A Fusion Deal: Platts completes the acquisition of Kingsman,

Fusion Corporate Partners are pleased to announce the completion of the acquisition of Kingsman SA by Platts. Fusion acted exclusively for the shareholders of Kingsman SA. The team responsible for this transaction was Paul Slight and Paul Kelly.

The acquisition, whose purchase price was not disclosed, was originally announced on Fusion DigiNet on October 16.

Platts, a leading global provider of energy, petrochemical and metals information and a division of The McGraw-Hill Companies, Inc. has completed its acquisition of Kingsman SA, a privately-held, Switzerland-based provider of price information and analytics for the global sugar and biofuels markets.

“The acquisition of Kingsman broadens Platts’ capabilities in biofuels, provides an entry to the agriculture markets, and adds widely respected skills in fundamental market analysis,” said Harold McGraw III, chairman, president and chief executive officer for The McGraw-Hill Companies.

A leading information provider for the sugar markets, Kingsman offers a range of daily, weekly and monthly reports covering ethanol and biodiesel as well as sugar. As a unit of Platts’ new agricultural group, Kingsman will continue to offer its existing product portfolio under the Kingsman brand and under the day-to-day leadership of its founder Jonathan Kingsman

Founded in 1990 and based in Lausanne, Kingsman employs analysts, researchers and report writers in key markets including Bangkok, London, Montreal, New Delhi and Sao Paulo. It serves a global clientele of producers, traders, refiners, financial institutions and end-users, offering a variety of subscription publications covering sugar, ethanol and biodiesel.

“Kingsman’s prime focus on market analysis, supply and demand fundamentals and trade flows complements Platts’ long-standing expertise in reporting news, assessing prices and explaining the factors driving those prices,” said Larry Neal, president of Platts.

USA, New York, NY & Switzerland, Lusanne

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A FUSION DEAL: CRU Group acquires Fertecon Research Centre

Fusion Corporate Partners are pleased to announce our latest deal. Fertecon Research Centre, the phosphates and sulphur analysis and price-forecasting business, has been sold CRU Group. Paul Kelly, Director at Fusion, acted exclusively for the vendors. The FRC team and product range will join CRU’s long-established fertilizer analysis and consultancy operation. The terms of the deal are not being disclosed.

Michael Mew and Ian Service, the two owners of Fertecon Research Centre, will continue to work on the FRC products. Sarah Marlow, FRC’s phosphates analyst, will also be joining CRU’s fertilizer team, working across CRU’s expanded phosphates portfolio.

FRC was founded in 1991 and has a reputation for the strength and consistency of its analysis, and the loyalty of its customers. In the phosphates field, FRC publishes quarterly forecasting analysis reports on concentrated phosphates and phosphate rock, as well as the Phosphates Datafile and a monthly report on the global DAP market.

FRC also publishes a quarterly forecasting and analysis report on sulphur, along with a monthly market update. The next FRC product to be published post-acquisition will be the phosphate rock outlook, out this month.

The FRC acquisition strengthens and extends CRU’s existing portfolio of fertilizer analysis. CRU publishes its Phosphate Fertilizer and Phosphate Rock Market Outlooks, accompanied by cost reports covering finished phosphates and phosphate rock, as well as Market Outlooks for Sulphur and Sulphuric Acid. This year CRU has invested in developing the methodologies and format of its portfolio of Market Outlooks, increasing their value, robustness and ease-of-use for customers.

Nick Morgan, Chief Executive of CRU, said: “We saw in FRC strong products built on a foundation of long years in the industry. We see major value in the experience and reputation of the three analysts who join us and who between them have spent more than 90 years in these markets. We are very pleased to welcome them to CRU.”

Both Michael Mew and Ian Service welcomed the acquisition, saying: “This is an exciting development, bringing together two of the most experienced companies in the fertilizer industry analysis sector.  FRC subscribers in the sulphur and phosphate industries will benefit from the additional resources that will become available, not least CRU’s established consulting group, CRU Strategies, its world-wide network of offices and its widely acclaimed phosphate and sulphur conferences.”

