Dear Reader,
Please find below this week’s newsletter covering the latest M&A, company performance, fundraisings and executive moves.
Renatus’ Weekly M&A Newsletter – 08/11/2020
November 9, 2020Renatus’ Weekly M&A Newsletter – 15/11/2020
November 15, 2020
SIMTECH AVIATION FEATURES ON “DOWN TO BUSINESS”
One of our investee companies, Simtech Aviation, welcomed Bobby Kerr to its facility this week.
Bobby spoke with Simtech’s Managing Director Gerard Whelan and its Head of Training Capt. Jimmy Devlin. While there, he saw our brand new ATR 72-600 flight simulator and piloted our Boeing 737NG simulator (like a true professional!).
Simtech is open to the public and sells one-hour experiences in our simulators where you can take off and land a Boeing 737NG aircraft for yourself. Vouchers can be purchased Simtech’s website at www.simtech.ie
You can listen to the interview and hear Bobby Kerr land a plane here: Down to Business – Simtech Aviation
M&A ACTIVITY
Arkphire to be acquired by Presidio
Deal Details: Irish IT support services provider Arkphire is to be acquired by North American tech company Presidio. The value of the deal has not been disclosed however it is rumoured to be around $142m (€120m) all cash deal.
The deal is subject to approval from the European and Irish competition authorities.
Arkphire is a leading IT product procurement and IT services company, serving customers internationally across more than 90 countries.
Founded in 1981 and originally branded as Memorex Telex, the business was acquired in 1998, rebranded as EDS Global Services and subsequently acquired by German-based AO Group in 2006. It returned to Irish ownership in 2009 following a management buyout and relaunched as Arkphire in 2011.
Arkphire has since grown to a business with more than 250 employees. In its most recent financial year to June 2019, turnover was €129.1m(reported to be €160m now) with unadjusted EBITDA of €7.4m. Arkphire’s Chief Executive, Paschal Naylor, was a significant shareholder prior to this transaction.
In 2018, Private Equity firm Bregal Milestone invested in Arkphire which has enabled Arkphire to further expand its international operations and bolt on .
New York-headquartered Presidio’s $3bn IT solutions and services business has a local presence in over 57 locations across the United States serving approximately 7,300 middle market, large and government organisations across a diverse range of industries.
Advisers:
Arkphire Advisers:
Corporate Finance: William Blair
Financial Diligence: EY – Marcus Purcell
Tax Diligence: EY – Dave Barry
Legals: Reed Smith
Presidio Advisers:
Corporate Finance: Inhouse
Diligence: PWC FDD and EY Tax
Legals: Kirkland & Ellis
Renatus Comment: This is a fantastic exit for the owners of Arkphire and marks another step in a storied history of Arkphire.
Paschal Naylor and Howard Roberts led a management buyout of the business in 2009, rebranding as Arkphire in the process. From there, Arkphire went on to become a business of scale by outboxing bigger rivals with outstanding customer and supplier service levels. By 2017, revenue was c. €74.1m with EBITDA of €2.9m.
In 2018, they partnered with the private equity firm Bregal Milestone and by 2019, EBITDA had already more than doubled from 2017’s levels supported by a number of strategic acquisitions and the support of the chairman they brought in, Paul Nannetti .
It is a brilliant case study for the value that can be unlocked by a management team transitioning into owners and how this can be accelerated by bringing on supportive equity partners along.
Source: Arkphire Press Release
The Spar Group acquire remaining stake of BWG
Deal Details: The Spar Group is set to increase it shareholding in BWG after reportedly agreeing to acquire the remaining 10% of the business it doesn’t already own.
The deal will see TSG take full control of BWG’s network of almost 1,400 Irish stores including Spar, Mace, Londis and XL.
BWG Foods UC is an Irish wholesaler and retail grocery franchise operator. BWG is the second largest wholesaler in Ireland in terms of sales, after Musgrave Group.
