Costain acquires Rhead Group

August 7, 2015 — Fusion DigiNet

Costain has acquired Rhead Group, a professional services consultancy with a focus on programme and commercial management.

Rhead Group, established in 1985 and operating with over 550 people, provides a range of solutions for the lifecycle of infrastructure, construction and asset management programmes, primarily in the UK, for a number of blue-chip customers including National Grid, Wales & West Utilities and BAE Systems. Rhead Group’s senior management team, including Nigel Curry, Rhead Group CEO, will remain with the business.

Costain’s strategy is to focus on major customers spending billions of pounds addressing national needs in energy, water and transportation. Those customers are consolidating their supply chains and are seeking an increasingly integrated service offering from their Tier 1 service providers through larger, longer-term collaborative contracts. Rhead Group will further enhance Costain’s programme management and advisory capability across all the Group’s operations as part of that integrated service offering.

Rhead Group has been acquired for a total cash consideration of £36 million on a debt free / cash free and normalised working capital basis and the consideration has been funded from Costain’s existing cash and debt facilities. £26 million of the cash consideration is payable to funds managed by Inflexion Private Equity Partners LLP and £10 million to the senior management team, which includes an element of deferred consideration of £3 million payable in two equal tranches on 17 August 2016 and 17 August 2017.

In the year ended 31 July 2014, Rhead Group generated revenues of £63.5 million and EBITDA of £5.2 million (before exceptional administrative expenses of £0.7 million).

For the year ended 31 July 2014 (the latest set of audited accounts) the Rhead Group reported operating profit (pre exceptional administrative expenses of £0.7 million and amortisation of goodwill of £2.7 million) of £4.6 million and a loss before tax of £1.2 million including interest on loan notes under its former capital structure. The Rhead Group has gross assets of £40.1 million as at 31 July 2014.

Rhead Group will be fully integrated into Costain in the current financial year and the acquisition is expected to be earnings enhancing from 2016.

Rhead Group will join Costain’s Power sector and report into the Natural Resources division.

Andrew Wyllie CBE, Chief Executive of Costain, commented:

“We are delighted to announce the acquisition of Rhead Group which has a well-established reputation for its collaborative approach, focus on innovation and service delivery excellence.

This transaction accelerates the development of Costain and further broadens our range of capabilities to meet the requirements of major blue chip customers, providing greater ability to deliver integrated solutions across the full lifecycle of a project.”

UK, Coventry

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Lakehouse acquires Orchard (Holdings) UK Ltd

July 3, 2015 — Fusion DigiNet

Lakehouse, the asset and energy support services group, has acquired Orchard (Holdings) UK Ltd for an initial cash consideration of £7 million. Orchard is a UK energy broker and energy management services provider.

In the financial year ended 31 August 2014, Orchard reported a turnover from continuing activities of £4.99 million and profit before tax of £0.88 million. Orchard had gross assets of £5.9 million as at 31 August 2014.

Under the terms of the acquisition, the consideration comprises an initial amount payable in cash on completion of £7 million and a further deferred consideration of up to £3 million, payable on the basis of Orchard’s financial performance in period up to 30 September 2017.

Orchard provides advice to corporate clients in relation to managing their energy costs, particularly energy procurement and usage. In addition, Orchard provides energy management services to commercial and industrial customers, including brokering supply with utilities firms, managing contracts and advising on energy consumption. Orchard has strong commercial relationships with the leading UK utilities providers. The business employs 78 staff and is based in Elland, West Yorkshire, with offices in Glasgow, Bristol, Newcastle and Northampton.

Orchard was founded in 2004 and, prior to its acquisition by Lakehouse, was principally owned by Gareth and Rachel Henderson. Following completion of the acquisition, Gareth Henderson and the management team will remain with the business. As a result of the transaction, Lakehouse’s total headcount will rise to approximately 1,400.

The acquisition represents a further step in Lakehouse’s growth strategy as the Group continues to expand and develop through targeted, complementary acquisitions which broaden its service offering and geographical reach.

Stuart Black, Executive Chairman of Lakehouse, said:

“Following our successful initial public offering earlier this year, this acquisition further endorses our strategy of acquiring and integrating businesses which expand our service offering and geographical reach. Orchard’s strong client base, excellent relationships with utilities firms and market-leading customer service open up new opportunities for growth in the energy services market.

