Corporate Finance
Review of Irish Merger and Acquisition Activity Quarter 2, 2019
Prepared by Investec Corporate Finance Review of Irish M&A activity
M&A Tracker Summary, Q2 2019 Quarterly Value and Volume Trend
€8.0bn €8bn 94 100
€7bn 80 74 €4.8bn 5.9bn 80 €6bn 70 64 62 58 60 €5bn 52 60 s
€5.1bn l a
€4bn e D €3bn 40 €2.3bn €2bn €1.3bn €1.3bn 20 €1.0bn €1bn €0.6bn - 0 Q2 2017 Q3 2017 Q4 2017 Q1 2018 Q2 2018 Q3 2018 Q4 2018 Q1 2019 Q2 2019
Values Volumes
Most Active Sectors (by volume)
23 15 10
Professional & IT & Telecoms Health & Pharmaceutical Technical Transaction Type (by volume) 34 18 12
Foreign Acquisitions Irish Deals (In-market) US Buyers
Investec Commentary • Reported deals in Q2’19 rose c. 55% in comparison to the previous quarter to set a new record for this tracker of 94. This is up from 62 in Q1’19, and the previous high water mark of 87 transactions seen in Q4’07 • Deal value was €963m versus €559m in Q1’19 showing the rst two quarters of 2019 behind Q1’18 and Q2’18 • Notable transactions include Mediahuis’ acquisition of INM plc, AIB First Data JV acquisition of Payzone Ireland, Grupo Cafento’s acquisition of Java Republic, Brewin Dolphin’s acquisition of Investec Wealth & Investment, UDG Healthcare’s acquisition of Putnam Associates and Dussman Stiftung & Co’s acquisition of STS Group • Irish plc’s were much less acquisitive than normal during the quarter, perhaps unsurprisingly given their signi cant activity in recent quarters • In contrast a number of privately owned, including nancial investor or private equity backed, Irish companies continued to be acquisitive during the quarter – Zeus Packaging, Beauparc (Panda), Oasis and Enva • There were a total of 18 in-market transactions and foreign acquisitions more than doubled in the quarter with a total of 34 • IT & Telecoms was the most active, recording 23 deals, followed by Health & Pharmaceutical (15) and Professional & Technical (10).
Notes: Trade Sale: Acquisition of an Irish corporate by Irish / overseas corporate Financial Buyers & Investors: Acquisition of, or 20% or more investment in, an Irish corporate by Irish / overseas financial investors including private equity Overseas Transaction: Acquisition or disposal of overseas corporate by Irish corporate / private equity
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Investec Commentary
Reported deals in Q2’19 rose c. 55% in comparison to the previous quarter’s 62 giving a new quarterly high for deal volume of 94 versus the previous high of 87 in Q4’07. Similarly, disclosed deal value increased significantly in Q2’19 to c. €1bn versus the c. €0.6bn disclosed in Q1’19. On a half yearly basis, total disclosed deal value in H1’19 of c. €1.5bn is significantly behind H1’18 of c. €2.6bn, albeit significantly ahead in terms of deal count – 156 in H1’19 versus 118 in H1’18. We have always preferred deal count as a better barometer of the market than reported deal value as the latter is more easily distorted by larger transactions.
The three largest reported transactions during Q2’19 were CRH’s €300m disposal of its Shutter & Awnings business to Stella Holdings, Grafton’s €131m acquisition of Netherland’s based Polvo B.V. and Mediahuis NV’s acquisition of INM plc for a reported €102m. There has been considerable M&A activity in recent times between Irish and Benelux based corporates. Other notable transactions during the quarter included the AIB First Data JV acquisition of Payzone Ireland, Grupo Cafento’s acquisition of Java Republic, Brewin Dolphin’s acquisition of Investec Wealth & Investment, UDG Healthcare’s acquisition of Putnam Associates and Dussman Stiftung & Co.’s acquisition of STS Group.
Foreign acquisition volume more than doubled in the quarter with a total of 34 transactions in Q2’19. Irish, in- market transactions were the second most prevalent deal type, increasing slightly on the number recorded in Q1’19 with a total of 18 deals. Keyword Studios continued their strategy of acquisition, acquiring Japanese Wizcorp Inc. in April and Canada based Descriptive Video Works in June. Serial acquirers CRH and DCC were active in Q2’19 with CRH, in addition to the disposal mentioned above, acquiring Romanian and Dutch targets in April and May respectively, and DCC acquiring US based Pacific Coast Energy whilst its subsidiary Exertis made two acquisitions during the quarter, COMM-TEC in Germany and Amacom in the Netherlands.