Previous CRU acquisitions:

1986 – British Sulphur Consultants
1996 – Resource Strategies Inc
2006 – Commodity Metals Management Company
2012 – Ryan’s Notes

UK, London

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About CRU: Founded in 1969, CRU Group is the leading, independent, global metals, mining and fertilizer analysis, consultancy and conference business.  Employing more than 225 staff in London, Beijing, Pittsburgh, Santiago and Mumbai and with representative offices in Sydney and Sao Paolo, CRU is dedicated to promoting quality analysis and insight to its global customer base.

About FRC: Fertecon Research Centre was formed in 1991 and since then has provided analysis and price forecasting in the sulphur and phosphates field.  Between them owners Michael Mew and Ian Service have 76 years of experience.

Utilitywise – maiden report

Utilitywise, a company that specialises in energy procurement and energy management services for businesses, has announced its first annual report since launching as a new company on AIM in June this year.

Financial highlights

  • Proforma revenue increased by 25% to £14.6 million (2011: £11.7 million)
  • Proforma EBITDA increased by 25% to £4.7 million (2011: £3.7 million)
  • Proforma PBT increased by 23% to £4.3 million (2011: £3.5 million)
  • Proforma EPS increased by 39% to 6.4p (2011: 4.6p)
  • Net cash at the year end of £8.2 million (2011: £0.2 million)
  • Maiden dividend of 1p proposed–ahead of schedule

Corporate highlights

  • Acquisition of EcoMonitoringUtility Systems Limited in January 2012
  • Acquisition of Clouds EnvironmentalConsultancy Limited (post reporting period)
  • Listing on AIM on 12 June 2012 raising £6.9million (before expenses)
  • New contracted meters grew to 20,013 at 31 July 2012 from 15,006 at 31 July 2011
  • Energy consultancy headcount increased to 188 at 31 July 2012 from 131 at 31 July 2011

Read the full report here.

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World Energy Solutions acquires Northeast Energy Partners

World Energy Solutions, an energy management services firm, has acquired Northeast Energy Partners, a privately-held Enfield, CT-based energy management and procurement company, for approximately $7.9 million in cash plus an additional $5.2 million in seller notes and potential earn-outs.

“NEP is a perfect strategic fit for us,” said Phil Adams, CEO of World Energy Solutions. “The acquisition advances our goal of becoming the national leader in energy procurement for the mid-market segment, building on our purchase last year of GSE Consulting. The deal also brings us a roster of new customers in utility territories with active incentive programs where we can cross-sell our energy efficiency services. By helping clients lower the price they pay for energy, reduce the amount they consume, and maximize available incentives, we are providing a winning formula for lowering total energy cost.”

Added Jim Parslow, CFO of World Energy Solutions: “With the purchase of NEP, we are continuing to execute our growth strategy, supplementing strong organic growth with the acquisition of profitable, cash-generating companies that have predictable revenues and cash flows. Buying companies with these attributes allows us to use their cash flows to fund earn-outs and other considerations. We are financing this deal primarily with debt to minimize shareholder dilution, and we expect our purchase to be accretive and to have a positive impact on our top-line revenue, EBITDA and backlog.”

Founded in 2000 in response to natural gas and electricity deregulation in the Connecticut and Massachusetts markets, NEP established itself as one of the top energy brokerages in New England, specializing in the needs of small and mid-size businesses. With annual revenues topping $5 million, NEP currently employs 17, all of whom will be retained by World Energy. The Company will continue to operate in Enfield.

“Joining forces with a national energy management leader like World Energy will enable us to attract new customers, better serve our existing base, and provide our employees with exciting growth opportunities,” said Russ Monroe, President, Northeast Energy Partners. “World Energy’s approach to lowering a customer’s total energy cost is a compelling one, and our combined capability to execute it is going to make a big impact on how energy management gets done here and across the country.”

USA, Hartford, CT & Worcester, MA

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MITIE acquires home care service provider Enara

MITIE Group PLC, the strategic outsourcing company, has acquired Enara Group Limited, from August Equity LLP and Enara’s senior management team, for a total consideration of £110.8m on a cash and debt free basis. Enara is the fourth largest provider of home care services in the UK and will give MITIE a scalable platform to compete in the growing outsourced health and social care sector.

Enara provides high quality home care in the UK, delivering a wide range of services to people who require help and support due to illness, disability or infirmity. The business cares for people via local authority, NHS and private pay agreements.

