InsightsNewsletterRenatus’ Weekly M&A Newsletter – 16/08/2020

Renatus’ Weekly M&A Newsletter – 16/08/2020

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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

Directors acquire Drury Porter Novelli in MBO from Omnicom

drury

Deal Details: Irish PR group Drury Porter Novelli has been acquired by its directors in a management buyout from Omnicom Group.

It’s management team is led by MD Anne-Marie Curran and includes Chairman Billy Murphy, Finance Director Sinead Birt and Director Paddy Hughes. Once the management deal is complete, it will trade as Drury Communications.

Founded in 1989, Drury Communications has been a part of the Porter Novelli network for the past five years, having originally been acquired by Omicom in 2000.  Since then it has become a leading PR and digital agency in the Irish market building a strong roster of clients along the way.

No financial consideration was disclosed.

Advisers: Drury was advised by PwC Corporate Finance led by Mark McEnroe, with legal advice from Eugene F Collins led by Leonora Malone.

Renatus Comment: The Irish agency reported strong results last year. Turnover increased 24% to c.€4.4m in 2019 with a net profit of  c.€717k

This is a great opportunity for Anne-Marie Curran and her senior team to create equity value for themselves and exit to an international player in the future who wants an Irish presence or allow the next generation of management buy them out in the the future.

We’ve seen similar MBOs by Brightwater recruitment management and IBI in recent years. Professional service firms are no longer illiquid holdings and have a real equity value.

Source: Irish Times, Drury Porter Novelli

Insurtech company Fineos to acquire Limelight Health

fineos

Deal Details: Dublin-based Insurtech business Fineos has agreed to acquire Limelight Health, a US provider of Cloud-based quoting, rating and underwriting  solutions. The deal is reported to be worth $75m (c.€63m) and the transaction is subject to regulatory approval.

The funding for the deal has been raised through a new fundraising round with investors.

Founded in 1993, Fineos develops core software systems for life, accident, and health insurance carriers.

Limelight Health solutions streamline and automate the sales and underwriting functions of insurers, speeding up the proposal process.

Advisers: None mentioned.

Renatus Comment: Fineos, founded in 1993 by former EY Entrepreneur of the Year winner Michael Kelly, begun as a technology solution for the life assurance industry and has expanded to cover life, accident and health insurance industries. The business has successful grown internationally and in 2019 successfully listed on the Australian Securities Exchange, raising €132m and valuing the business at c. €400m. The business has more than doubled in value since and is now trading at a market cap of c. €835m.

It was reported that founder Michael Kelly still retains a 57% stake in the business (c. €475m).

Source: Business Wire, Fineos, Business Post

ICT firm Welltel acquires rival Intellicom

welltel

Deal Details: ICT Company Welltel has acquired competitor Intellicom for a reported €5.5m. The deal was primarily funded by Duke Royalty, Welltel’s Guernsey-based backer.

Wetlltel is a provider of telephone, network, and connectivity services to over three thousand customers across Ireland. It focuses on contact centres, customer engagement and unified communications. This year revenues are expected to reach a reported  €17m.

Intellicom provides cloud and on-premises telephone, contact centre, unified communications, and connectivity services. Welltel intends on cross selling Intellicom’s products, which have traditionally only been affordable to larger companies, to businesses of all sizes.

Advisers: Intellicom shareholders were advised by Gerry Jones corporate finance advisor, Paul Morris Twomey Moran Taxation Advisors and Alan O’Driscoll and Diann Cannon of Flynn O’Driscoll legal advisors.

Welltel was advised by Moore Ireland Tax and Joe McVeigh, Eimear Greally and Conor McNally in BHSM Solicitors.

Duke Royalty was advised by Colm Kearney of Kearney Solicitors (Irish legals) and  of Paul Aarathoon of Charles Russel Speechlys (UK legals).

Renatus Comment: This is Welltel’s third acquisition in the past year having acquired Invisitech and Novi in recent months. It is clear the company wants to become one of the leaders in the ICT space and similar acquisitions in the future can be expected.

Welltell is owned by its management team.

Source:  Irish Independent

Carlow Brewing Company acquires Boyne Brewhouse brands

O'HARA'S logo

Deal Details: Carlow Brewing Company, which owns O’Hara’s beer, has acquired a number of brands from Boyne Brewhouse. The production of the acquired brands will move from Louth to Carlow.

Carlow Brewing Company is an independent Irish family owned brewery located in the historical malt-growing ‘Barrow Valley’ region. It brews craft stouts, ales, wheat beers and lagers.

Located in Louth, Boyne Brewhouse brews a number of beers and spirits including whiskey and cream liqueur. It is thought the sale to Carlow Brewing Co represents a shift towards a greater focus on the spirit market.

The financial consideration of the transaction was not disclosed.

Advisers: None mentioned.

