2018 new structure new focus new opportunity - home | jdc corporate … · 2019. 2. 13. ·...

24
2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY

Upload: others

Post on 23-Aug-2020

0 views

Category:

Documents


0 download

TRANSCRIPT

Page 1: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

2018 NEW STRUCTURENEW FOCUSNEW OPPORTUNITY

Page 2: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

www.jdccorporatefi nance.co.uk2 www.jdccorporatefi nance.co.uk

Raising the bar

Page 3: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

1Raising the bar

Introduction - a few words from our directors

JON DODGE FCA CF MEWI jd@jdc-corpfi n.co.uk

DAVE HOWES FCA MBA CF dh@jdc-corpfi n.co.uk

CHRIS ADLAM FCCA ca@jdc-corpfi n.co.uk

Jon formed JDC in 2004 and is the fi rm’s Managing Director. He has over 25 years’ experience and has acted as lead adviser on well over 100 sale and purchase transactions, has structured many minority shareholder exits and is a key adviser to many business owners. He has given expert share valuation evidence on over 800 occasions.

“In this annual review we have once again deliberately focussed not on what we CAN do but what we HAVE done in 2018. So, in another busy year I am pleased to report that we were instructed on 38 new transaction and business growth assignments, 40 expert witness assignments (through our sister business WDF) and continued to advise a retained client base of over 120 businesses on an ongoing basis.

In addition, in 2018 I took huge personal satisfaction from the implementation of our own restructuring, more on which at pages 4 and 5 of this review.

I would like to personally thank all of our clients (we are proud to be able to present a sample of some of their stories in this review) and of course our loyal team members for their continuing contribution to our business. We would truly be nothing without you.”

Dave is JDC’s Director of Corporate Finance. He has spent over 10 years advising clients across East Anglia and has acted as a lead adviser on transactions across a range of sectors with deal sizes from £2m to £100m+. Dave also has signifi cant experience in providing pre-transaction advice to clients on how to maximise shareholder value.

“2018 has been another very successful year for JDC on a number of levels. Against the backdrop of Brexit uncertainty, we have delivered outstanding results for our clients including unlocking international buyers and raising signifi cant debt and equity funds to support investment and management buy outs.

We continue to provide the highest quality advice and expertise to ensure our projects and transactions achieve successful outcomes. I am proud that we have been able to fi nd solutions for our clients on a number of occasions over the last 12 months, where other advisers have failed.

I was thrilled to be involved in our own transaction in 2018 and look forward to delivering our own business plan in 2019 and beyond to become one of the leading advisory boutiques in the UK.”

Chris has over 20 years’ experience in advising and managing businesses through all stages of the corporate cycle. He is JDC’s Director of Business Growth Services. Chris has completed countless independent business reviews, refi nancing projects and due diligence reports on behalf of lenders, private equity owners and business acquirers.

“I am really proud of the comments in this brochure because they show the great strength and experience we have within our team. This feedback from satisfi ed clients is how we measure our own success and has been achieved over a wide range of diff erent deals and advisory work from businesses across the region.

As well as the great deals we have completed and the expansion of our fantastic team, for me personally, 2018 has been a transformational year. In April this year I was delighted to have the opportunity to become a shareholder of the business alongside others in the senior management team.

This marks the next stage in our growth and development as a business and alongside the opening of our Essex offi ce, we now have a fantastic platform to continue supporting businesses into 2019 and beyond.”

Page 4: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

www.jdccorporatefi nance.co.uk2

Meet our expanding team

TONY LONGMAN CTA tl@jdc-corpfi n.co.uk

RYAN SYMONDS ACCA rs@jdc-corpfi n.co.uk

JAMES COOPER ACA CF jrc@jdc-corpfi n.co.uk

Tony is JDC’s Tax Director. He has over 25 years’ experience as a specialist tax adviser and before joining JDC led specialist tax advisory teams at KPMG and Grant Thornton. His particular focus is on tax planning for shareholders and their businesses, particularly in relation to transactions and reorganisations.

Ryan qualifi ed as a Chartered Certifi ed Accountant in 2013. He has over nine years’ practice experience and has managed several successful transactions since joining JDC in 2014 and has particular knowledge of private equity structures.

James is a Chartered Accountant and was the highest placed candidate in the UK in the ICAEW Corporate Finance exams in 2015. He has specialised in corporate fi nance work for fi ve years and joined JDC in 2016.