“Bringing together energy efficiency, water management and smart metering expertise alongside Orchard’s brokering service, the Group’s Energy Services division offers an increasingly broad, national proposition to clients looking to manage their energy usage and meet challenging carbon savings targets.”

UK, Romford. Essex & Elland, West Yorkshire

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RPS Group acquires Norwegian consultancy Metier for around £22.3M

April 30, 2015 — Fusion DigiNet

RPSlogoRPS Group plc has acquired Metier Holding AS, a Norwegian based consultancy providing project management and training services, for a maximum consideration of NOK 267million (£22.3 million).

Metier operates across Norway from its headquarters in Oslo. The company, which employs approximately 160 staff, was founded in 1976 and works primarily on projects associated with delivering public and private sector infrastructure.

Metier trades within similar markets to OEC, the Norwegian project management consultancy acquired by RPS in October 2013, with less focus on the oil and gas sector. It has also developed an internet based project management training capability. The activities of the two businesses will be integrated. 

52% of the Metier shares are held by external investors.  The remaining 48% is held by 64 Metier staff, who are remaining with the business.

In the year to 31 December 2014, Metier had revenues of NOK390 million (£32.6 million), and profit before tax of NOK35.3 million (£3.0 million), after adjustment for non-recurring items. Net assets at 31 December 2014 were NOK45.1 million (£3.8 million). Gross assets at 31 December 2014 were NOK159.1 million (£13.3 million).

RPS is acquiring the entire share capital of Metier for a maximum total consideration of NOK267 million (£22.3 million), all payable in cash. Consideration paid to the vendors at completion was NOK166.8 million (£14.0 million). Subject to certain operational conditions being met, two further sums of NOK49.2 million (£4.1 million) and NOK50.6 million (£4.2 million) will be paid to the vendors on the first and second anniversaries of the transaction respectively.

UK, Abingdon, Oxfordshire & Norway, Oslo

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IRI acquires Chinese market research organisation Datasea

April 21, 2015 — Fusion DigiNet

IRI_logoInformation Resources, Inc. (IRI) has acquired Datasea, a Chinese analytic services and market research company with deep knowledge and expertise in the retail and consumer packaged goods industries.

“We are building a Chinese company powered by the latest global insights, analytics and technology and bringing the latest tools and technology to this market,” said Andrew Appel, president and chief executive officer, IRI. The agreement represents the most recent execution of IRI’s strategic commitment to dramatically increase our geographic footprint to meet the global market research needs of our clients. It also complements other facets of IRI’s strategic direction, including expanding our data assets and leveraging this data with advanced analytics, plus consumer and shopper marketing services that enable our clients to achieve sustained levels of more rapid growth. We look forward to integrating IRI and Datasea’s strengths to bring enhanced offerings to our clients.”

In 2013, IRI completed the acquisition of Aztec, a provider of market measurement and related services in Australia, Canada, Hong Kong, New Zealand, South Africa, Sweden and the U.K. It also acquired FreshLook Marketing, which offers data and consulting services to the fresh food industry, in 2013.

Founded in 1996, Datasea clients include consumer packaged goods manufacturers and retailers, as well as companies in related industries, such as quick service restaurants and cosmetics. It maintains offices in Beijing, Shanghai, Guangzhou and Jinan, supported by a nationwide service network.

USA, Chicago, IL & China, Beijing

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Utilitywise acquires t-mac Technologies for an initial £10M

April 21, 2015 — Fusion DigiNet

utilitywiseUtilitywise PLC, an independent utility cost management consultancy, has acquired t-mac Technologies Ltd for an initial consideration of £10 million.

t-macThrough its own proprietary technology and software, t-mac provides business energy management systems (BeMS) which enable clients to monitor and reduce their utility consumption, make savings and helping them comply with Government legislation. Founded in 2004 and based in Chesterfield with 28 employees, t-mac services both SME and I&C (industrial and commercial) customers in the retail, education, manufacturing, transport, and leisure sectors. t-mac has significant market experience and a strong reputation across market segments where Utilitywise is already successful, and where demand for energy management solutions is buoyant.