For the year ending 31 March 2013, Enara is expected to have revenue of £93m and operating profit before amortisation of £10.1m. Costs of approximately £5m are expected to be incurred within the first 12 months following the completion of the acquisition to support its integration into MITIE. The gross assets of the business are £97.3m*. The acquisition is expected to be earnings enhancing before integration costs in the year ending 31 March 2013 and thereafter. The acquisition has been funded by the use of new bridge debt facilities of £150m provided by existing lenders to the group, which will be refinanced into longer term debt facilities in due course.

The community care market is a significant strategic opportunity for MITIE and an ideal entry point into the health and social care sector. The demographic and economic drivers of an ageing population, together with on-going cost pressure is encouraging a shift both from hospitals and residential care homes towards greater care in the community. The provision of this care is increasingly being outsourced by local councils and health authorities to the private sector, generating significant opportunities for growth.

The home care business will utilise MITIE’s expertise in developing and motivating a large and diverse team of people and will benefit from both innovations in quality and the use of technology and efficiencies that can be introduced from MITIE’s existing infrastructure. MITIE intends to support the public provision of integrated healthcare by working with the NHS and local authorities to combine community based rehabilitation, elderly and long term care with social care functions.

MITIE has created a dedicated Health Advisory Board to develop the strategic direction of its healthcare offering. The board will comprise Dr Andy Dun, Managing Director of Enara, two MITIE representatives and three independent, non-executive directors who bring extensive experience of the healthcare sector. The independent directors include Edward Lavelle (former regulatory operations director of Monitor, the independent regulator of NHS foundation trusts) and James Barlow (Professor of Technology and Innovation Management Healthcare at the Imperial College London Business School).

Ruby McGregor-Smith CBE, Chief Executive of MITIE, said: “We are delighted to have made this strategic acquisition, which establishes us as a market leader in home care. Enara will provide us with a step-change in our service proposition as well as a platform to grow in the wider healthcare sector. We welcome Enara’s people to MITIE.”

Dr Andy Dun, Managing Director of Enara, said: “Enara has been providing high quality home care in the UK since 1996 and we are very proud of our excellent reputation with the people we care for and their families. We look forward to developing the business and working as part of MITIE.”

UK, Bristol

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A Fusion Deal: Kingsman SA, the Switzerland-based provider of price information and analytics for the global sugar and biofuels markets, to be acquired by Platts

Fusion Corporate Partners are pleased to announce our latest deal. Platts, a McGraw-Hill division and leading global provider of energy, petrochemicals and metals information, has signed a definitive agreement to acquire Kingsman SA, a privately-held, Switzerland-based provider of price information and analytics for the global sugar and biofuels markets. Paul Slight, Director at Fusion acted exclusively for the vendors.

The acquisition, whose purchase price was not disclosed, is expected to close on November 1, subject to customary closing conditions.

“McGraw-Hill is pleased to add Kingsman to our wonderful stable of world-class businesses,” said Harold McGraw III, chairman, president and chief executive officer for The McGraw-Hill Companies. “As we move to separate our education company from our financial and commodities intelligence businesses at the end of the year, this acquisition strengthens our leading position as providers of essential intelligence in the capital and commodity markets.”

“Kingsman is widely recognized as the leading global brand for sugar market data and analytics,” said Larry Neal, president of Platts. “Our acquisition of Kingsman deepens Platts’ capabilities in biofuels and gives us a springboard for growth in the global agricultural markets. It also reinforces our commitment to becoming a leader in market analytics as well as news and price information.”

Neal noted that agriculture is a large, complex global commodity market similar to other markets that Platts serves. “It requires the level of pricing expertise that Platts can uniquely offer,” he said, “and, with its broad range of sub-sectors, it presents multiple opportunities for Platts to develop benchmarks that support market evolution and enhance price transparency.”

Founded in 1990 and based in Lausanne, Kingsman employs analysts, researchers and report writers in key markets including London, Montreal, New Delhi and Sao Paulo. It serves a global clientele of producers, traders, refiners, financial institutions and end-users, offering a variety of subscription publications covering sugar, ethanol and biodiesel.

With its prime focus on market analysis, supply and demand fundamentals and trade flows, Kingsman complements Platts’ long-standing expertise in reporting news, assessing prices and explaining the factors driving those prices.

“This is a great move for Kingsman. We will benefit from the strong market position Platts enjoys across a wide range of commodities, the broad operational footprint it has around the world, and its cohesive global sales force. These strengths will enable Kingsman to better serve customers and more quickly expand its business globally,” said Jonathan Kingsman, the company’s founder.