A notable mention to the Health & Pharmaceutical sector which saw the greatest number of deals in terms of volume since this tracker began in 2005, with a record fifteen transactions compared to the trend average of five. UDG Healthcare acquired UK based Incisive Health and in the same month acquired US based Putnam Associates. Similarly, Donegal based Brindley Healthcare acquired two nursing homes in Tipperary and Kildare.
There was a total of eighteen in-market transactions, the largest of which was the AIB & First Data joint venture acquisition of Payzone for €86m. The Leisure & Travel sector had the most Irish transactions with four occurring during the quarter, the most notable being Neville Hotels’ acquisition of Druids Glen Hotel & Golf Resort for €45m. Davy Group acquired Metis Financial Planning Ireland and, although not an in-market transaction, Investec’s Irish Wealth Management business was acquired by UK based Brewin Dolphin furthering the consolidation seen in private client wealth management and broking.
A number of private equity majority owned companies continued to make acquisitions including Montagu backed OASIS acquiring three companies (two Dutch and one Irish), whilst Exponent owned Enva acquired Associate Reclaimed Oils in the UK.
With a quarterly deal volume of 94 transactions it was a very busy quarter for M&A activity involving Irish companies and the total deal count of 156 deals for H1’19 compares very favourably with the H1’18 total of 118. The significant reduction in deal value is due to small number of deals exceeding €100m in value in H1’19 versus several in H1’18 such as Smurfit Kappa Group’s acquisition of Reparenco, Total Produce’s acquisition of a c. 45% interest in Dole and Nomad Foods acquiring Green Isle Foods. Quarterly deal volume will very likely be back to more normal levels for the final two quarters of 2019. About and Key Contacts at Investec Corporate Finance Investec is a leading provider of independent corporate finance advisory services in Ireland. We have a highly experienced team of professionals working in our Dublin office. With a track record spanning some of Ireland’s highest profile deals, Investec Corporate Finance has become an advisor of choice within the Irish market for leading companies, private equity funds and entrepreneurs.
Liam Booth Shane Lawlor Managing Director Director, Head of Corporate Broking Tel: +353 (1) 421 0345 Tel: +353 (1) 421 0347 [email protected] [email protected]
Jonathan Simmons Tommy Conway Director Director, Head of Equity Capital Markets Tel: +353 (1) 421 0351 Tel: +353 (1) 421 0358 [email protected] [email protected]
Eoin Kennedy Director Tel: +353 (1) 421 0386 [email protected] Q2 2019Transactions VolumeQuarterly Trends: Q22017-2019 ValueQuarterly Trends: Q22017-2019 M&A Transaction Values andVolumes € € 10. 10. € € € € € € € €
Deals Deals 2 4 6 8 2 4 6 8 ...... 0 0 0 0 0 0 0 0 0 0 b b b b b b b b b b 1 2 3 4 5 6 1 7 2 8 3 9 4 100 5 6 7 8 9 100 n n n n n n n n n n 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 - - 0 0 101m 251m Non 51m 20m Q Q - €8 €8 Q Q 2 2 Disclosed >
2 2 . . 0 0 2017 2017 - - -
7 7 b b < 2017 2017 4 4 - n n 250m 500m 500m 100m 20m 50m 0 . 0 Q Q €4 €4 Q Q % 3 3 3 3
. . - - 8 8 2017 2017
6 6 2017 2017 b b 4 4 1 n n 2 2 . 1 3 . . 1 1 % . 2 % % 1 % 0 . 0 % Q Q €5 €5 Q Q 4 4 4 4
. . 9 9 2017 2017
5 5 1 1 2017 2017 b b 2 2 n n 2 2 . . 4 2 6 % 0 % 1 . 7 0 . % 1 0 9 % . Q Q €1 €1 Q Q 7 1 1 1 1
. . % 3 3 2018 2018 2
5 5 2018 2018 b b 8 8 4 3 n n . 0 V 2 . o % 0 l u % m 3 1 e . 2 Q Q €1 €1
Q Q 2 2 %
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2018 2018 3 3
60 60
201 201 0 b b n n . V
8 8 0 a % l u e 5 Q Q €5.1b €5.1b 0 3 3 Q Q
. 2018 2018 3 3 0
70 70 Review ofIrishM&Aactivity 2018 2018 n n % 6 0 .