The initial consideration payable is GBP £10m, £6.25m in cash and  1,782,319 new ordinary shares in Utilitywise at an issue price of 210.4p per new ordinary share, being the average closing mid-market price of a Utilitywise share in the 30 trading days to 17 April 2015. The Initial Consideration Shares are subject to a 24 month lock up, save that after 12 months up to 50% of the Initial Consideration Shares can be sold.

Up to a further GBP £12 million will become payable once earn out accounts have been finalised, in cash (70%) and new Utilitywise shares based upon six times EBITDA above a hurdle for the 12 month periods ending on the first and second anniversary of completion.  For the year to 31 March 2015 t-mac reported revenue of GBP £3.6m and EBITDA of GBP £0.3m.

The initial cash consideration is being funded by a new £25 million revolving credit facility with Royal Bank of Scotland plc of which £13 million will be immediately drawn to fund the Initial Cash Consideration and to refinance the Group’s existing facilities of £6 million.

t-mac is run by Lisa Gingell and Jonathan Wilkinson, who are taking a material proportion of their consideration in Utilitywise equity.

Utilitywise CEO, Geoff Thompson commented: “The market for BeMS is growing and modern cloud-based Software as a Service (SaaS) platforms, such as t-mac, provide significant cost advantages over traditional solutions which require intensive capital investment and offer long term ROIs.

“We know that our customers are increasingly looking for rapid impact, cost-effective services that provide them with more control over their electricity, gas and water usage, to help drive their business efficiency agenda as well as mitigate against future price volatility. This acquisition continues to expand our broad range of services that address the breadth of our customers’ energy needs.

“The acquisition of t-mac Technologies will play a major role in helping us to deliver significant added-value services and develop closer, more profitable relationships with existing customers, as well as supporting our new customer acquisition strategy”.

UK, North Tyneside & Chesterfield, Derbyshire

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Utilitywise plc – interim results for the six months ended 31 January 2015

April 21, 2015 — Fusion DigiNet

utilitywiseUtilitywise PLC, an independent utility cost management consultancy, has announced its financial results for the six months ended 31 January 2015.

Financial Highlights

  • Revenue increased 42% to £29.9m (H1 2014: £21.0m)
  • Adjusted EBITDA increased 42% to £7.7m (H1 2014: £5.4m)
  • Adjusted Pre-tax profit increase of 49% to £7.3m ( H1 2014: £4.9m)
  • Adjusted fully diluted EPS increased 41% to 7.2p (H1 2014: 5.1p)
  • Proposed interim dividend increased 55% to 1.7p (H1 2014: 1.1p)
  • Net cash of £1.6m (H1 2014: (£0.1m))

Corporate Highlights

  • Successful move to new corporate headquarters
  • Energy consultants increased 29% to 449 (H1 2014: 347)
  • Total group headcount up 16% to 884 (H1 2014: 761)
  • New initiatives such as ESOS and water de-regulation in Scotland resourced to drive new revenue opportunities

Post period highlights

  • Energy consultants increased to 549 (22% increase post period end)
  • Total group headcount up 14% to 1,011
  • Secured revenue as at 31 March 2015 at £26m
  • Group customer numbers at 23,109 at 31 March 2015
  • Acquisition of t-mac Technologies Ltd

 Geoff Thompson, Chief Executive of Utilitywise, commented:

“The Group has continued to make progress with impressive growth in both revenue and EBITDA. During the period, we both extended contracts for existing customers and continued to secure new customers, providing further validation of the strength of our proposition and the important differentiation we have achieved through the on-going development of our energy management products and services.

“The move to our new Head Office was completed on schedule and on budget in November 2014, enabling us to accelerate the recruitment of additional staff in order to drive future growth and the progress with this is in line with our plans. New customer acquisition remains an important priority and, in line with this, we are pleased to report that March 2015 represented the highest monthly customer acquisition performance for the Group in its history.

“A significant market opportunity exists for continued profitable growth and we look forward to a second half of continued positive momentum.”

Access the full statement at the London Stock Exchange website here

UK, North Tyneside

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Two Fusion Deals in Two Days: The sale of energyTEAM and ENER-G Procurement

April 17, 2015 — Fusion DigiNet

Fusion only - logoFusion Corporate Partners are pleased to announce the completion of the sale of two energy management services companies (and the third Fusion completion in the last month).

energyTEAM Limited and ENER-G Procurement Limited

Fusion Corporate Partners acted as corporate advisor for the vendors of both companies. The Fusion team was led by Paul Kelly, director at Fusion.

