom Murray, and it does not report turnover or EBITDA information.

Advisers: None Mentioned.

Renatus Comment: With this acquisition, Ifac will be making its first entry into the business recovery market. In an interview with The Currency, Donoghue (Ifac CEO) hinted that the business has its eyes on other acquisitions, with another deal expected to bring the firm’s workforce of around 500 before the Friel Stafford deal to 550 in the coming month. Professional services consolidation has been touched on frequently with shared resources and efficiencies unlocking value in a larger group. In our H1’23 report, Financial Services is the sector that we have seen the most deal activity in.

Source: Ifac Press Release

Family acquires Danone stake in Glenisk

glenisk

Deal Details: Since 2006, Danone held a c. 38% minority stake in Glenisk. The business will now be c. 100% owned by the Cleary family. Deal consideration was not disclosed.

Glenisk is an Offaly-based dairy products brand, known for its yogurts. Glenisk was founded in 1987 by dairy farmer Jack Cleary. The business will now be fully owned by the Cleary family, which includes siblings Gerard, Mark, Vincent, Brian, and Evelyn. In FY Dec 20, the business reported turnover of c. €27.8m which converted to an EBITDA of c. €2.8m.

Advisers: None Mentioned.

Renatus Comment: Glenisk was anticipating significant growth in 2021 until a fire destroyed the Offaly plant of the business in September 2021. Productions resumed in February 2022 with the rebuild of the factory costing a reported c. €20m. Danone’s prior acquisition in the business was used to invest in its factory, and in product innovation and branding. “The board of directors have now determined that a return to full ownership by the Cleary family is in the business’s best interest,” according to The Times.

Ireland is blessed with good conditions for dairy production, with a temperate climate and plentiful rainfall. In 2021, Irish dairy exports reached c. €5.1 bn (Bord Bia), making it the largest food and drink export category. Glenisk reported to export almost three tonnes of product to the Middle East each week in 2020, and also set it eyes on Germany to expand into mainland Europe.

Source: The Times

Erisbeg acquires EMR Integrated Solutions (EMR)

emr

Deal Details: Erisbeg has acquired EMR Integrated Solutions (EMR). Deal consideration was not disclosed, and the transaction is subject to regulatory approval from the CCPC.

EMR Integrated Solutions (EMR) is a Meath-based provider of telecommunications and cyber security solutions for utilities and network operators in Ireland and Britain. The business was majority owned by Mark Quinn and it is reported that annual revenue has increased fourfold to over c. €18m between 2016 and 2022.

Erisbeg is a private equity firm that was founded in 2017 by Alan Kerr and Thomas Davy.

Advisers:
EMR Integrated Solutions:
Legal: Sheehan & Co Solicitors
Adviser: BDO

Erisbeg:
Legal: LK Shields led by Emmet Scully, Lester Sosa-Villatoro, and Jonathan Braden.
Financial: KPMG
Tax: EY

Renatus Comment: EMR clients include Irish and UK utilities such as ESB, Irish Water, National Grid, Severn Trent Water, and Northern Powergrid. The business also serves transportation infrastructure providers and renewable energy producers.

With the deployment of sensor technologies, companies are reaping the benefits of real-time communication, remote management and access to real time data. There is also ongoing pressure on Capex to renew or replace ageing networks. The macro market is anticipated to grow and needs service providers like EMR to make it happen. We have seen and frequently reported on the exponential downstream benefits of the ICT build out from Irish companies like Mercury, KN Circet, Winthrop, Dornan, Kirby and H&MV. We expect any companies serving these end markets to reap the benefits of the market growth.

Source: Business Post

Deal Updates & Other News

Paragon Group to buy-out minority shareholders of French subsidiary

Deal Details: Paragon Group is a global printing business founded in 1998. It is c. 88% owned by executive chairman Patrick Crean. In FY Jun 22, the Group reported turnover of c. £1.3bn.

The Group has made an offer of €38.01 per share to buy out the minority shareholders of its French-listed subsidiary Paragon ID. The French entity was formed when Paragon Group merged with French company ASK in 2017. The deal values the entity at c. €75m and is expected to complete in the autumn.

