Acquisitions & disposals
LEES have extensive experience in Acquisitions and Disposals and as accredited members of the Corporate Finance Network, a national association of leading UK advisors, you can rest assured that we have access to research capability and resources usually accessible to only the largest practices.
Sometimes the best way to improve your competitive position in the marketplace is through a merger or acquisition. Not only is this a complex and time consuming process, if it is not well researched and skilfully negotiated it could make matters worse, not better.
This is definitely a situation where you need the support and assistance of trained professionals. We can help you:
- Identify potential targets for M&A
- Screen targets for suitability
- Prepare a negotiating strategy
- Raise the necessary capital
- Develop an integration plan
- Optimise the tax and financial position of the combined enterprise
Whatever industry you are in you may eventually wish to secure your exit from the business through a disposal to ensure you reap the financial benefit of your efforts, in the form of a capital sum. We can help with all aspects of exit planning and also with the disposal itself including valuing the business, finding suitable purchasers, and negotiating the sale.
A few case studies of our recent successes are outlined below…
RECENT DEALINGS…
Professional services
The shareholders of a long established professional services company turned to LEES to help them find a buyer for their business to secure their retirement and the long term succession of the business. Having operated for many years, LEES assisted with exit planning to put the business into a good position and ensure that it was sellable and made an attractive proposition for a trade purchaser. Having found a suitable purchaser, LEES advised the owners throughout the sale process and provided commercial tax advice to ensure they realised the maximum value on what was certainly the biggest transaction of their lives. The deal had many aspects to it, including significant property assets as well as a trading business and LEES worked closely with the clients to ensure they understood what was happening and that they were well advised on their options.
Engineering
Having helped an MBO team purchase a company a few years earlier and helping them grow the company since, LEES were asked to assist with the sale of the business to a larger national group. LEES advised the shareholders on tax and commercial matters, helping them conclude a successful sale that realised a substantial sum to secure their long term financial futures and realisation of their hard work and investment in the business.
Café and Food Hall
A landlord and owner of a business in a tourist attraction wished to purchase a flagship café and food retail business within its unique setting. The business was not adding maximum value to the wider attraction under its existing management and our client wished to purchase the business as they saw an opportunity to not only improve its image and profitability but also to the benefit of other tenants and neighbouring businesses. LEES guided the client through sensitive negotiations and limited due diligence process, ensuring a very quick completion timescale to ensure business continuity and minimal impact on the staff. They also helped to ensure an effective business and tax efficient structure was used to maximise the client’s future returns.
Graphics and digital print
The management of a well-established company turned to LEES to assist them with the acquisition of the business from the retiring vendors. Delicate negotiations were managed by LEES to agree a suitable funding structure and deferred finance on terms acceptable to all parties. At the same time financial projections were prepared to assess the companies level of cash generation and headroom, taking into account the impact of the funding structure. Having agreed a deal LEES helped the management team carry out focused and efficient due diligence, working closely with the legal team to avoid duplication or unnecessary work but ensuring risks are identified and robustly managed. A successful deal was closed ensuring the ‘win-win’ situation of the company being in safe hands and a happy retirement for the vendors.
Industrial supply
LEES assisted the exit and retirement of a business owner who sold the company to a long-standing manager. Having agreed outline terms between the parties, LEES helped to shape these into an appropriate structure and provide tax advice and assistance with due diligence to identify and manage risks.
Leisure
LEES advised the owners of a company in the leisure industry on the disposal of the company to a larger, national operator. LEES guided the client through the due diligence process, which can be a stressful time for the business owner, and gave recommendations on structure to ensure that after tax proceeds were maximised.
Management buy-in
An entrepreneur wishing to acquire and run an online sales business turned to LEES to assist with the acquisition of the business. Happy to oblige, our team assisted with advising on an efficient structure to purchase the company and handling the purchase process whilst carrying out risk assessment and supporting the due diligence process. Having completed the deal, LEES are on hand to provide the business with ongoing advice and accounting support to help follow through the growth strategy.
Training sector
A dispute with a minority shareholder was threatening the continuity of a training company who turned to LEES to advise them of the best way forward. LEES helped the client negotiate a deal to buy-out the shareholder on mutually acceptable turns and structured the deal for the benefit of all parties, working closely with the legal advisers to guide the client through the process to successful completion.
Automotive
LEES were asked to assist an automotive business to raise funding to support their expansion plans by opening a new branch. LEES assisted the client in raising the funds in conjunction with external funders and also a government grant. Supporting the business in negotiations and the applications process, together with preparing financial projections to the funders requirements, LEES helped to secure the required monies so the company could motor on!
Plumbing and heating
LEES helped their expanding client with a strategic acquisition of a business in the London area. The company, who offer plumbing and heating services to customers in East Anglia wished to acquire a business to help them recreate their success in a new region. LEES assisted with the transaction and structure, working closely with the legal advisors. The deal was successfully completed to the client’s deadline and with a sensible structure to ensure the client can take advantage of its new opportunities.
Engineering
LEES assisted the vendors of an established engineering company with a disposal process. The LEES team managed the process from its inception, by proactively identifying and targeting potential purchasers of the company both within the UK and overseas. After holding initial meetings with interested parties and appraising offers, a preferred purchaser was identified and LEES assisted with negotiations to secure an attractive offer for the vendors. Our corporate finance team successfully managed the deal process and due diligence to a successful conclusion, securing the sale of the company to a European multinational listed company.