0
2 € 2 € Q Q Q Q %
4 4 4 4
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3 3
80 80
2018 2018 2018 2018
b b
n n 7 0 . 0 % €0 €0 Q Q Q Q 1 1 1 1 . . 6 6
62 62 2019 2019 2019 2019 b b n n 7 4 8 . 0 5 . % 0 % Q Q Q Q €1.0b €1.0b 2 2 2 2
9 9 2019 2019 2019 2019 4 4 n n Review of Irish M&A activity
M&A Transaction Type
Q2 2019 Activity by Counterparty
Trade Sale Financial Investor Overseas Transaction Trade Sale Financial Investor Overseas Transaction Irish buyer UK buyer US buyer Other Irish seller Acquisitions Disposals Total Irish buyer UK buyer US buyer Other Irish seller Acquisitions Disposals Total Value (€ million) €154 €67 €26 €182 €23 €211 €300 €963 Value (€ million)Disclosed deals €154 6 €67 3 €26 2 €182 3 €23 3 €211 6 €300 1 €963 24 DisclosedUndisclosed deals deals 6 12 3 5 2 10 3 7 3 8 6 28 1 0 24 70 Undisclosed deals 12 5 10 7 8 28 0 70 Total number of deals 18 8 12 10 11 34 1 94 Total number of deals 18 8 12 10 11 34 1 94 Notes: Trade Sale: Acquisition of an Irish corporate by Irish / overseas corporate Notes: Financial Buyers & Investors: Acquisition of, or 20% or more investment in, an Irish corporate by Irish / overseas financial investors including private equity Trade Sale:Overseas Acquisition Transaction: of an Irish Acquisition corporate orby disposal Irish / overseas of overseas corporate corporate by Irish corporate / private equity Financial Buyers & Investors: Acquisition of, or 20% or more investment in, an Irish corporate by Irish / overseas financial investors including private equity Overseas Transaction: Acquisition or disposal of overseas corporate by Irish corporate / private equity
Q2 2019 Activity by SectorQ3 2018 Activity by Sector Q3 2018 Activity by Sector 8.5% Professional & Technical 10.6% 8.5% Professional & Technical 13.6% Retail 10.6% 2.1% 13.6% Retail - Industrial 2.1% 9.6% - 31.2% Building, ConstruIcntdiouns &tr iaPlroperty 4.3%9.6% 0.6% 31.2% Building, Construction & PrPoprienrt t&y Paper 4.3%3.2% 0.6% 0.7% PrinSt u&p pPoarpt eSrervices 3.2% 7.4% 0.7% 13.5% SuppoFrti nSaenrcviaicle Sservices 7.4% 7.4% 5.0% 13.5% FinancialL Seeisruvricee &s Travel 7.4%6.4% 5.03%.1% LeisFuoroed &/F Toroadv eSlervices 26.1.4%% 3.1%2.1% Food/Food SIeTr v&ic Teeslecoms 2.1% 24.5% 2.1% 10.7% HeIaTlt h& & T Pelheacrommasceutical 16.0% 24.5% 10.7%10.9% Health & PhaMrmedaicae &u tPicuabl lishing 6.4% 16.0% 0% 5% 10.%9% 15% 20% 25% 30% 35% 40% Media & Publishing 6.4% 0% 5% 10% 15% Vol2u0m%e 25V%alue 30% 35% 40%
Volume Value Review of Irish M&A activity Q2 2019 Transactions by Sector
Media and Publishing Acquiror Country Target Country €m Date
Keywords Studios Ireland Wizcorp Inc. Japan 1.0 Apr-19 Mediahuis NV Belgium Independent News & Media Ireland 101.8 Apr-19 Scopely, Inc. USA Digit Game Studios Ireland n.d. May-19 Toonz Animation India Telegael Media Group Ireland n.d. May-19 One Zero Sports Conference Ireland Irish Sponsorship Summit & Fan Engagement Conference Ireland n.d. Jun-19 Keywords Studios Ireland Descriptive Video Works Canada 2.2 Jun-19
Total 105.0
Health and Pharmaceutical Acquiror Country Target Country €m Date
