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    PM+M advise on sale of IPH Fire Solutions Limited to Ranger (Holdings) Ltd

    PM+M’s corporate finance team is pleased to announce the sale of IPH Fire Solutions Limited (“IPH”), a leading fire suppression distributor, to Ranger (Holdings) Ltd.

    The transaction presents a significant opportunity for the shareholders of IPH and Ranger to combine their services and strengthen their offering within the fire prevention and suppression market.

    PM+M provided a corporate finance led multi-disciplinary approach involving advice from their tax and accounting teams to support IPH’s shareholders’ Iain and Niall Hackett on the sale.

    Niall commented: “This is the start of an exciting new chapter for IPH. This investment will allow the business to achieve further growth, to offer improved services and build stronger, long term customer relationships.”

    Going forward, the merged businesses will continue to operate from IPH’s head office in Rossendale.

    Stephen Robinson, PM+M’s corporate finance director, who acted as lead adviser to IPH’s shareholders. He said: “We are thrilled to have advised on a fantastic deal for both businesses. Since its formation, IPH has built an enviable customer base and track record of excellent customer service. The acquisition by Ranger is a logical next step for the business, will yield significant synergies and will support IPH with the next stage of their growth journey.”.

    In appreciation of PM+M’s support, Iain Hackett said: “I am extremely grateful for the support and advice I received from PM+M’s corporate finance, tax, and accounting teams. This complex transaction required a range of specialist advisory skills to navigate successfully. Their cohesive approach and effective communication ensured that we overcame the range of challenges inherent in such deals.”

    Advisers on the deal

    The PM+M team included: Stephen Robinson (corporate finance), Roger Phillips (tax) and Andrew Cowking (accounting and financial due diligence), they were supported by Bethan Greenbank, Hugo Castle, and Sarah Farragher.

    Steve Walker, Steven Ladhams and Rogan Thomas of Livingstons Solicitors provided legal support to IPH.

    Advisers to Ranger included Gateley Legal and Cortus Advisory.

     

    PM+M advises on sale of Cardium Outsourcing to Managed IT Services Group

    PM+M acted in a deal that saw Cardium Outsourcing Holdings Limited, which trades as Your Office Anywhere, acquired by Managed IT Services Group Limited. The value of the deal has not been disclosed.

    Headquartered in Burnley, Cardium Outsourcing was established in 2004 and is now a respected name in the outsourced IT support services sector. Providing bespoke and fully managed Windows server solutions, Cardium Outsourcing caters for both SMEs and larger corporates. working with a range of clients operating in the tech, financial services, healthcare, retail, serviced and managed office and charitable industries.

    Managed IT Services Group is an IT and voice solutions provider based in Manchester. Over the past few years, the firm has implemented a buy and build strategy which has included the acquisitions of telecom services provider Nexbridge, telephone conference call provider Whypay and IT solutions provider Charles Street Solutions.

    Stephen Robinson, corporate finance director at PM+M, led on the deal and worked closely with Paul Monaghan, John Wilcock and Michael Carter – the joint shareholders of Cardium Outsourcing.

    PM+M provided a range of comprehensive advisory deal services including the drafting of heads of terms, accounting, negotiating on the commercial elements of the transaction and supporting on all legal matters. Other PM+M advisers were tax partner Roger Phillips, and accounting + advisory partner Andrew Cowking, who was assisted by Waqas Ali, James Cocker, and Sarah Farragher.

    Stephen Robinson commented: “It was great to be able to help Michael, Paul and John achieve their goal of a successful exit to a buyer who can take the business on to its next stage of development. The PM+M team worked hard to provide a multi-disciplinary approach that involved advice from our corporate finance, tax and accounting teams. We wish the Cardium shareholders and Managed IT Services Group all the best for the future and we look forward to seeing the business continue to flourish.”