JANET PARKER MBA jp@jdc-corpfi n.co.uk

ADAM CROFT ac@jdc-corpfi n.co.uk

Janet is a qualifi ed accountant with a Masters in Business Administration. She joined JDC in 2006. Janet has over 30 years’ experience in the accountancy and business advisory profession and is a trusted adviser to many JDC clients.

Adam is an out and out transaction specialist and has been involved in or led over 100 sales transactions of companies in the £2m to £50m turnover range.

Page 5: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

3Raising the bar

ALEX HUNTON ACA ah@jdc-corpfi n.co.uk

MATT FIELD CTA mf@jdc-corpfi n.co.uk

ROB WHITEFOOT FCA rgw@jdc-corpfi n.co.uk

Alex qualifi ed as a Chartered Accountant in 2016. He joined JDC in 2017 from Larking Gowen where he was in charge of a portfolio of clients and now assists on a wide range of transaction and advisory projects.

Matt is a chartered tax adviser with six years’ post qualifi cation experience. He specialises in tax advisory work and joined from Grant Thornton in August 2018.

Rob is a Chartered Accountant with 16 years’ post-qualifi cation experience of handling the tax and business aff airs of a varied portfolio of clients. He joined JDC in 2018.

EMMA DIXON FCCA ed@jdc-corpfi n.co.uk

JOANNE PRICE FCA jlp@jdc-corpfi n.co.uk

Emma is a Fellow of the Association of Chartered Certifi ed Accountants and has over six years’ post qualifi cation experience. She joined JDC in 2016 and is a member of our corporate advisory team.

Jo joined JDC in 2018, having previously worked in an advisory capacity in a top 10 national accountancy fi rm. Jo has over 14 years’ experience of managing projects across all stages of the corporate life cycle.

Page 6: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

www.jdccorporatefi nance.co.uk4

Since the formation of JDC and WDF back in 2004, the raison d’etre of both fi rms has been to provide a high quality service to our clients, delivered with expertise, integrity, energy and (I hope) some passion. I like to think that this focus, together with our uniquely specialist market position, have been the key qualities that have set us apart as a professional services fi rm from day one. Our key point of diff erence. Our USP.

In 2018, it was fantastic to continue our innovative journey through the successful completion of our own expansion and succession plan, implementing a radical (for a professional services fi rm) new ownership model (forming a new group structure and moving from 1 to 7 shareholders overnight) for the benefi t of all of our valued team members.

We plan to develop our new structure by extending ownership within the team still further and attracting new talent to the fi rm through the unique career advancement opportunities that we are now able to off er. I am delighted that since the implementation of our plan, we have already made three further “top-drawer” appointments to the team.

From a client perspective, I believe that pre-transaction we had already developed the most knowledgeable team of experts in our areas of specialist work within our wider region. That experience has now been strengthened in a very personal way through the completion of our own transaction. Empathy and personal experience should make us even better advisers to any of our clients considering a similar transaction.

From a market perspective, whilst remaining mindful of our niche position, we are proud to still be the only truly specialist fi rm of business growth, tax and corporate fi nance advisers in our region and remain fully committed to maintaining our own growth and independence.

As a professional practice heading into 2019 under our new ownership structure, we are far from complacent. We are still committed to our core values and will continue to work as hard as ever for our clients. I believe that if we stick to these objectives, the journey over the next few years should be as exciting, fulfi lling and successful as the last 15.

Onwards and Upwards!

Jon Dodge FCA CF

About our deal - a personal view

Page 7: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

5Raising the bar

SectorProfessional Services

LocationEast Anglia

DealExpansion & Succession Plan

The business

Formed in 2004 by Jon Dodge, JDC Corporate Finance is the leading independent corporate fi nance and advisory practice in East Anglia.

JDC advises business owners on disposals to trade and private equity purchasers, acquisition mandates, MBOs, succession planning and business growth.

The fi rm’s sister business, Walton Dodge Forensic has a national reach and provides independent expert witness and valuation services in contentious litigation cases and to private clients.

The deal

Implementation of a succession plan and shareholder reorganisation to provide a springboard for further growth.

Ownership extended beyond founder Jon Dodge to include a further six members of the professional team.

Dave Howes and Chris Adlam join the Boards of both businesses alongside Jon Dodge.

JDC value add

Designing a suitable structure to include both businesses and to motivate and incentivise both the founder and the incoming shareholder group.

Preparing a three year business plan and fi nancial model to support the growth plans and ensure the buy-in of all parties.

Obtaining the requisite tax clearances for the transaction.