TSG is a South African-listed Dutch multinational franchise that manages independently owned and operated food retail stores. In 2019, Spar recorded €1.3bn of revenue in Ireland across its 457 retail units here.
TSG first invested in BWG in 2014 when it paid €55m for an 80% stake in a move that helped BWG restructure boom-era property debts.
Advisers: None mentioned
Renatus Comment: In our new reality under Covid-19 restrictions, retail grocery stores have been one of the real winners versus other sectors. By virtue of being some of the only shops always open during various restrictions, grocery retail has had a positive year. On the other hand, some of the foodservice divisions of BWG will have had a tough year with the lower volume seen in many hospitality locations.
This and many other transactions where owners had heavy balance sheets after the last crash but managed to stay in the game for a brighter day is a good inspirations for any business currently under pressure due to the pandemic. The darkest hours are before the dawn. Survival is the only important thing in a downturn.
Source: Irish Times, BWG
ISIF acquires minority stake in Staycity
Deal Details: StayCity has announced a major refinancing totalling a reported €70m.
Based in Dublin and established in 2004 by CEO Tom Walsh and his brother Ger, Staycity has become Europe’s leading independent aparthotel operator. It operates 21 aparthotels and 2,700 apartments across 12 cities. In its most recently filed financial year to December 2019, Staycity Investments Holdings Limited reported revenue of €69.2m and EBITDA of €8.0m. EBITDA was on course to be c. €11m in 2020, pre-Covid according to the business. Most of StayCity’s revenue is generated from the UK.
The funds come from existing and new backers including €30m from The Irish Strategic Investment Fund (“ISIF”), €33m from British challenger bank OakNorth with the remainder coming from other investors including Green Reit charman Stephen Vernon.
The refinance will reportedly be used to refinance a €22.5m debt package and will leave the business with undrawn credit line of €50m-€60m.
ISIF’s investment is a mix of debt and equity. They invested €7m of equity for a 13% stake in Staycity with an additional €23m credit line. Mr. Walsh noted ISIF’s unique “patient capital” offering.
Advisers: A team led by Michael Meade of Davy Corporate Finance advised ISIF. An Investec team led by Jonathan Simmons provided corporate finance advice to StayCity.
Renatus Comment: Prior to Covid, StayCity had plans to double its number of apartments globally to over 5,000 units by the summer of 2022. Despite Covid derailing those plans in the short term, this is still the ambition.
The business reportedly has c. 50% occupancy in its city centre locations which is significantly higher than most hotels at the moment showing that it is more resilient than would immediately appear. As well, Mr. Walsh has said that StayCity continues to generate strong cash flow and will have no net debt by 2023.
StayCity appears to be a fundamentally good business with a compelling offering. With supportive and patient capital now backing it, you will expect them to recover and achieve their ambitions in due time.
Source: SWFI, Staycity, The Sunday Times
Carr & Sons is acquired by Oceanpath
Deal Details: Originally reported in August but only having closed this week, Oceanpath has acquired Carr & Sons, an Irish seafood processing company, from Sweden’s Mondi Group for €6.5m.
Carr & Sons, based in Killala Co. Mayo, is focused on high-quality salmon products for retail.
The 2019 annual sales amounted to €11.5m and the company generated a profit before tax of €0.9m in that year. A significant part of the sales are under the Nolan Quality Seafoods brand which is a leading brand for smoked salmon in Ireland.
Oceanpath, the Irish subsidiary of Iceland Seafood International (“Iceland Seafood”), is the largest fresh seafood processor to Irish retailers, offering fresh and smoked seafood to retail customers and wholesalers in their local market.
Iceland Seafood acquired 67% in Oceanpath in March 2018 and has simultaneously acquired the remaining 33% stake in Oceanpath from Ecock Holding for €9m.
Advisers: A team led by Brendan O’Brien of Walkers acted for Iceland Seafood.
Adam Griffiths, Kieran Regan and Neil Nolan of ReganWall provided legal advice for Mondi Group.