     Michael Carter, Director at Cardium Outsourcing, said: “Our decision to exit the business comes after careful consideration and planning to ensure the continued success and growth of Cardium. I am confident that Managed IT Services Group Limited shares our values and vision, and their expertise will take Cardium to new heights. I want to express my gratitude to our customers, dedicated employees, and all stakeholders who have been instrumental in our journey thus far. I am excited about the prospects of Cardium under the new ownership and look forward to witnessing its continued success. Finally, I would like to thank Stephen and the whole PM+M team for the excellent result that they delivered for myself, Paul and John.”

    Rebecca McCann, Senior Associate in the Corporate team at Forbes Solicitors advised the shareholders on the sale of Cardium Outsourcing, leading on the legal process from heads of terms and due diligence, through to final negotiation of the transactional documents.  Helen Marsh, Partner in the Commercial Property team and Fern Gordon, Associate, in the Employment team also advised on the transaction. Rebecca commented: “It has been a pleasure working with Michael, John and Paul and supporting the wider team on this transaction. We wish everyone involved all the best for the future.”

    Hill Dickinson, Independence Capital and Cortus Advisory worked with Managed IT Services Group.

    Exit strategy – is a Management Buy-Out (MBO) right for you?

    If you are a business owner looking to exit your business, you have likely thought about potential exit routes and how you’ll realise your investment, but you may be unsure about which approach is best to help you achieve your goals. In our latest blog, we explore a management buyout (MBO) as a potential exit strategy, and the factors which could influence whether this route is right for you and your business.

    What is an MBO?

    An MBO involves the existing management team acquiring ownership from the current shareholders, usually the founder, often with the assistance of external financing sources such as bank debt or private equity. This approach allows the management team to take control of the business, leveraging their familiarity with operations and strategic vision to drive growth and profitability.

    There are various factors which would influence whether an MBO is viable for your business, including:

    The management team

    The strength, cohesion and completion of the management team is key to determining whether an MBO could be feasible. A capable management team, already running the business, with a deep understanding of the company’s operations, industry dynamics and market positioning places them as ideal candidates to acquire and lead the business moving forward.

    Reliance on vendor

    The level of reliance on the vendor (or current owners) can affect the feasibility of an MBO. Do they play a lead role in day-to-day operations, or can the business function independently, without their input? If it’s the latter, an MBO way be well-suited, however, if the vendor’s expertise or relationships are integral to the company’s success, a vendor should consider ‘managing themselves’ out of the business before reconsidering an MBO as an option. If this is not possible, then alternative exit strategies should be considered.

    Funding structure and availability

    A critical aspect of an MBO is the extent to which a vendor’s value aspiration can be met through an appropriate funding structure, as this determines the financial feasibility of the transaction. The management team would likely seek financing from a combination of sources e.g. equity contributions, debt or even vendor financing (by way of deferred consideration), the availability of which depends on various factors which can be explored during the feasibility phase.

    Ultimately, an MBO offers continuity, alignment of interests, autonomy for the management team and confidentiality, whereas alternatives such as a trade sale may provide access to a broader pool of potential buyers, higher valuations, and strategic synergies. Business owners must carefully evaluate these factors alongside their long-term objectives to determine the most suitable option for their business. It is important to speak to an experienced corporate finance adviser to seek advice on which financial transaction would be most appropriate to fit your requirements – providing tailored advice based on your specific circumstances, to ultimately help you achieve more.

    Get in touch

    If you are considering selling your business, speak to our corporate finance advisers at PM+M who will work with you to find the best exit strategy to help you realise your investment.

    PM+M is also a full-service firm, offering audit, accounts, cloud accounting, financial planning, payroll, and tax services. This means we collaborate to support our clients, offering a fully joined-up approach, all under one roof.

    If you would like to arrange a confidential conversation at a time to suit, including evenings or weekends, contact corporate finance manager Ryan Bilsborough by clicking the button below.

    Corporate finance adviser vs broker – what’s the difference?

    If you are considering selling your business, professionals like brokers and corporate finance advisers can play a significant role in helping you complete a successful sale, from finding an appropriate buyer to negotiating and completing the deal. When it comes time to choosing a professional to support you, it is important to know the difference between a broker and a corporate finance adviser, and what you can expect from working with them.

    What is the role of a broker?

    A broker’s role is to match a vendor and the acquirer to facilitate a sale of a business.