Breaking the traditional mould in achieving a radical shared equity ownership model in a fast expanding and successful professional fi rm.

Founder’s overview“From my perspective as the founder of an entrepreneurial business, it is great to have successfully implemented our own changes so e� ectively and in a way that I believe breaks the mould for a professional accountancy practice in our region. This reorganisation represents a real milestone in the development of JDC and WDF and I am delighted we have successfully completed it. It is a real achievement for the whole team.”

Jon Dodge, Founder

Implementation of Expansion and Succession Plan

Page 8: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

www.jdccorporatefinance.co.uk6

Some 2018 case studiesIn the following pages we have summarised in a bit more detail some of the exciting projects we have worked on with our clients over the last year.

Page 9: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

7Raising the bar

2018 in summary

Shareholder re-organisation and succession planning projects, including founder shareholder exits and tax planning solutions.

Acquisition due diligence and pre-investment reviews.

Major business growth and refinancing projects alongside the ongoing corporate advisory services provided to many of our retained clients.

Full corporate sales mandates.

Specialist share valuation assignments including those undertaken through our sister company Walton Dodge Forensic.

Private equity transactions.

831015

402

Page 10: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

www.jdccorporatefi nance.co.uk8

SectorEngineering

LocationNorwich, Norfolk

DealTrade Disposal

The business

One of East Anglia’s leading independent precision engineers, off ering a diverse product range to customers operating within the specialist subsea telecoms and automotive markets.

History dating back to 1970s with few competitors able to illustrate such a track record of longevity and continuous success.

Operating from premises in Norwich, the business had become constrained by resources and were unable to crystallise growth opportunities.

The deal

Sale of 100% of the shares to Milltech Precision Engineering Ltd, a local competitor who are a subsidiary of the Indutrade Group.

Indutrade are a Swedish based Plc, listed on the Nasdaw Stockholm, with the Group consisting of 200 subsidiaries in 31 countries across four continents.

Signifi cant cash consideration payable on day one, with continued commitment from the purchaser to the current operation and employment of staff .

JDC value add

Fully understood the market dynamics, identifying the strategic buyers and how best to present the company in order to enhance value perceptions.

Created a detailed information memorandum document to present the company and the numerous growth opportunities in a professional and credible manner.

Negotiated a deal that surpassed the vendors’ expectations, managed a comprehensive diligence exercise and acted as lead advisers through every stage.

R.A. Howarth on JDC“From our fi rst meeting with Jon and Adam to discuss our plans for an exit, we found them to be honest and straightforward, giving us a clear indication of what would be involved in a sale, with a genuine desire to help us achieve our goals.

Jon and Adam were key to getting the deal across the line, speaking to us on a daily basis and working tirelessly to ensure all of the parties involved worked within the set deadline. We completed the sale of our company seven months after instructing JDC and would highly recommend their services to business owners who are looking for high quality, value for money advice that is delivered in a personable manner.”

Andrew Randall,R.A. Howarth (Engineering)

Trade Sale of R.A. Howarth (Engineering)

Page 11: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

9Raising the bar

SectorAutomotive /Facilities Management

LocationBasildon, Essex

DealDebt Funded MBO

The business

Established in 1984, Motorclean is one of the UK’s largest suppliers of cleaning, facilities management and ancillary services to the motor industry.

Headquartered in Basildon, Essex, the business provides services to motor dealerships and customers nationwide and in the past fi ve years has doubled its turnover from £25m to £50m.

The Group is headed by a highly experienced management team who have ambitions to keep growing the business over the next few years.

The deal

£13m+ debt funded MBO with existing management team taking full control and ownership of the business.

Previous fi nancial investors exit the business and management increase shareholding from minority positions to controlling stakes.

Signifi cant working capital facility secured allowing the business to continue to accelerate its growth plans.

JDC value add

Preparing and stress-testing the fi nancial forecasts and presenting the business to a selection of lenders in order to secure a range of credit-backed funding off ers.

Analysing and presenting the diff erent off ers to management and negotiating improved terms to provide the best possible lending solution.

Acting as lead adviser throughout the process and negotiating suitable commercial terms with the previous majority owners.

Motorclean on JDC“The service provided by Chris and Ryan was exceptional. The competitive process they ran and their connections with lenders across the region meant we had a range of lending options to choose from and we are in no doubt that we have secured the best possible fi nancing deal.

JDC’s advice was clear and consistent throughout a complex process and as a management team we would highly recommend them to anyone looking for advisers who can make a real di� erence and add value to their business.”