ET LogoenergyTEAM, a privately owned company based in Burgess Hill, West Sussex, has been running for nearly 40 years. Led by joint managing directors Chris Best and Brian Rickerby, energyTEAM has over 800 UK clients including public and private sector organisations. The company provides an integrated and fully managed energy management service comprising energy procurement and energy services. energyTEAM employs 60 staff. The deal was completed on Thursday 9th April 2015.

ener-gENER-G Procurement, owned by Salford-headquartered international renewable and sustainable energy specialist ENER-G Group, is based in Studley, Warwickshire. ENER-G Procurement was formed through the merger of the energy procurement arm of CMR Consultants and Utility Auditing Limited. Both companies were acquired by ENER-G Holdings plc in 2006 and 2007 respectively. ENER-G Procurement’s clients range from single energy-intensive sites, to large multi-site groups. ENER-G Procurement employs 52 staff. The deal was completed on Friday 10th April 2015.

Both companies were sold to Warrington based procurement services firm Inprova Group. The deals have been funded through a debt facility from Barclays. Investment from private equity house LDC is fuelling Inprova’s growth plans, which consist of a UK and international acquisition strategy focused on technology and category expertise that will complement the existing business. The terms of the deals are not being disclosed.

“It is highly unusual to sell two companies to the same acquirer at almost the same time. Both deals attracted multiple offers from prospective acquirers in two separate competitive processes. However, both vendors selected Inprova Group as their preferred choice,” said Kelly. “Neither vendor knew who the other was and, beside the normal complications of any sale process, the Fusion team also had to ensure confidentiality was maintained at all times. I am proud of the way the team managed these processes and I am delighted at the successful outcomes for both of our clients”.

Inprova Group is based at Olympic Park, in Birchwood, Warrington and has been set up by the founders of purchasing firm CEL Procurement, which has been providing procurement services since 1987, and was rebranded as Inprova in preparation for the group’s ambitious growth strategy. The company launched with Bob Holt as its chairman. Mr Holt drove the expansion and stock market flotation of property repairs giant Mears Group.

“Purchasing these two energy brokers ties in with Inprova’s wider strategy of building scale and capability across new procurement markets.” Commented Inprova group chief executive Paul Kennedy. For many of our customers, utility spend is becoming an increasingly complex and volatile area of spend and as such, they require a greater level of support and guidance in this spend category. The integration of these two businesses into the Inprova Group will enable us to negotiate better energy prices as we’ll take a far larger aggregation of spend to market. It is also likely that there’ll be opportunities for us to deliver wider procurement related services into the enlarged customer base.”

“Inprova Group will be turning over in excess of £12m per year following these two acquisitions.” Kennedy added: “My aim is to at least double this figure over the next two to three years. We’ll do this through our strong customer base in existing markets, which offers significant growth opportunities and also by continuing our ambitious UK and international expansion strategy.”

The Fusion Team has completed over 80 UK and cross border Business Support Services, Energy & Environmental Services, Media, Business Information & Technology, Exhibitions & Conferences, TV Broadcast & Production, Healthcare and Online Commerce transactions. Fusion specialises in the sale of middle-market companies with transactional values ranging from £5 million to £100 million. The sales of energyTEAM Limited and ENER-G Procurement Limited are our 7th and 8th sales of energy management companies.

UK, Warrington, Cheshire & Burgess Hill, East Sussex & Studley, Warwickshire

Other Fusion Deals:

Business Support Services and Energy & Environmental Services

Media & Business Information

Exhibitions & Conferences

Healthcare

Broadcast

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RWE npower acquires Welsh energy management firm RUMM

April 1, 2015 — Fusion DigiNet

RWE_npower endorsed_cmykRWE npower has acquired specialist energy management company RUMM. The Welsh tech firm, which was spun out of the University of South Wales, uses cloud-based data analytics to help businesses monitor and control their energy in real time. The terms of the deal were not disclosed.