Source: The Currency

Company Performance

Priority Construction Group

Priority Construction Group is a Dublin-based civil engineering infrastructural contractor in Ireland and the UK. The business is owned by Mary McCarthy and Michael McCarthy,

In its financial year to March 2022, the business generated a turnover of c. €37.9m, an increase of 1.6% year-on-year. Revenue attributable to geographical markets outside the Republic of Ireland amounted to 20% for the financial year. This converted to an EBITDA of c. €8.4m, an increase of 86.3% year-on-year. EBITDA improvements can be attributed to increased gross margin improvement.

Significant post-EBITDA cash movements include payments to acquire tangible assets of c. €4m and working capital investment of c. €1.5m. The business finished the year with a cash balance of c. €18.1m, an increase of 16.8% year-on-year.

The business employed an average of 147 people in FY22 at a total cost of c. €10.3m.

Priority Construction Group figs

Fundraisings

Who: All Real Nutrition, a Kerry-based natural ingredients protein bar manufacturer.

What: The business has raised c. €1.6m from the EIIS Innovation Fund and private investors of Quintas Capital.

Why: The business plans to use the funding for the next level of growth in Ireland and beyond.

Source: EIIS Innovation Fund Press Release

Who: Recruitroo, a recruitment software company founded by Shane Kiernan and Stephen MacCarthy in 2022.

What: The business has raised c. €1m in funding in a round led by Delta Partners and including Enterprise Ireland and several angel investors.

Why: The funding was announced alongside the hire of Andreea Wade as chairwoman of the company. The company has said that this joint announcement ‘marks a significant milestone’ as it aims ‘to transform the international hiring landscape’.

Advisers: Wallace Corporate Counsel LLP led by Alan Ryan, Graham Coyne, Louis Coleman, and Glynn Ladley.

Source: Business Post

Who: Fiid, an Irish-based plant food company.

What: The business has received an undisclosed investment from the Redesdale Food & Beverage Fund after a small firms rescue process.

Why: The funding will help the business expand its portfolio of meals.

Advisers: Redesdale: Wallace Corporate Counsel LLP led by Michael Bambrick, Fran Keogh, and Glynn Ladley.

Source: Irish Times

Who:  Micil Distillery, a Galway-based distillery that has six generations of heritage.

What: The business has raised c. €1.5m through a combination of debt financing and equity investment.

Why: The funding will be used to continue to invest In Micil’s Salthill distillery and visitor centre, in its people and in its expansion plans for the future.

Advisers: LK Shields led by Emmet Scully, Gemma Forde and Kris O’Shea.

Source: LK Shields and Micil Distillery

Who: Peroptyx, a Mayo-based machine learning data provider, founded in 2018.

What: The business has raised c. €1.6m in a seed extension raise led by the company’s senior executives.

Why: The funding will be used to grow the company’s headcount and expand its international presence.

Source: Business Post

Who: Webioa Dublin-based conversational AI business.

What: The business has raised c. €2.5m, including c. €1.7m in venture debt from Hambro Perks, a London-based investment firm. Webio’s other backers include Enterprise Ireland and the European Institute of Innovation & Technology.

Why: The fundraise will be used to grow its conversational AI platform.

Source: Business Post

Who: LetsGetCheckeda Dublin-based virtual care company that offers at-home testing, telehealth services, and pharmacy capabilities.

What: The business has refinanced after the collapse of Silicon Valley Bank. This has been provided by K2 HealthVentures, an American alternative investment firm.

Why: The funding will be used to refinance the business.

Source: Sunday Times

@RenatusCapital Tweets

1/4

The proportion of construction jobs remaining unfilled due to difficulty in attracting overseas talent because of housing challenges. According to @MorganMcKinley

6.1%

The intended Budget increase by the government, totaling to c. €91.2bn. According to @RTE

€1.6m

The reported figure for RTE’s barter accounts used for client entertainment and corporate hospitality over the last 10 years. According to @IrishTimes

5.5%

The GDP growth forecast for Ireland – downgraged from 6.9%, due to export volatility. According to @Davy

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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