    Typically, you will meet with a sales representative who will talk you through the initial sales process, and once instructed, you will be passed on to a broker who will prepare a brief sales document which provides a high-level overview of the business. This document will then be shared with a large number of potentially unrelated parties.

    If this process identifies a buyer, the broker may assist with the initial deal negotiations up to the heads of terms stage but often, we have found through experience, the client will be left alone to work through the due diligence process.  Further discussions with advisers and negotiating the finer details of the sale directly are often left to the seller themselves. This is when working with a corporate finance adviser can be beneficial.

    What is the role of a corporate finance adviser?

    Typically, corporate finance advisers take the ‘lead adviser’ role, offering a qualified service and managing the transaction from start to finish. A lead adviser takes time to understand the business, its industry and its owners, and the factors which will maximise the value of the business. Ahead of commencing the sales process, the lead adviser will spend time identifying any issues which could negatively impact value, ensuring, where possible, that these are mitigated ahead of time.

    Similar to the broker, the corporate finance adviser will also prepare sales documentation but in the form of a comprehensive Information Memorandum – going into greater detail on key commercial and financial points of the business. When launching the business for sale, a lead adviser will use a highly targeted, confidential marketing strategy to identify potential buyers. Focus will be placed on those willing to pay a premium to acquire your business, rather than a ‘scatter gun’ approach which brokers may take. This quality over quantity approach maintains the confidentiality of the business sale, and reduces the risk of the acquisition becoming known to employees, customers, and suppliers.

    At PM+M, our corporate finance advisers will be with you every step of the way, from our initial introduction through initial sales and marketing strategy meetings through to attending each buyer meeting. Our advisers will work closely with you to negotiate a deal which you are satisfied with in both value and structure.

    Once a deal has been agreed, a broker will usually withdraw from the process and the key distinction between the two services becomes more evident. A corporate finance adviser will ‘project manage’ the process, liaising with other advisers involved in the sale, particularly your solicitors, to coordinate and lead on negotiations, whilst ensuring value is protected and where possible, maximising the consideration achieved for your business. Typically, transactions are complex in nature, and it is rare for all terms to be agreed from the outset. During the due diligence and legal process, as more information is uncovered about the target business, the buyer may seek to renegotiate terms and a corporate finance adviser will be on hand to react quickly if needed.

    Ultimately, the corporate finance adviser’s role is to support the client through the entire sale journey, from initial appointment through to successful sale.

    Get in touch

    If you are considering selling your business, speak to our corporate finance advisers at PM+M who will work closely with you throughout the process, managing communications, negotiations and offering value protection.

    PM+M is also a full-service firm, offering audit, accounts, cloud accounting, financial planning, payroll, and tax services. This means we collaborate to support our clients, offering a fully joined-up approach, all under one roof.

    If you would like to arrange a confidential conversation at a time to suit, including evenings or weekends, contact corporate finance manager Ryan Bilsborough by clicking the button below.

    Five questions business owners ask when selling their business

    The PM+M corporate finance team speak to many business owners who open their conversations with questions like ‘What is my business worth?’, ‘How long will it take to sell?’, ‘What is the sale process?’, and many more.

    There are many variables involved in valuing and selling a business, from sustainable performance, trading history, future opportunity, and company structure, to personal circumstances such as the reason for sale, retirement plans, desired timeframe, acceptable deal structure, plus much more.

    At PM+M, we take to time to understand you, your business and your future goals and objectives to ensure we can support you in achieving the outcome you require. In our latest blog, we highlight the five questions we are commonly asked when speaking to people interested in the possibility of selling their business.

    1. Is selling the right option?

    It’s important to remember that the decision to sell your business is a significant one, and there’s no one-size-fits-all answer. Take the time to thoroughly assess your situation, gather information, and consider the potential implications before making a choice.

    Reflect on your motives for selling, and what your alternatives may be.

    Whatever your reasons, you should keep your end goal in mind at every step. Whether you have a minimum necessary consideration or a deadline you want to exit by, these objectives will make the process more focused. You should be prepared for the deal to take six to nine months at least, so getting prepared early will be crucial to reaching your goals.