RUMMAccording to RUMM’s website, the company has saved over £43 million for its customers since it was founded in 2005. npower Business Solutions, which is the second largest supplier of energy to British businesses, will roll out RUMM’s software to its biggest customers in Q2 2015.

Paul Massara, CEO of RWE npower, said: “npower Business Solutions is committed to helping the UK’s largest companies manage their energy needs so they can budget for the future. RUMM’s technology is truly innovative, giving businesses the tools they need to make significant savings on the bottom line.

“This deal represents an important investment in both our energy solutions business and the thriving South Wales tech community. With the right support and incentives, we are confident that Welsh start-ups, like RUMM, will continue to grow, exporting their expertise across the world.”

Developed as the result of work at the University of South Wales RUMM’s proprietary software, IBASS, captures and stores energy usage data every half-hour to identify potential inefficiencies on customers’ sites. The software provides the basis to enable significant energy reduction and has the capability to offer switch-off measures.

UK, Mynach, Wales

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CBRE Group to acquire the Global Workplace Solutions Business of Johnson Controls

March 31, 2015 — Fusion DigiNet

CBRECBRE Group is to acquire the Global WorkPlace Solutions (GWS) business of Johnson Controls, Inc. GWS is a provider of integrated facilities management solutions for major occupiers of commercial real estate and has significant operations around the world. The purchase price is $1.475 billion, payable in cash, or $1.3 billion net of the present value of estimated tax benefits, and with customary post-closing adjustments for working capital and other items. GWS will operate as part of CBRE’s Global Corporate Services business.

“The exceptionally talented GWS team will greatly enhance our service offering for occupiers around the world,” said Bob Sulentic, president and chief executive officer of CBRE. “With GWS, we further our ability to create advantages for occupier clients by aligning every aspect of how they lease, own, use and operate real estate to enhance their competitive position.”

JOHNSON CONTROLS LOGOGWS, which has approximately 16,000 employees worldwide, generated approximately $3.4 billion of revenue for the 12 months ended December 31, 2014. Upon closing, John Murphy, GWS’s president, will join CBRE as global chief operating officer, GCS.

Together, CBRE and GWS will manage nearly 5 billion sq. ft. of real estate and corporate facilities globally, including 2.3 billion sq. ft. in the Americas, 1.2 billion sq. ft. in Europe, the Middle East & Africa and 1.4 billion sq. ft. in Asia Pacific.

CBRE anticipates that GWS will be materially accretive to its adjusted earnings per share in 2016. It expects to fund the acquisition through a combination of cash on hand and proceeds from the incurrence of debt. The transaction is expected to close in the late third quarter or early fourth quarter of 2015 and is subject to customary regulatory approvals. Simpson Thacher & Bartlett LLP acted as CBRE’s legal advisor.

USA, Los Angeles, CA & Milwaukee, WI

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Anthesis Group acquires environmental and sustainability consulting firm TEP

March 26, 2015 — Fusion DigiNet

anthesis-logoAnthesis Group has acquired environmental and sustainability consulting firm The Environment Partnership (TEP), its seventh acquisition in 18 months and second overseas. The terms of the deal were not disclosed.

TEPTEP, based in the United Arab Emirates, is working across the Middle East and India in Environmental and Social Impact Assessments, Waste and Hazardous Materials Management, Environmental, Health and Safety Auditing.

TEP works for many of the large property development, energy, public and corporate clients in the region. These include Daewoo, Sheraton, HSBC, Aurecon and Aedas.

Stuart McLachlan, CEO of Anthesis Group said: “The Middle East is an important region for us and was becoming a missing component in our corporate presence. We see an emerging need for our specialist skills where resource efficiency and environmental and social awareness are recognised as both risks and opportunities. We have secured an increasing amount of work in support of clients at a city level, with sustainable master planning; at a site and company level with EHS, carbon, water and waste management, and in support of capital projects with environmental and social impact assessments. To meet our strategic aims we need to have our own staff on the ground in strong local markets and in support of our global clients in their operations and their supply chains. TEP brings a strong team, quality client relationships and pipeline, and many years of experience working in the region.”

Enda Colfer, previously Managing Director and Owner of TEP  joins the Anthesis Global Management Team. TEP will trade as Anthesis TEP in the Middle East.

USA, San Francisco, CA & United Arab Emirates, Dubai

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