Renatus Comment: Craft beer is a tricky business to succeed in. The craft space is fragmented with dozens of independent brands in the market. All the while, the real power in the sector lies with the major brewers who leverage their position with the on and off trade to push their own brands and products. The big boys strategy seems to be to let independents get going, buy the successful ones and integrate them into their portfolios.

O’Hara’s looks to have successfully pushed on from a small independent craft brewer, consolidating and establishing its own portfolio of brands.

The business is majority owned by Seamus O’Hara and Victor Treacy.

Source:  Irish Independent

Cash & Carry Kitchens founders exit in a MBO

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Deal Details: Cash & Carry Kitchens founders Eamonn and Teresa O’Rourke have been bought out of the business as part of a management buyout. The pair established the business almost 40 years ago, which last year generated turnover of c. €28m. Cash and Carry Kitchens is an Irish leading manufacturer and retailer of fitted kitchen and bedroom furniture.

Niall Cuthbert, who has for many years been a majority shareholder in the Cork-based business, now fully owns the firm.

Financial details of the deal were not disclosed, but Mr Cuthbert confirmed that he is now sole owner and that the O’Rourkes have stepped down as directors.

Advisers: None mentioned.

Renatus Comment: Niall Cuthbert had been working with Cash & Carry Kitchens for c. 16 years before completing this buyout of the business from its founders. The step from management to ownership is a real option in a lot of businesses, can be a low risk exit option for founders and a way to retain and incentivise talented management teams.

We speak with a lot of business owners and executives considering management buyouts and can provide equity support to help management teams fund the purchase of the business. Check out Micheal Flanagan’s story here, who we provided equity support to to fund the buyout of the business he had worked in for 35 years.

Source: Irish Independent

Deal Updates & Other News

I Squared Capital plans to sell Energia Group

US-based Infrastructure fund, I Square capital has announced plans to sell Irish power company Energia later this year. The deal comes four years after they acquired them for €1bn in 2016. I Square are aiming for a valuation of c. €2bn including debt.

Energia owns and operates c.1 gigawatt of renewable and conventional power generation in the ROI and NI and provides gas and electricity to over 750k customers.

In the year to March 31, Energia Group generated EBITDA of €157.2m, and had net debt of €714.3m at that time, according to its annual report.

Source: RTE , Energia

Private Equity Firms show interest in Dublin-based German Lender Depfa

It is understood that US Private Equity firms, Apollo and JC Flowers, and several hedge funds have submitted bid interest in Depfa Bank. Depfa is owned by German, state-owned bad bank FMS Wertmanagement (FMS-WM) and is based in Dublin.

Depfa, previously a German Public Sector bank, was transferred to FMS-WM by the German Government after the financial crisis.

Source: Irish Times

BlackBee to takeover management of Ditchley Group’s nursing homes

Investment provider BlackBee is reported to be taking over the management of Ditchley’ Group’s nursing homes in a deal that is expected to lead to the acquisition of all seven facilities for an estimated €40m.

BlackBee’s care home arm, Aperee, is run by Paul Kingston who previously led the €70m sale of CareChoice nursing homes.

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.

gpt

Galway Plant & Tool Hire (GPT) has been in the plant hire business since 1969. They offer a wide range of plant, equipment and vehicles for long- and short-term hire to a broad base of customers from Local Authorities and Semi State bodies to all areas of the private sector.

In FY19, GPT saw revenue increase by a solid 7.6% to c.€16.1m while EBITDA also increased by 7.0% to c.€7.8m. Hire businesses are capital /asset intensive by nature and as such EBIT is a more common way to evaluate underlying performance.

Net cash increased by c.€3.3m during the year leaving an ending cash balance of c.€15.6m. The most significant cash movements were the c.€9.5m spent on fixed asset purchases and the c.€6.6m in additional hire purchase contracts received. At year end, the business had c. €18.1m in finance lease obligations.

The company employed 86 people in FY19 at a cost of c. €3.8m. The company is owned by James Hughes (15.87%), Andrea Hughes (13.67%), Martin Hughes (13.67%), David Hughes (13.67%), Barbara Hughes (13.67%), Yvonne Hackett (13.67%), Tanya Hughes (13.67%) and Maureen Hughes (2.13%).

gpt bio
erova

Erova Energy is an energy trading company based in Dublin that commenced trading in the UK and Irish power markets in July 2015 and now has offices in Dublin, London and Amsterdam.

In FY19, Erova Energy saw revenue increase by 8.4% to c. €140.2m while EBITDA decreased by 24.0% to c. €4.3m due to the increase in administrative expenses and the cost of sales that drove margins down.

Net cash decreased by c. €1.7m during the year leaving an ending cash balance of c. €5.6m.The most significant drain on cash was the c. €5.2m deficit in working capital. The company paid €400k worth of dividends to shareholders during the year.

The company employed an average in 7 employees in FY19 at a total cost of c.€1.2m.

