Renatus Weekly M&A & Company Performance Private Equity Newsletter 27/03/2022

Deal Details: Levy UK + Ireland, a market-leading sports and hospitality caterer, has announced it is to merge its Irish business with Fitzers Catering, the Irish family-owned catering company. Deal details have not been disclosed.

Fitzers Catering Limited offers catering services for various events in Ireland. Its services sites include Fairyhouse Racecourse, the venue for the Grand National, and the Curragh, the venue for the Irish Derby Festival. The business was founded in 1986 by Sharon Fitzpatrick, Paula Fitzpatrick, and Leonard Fearon and is based in Dublin. The business is led by managing director, Barry Storey. In FY20, the business had turnover of c. €3.7m.

Levy UK + Ireland provides catering services to sports and hospitality markets. The company was founded in 2007 and is based in Uxbridge, United Kingdom. Its current contracts in Ireland include the Aviva Stadium. The business is led by managing director, Jonathan Davies. Levy UK + Ireland is part of the Compass Group.

Advisers:
​Anne-Marie Reddy acted as Corporate Finance advisor on the partnership between Levy UK + Ireland and Fitzers Catering.

Renatus Comment: The combined operation will see both parties enhance their presence on the island of Ireland. The scale offered by Levy UK + Ireland as part of the Compass Group will enable Fitzers to expand its operations, whilst also benefiting from Levy’s experience in managing some of the largest venues in the country, such as the Aviva Stadium. From Levy’s perspective, it will gain access to a total of seven new venues on the island and a highly capable management team, whilst also benefiting from Fitzers’ longevity and standing in the Irish market.

Source: Levy Press Release

Deal Details: Keystone Insurance, a Dundalk-based insurance firm has been acquired by UK-based fuel, telematics, telecoms, insurance, EV charging, and energy group, Radius Payment Solutions. The deal consideration was not disclosed.

Keystone Insurance is a Louth-based commercial and personal lines broker offering a range of liability, business, and property insurances within the Republic of Ireland. The business is owned entirely by Anthony Woods and reported a turnover of over c. €1.1m in FY21.

Radius is a global business services company founded in the UK in 1990 that now operates in 18 countries across 5 continents. The business is headquartered in Crewe, Cheshire, where 750 of the companies c. 2000 employees are based. The business reported a turnover of c. £2.2bn in FY21.

Advisers:
Keystone Insurance:
Deal Advisory: PKF led by David Lucas represented Keystone.
Legal: Marcus Lynch Solicitors.

Radius Payments Solutions:
Deal Advisory: BDO, led by Richard Duffy, advised Radius.
Tax: BDO, led by Angela Fleming, advised Radius along with Squire Patton Boggs.
Legal: LKS provided legal advisory.
Financial Due Diligence: Deloitte UK.

Renatus Comment: Radius Payment Solutions have been on an aggressive M&A spree in recent times with this latest Keystone deal being its 12th acquisition since the start of 2021 and the business’s third insurance-related acquisition since 2019. Radius began as a fuel cards solution provider but is now a diversified, global business with solutions across telematics, insurance, electric vehicles, and now communications. Today the business operates globally with offices all over the world. This growth was largely achieved through a consistent and aggressive M&A approach.

Source: Radius Press Release

Deal Details: Mainstream Renewable Power, the wind and solar energy group founded by Eddie O’Connor, has received a €575m investment from Japanese general trading and investment firm, Mitsui & Co. Following the investment, Mitsui will take a 27.5% equity stake in Mainstream Renewable Power in the form of new common shares. This transaction will be completed as a private placement of common shares and is expected to close in April 2022.

Based in Sandyford, Dublin, Mainstream Renewable Power is the world’s only independent developer of utility-scale wind and solar power assets and operates globally. The company is focused on delivering a high-quality portfolio of more than 9 GW of wind and solar assets across Latin America, Africa, Asia Pacific as well as the offshore wind sector globally.

Mitsui & Co., Ltd. was established in 1947 and has a presence in various business fields and 63 countries/regions with approximately 45,000 employees.