Northgate Public Services (UK) Limited UK EMIS Group - Eye Business UK & Ireland 17.0 Apr-19 Dental Care Ireland Ireland Abbeytrinity Dental Practice Ireland n.d. Apr-19 Jazz Pharmaceuticals Ireland Onera Health, Inc. Netherlands,USA 8.0 Apr-19 Brindley Healthcare Limited Ireland Maynooth Lodge Nursing Home Ireland 10.0 Apr-19 Brindley Healthcare Limited Ireland Millbrae Lodge Nursing Home Ireland 5.0 May-19 Galt Medical Corp. USA Arrotek Medical Ireland n.d. May-19 UDG Healthcare Ireland Incisive Health Ltd United Kingdom 9.0 May-19 UDG Healthcare Ireland Putnam Associates, LLC USA 54.0 May-19 ReproMed Ireland BabyScan Ltd Ireland n.d. May-19 ICON plc Ireland Medinova Lakeside Clinical Research UK n.d. May-19 Duke Street UK Athlone Pharmaceuticals Ireland n.d. Jun-19 Uniphar Group Ireland Durbin PLC UK n.d. Jun-19 Spectrum Plastics Group Ireland Earnán Biomedical Ireland n.d. Jun-19 Codex Beauty USA Bia Beauty Skincare Ireland n.d. Jun-19 Winston Capital Group Canada Lake Health (Ocean Healthcare) Ireland n.d. Jun-19
Total 103.0
IT and Telecoms Acquiror Country Target Country €m Date
Broadway Technology, LLC USA Barracuda FX Ireland n.d. Apr-19 Rapid7, Inc. USA NetFort Technologies Ireland 10.0 Apr-19 Accenture Ireland Droga5 LLC USA n.d. Apr-19 Universe Group Plc UK Celtech Software Group Ireland 6.0 Apr-19 Accenture Ireland Cirruseo France n.d. Apr-19 Accenture Ireland Shackleton Group Spain n.d. Apr-19 Integumen Plc Ireland Rinocloud Limited Ireland 4.3 Apr-19 Vision Blue Ltd Ireland SamePage Group UK n.d. Apr-19 The Slovenian Automobile Association Slovenia Nervtech Ltd. Ireland n.d. Apr-19 Accenture Ireland Zielpuls GmbH Germany n.d. Apr-19 j2 Cloud Services Ireland StrongVPN, IPVanish & Encrypt.me USA n.d. Apr-19 Anglepoint Group, Inc. USA BlackRock Technologies Ireland n.d. Apr-19 DCC (Exertis) Ireland COMM-TEC GmbH Germany n.d. May-19 DCC (Exertis) Ireland Amacom Netherlands n.d. May-19 Radius Technologies Ireland Fortuity Ireland n.d. May-19 Accenture Ireland Bridge Energy Group USA n.d. Jun-19 Strencom AS Ireland Baker Security & Networks Ireland n.d. Jun-19 Accenture Ireland Deja Vu Security United States n.d. Jun-19 Great Point Partners, LLC USA SteriPack Ltd Ireland n.d. Jun-19 Cognizant Technology USA SteriPack Ltd Ireland n.d. Jun-19 PlanNet21 Communications Ireland Hutchinson Networks (Business & Assets) UK n.d. Jun-19 Accenture Ireland BCT Solutions Australia n.d. Jun-19 Centro HL Distribuzione Italy Rubelite Technologies Ireland n.d. Jun-19
Total 20.3
Food/Food Services Acquiror Country Target Country €m Date
C&C Group Ireland Jubel Ltd UK n.d. Apr-19 Grupo Cafento Spain Java Republic Ireland 30.0 May-19
Total 30.0
Leisure and Travel Acquiror Country Target Country €m Date
Boyle Sports Ireland Wilf Gilbert Staffs UK n.d. Jun-19 World Travel Centre Holdings Limited Ireland Core Travel Ireland n.d. Jun-19 Ryanair Ireland Malta Air Malta n.d. Jun-19 Press Up Limited Ireland The Clarence Hotel Dublin Ireland n.d. Jun-19 Buckley Family (FX Buckley) Ireland McSwiggans Restaurant & Cafe-Bar Galway Ireland 3.6 Jun-19 Neville Hotels Ireland Druids Glen Hotel & Golf Resort Ireland 45.0 Jun-19
Total 48.6 Review of Irish M&A activity Q2 2019 Transactions by Sector
Financial Services Acquiror Country Target Country €m Date
Stripe, Inc. USA Touchtech Payments Ireland n.d. Apr-19 AIB & First Data Joint Venture Ireland Payzone Ireland Limited Ireland 86.0 Apr-19 Broadridge Financial Solutions USA Rockall Technologies Ireland n.d. May-19 Brewin Dolphin Wealth Management UK Investec Ireland - Wealth Management Ireland 44.0 May-19 Davy Group Ireland Metis Ireland Financial Planning (50% Stake) Ireland n.d. May-19 White Oak Global Advisors USA Growcap Finance Limited Ireland n.d. May-19 Hauck & Aufhäuser Fund Services Germany Crossroads Capital Management Ireland n.d. Jun-19