The business is majority owned by Japanese conglomerate Mitsui & Co.

erova bio
fox

Fox Contracts, founded in 1997, have been building roads and bridges, sports facilities, airfields and creating public realm infrastructure in the UK and Ireland.

In its latest fiscal year, the company saw revenue decrease by 16.6% to c. £24.5m while EBITDA also decreased by 16.5% to c. £2.7m.

The company had a net cash decrease of c. £121k to leave an ending cash balance of c. £191k. The most significant drain on cash was the c. £1.5m spent mainly on Plant and Machinery.

The company employed an average of 204 staff in FY19 at a cost of c. £4.8m. The company is owned by Finbar Fox (50%) and Oonagh Fox (50%).

fox bio

Fundraisings

Who: Augmented Reality (AR) company Antikytera has secured funding.

What: The Dublin-based tech company has received a reported c. €5m from an anonymous German Venture Capital company in return for a minority stake.

Why: There has been a significant growth in demand for Antikytera’s ‘Ermes’ software, which uses VR and AI technologies to overlay information on images and videos. The company intends on taking advantage of this increased demand and will also increase its headcount from 20 to 100 in the next 5 years.

Source: Irish Times

Who: The Irish Government have announced a new fund that will assist enterprise centres that offer co-working spaces for small businesses.

What: The €12m fund will be administered by Enterprise Ireland. Grants up to €150,000 are available for enterprise centres applying for relief.  Applicants are required to submit a recovery plan, of which they will receive 80% of the cost detailed. To be eligible, centres must be headquartered in Ireland, and provide rented accommodation space to enterprise.

Why: As Tánaiste Varadkar highlights, these centres will be crucial over the coming months. This funding will allow them to deliver core services for young start-ups and other regional businesses throughout Ireland.

Source: Irish 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.

Keith Ockenden

keith zeus 1

Source: (Google Images & LinkedIn)

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keith zeus

Declan Brooks

decklan brooks

Source:
(Google Images & Tully Rinckey)

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Dec brooks

Aaron O’Brien

aob

Source:
(Google Images & LinkedIn)

the project
AOB BIO

Noel Friel

noel

Source: (Google Images &
LinkedIn)

cfa
noel bio

Áine Gilhooly

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Source: (Google Images &
LinkedIn)

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aine bio

Thought for the Week

It was chilling reading the plight of publicans with no food offering during the week and the stats from Dublin Airport Authority (97.2% – the y-o-y decline in passenger numbers at Dublin airport in June 2020, making it one of the biggest falls worldwide during the Covid pandemic. According to the recent air traffic report from @ACI_EUROPE).

The economic outlook for certain value chains decimated by the effects of the current pandemic relative to Government measures is stark and the prospect of the current status quo prevailing until the end of 2021 is frightening.

Cormac Lucey has a very thought provoking piece today in The Sunday Times.

He suggests the figures of measuring deaths related to Covid is flawed across board as the effect of damage to stalling the rest of the health system is not counted; which is very fair given the postponement of so many elective procedures.

He shows how Sweden’s more relaxed attitude has resulted in them recording more Covid related fatalities than some neighbours, but also less than other European counties per capita. Its economic performance was clearly the best In the second quarter as it allowed business continue.

What he doesn’t say explicitly, but it has been said elsewhere, is that if the economic gains from loosening the reins could be reinvested into the health system to save more lives, we could have a real debate on the cost benefit of extreme lockdown in terms of lives lost versus lives saved.

What a horrible world we are living in to have to talk about individual lives as statistics but there needs to be debate, even if we end up with the current restricted situation or more extreme, but we have to be very careful of the laws of unintended consequences of blanket lockdown.

@RenatusCapital Tweets

53.2

The headline Ulster Bank’s purchasing managers’ index (PMI) for July 2020, compared to a reading of 51.9 in June. A reading above 50 signals an increase in activity. @RTEbusiness

600

The number of new restaurants food delivery company Deliveroo said it signed up since January this year as more outlets supplied delivery services due to the Covid-19 lockdown. Deliveroo also stated that 64% of the new sign-ups were in Dublin. @irishexaminer

31.9%

The y-o-y decline in the number of new home completions in Q2 2020, with 3,290 new dwellings being completed across the ROI during this period. According to @CSOIreland

0.4%

The y-o-y decline in the average price of consumer goods in July 2020. Measured by the Consumer Price Index (CPI), according to @CSOIreland

97.2%

The y-o-y decline in passenger numbers at Dublin airport in June 2020, making it one of the biggest falls worldwide during the Covid pandemic. According to the recent air traffic report from @ACI_EUROPE

62.4% & 96.4%

The respective y-o-y decline in airline passenger traffic across European airports for the first six months and Q2 of 2020. According to the recent air traffic report from @ACI_EUROPE

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

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Deal Updates & Other News


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