Advisers:
Mainstream:
DNB Markets, a part of DNB Bank ASA, acted as financial advisor to Mainstream Renewable Power.
Advokatfirmaet BAHR AS provided legal advisory.

Mitsui:
None Mentioned.

Renatus Comment: This announcement comes just over a year after renewable energy investment company Aker Horizons agreed to acquire a 75% stake in Mainstream. Mitsui will take a 27.5% equity stake in Mainstream Renewable Power, while Aker Horizons will hold a 54.4% stake (reduced from 75% post-transaction).

The Aker Horizons deal last year valued the Dublin-based company at c. €1bn. Mitsui’s investment now values Mainstream at c. €2.1bn. The investment will be used to support the company’s growth in renewables globally, enabling it to expand into new high-growth markets.

Source: Mainstream Press Release

Deal Details: Motorola, which already had a 19% stake in Tetra Ireland, has exercised an option to purchase the remaining shares in the company from Eir and Sigma Networks (Sigma Wireless). The value of the deal has not been disclosed.

Motorola Solutions, Inc. provides mission-critical communications and analytics in the United States, the United Kingdom, Canada, and internationally. The company operates in two segments, products and systems integration, and software and services. The business is led by CEO and Chairman, Greg Brown. The business had FY21 revenues of c. €6.9bn, which converted to an EBITDA of c. €2.1bn.

Tetra Ireland Communications Limited owns and operates the national digital radio service, a digital mobile network that provides critical infrastructure services in the Republic of Ireland. These secure communications services are used by the Gardai and other emergency services. 97% of its customer base is made up of public bodies. The business had FY20 revenues of c. €37.7m, which converted to an EBITDA of c. €18.6m. Prior to the deal, Eir and Sigma owned 81% of the shares in Tetra.

Advisers: None mentioned.

Renatus Comment: Prior to Motorola exercising its purchase option, Digital 9 Wireless Ltd, a London-based investment trust, had agreed to a conditional share and purchase agreement to acquire 56% of the shares in Tetra Ireland from Eir for €76m, as agreed in January. However, this Digital 9 deal is now terminated as Motorolla chose to exercise its pre-emption rights and acquire the stake of both Eir and Sigma, which held a 56% and 25% stake respectively. Motorolla is now the sole owner of the business.

Sigma was a founding member of Tetra Ireland, with Tony Boyle, Sigma chairman, having sat on the Tetra board since the company’s founding. While the financials were not disclosed, this deal represents a great exit for the team at Sigma who have grown Tetra from a government tender process in 2006 to the successful business it is today.

Source: Motorola Solutions Press Release

Deal Details: Burlington Real Estate Property Management Limited has been acquired by Gresham House Holdings Limited for €1.8m.

Burlington Real Estate Property Management Limited offers real estate asset and development management services. The company was founded in 2012 and is based in Dublin, Ireland. It was founded by John Bruder and Niall Kavanagh. Pre-transaction, the business managed or advised on assets of over €340m.

Gresham House Holdings Limited is part of the Gresham group. Gresham House plc is a publicly owned investment manager. It provides its services to individual investors, financial advisers, institutional investors, charities and endowments, family offices, and business owners. The business was founded in 1857 and is based in London. It is led by CEO, Tony Dalwood.

Advisers:
Gresham House plc:
Bobbie Hilliam and Georgina McCooke of Canaccord Genuity Limited and Paul Nicholls and Max Jones of Jefferies International Limited acted as financial advisors and brokers.

Burlington:
An LK Shields team, led by Gerry Halpenny and assisted by Kris O’Shea, provided legal advice.

Renatus Comment: The acquisition of Burlington Real Estate gives Gresham House a foothold in the booming Irish property market. Burlington manages a diverse portfolio of properties around Dublin. The company has been involved in a number of regeneration projects around the city, with high-rise residential developments such as Spencer Dock seen as one of the key solutions to the lack of accommodation in Dublin inner-city.

Burlington Real Estate manages assets formerly controlled by Treasury Holdings and brings Gresham’s assets under management in Ireland to c. €750m. This is Gresham’s second Irish acquisition after purchasing Appian Asset Management in July of last year.