Energy sector
LEES have supported their client to move towards new beginnings, offering them assistance with maintaining their business under difficult circumstances. After the sad death of a major shareholder, Tax Director, Graham Bainger and Corporate Finance Director, Chris Bidgood were approached by the client, a company in the energy industry. Graham and Chris carried out an extensive share valuation and negotiations on behalf of the client, working sensitively to overcome an element of ambiguity in the Shareholders’ Agreement and ensuring an amicable settlement with the deceased’s estate. The deal was completed for a consideration of £3 million, with an agreement reached between all parties, allowing the business to move forward in the hands of the remaining shareholders.
Motor retail
Allowing their automotive retail client to ‘move up a gear’ with their business strategy, LEES have completed Project Stalk, facilitating the smooth exit of one of the company’s major shareholders. The client enlisted the support of LEES when one of the primary shareholders was ready to retire, with plans to realise his investment in the business and pursue other interests. As the remaining management team were looking to continue on with the business operation, LEES supported them through a management buy-out, supporting all parties through a potentially sensitive process. Thanks to Chris’s sensitive and diligent work, the deal was successfully completed, allowing the remaining management team to consider new strategies to maximise the business.
Food
Not just the food that’s fast for LEES. LEES match their fast-food industry clients for pace, with an acquisition completed to very tight timescales. LEES supported the client, a company with a growing portfolio of convenience food restaurants, when they were looking to purchase three new stores. The transaction’s deadline was nearing, and as such, LEES had to work hard to ensure that the Business Plan was completed swiftly, as well as engaging in negotiations over the purchase consideration, for tax planning purposes. The client was extremely pleased to secure funding of over £500k in December, with the transaction completing soon after, prior to its deadline.
Communications
A leisurely retirement with LEES Accountants. Allowing their client to enjoy new beginnings the corporate finance team at LEES have supported a businessman on the brink of retirement. LEES were approached by the client, a company in the communications industry, when one of their major shareholders was looking to retire and realise his investment in the company. The client was hopeful that the exiting shareholder’s stake could pass to the remaining management team, in order to ensure the smooth continuation of the business. LEES supported the client throughout the deal, providing lead advisory services until its completion with the remaining management team and the exiting shareholder both grateful for LEES’ considerate handling of the process.
Software development
LEES complete Project Madmen, a challenging disposal on behalf of their software developer client. The company had received an offer from a major international purchaser, and in order to assist with the deal, LEES were required to provide intensive support throughout a demanding due diligence process, which they managed both with the acquirer’s advisors, and with the acquirer’s finance department. They also prepared financial information to extremely tight deadlines. Thanks to the determined work of the LEES team, the disposal was successfully completed in June, for a consideration of €9 million, to the satisfaction of all parties.
Food
A tasty start to the New Year for LEES. LEES supported the client to raise finance in order to open a new franchise outlet dealing in takeaway and fast food, as a new addition to their current store portfolio. In order to secure this funding, LEES assisted with the development of an updated business plan and detailed financial projections to be used in negotiations with potential funders. The required funding was secured earlier this month, with the store due to open shortly.
Automotive industry
LEES turn wheels of success. LEES acted as lead advisor throughout the deal, advising the client on purchasing the business from his current employer. We supported the client by working to set up a tax efficient trade and asset purchase structure to maximise available tax reliefs. LEES also undertook a due diligence investigation, to help the client understand certain aspects of the business being purchased. LEES’ corporate finance team worked to create a business plan and detailed financial projections to enable the client to secure funds from a mainstream bank for the purchase. The acquisition was completed with a tax efficient structure and ensures the continuity of the established business and name.
Engineering
A Towering Triple for LEES Accountants. In Project Tower, a member of the client company’s management team was looking to retire, for health and personal reasons. The client turned to LEES to advise on the options available to them and LEES supported the business, a company in the engineering sector, on the appropriate means to facilitate the exit of the departing shareholder. The corporate finance team worked to value the shares and devise an appropriate structure for the deal, allowing the exiting shareholder to pass control to the remaining management team and maximise any tax reliefs. A repurchase of shares was enacted and appropriate deferred consideration terms were negotiated. Funding was put in place to allow the shareholder to exit whilst still protecting the stability of the ongoing business.
Engineering
Fruits of Success for LEES Accountants. LEES Accountants, representing The Corporate Finance Network in Norwich have recently completed Project Blueberry, the sale of an industrial machinery company. LEES supported the client throughout the sale process, entering into negotiations on their behalf regarding the deal structure, coordinating due diligence investigations and also advising on the tax and practical considerations of the sale. The sale was completed for £2 million, with the company becoming part of a global corporation.
Professional services
Sparky advice for LEES Accountants. The client, an Independent Financial Advisory firm, was supported by LEES throughout the acquisition process. As well as providing advice on the structure of the deal, LEES conducted a due diligence investigation into the company which was to be acquired, and the results of this investigation were of key importance in the negotiations and legal considerations. The due diligence was finalised successfully and the deal closed.
Retail
LEES helped a multi-site grocery retailer dispose of the freehold property and trade of one of their sites in East Norfolk. The business drew on LEES expertise to advise on the tax and financial aspects of the deal and assist the solicitors to bring the transaction to a successful completion.
Creative design
Following an unfortunate and life changing health issue of a co-shareholder and owner manager, LEES were asked to assist with securing an exit for the individual and ensuring the long term viability of the company. A share buyback was organised to secure the exit and retirement of the individual concerned and appropriate tax clearances were obtained. With LEES input the company managed to agree a viable financing structure to secure its future success whilst ensuring the optimum tax treatment and a positive retirement for the shareholder concerned.