Total 130.0
Support Services Acquiror Country Target Country €m Date
Samsic Group France Cagney Maintenance Services Ireland n.d. Apr-19 APCOA Parking Germany NCPS Ltd Ireland n.d. May-19 Duke Capital Vi Ireland Independent Express Cargo Ltd Ireland 7.0 May-19 OASIS Ireland Dataspace Nederlands Netherlands n.d. May-19 OASIS Ireland De Graaf Archiefbeheer Netherlands n.d. May-19 OASIS Ireland Store-Rite Ltd UK n.d. May-19 Automatic Data Processing, Inc USA Softcom (Ireland) Limited Ireland n.d. Jun-19
Total 7.0
Print and Paper Acquiror Country Target Country €m Date
Zeus Packaging Ireland VaioPak Limited UK 6.0 May-19 Crystal & Son Ltd UK Playprint Ltd. Ireland n.d. Jun-19 Elliott Baxter and Co. UK UniBoard Limited Ireland n.d. Jun-19
Total 6.0
Building, Construction and Property Acquiror Country Target Country €m Date
3i Group UK DirectRoute (Limerick) - Toll Road Ireland n.d. Apr-19 CRH Ireland Concrete Divisions of Pomponio SRL Romania n.d. Apr-19 Stella Holding SAS France CRH - Shutters & Awnings Ireland 300.0 Apr-19 CRH Ireland Filoform BV Netherlands n.d. May-19
Total 300.0
Industrial Acquiror Country Target Country €m Date
Enva Ireland Associated Reclaimed Oils UK n.d. Apr-19 Niedax CMS Limited Ireland Excel Electric Group Ireland n.d. Apr-19 ATA Group Ireland Karnasch Professional Tools Germany n.d. May-19 DCC Ireland Pacific Coast Energy in The North-West of The US USA n.d. May-19 Egeria B.V. Netherlands MAAS Aviation (76% Stake) Ireland n.d. May-19 Carlyle Cardinal Ireland Ireland The City Bin Co Ireland n.d. May-19 East Cork Oil Co. Ireland Vale Oil Ireland n.d. May-19 DIF Management B.V. Netherlands Dublin Waste to Energy Limited Ireland n.d. Jun-19 Beauparc Utility Group Ireland Mid UK Recycling UK n.d. Jun-19
Total 0.0
Professional and Technical Acquiror Country Target Country €m Date
Investor Consortium Ireland Shaw Academy Limited (48% Stake) Ireland 7.0 Apr-19 Byrne Looby Partners Ireland TerraConsult UK n.d. Apr-19 Willow Salix Limited Ireland Carglass Limited (Allglass) Ireland n.d. Apr-19 Saffery Champness UK Grant Thornton - Media & Entertainment Practice Ireland n.d. Apr-19 Fieldfisher LLP UK McDowell Purcell Solicitors Ireland n.d. Apr-19 Independent Vetcare Limited UK Sunbeam Veterinary Hospital; Value Vets Ireland 9.0 May-19 Phenna Group UK Building Envelope Technologies Ireland n.d. May-19 Evoke Group USA KYNE Communications Limited (85% Stake) Ireland 16.0 May-19 Dussmann Stiftung & Co Germany STS Group Ireland 50.0 May-19 Mazars Ireland OBI Accountants Ireland n.d. Jun-19
Total 82.0
Print and Paper Acquiror Country Target Country €m Date
Grafton Group Ireland Polvo B.V. Netherlands 131.0 Apr-19 O'Briens Wines Ireland Philglas & Swiggot UK n.d. May-19
Total 131.0 Review of Irish M&A activity
Methodology
The information in this report relates to transactions announced during the second quarter of 2019. Financial consideration is shown in EURO (€), and is based on disclosed figures or market or media estimates at the time each deal was announced. In cases where the deal consideration was in a foreign currency, the equivalent amount in EURO (€) has been calculated using the exchange rate that was in force at the time of the original transaction announcement. Certain transactions which have been announced but which are subject to approval by the Competition Authority are shown on the assumption that approval will be forthcoming.
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