Renatus Comment: Seafood processors generally fall into two categories: those taking a mixture of foreign and Irish catch and processing for local consumption and those taking Irish catch, more often shellfish, and processing for international export. This seems predominately the former and is less likely to be vulnerable to Brexit if its supply comes from Nordics and not UK.
Source: Iceland Seafood Press Release
Davy acquires Sarasin & Partners’ Irish unit
Deal Details: It has been reported that Davy is to acquire the Irish operations of Sarasin & Partners, a UK-based asset manager.
Sarasin & Partners has a reported £15.2bn of assets under management of which Ireland represents a relatively small proportion. The business specialises in ethical investing for charities, private clients and institutional investors. Sarasin Funds Management (Ireland) Limited had turnover of €19.1m in its most recently filed financial year to December 2019.
Advisers: A Davy corporate finance team led by Michael Hussey advised Davy while legals were provided by William Fry.
Renatus Comment: Davy have been quite acquisitive in recent years and this marks Davy’s 10th acquisition since 2012. This deal is believed to have been driven by Brexit with Sarasin & Partners no longer being able to control the Irish branch from the UK for regulatory reasons.
Source: The Sunday Times
ShockVoyce acquired by Aidan O’Shea
Deal Details: Dan and Linda Kiely, most notably of Voxpro, have sold their holding in contact centre business ShockVoyce for an undisclosed sum.
ShockVoyce, which is based in Cork, provides business process outsourcing services such as technical support and customer onboarding to a range of customers including Spotlight Oral Care.
The business was acquired by businessman Aidan O’Shea, who was a former executive with Voxpro which was also owned by Linda and Dan Kiely. Mr. O’Shea was managing director of Voxpro since 2014 until December of this year when he left the business. Mr. O’Shea reportedly plans to double the staff count at the business from its 50 people today by 2022.
Advisers: None mentioned
Source: The Sunday Times
Bronagh Conlon takes majority control of Listoke Distillery & Gin School
Deal Details: Bronagh Conlon of the Listoke Distillery & Gin School has successfully resolved High Court proceedings aimed at preventing her dismissal from the company.
Earlier this year, the High Court ordered that Ms Conlon be reinstated in her role as the distillery’s Managing Director. Following extensive negotiations, a settlement was agreed which sees Ms Conlon and her family acquire majority control of the business.
Listoke Distillery, located at Tenure, Dunleer, produces the Listoke 1777 brand of Irish gin and operates a successful gin school. Following the outbreak of the Covid-19 pandemic, the business was the first Irish distillery to make hand sanitiser.
The distillery aims to focus primarily on export markets where there is strong demand for premium Irish craft gin as well as expand capacity at its gin school once the Covid pandemic is over.
Advisers: Frank Harrington of Harrington International Corporate Finance advised Ms Conlon
Source: Harrington International Corporate Finance
DEALS IN THE MAKING
AIB reported to be re-acquiring Goodbody Stockbrokers
It is reported that AIB is in exclusive talks to buy back Goodbody Stockbrokers.
AIB was forced to sell the firm in 2011 under a restructuring tied to its taxpayer bailout for €24m to Kerry-based financial services group Fexco.
It is reported that the period of exclusivity in which an agreement must be reached runs until the end of December. Goodbody’s larger rival Davy is also said to be interested in a tie-up should the current talks fail.
In the past 2 years, Goodbody has seen two planned €150m+ deals collapse to separate Chinese buyers.
Source: Irish Times
DEAL UPDATES
LCC acquisition of Campus Oil gets CCPC approval
It has been reported this morning that Irish Life’s wealth management arm is eyeing up a move for Harvest Financial Services.
Founded in 1993, Harvest Financial Services is one of Ireland’s leading independent wealth managers. Last year, Harvest had €1bn under management, 1,500 clients and 50 staff. They provide retirement planning, financial planning and investment advice. In FY Dec 18, they reported turnover of c. €4.7m.