David Warren, Managing Director of Motorclean

Debt Funded MBO of Motorclean

Page 12: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

www.jdccorporatefi nance.co.uk10

SectorHealthcare

LocationSuffolk

DealTrade Disposal

The business

A leading small animal practice founded in 1991 by Josh and Liz Lida, servicing Newmarket and the surrounding areas.

Reputation for off ering high quality 24/7 care utilising modern medical treatments and equipment.

Operated from refurbished modern premises strategically located off the main high street in the heart of Newmarket.

Huge opportunities for further expansion.

The deal

Trade and asset sale to the Linnaeus Group who were recently acquired by Mars Petcare.

Linnaeus is one of the UK’s leading veterinary groups with c.90 practices including fi ve specialised referral centres.

Cash on completion transaction, with continued commitment from Linnaeus to the current practice, its growth prospects and staff .

JDC value add

Fully understood the market dynamics to take advantage of a strategic opportunity in the market in order to maximise value for the shareholders.

Identifying the opportunity, drafting and releasing the Information Memorandum and signing Heads of Terms was completed in two weeks.

Acted as hands-on lead advisers through every stage of the sale process from start to fi nish.

Lida Vets on JDC“I engaged JDC after doing thorough research into the market to identify the best corporate fi nance fi rm in the eastern region for my business.

After having now been through the process, I have to say that I am so pleased I appointed JDC. Dave and Adam unlocked and delivered an exceptional deal, well in excess of what I had hoped for and supported me hands-on throughout the whole process.

It has been a pleasure working with them and I would not hesitate to recommend JDC to any business considering a sale.”

Josh Lida, Director of Ideal Vets Ltd

trading as Lida Vets

Trade Sale of Lida Vets

Page 13: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

11Raising the bar

SectorFinancial Services

LocationNorwich, UK

DealStrategic Partnership

The business

One of East Anglia’s leading fi rms of chartered independent fi nancial advisers.

Winner of the Gold Standard for independent fi nancial advice in 2018.

Headquartered in Norwich, with offi ces in Lowestoft and Wisbech.

The deal

The restructure of Almary Green Investments to form a closer working relationship with Smith & Pinching.

An initial capital investment by Smith & Pinching followed by a mutual commitment to combine shareholdings.

Continued shared focus to grow the enlarged business by sharing premises and resources.

JDC value add

Advised on the various milestones of the deal and the tax implications for the shareholder of Almary Green.

Suggesting amendments to the draft agreement to optimise tax outcome for the shareholder and avoid tax pitfalls.

Worked closely with the shareholder’s legal advisers to provide timely advice.

Almary Green on JDC“Tony & Matt from JDC helped me navigate through a technical fi nancial minefi eld & also helped the respective legal representatives have a top down fi nancial view which assisted in concluding the deal in a timely fashion.”

Carl Lamb, Managing Director of Almary Green Investments

Merger of Almary Green Investments

Page 14: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

www.jdccorporatefi nance.co.uk12

SectorFood & Beverage

LocationNorfolk

DealDebt Funded MBO

The business

Formed in 1998, Big Prawn is a leading supplier of high quality seafood and shellfi sh to retailers and food service businesses across the UK.

Headquartered from a purpose built facility in Norfolk, the business provides an award winning range of own branded and branded products, underpinned by continuous innovative new product development, to the majority of the leading retailers in the UK.

Big Prawn’s last accounts reported revenues and adjusted EBITDA of £37.6m and £2.1m respectively.

The deal

A debt funded MBO with founding shareholders securing a partial exit, with signifi cant levels of cash out and ring fenced consideration.

Founding shareholders retained a signifi cant equity stake, remaining the largest shareholders in the business on a future exit.

Signifi cant working capital facilities were secured with HSBC, allowing the business to continue to accelerate its exciting growth plans.

JDC value add

Designing and advising on an attractive MBO structure and obtaining requisite tax clearances to ensure shareholders obtained entrepreneurs’ relief.

Preparing and stress testing a fully integrated fi nancial forecast, presenting the business to its funder, leading negotiations to secure a credit backed funding off er and project managing the external due diligence process.

Advising on the commercial and tax aspects of the deal and acting as lead adviser throughout the process to drive the deal to a very successful outcome.

The Big Prawn Co on JDC “Having worked with London based Corporate Finance houses in the past, we felt we needed something local, with a more tailored and personal approach. On recommendations from HSBC, we opened discussions with JDC, who promised a more hands on approach with no shortage of e� ort and time. I can honestly say they did not let us down; they were professional, extremely attentive and supportive. They found the right solutions and engaged relentlessly with the management team, banks and lawyers to achieve a smooth conclusion. I very much enjoyed working with Dave, Tony, James and the JDC team and have every intention of continuing with this relationship. Thank you JDC.”