“Most notably,” he added, “Platts’ technology capabilities will enable Kingsman to provide new market data services and expanded web offerings.”

Platts and Kingsman provide complementary biofuels services covering Asia, Europe and the Americas. Platts has covered the biofuels market for many years with news and prices featured in its oil and petrochemicals information services.

Recently, Platts launched a portfolio of dedicated biofuels information products, including a newsletter, a real-time alert and market data package.

Kingsman, whose business originally focused on the sugar markets, moved into the adjacent ethanol and biodiesel sectors as alternative green fuels were developed in the early 2000s. It currently offers a range of daily, weekly and monthly reports covering ethanol and biodiesel as well as sugar.

USA, New York, NY & Switzerland, Lusanne

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Energy Assets Group acquires Gazprom Global Energy Solutions

Energy Assets, a large independent provider of gas metering services to the UK Industrial and Commercial market, is to acquire Gazprom Global Energy Solutions Limited (GGES) for an enterprise value of £13.5m. GGES is a wholly owned subsidiary Gazprom Marketing & Trading Ltd. The deal comprises of an initial cash consideration of £6.0m, potential cash earn-out payment of £3.0m (payable dependent upon the level of data logger installations carried out by Energy Assets) and existing GGES debt of £4.5m that is to be refinanced upon acquisition.

Based in Manchester, GGES is part of the Gazprom group, one of the world’s largest energy companies, and provides fully integrated Metering, Automated Meter Reading (“AMR”) and Siteworks services to gas suppliers and blue-chip clients across the I&C sector. GGES manages a portfolio of approximately c.27,000 data points across gas, water and electricity sectors. When combined with Energy Assets’ existing portfolio of c.21,000 data loggers.

Completion of the GGES acquisition will significantly enhance each of the Energy Assets business divisions, providing additional scale and expertise to the Group whilst formalising the metering and technical services’ relationship built with Gazprom Energy over time. The acquisition brings with it GGES’s AMR technology for both gas and water applications, low power radio data collection technology and a range of products and IP. Gazprom will retain the rights to use the IP in the AMR technology in Russia, Germany and the FSU countries.

The acquisition of GGES also includes a Meter Asset Management (MAM) agreement that will see Energy Assets appointed as the primary Meter Asset Manager for Gazprom Energy’s UK portfolio. The deal also provides Energy Assets with an exclusivity period during which it will install new metering assets and undertake meter exchanges across Gazprom Energy’s existing and new UK portfolio as it seeks delivery of its advanced metering strategy in line with the Department of Environment and Climate Change proposals and its customers’ energy management needs.

Energy Assets currently manages a portfolio of c.53,000 meters in the I&C sector, and as such, completion of this metering programme has the potential to more than double the current Energy Assets portfolio.

In addition to the metering agreement, the acquisition provides for Gazprom Energy and Energy Assets to work in partnership to provide both AMR and Siteworks through a separate, exclusive, AMR and Siteworks agreement.

Transaction consideration will be funded from the £11.7m of net proceeds raised from the Group’s flotation on the London Stock Exchange in March this year, in line with the stated IPO strategy of pursuing attractive opportunities such as this large-scale meter installation programme.

For the year to 31 December 2011, GGES generated revenues of £5.1m and profit before tax of £0.2m, which is reported after the deduction of intra-group charges. The directors believe that combining the resources of both businesses will further enhance earnings expectations for financial year 2013/14 onwards.

At that date GGES had gross assets of £6.5m.

Phil Bellamy-Lee, Chief Executive of Energy Assets, said, “I am delighted to announce the acquisition of Gazprom Global Energy Solutions from Gazprom Marketing & Trading Ltd, one of the fastest growing energy companies in Europe. This transaction provides Energy Assets with a fantastic opportunity to continue the development of the long standing relationship between the two companies and is a significant step in the delivery of Energy Assets’ strategy to increase meter asset management and ownership as set out at the time of the IPO.

UK, Scotland, Livingston

Utilitywise acquires Clouds Environmental Consultancy Limited

Utilitywise, a leading independent utility cost management consultancy which was admitted to AIM on 12 June 2012,has acquired independent energy consultancy Clouds Environmental Consultancy Limited.