Irish Life has been an active acquirer in the market as it has turned to acquisitive growth to extend it dominance in the Irish market. To FY Dec ’19, Irish Life Assurance PLC reported revenue of c. €1.2bn.
Source: The Sunday Times
Uniphar’s acquisition of Hickey’s gets regulatory approval
The proposed acquisition by Uniphar Plc of sole control of Hickey’s Pharmacy Group Holdings Limited has been cleared by CCPC.
Uniphar is one of Ireland’s most successful indigenous companies, managed and run from our headquarters in Citywest, Dublin.
With 36 outlets, Hickey’s is one of the largest independent pharmacy chains in Ireland. It opened its first outlet in 1995 and now employs over 350 people.
Source: CCPC
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.
Frankfield Supermarkets Limited trading as Ryan’s SuperValu Frankfield operates a retail supermarket within the SuperValu chain at Grange Road, Frank Field, Cork.
In its latest fiscal year, Frankfield’s revenue increased by 4.7% to c. €20.9m. EBITDA also increased by 46.4% to c. €1.0m. Gross profit margin remained at c.23.8% in FY19.
The company had a net cash decrease of c.€273k in FY19 leaving an ending cash balance of c.€1.0m. The most significant movements in cash were the c.€681k in loan & finance repayments and the c.€495k spent on land and freehold building and leased assets.
The company employed an average of 146 employees in FY19 at a total cost of c.€2.5m. Frankfield Supermarkets Ltd is a 100% owned subsidiary of Glanmire supermarkets Ltd. Glanmire Supermarkets is owned by William G. Ryan and Diane Ryan.
Based in Sligo, Skellville Enterprises Ltd, trading as SF Engineering, is a market-leading food production line solutions provider.
In its latest fiscal year, Skellville Enterprises’ revenue increased by 21.2% to c.€19.7m, while EBITDA also increased by 11.7% to c. €1.2m. Of that revenue figure, c.67% came from Europe, c.17% from Ireland and the remainder from the Rest of the World. Gross margins decreased by from 47.2% in FY18 to 45.1% in FY19. Administrative expenses increased 21% to c.€8.79m, having a negative impact on EBITDA.
The company had a net cash increase of c.€1.3m in FY19 leaving an ending cash balance of c.€2.9m. The largest drain on cash was the c.€530k invested mainly in Motor Vehicles and Property and the c.€376k spent on purchasing intangible assets. There were c.€17.6k of dividends paid out to shareholders during the period.
The company hired an extra 4 people in FY19 bringing the total headcount to 103 people at a total cost of c.€6.4m. Seamus Farrell and Siobhan Farrell own 100% of Skellville Enterprises.
Alfriston Co. Ltd is the parent company of the 4-star Allingham Arms Hotel located in the town of Bundoran, Co. Donegal.
In its latest fiscal year, Alfriston Co.’s revenue decreased by 1.7% to c.€4.0m. However, EBITDA increased by 24.6% to c. €1.2m. Gross margins remained at a high c.81% YoY. Administrative expenses fell by c.€237k to c.€2.5m in FY19 therefore having a positive impacting EBITDA.
The company had a net cash increase of c.€792k in FY19 leaving an ending cash balance of c.€1.4m. The largest drain on cash was the c.€512k loss on disposal of fixed asset investments and the c.€206k invested in Fixtures and Fittings. Shareholders declared c.€133k of dividends during the year.
The company employed an average of 74 people in FY19 at a total cost of c.€1.2m. Elizabeth and Peter McIntyre own 100% of Alfriston Co. Ltd.
RECENT FUNDRAISINGS
Who: Smurfit Kappa raised funds in a share sale.
What: The company raised €660m which equates to less than 8% of its current €8.6bn market value.
Why: The funds will be used to accelerate investment projects to take advantage of a surge in ecommerce and a shift across the consumer goods industry towards sustainable packaging.
