Renatus Weekly M&A & Company Performance Newsletter 28/02/2021

Deal Details: Dublin-headquartered ICON plc has agreed to merge with US peer PRA Health Sciences in a cash and stock transaction valued at c. $12 billion (€9.88bn).

ICON is a global provider and developer of drugs to the pharmaceutical, biotechnology and medical device industries. Last year, the business ran the clinical trials that helped bring the Pfizer-BioNTech Covid vaccine to market.

PRA is one of the world’s leading global contract research organizations by revenue, providing outsourced clinical development and data solution services to the biotechnology and pharmaceutical industries.

Advisers: Centerview Partners acted as lead financial advisor, Citi provided additional financial advisory services, and Cahill Gordon & Reindel served as legal counsel to ICON plc. A&L Goodbody also acted for ICON plc, alongside Cahill Gordon & Reindel LLP, with a team of Mark Ward, Berni Hosty, Richard Marron, Keavy Ryan, Seamus O Croinin, Alan McCarthy, Anna-Marie Curran, and Paul Fahy.

BofA and UBS Investment Bank acted as financial advisors, and Paul Weiss serving as legal counsel to PRA Health Sciences. Arthur Cox partnered with Paul, Weiss, Rifkind, Wharton & Garrison LLP in advising PRA Health Sciences. Arthur Cox was led by Cian McCourt and included , Fintan Clancy, Cian Beecher, Colin Kavanagh, Olivia Mullooly, and Patrick Hoarn.

Renatus Comment: Icon is a super Irish success story. Founded in 1990 by John Climax and Dr. Ronan Lambe. It has grown steadily since its early days, with a strong focus on value-adding bolt-on acquisitions as a way to bring in new expertise and broaden the companies offering. Counting from its website, the company has made 29 acquisitions over the last 30 years, averaging almost one acquisition per year.

This new deal is on a different scale to those before. The $12bn deal will create the number 2 contract research organisation in the world, with c. $6bn in annual revenues and employing c. 32,000 people globally.

Source: ICON plc

Deal Details: Bauer Media Audio has entered into an agreement to acquire Communicorp Group, subject only to regulatory approval. No financial consideration was disclosed but it is reported to be valued at more than €100 million. The business is reported to owe Ulster Bank c. €40m in debt.

Commicorp is Ireland’s largest commercial radio group, with a weekly audience of more than 1.75 million people. The group comprises of Ireland’s only two national commercial radio stations Today FM and Newstalk. In the stable alongside these are local stations such as Spin 1038, 98FM and Spin Southwest.

Through this transaction, German firm Bauer Media Audio enters the Irish market and extends its audio business to eight countries, further developing its position as Europe’s leading commercial radio operator with more than 55 million weekly listeners.

Advisers: LK Shields acted for Denis O’Brien in the sale of Communicorp to Bauer Media, with a team led by Jennifer McGuire with assistance from James Byrne, Stephen Gamble, Marco Hickey, Jane O’Grady, Gillian Dully, and Elaine O’Connor.

David Lyons of IBI Corporate Finance also advised Communicorp.

Renatus Comment: This deal brings to a close Denis O’Brien’s involvement in the Irish media industry. The Digicel founder entered the Irish media market through his interest in Classic Hits 98FM in 1989. Communicorp went on to become the majority shareholder in Newstalk, then only a Dublin station, in 2004. It later gained a national licence.

Mr O’Brien’s media holdings expanded significantly when he bought Today FM from Emap in a landmark €200 million deal in 2007, during a buoyant spell for the Irish advertising market. This deal also included Highland Radio and FM104, both of which were sold soon after. In 2019, O’Brien sold his 29% stake in Independent News and Media to Mediahuis.

While he undoubtedly lost significant money from these investments, any basket of stocks exposed to newspaper and radio would have lost significant money given the structural shifts over the past two decades.

The latest accounts for Communicorp, filed in December, show that the company made an after-tax profit of c. €1.6 million in 2019, compared to a €700,000 loss the year before.

Source: Communicorp, Irish Times

Deal Details: US-based CentralReach, a provider of practice management software for the developmental disabilities sector, with a focus on both research and practice, has acquired Avail Support Limited.

Founded by majority shareholder Lisa Clinton in 2017, Irish-based Avail is a provider of evidence-based digital content management and data collection solutions serving the education, employment support services, and adult transition services markets.

Avail Support team will continue to be based in Ireland following the acquisition.