    2. When is the best time to sell?

    Deciding to sell a business is an extremely personal decision and the factors at play will differ from person to person. Determining the best time to sell your business involves a combination of internal and external factors. While there’s no one-size-fits-all answer, some factors to consider are:

    • Financial performance: Selling when your business is experiencing strong revenue and profit growth can make it more attractive to potential buyers and increase its valuation. Buyers prefer businesses with a history of consistent financial performance, so consider selling when your business has a track record of stable earnings.
    • Industry and market conditions: Assess whether there’s a demand for businesses like yours in the market. Selling when demand is high can attract more buyers.
    • Personal and lifestyle goals: Consider your own readiness to sell. Are you looking to retire, start a new venture, or make a lifestyle change?
    • Tax implications: Consult with a tax adviser to understand the tax implications of the sale.  It is crucial to understand net as well as gross proceeds.

    Ultimately, the best time to sell will depend on a combination of these factors, as well as your individual circumstances and goals. It’s important to consult with professionals to get a comprehensive understanding of the current market conditions and the potential impact on your business’s value.

    3. How do I know how much my business is worth?

    Business owners often want to understand the fair market value of their business before selling. This involves assessing the company’s financials, assets, liabilities, growth prospects, industry trends, and recent comparable sales. A professional adviser can help ensure a more credible valuation that takes into account all relevant factors.

    4. What should I do to prepare for the sale process?

    Preparing your business for the sale process is crucial to maximise its value, attract qualified buyers, and ensure a smooth transition. Consider the following:

    Financial preparation: Ensure your financial records are accurate, up-to-date, and well-organised. Consider the preparation of detailed management accounts and provide detailed financial projections that showcase the business’s potential for growth and profitability. Address any unresolved financial issues, discrepancies, or liabilities that could deter potential buyers.

    Systems and controls: make sure all systems are transparent and easily accessed. Consider whether further management information systems or financial controls should be introduced. Also create detailed documentation of key business processes, workflows, and operating procedures to demonstrate that the business can operate smoothly without your direct involvement.

    Key contracts: review all material contracts and ensure they are available for the due diligence process.

    Management and employees: plan for your departure from the business with a succession plan. It is important that the management team are prepared to continue after the sale. This will help ensure a smooth transition and help give potential purchasers reassurance.

    Remember that the preparation process can take time, so it’s advisable to start early. Thorough preparation increases the likelihood of a successful sale and a positive transition for both you and the new owner.

    5. Should I seek advisers to assist with the sale?

    Selling a business is a complex process that involves legal, financial, and strategic considerations. Professional advisers can provide valuable expertise, guidance, and support to ensure that the sale goes smoothly and that you achieve the best possible outcome.

    They can advise on the valuation of the company, compile an information memorandum for potential investors, assist with facilitating due diligence information, shape the transaction and maintain value protection throughout the process. Taking tax advice is also fundamental to ensure that the sale is structured in the best possible way.

    Be sure to select advisers you trust, and that you will have a good working relationship with. Remember that each business is unique, and your needs may vary based on the size of your business, the industry you’re in, and your personal circumstances. The expertise of these advisers can significantly enhance your chances of a successful sale and a smooth transition. It’s important to carefully choose advisers with relevant experience and a proven track record in business sales.

    There are many aspects to consider when thinking about selling a business. Early planning is essential to ensure you achieve the best sale price, minimise risks and optimise your tax position. Our advice is to engage with experienced professionals from the outset who will guide you through the sale process, from valuation through to negotiation and due diligence, providing invaluable insights on how to achieve a successful sale and ultimately helping you realise your future objectives.

    Working collaboratively with our accounting, tax and financial planning specialists, the PM+M corporate finance team have capabilities to provide services for the whole business life cycle ensuring the desired outcomes are achieved.

    If you are thinking about selling your business, want to know how much your business is worth, want to discuss your specific situation in more detail, or anything else corporate finance related, please get in touch by emailing: ryan.bilsborough@pmm.co.uk.