Source: Irish Times
Who: Irish start-up Snapfix led by Paul McCarthy has raised funds. Snapfix has developed a software product that manages tasks for teams in commercial settings. The mobile hosted solution is targeted at teams in the buildings, infrastructure and equipment spaces.
What: The business has raised a reported €1.5m
Why: The funds will be used to support the continued growth of the business.
Source: The Sunday Times
Who: Provizio, a business focused on developing software to predict and prevent car accidents. Provizio is led by Irishman Barry Lunn who previously established and exited radar technology company Arralis.
What: Provizio recently closed a $6.2m seed round. Seán Mitchell and David Moloney, the founders of chip-maker Movidius. The European Innovation Council and Act Venture Capital. Bobby Hambrick, founder of tech company AutonomouStuff also reportedly participated.
Why: The funds will be used to support the development of its first commercial product.
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.
THOUGHT FOR THE WEEK
Information for this week’s edition of the Thought for the Week was provided by PaymentPlus, an Irish provider of Merchant Services and payment solutions. Through the lens of weekly card transaction data, we can get a sense of how lockdown restrictions have impacted individual sectors and the economy as a whole.
If we take the 3 weeks leading up to Leo Varadker’s speech on the 12th of March, announcing our first step into lockdown, as a baseline for economic activity.
- By Week 14 (1st Week of April), total card turnover processed by PaymentPlus had declined by 41.3% versus the 3 weeks leading up to early March.
- By Week 33 (Early August), activity had rebounded and was up 16.4% versus early March.
- By Week 46 (Mid-November), three weeks into our second Level 5 lockdown, card transaction are still up 3.9% versus early March.
Supporting this rebound in card turnover processed is a shift away from cash as a payment form which is not reflected in these numbers. However, the relative performance between Lockdown V1 and the currrent one is very positive.
Drilling down into individual sectors gives us a sense of winners and losers created by Covid. While intuitive from our daily experiences, some of the figures are stark.
- Grocery Retail iis the real winner. Week 46 is 89.9% higher than it was in early March. The shift away from cash is surely a driving factor behind this outperformance as well as an increased volume of shoppers with restricted dining options.
- Sectors such as Hardware and Motor have proved much more resilient this time around, likely driven by the lighter restrictions this time around versus March and their classification as essential services.
- Sport and Hospitality, as we all know, have been the real losers during this time. In terms of weekly card turnover processed by PaymentPlus, Sport as a sector is down 81.0% from its March baseline while Hospitality is down 70.0%.
- Hospitality had seen a real bounce in August, up 24.1% versus the March baseline.
The table below shows the percentage change in card turnover processed at various points in time versus the average of the 3 weeks leading up to the first lockdown.
This information was based on a sample of PaymentPlus’ customers. It is used for illustrative purposes but does not necessarily accurately reflect true economic activity.
@RenatusCapital Tweets
12% & -14%
The year-on-year increase and decrease, respectively, for the Irish goods exports and imports for September 2020. Exports for Medical and Pharmaceutical products amounting to €5,65bn accounted for 40% of all exports, according to @CSOIreland
20.2%
The Covid-19 Adjusted unemployment rate for October 2020, a 4.2% increase on Q3 figures, according to @CSOIreland
0.8%
The year-on-year decrease in the residential prices nationwide for September 2020, while in Dublin the prices had declined by 1.8%, according to the Residential Property Price Index @CSOIreland
2.4%
The year-on-year increase in the Northern Ireland’s house prices for Q3 2020 with the average cost of residential property amounting to £143,205, according to Land & Property Services @BelTel
5.1%
The year-on-year decrease in the Wholesale Price Index, which measures the manufacturing industry’s output prices, for October 2020, according to @CSOIreland
ABOUT RENATUS
Renatus was established in 2014 by Mark Flood and Brendan Traynor 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 of €5m and above. Our typical solutions include:
- Succession Planning
- Management Buyouts / Buy-Ins
- Funding for organic growth
- Acquisition Funding; and
- Share Sales
OUR INVESTMENTS
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