Sean O’Hanlon, Founder of The Big Prawn Co

Debt Funded MBOof The Big Prawn Co.

Page 15: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

13Raising the bar

SectorServices

LocationSuffolk

DealTrade Disposal

The business

BTS Group is the UK’s award winning leading independent provider of vegetation control services within an Ofgem regulated market with high barriers to entry.

TBF Traffi c is a traffi c management specialist for low and high speed control, and TBF Scaff olding provide scaff olding for small and large scale projects across East Anglia.

History dating back to the 1980s operating from strategically located sites across England and Scotland.

The deal

Sale of 100% of the shares in BTS Group and TBF to RSK Group, a leading provider of engineering and environmental consultancy and technical support services.

RSK are a £100m+ turnover group, becoming one of Europe’s leading multidisciplinary environmental consultancies, consisting of over 50 subsidiaries.

Signifi cant cash consideration payable on day one, with continued commitment from the purchaser to the current operation and employment of staff .

JDC value add

Identifi ed a wide range of strategic buyers and presented the Group in a professional information memorandum, highlighting the numerous tangible growth opportunities.

Acted as lead advisers through every stage, chairing management presentation meetings with interested parties and project managing the process through diligence.

Negotiated and secured a deal that met the shareholders’ expectations, with upside structures for management to benefi t from future growth.

BTS Group on JDC“We had never had any dealings with JDC prior to meeting with Dave and Adam, but from the outset I found them to be honest and straightforward and everything they said they would do at our fi rst meeting they delivered.

JDC identifi ed a buyer who we would never had thought to approach ourselves and worked hard to negotiate a deal which was in line with our aspirations. Dave and Adam were involved at every stage and present at every meeting and their hands-on, personal approach throughout the process was a big reason why the deal happened within a sensible time frame.”

Hal McCallum, Managing Director of BTS Group

Trade Sale of BTS Group

Page 16: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

www.jdccorporatefi nance.co.uk14

SectorOil, Gas, Renewables & Infrastructure

LocationNorfolk

DealCapital Restructuring

The business

A leading service provider to Oil & Gas, Clean Energy and Civils & Infrastructure industries.

Headquartered in Great Yarmouth, UK, with Scottish, USA and Middle East based facilities.

Founded in 2014, Stowen has become a fast growing, international business.

The deal

Implementation of a new capital structure to allow participation of key staff whilst ring fencing existing value created for founding shareholders.

Enterprise Management Incentive (“EMI”) share option scheme introduced alongside the new structure.

Capital structure designed to support the growth of the business and allow future equity participation by the senior management team.

JDC value add

Designing and implementing a new capital structure.

Providing a fl exible capital structure for future equity participation as required.

Ensuring new capital structure obtained HMRC tax clearance and was tax eff ective for the Group and individuals.

Liaising with HMRC for EMI Valuation approval.

Modelling the new capital structure for future capital growth.

Stowen Group on JDC“JDC have acted for the Stowen Group since 2015 and have become a trusted adviser.

The advice JDC provided was instrumental in creating a structure that met everyone’s aspirations and guiding us through every step of the restructuring.

We would highly recommend JDC to anyone looking for corporate fi nance or restructuring advice.”

Mathew Owen,CEO of Stowen Group

Capital Restructuring of Stowen Group

Page 17: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

15Raising the bar

SectorRecycling

LocationSuffolk

DealTrade Disposal

The business

Leading independent polythene recycler, with production capacity of 10,000 tonnes per year.

Recognised reputation UK wide for its manufacturing quality and recycling services.

Family owned and run business since being established in 1962.

Strong platform for future growth with signifi cant market opportunities.

The deal

Sale of 100% of the shares to trade acquirer.

Full cash consideration payable on day one with continued commitment from the purchaser to the current operations and employees.

Part of the ownership team to remain in place post-deal to ensure a smooth transition period and continued growth of the business.

JDC value add

Acted as lead adviser and supported the transaction from start to a successful completion.

Supported the management team through the transaction to ensure all timescales and deliverables were met whilst minimising their distraction from the day to day running of the business.

Ensured the transaction was structured in a tax effi cient manner for the exiting shareholders.

Chase Plastics on JDC“JDC have acted for Chase Plastics since 2008 and have supported the business throughout its development.