Source: LK Shield’s Press Release

Comer Group to acquire Galway United

Deal Details: Comer Group, an international firm of property developers based in London has proposed a takeover of Galway United, an Airtricity League First Division team. No financial details were disclosed.

The proposed takeover would see the Comer group take an 85% share in the football club. The proposed takeover will be voted on by members of Galway United in a meeting scheduled for March 30th. The Comer Group are already sponsors of the club and own a site in Athenry, Galway which was acquired to develop a football training facility.

Source: RTE News

Hibernia REIT receives offer from Brookfield Asset Management

Deal Details: Dublin headquartered real estate investment trust, Hibernia REIT, has received a takeover offer from Benedict Real Estate Bidco, a subsidiary of Brookfield Asset Management. The offer is reported to value Hibernia at c. €1.08bn and has been unanimously recommended by the Hibernia board. The acquisition is subject to approval by Hibernia shareholders at an upcoming extraordinary general meeting.

Hibernia REIT, founded in 2013, is an Irish real estate investment trust and is listed on Euronext Dublin and the London Stock Exchange. The business holds a portfolio of c. 40 properties valued at c.€1.45bn, all of which are in Dublin.

Brookfield Asset Management Inc. is a Canadian multinational company and is one of the world’s largest alternative investment management companies, with c. $688bn (USD) of assets under management in 2021.

Advisers:
Hibernia REIT:
Hibernia was advised by A&L Goodbody with the cross-departmental team led by Paul White, Eugenée Mulhern, and Charles Carroll.

Source: RTE News

Aedifica announces €42m investment

Deal Details: Aedifica has announced plans to invest c. €42m into the development of three care properties, one of which is to based in Ireland and two in Finland. Aedifica is a Belgian-based, listed company that specialises in investments in European healthcare real estate, in particular housing for seniors with care needs. Aedifica has developed a portfolio of over 590 sites in Belgium, Germany, the Netherlands, the United Kingdom, Finland, Sweden, Ireland, and Spain, worth more than €4.9 billion.

Of the €42m to be invested, €32m will go toward the acquisition and construction of a new care facility in Crumlin, Dublin. Aedifica acquired the land in Dublin for c. €5.5m and has budgeted c. €26.5m for development. Upon completion, the project will house c. 149 residents and will be operated by Bartra Healthcare.

Advisors:
Aedifica:
Simmons and Simmons provided legal advice to Aedifica.
Seller of Dublin Site:
JPA Brenson Lawlor acted on behalf of the Sellers and provided full corporate finance, advisory, and taxation advice on the transaction. Philip Lee Solicitors provided the legal advice to the Sellers.

Source: Aedifica

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Monaghan-based transport business, Maguire International Ltd, was founded in the 1980s and offers logistic solutions for a range of industries. The business is owned in equal parts by Dermot and Niall Maguire.

The business reported FY21 turnover of c. €15.2m which converted to an EBITDA of c. €2.3m. These figures represent an increase of 9.7% and 12.9% respectively. Turnover in FY21 was derived from Ireland (c. €11.5m) as well as the UK and Europe (c. €3.7m).

Significant cash movements included the purchase of fixed assets amounting to c. €2.0m and proceeds from the sale of  assets for c. €766k. The business closed FY21 with a cash balance of c. €807k, an increase of c. €88k from the previous year.

Maguire International employed an average of 107 staff throughout FY21 at a cost of c. €4.3m.

Fort Motors Limited is a car dealership focused on the sale and service of new and used vehicles. The company holds Ford, Kia, and Citroen franchises. The business is equally owned by Paul, Cyril, Joan, and Cyril Denis Molloy.

In its financial year to October 2021, the business reported turnover of c. €40.8m, an increase of 27.6% year-on-year. This converted to an EBITDA of c. €1.1m, an increase of 22.2% year-on-year. The rise in EBITDA can be partly explained by a rise in gross margins from 6.6% in FY20 to 8.0% this year.

The business finished the year with a cash balance of c. €1.9m, an increase of c. €1.3m year-on-year. This increase is largely attributable to increased EBITDA along with a working capital release. The business employed  an average of 61 people over the year, at an annual cost of c. €2.2m.