Clouds, based in Portsmouth, is an independent consultancy specialising in energy management services which are designed to help clients identify areas of potential energy and cost savings. Its team of highly qualified energy consultants helps businesses effectively manage their clients’ energy and environmental impact and, in so doing, improve resource efficiency and reduce business overheads. The Clouds team will continue to operate from Portsmouth and will provide Utilitywise with additional technical capabilities for its suite of energy management products.

The total consideration is for a maximum of £985,000 with an initial £600,000 paid on completion, (subject to adjustment on the basis of completion accounts) with the balance of up to £385,000 payable over the next 12 months, depending on certain EBITDA targets being met. The acquisition will be financed equally from the Company’s cash resources and through the issue of new ordinary shares in Utilitywise.  Clouds reported revenue of £945,000 and EBITDA of £185,000 in the year ending 30 April 2012.

With capacity to grow the Clouds team, the acquisition will provide Utilitywise with a new base from which to address the South of England, and further extends its coverage of the UK market. Clouds has a range of products and services which complement and extend the existing Utilitywise offerings in the areas of legislative Compliance, Auditing and Surveying and Feasibility and Design. They have an established market presence in both the public and private sectors and will bring to Utilitywise an extensive customer base, including customers such as British Airways, Telefonica O2, Eli Lilly, Thales, NHS Heath Trusts and The National Gallery

Geoff Thompson, Chief Executive of Utilitywise, commented, “We are pleased to have completed our first acquisition since admission to AIM in June 2012.  It has been our stated strategy to complement our organic growth with acquisitions that enhance and broaden our products and services. We have followed Clouds’ progress for many years and I am confident that their team of market leading energy consultants, strong customer base and geographic platform will be of great long term benefit to Utilitywise.”

UK, South Shields and Portsmouth

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Bglobal acquire Draig Technology Limited

Bglobal plc, a provider of smart energy solutions and services to the UK energy market,  has acquired, through its subsidiary Utilisoft Limited, Draig Technology Limited, a business supplying billing and CRM software to independent electricity supply companies.

The consideration for Draig is £675,000 payable in cash on completion to the vendor, Richard Sheppard, who will remain with the Group for six months. In the 12 months ended 31 May 2012, Draig had revenues of £434,724.

Draig is based in Bangor, North Wales and develops and supplies software products including the Futura Utilities Billing and uCRM configuration of Microsoft Dynamics CRM that is already being sold by Utilisoft as part of its solutions to key customers.

Commenting on the acquisition of Draig, Group Chief Executive Tim Jackson-Smith said: “I am delighted to welcome Draig into the Bglobal group of companies. We know from talking to our key customers that the ability to offer a flexible, fully integrated billing and PAYG solution is of major strategic importance to them and the skills, experience and IPR that we acquire as a result of this deal mean we are in a strong position to offer a class leading solution to our customers.

UK, Darwen, Lancashire

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CRU Group acquires Ryan’s Notes

CRU Group, the global metals, mining and fertilizer analysis, consultancy and conference business, has acquired Ryan’s Notes. Terms of the deal were not disclosed.

Ryan’s Notes comprises the Ryan’s Notes news and price assessments newsletter, which is also available online, and three conferences: the Ryan’s Notes Ferroalloys Conference, the Ryan’s Notes Metallics Meeting and the recently launched Ryan’s Notes European Ferroalloys Conference.

Ryan’s Notes was established in 1995 and is headquartered in Pelham, NY. Both of Ryan’s Notes’ founders, Patrick Ryan and Alice Agoos, will continue working on the newsletter and the conferences as part of the expanded CRU Group.

Patrick Ryan said: “After more than 17 years creating, growing and developing Ryan’s Notes, I am delighted that we have found a new home with CRU. Both Alice and I are also pleased that we will continue to work on the newsletter and conferences with CRU into the future.”

CRU Chairman Robert Perlman said: “This acquisition enables CRU to take a pre-eminent position in ferroalloys and metallics worldwide, both in price assessments and in conferences. There is an excellent fit between our two businesses which will allow us to offer even more value to our customers around the world.”

CRU Chief Executive Nick Morgan said: “We have always admired the Ryan’s Notes business and were not surprised when it researched very well in our pre-acquisition work. I am pleased to welcome Patrick, Alice and their team to CRU.”

UK, London & USA, Pelham, NY