Advisers: Wallace Corporate Counsel LLP, with a team of Gar Smyth, Patrick O’Shea, Caoimhe Ruane, Alan Ryan, Michael Bambrick, Stephen Moore and Darragh McCarthy advised Avail Support.

Renatus Comment: With early investment and support from Enterprise Ireland, Avail Support created an award-winning product, validated the market need and gained early market momentum. The exit to CentralReach is a great success story for Avail Support’s founders.

Source: CentralReach

Deal Details: Greencoat Renewables is to acquire the Cordal wind farm from Cubico Sustainable Investments, a global renewable energy investor and operator.

The wind farm is located in Co Kerry, and consists of 28 3.2MW GE turbines that reached full commercial operations in May 2018.

The acquisition is being funded by the group’s existing revolving credit facility and is expected to close in April.

Advisers: Cubico were advised by KPMG (Russell Smyth, James Delahunt, Neil Collins) along with Mason Hayes & Curran on legals (Liam Brazil, Eoin Cassidy).

Greencoat were advised by A&L Goodbody (Charlie Carroll, Ross Moore)

Renatus Comment: Paul O’Donnell’s Greencoat Renewables is one of the most frequently covered companies in our newsletter. The serial acquirer has built up a very impressive portfolio of renewable energy assets across Europe.

Source: Irish Times

Deal Details: NTR, a sustainable infrastructure investor and asset manager, has acquired a 54 MW portfolio of co-located solar and battery storage projects in Wexford from renewable energy developer RES.

RES is the world’s largest independent renewable energy company active in onshore and offshore wind, solar, energy storage, transmission and distribution.

The portfolio comprises two battery storage projects adding 25 MW of storage capacity to the Irish grid network, along with 29 MW of solar PV. The portfolio of projects will enter operations in 2022.

Total consideration for the projects amount to c. €29 million.

Advisers: None mentioned.

Renatus Comment: Rosheen McGuckian led NTR acquires, constructs, and manages sustainable infrastructure assets throughout Europe and the US. Its heritage dates back to 1978 when it was incorporated to build Ireland’s first toll bridge. It made its first sustainable infrastructure investment in 1999 in wind. This latest acquisition brings the renewable energy assets under management by NTR to over 600MW of generation and battery storage projects located throughout Ireland, France, Sweden, Finland, and the UK.

Source: NTR

Deal Details: Lisburn-based Mzuri Group has acquired TCMM Shutter Group for an undisclosed sum.

TCMM, which is one of the biggest interior wood shutter distributors in the UK with own brands like Shutterly Fabulous and California Blinds, also owns Shutter Store in the US.

Mzuri Group, which now employs a total of 1,227 people, was set up in 2018 by the owners of Decora Blind Systems as part of its acquisition strategy.

Advisers: Lewis Silkin advised the founders of TCMM Shutter Group, which was led by Karish Andrews, with support from Matthew Rowbotham and Joe Lythgoe.

Renatus Comment: After raising capital last year, this acquisition marks The Mzuri Group’s first big expansion step of shutter distribution in Europe and the USA, and an exciting next phase of growth for the business.

Source: Belfast Telegraph

Deal Details: Dublin-based fund and asset management services firm, KB Associates, has acquired Luxembourg fund management company EFG Fund Management for an undisclosed sum.

Established in 2003, KBA and currently supports investment funds with assets under management of more than €250 billion.

EFG Fund Management is a subsidiary of Swiss private banking group, EFG International, and is a longstanding client of the firm.

Advisers: None mentioned.

Renatus Comment: This is KB Associates first reported acquisition since it took in funding from ECI Partners in 2019. The M&A landscape in financial services as a whole has been very busy for a while now with a lot of consolidation happening.

Source: KB Associates

Deal Details: Olive Group, an Irish e-learning company, has acquired Ofabee, an India-based B2B software-as-a-service business enables coaching and training institutes to launch their own websites or apps and manage online courses.

Following the acquisition, Ofabee will merge with Olive Group’s mykademy.com, which offers a similar service.

Olive Group was founded in 2007 by Brendan Kavanagh, who looks to be the majority shareholder.

Advisers: None mentioned.

Renatus Comment: Kavanagh reported to be targeting up to five bolt-on acquisitions this coming year. It is an ambitious plan, but well executed acquisitions can really accelerate the growth trajectory for the business.

Source: Sunday Times