Once we received an approach to acquire the business we did not hesitate to instruct JDC to act as our lead adviser and support us through the transaction.

Jon, Janet and the whole JDC team provided invaluable advice and support throughout and I would highly recommend JDC to any business seeking long term advisers or considering a transaction.”

Jessica Baker,Managing Director

of Chase Plastics

Trade Saleof Chase Plastics

Page 18: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

www.jdccorporatefi nance.co.uk16

SectorCommunications

LocationLondon

DealCapital Restructuring

The business

A London based agency specialising in research based customer communications.

Headquartered in Farringdon and successfully looking after the needs of a blue chip client portfolio since 1991.

“MiC take our ideas to another level and make our communications more impactful” – Google representative.

The deal

Acquisition by one of three founder shareholders of a 100% ownership of the business.

Co-founding shareholder moving on in an amicable re-organisation with structure designed to ensure continuous smooth operation of the business.

Company left brilliantly positioned for a new chapter of growth and development.

JDC value add

Acted for the shareholders in their MBO in 2007 and now through two subsequent share re-organisations.

Planned and structured the agreed exit route for the departing shareholder, and implemented the introduction of a new parent company as part of the restructuring process.

Provided all tax planning advice and obtained all necessary tax clearances.

Make it Clear on JDC“Over a period of 12 years JDC have guided us through our original MBO and now through two further re-organisations. Their deal advice and knowledge has been excellent throughout.

Along the way, JDC have also delivered great ongoing business advice and have always been there for us when needed.

I really could not recommend them more highly.”

Sarah Edwards, Director of Make it Clear

Capital Restructuring of Make it Clear

Page 19: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

17Raising the bar

SectorInfrastructure & Telecommunications

LocationUK

DealStrategic Review & Refi nancing

The business

One of the UK’s leading independent telecom providers, specialising in providing project management services and end to end solutions for the UK’s mobile and fi xed line network operators.

The company has grown to provide the full range of infrastructure services encompassing acquisition, design, build and fi xed line, servicing a number of major blue chip customers.

Located in strategic locations across the UK.

The situation

Company had reached an important stage in its life cycle, with numerous opportunities within their market space.

Requirement for the shareholders and management team to be presented with the full range of options open to them in order to evaluate and defi ne a plan to crystallise the next stage of growth to maximise shareholder value.

Signifi cant investment by directors to date, with further development and working capital required to unlock growth.

JDC value add

Evaluated the company’s current and future position, assessing the key value drivers, areas of risk and reviewing the full range of options.

Worked with management to create a comprehensive three year business plan with detailed fi nancial forecasts that were able to stand up to third party scrutiny.

Presented the full range of funding options to the directors including debt and equity structures to allow the directors to make an informed decision before securing a new facility from HSBC.

Project Network on JDC“We met with a number of corporate fi nance advisers in the region to assess what each had to o� er. From our fi rst meeting with JDC it was clear that their hands-on senior led service was the di� erential to competitors.

JDC took the time to understand our business and provided us with the options available. They assisted us in presenting our business plan to funders where we secured the necessary funding to fulfi l our ambitious growth plans.

We look forward to continuing to work with JDC to achieve our objectives and would highly recommend them to SME owners seeking advisers who can add real value.”

Director of Project Network

Refi nancing of Project Network

CONFIDENTIAL

Page 20: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

www.jdccorporatefi nance.co.uk18

SectorTechnology & Software

LocationNorfolk

DealTrade Disposal

The business

A leading specialist health technology and software company.

Founded in 2000 by Jon Witte and based in Norfolk.

Established reputation within the healthcare market for innovative software development.

Unique platform for future growth with signifi cant market opportunities through digitalising healthcare.

The deal

100% share sale of Wiggly-Amps to Boots UK.

Boots UK is the country’s largest pharmacy led health and beauty retailer and is part of Walgreens Boots Alliance Inc.

The deal was structured to meet the requirements of the shareholders and acquirer.

As a part of the deal, certain IP and business streams were demerged by the existing shareholders to be delivered through two new companies - Engage Health Systems Ltd and Little Green Button Ltd.

JDC value add

Acted as lead adviser throughout every stage of the transaction.

JDC supported the management team in all aspects of the transaction to minimise distraction of the directors from the business.

Negotiated the price and a deal structure (including demerger) that aligned the interests of all parties.

Provided tax planning to ensure shareholders obtained the most tax effective solution through qualifying for entrepreneurs’ relief.

Wiggly-Amps on JDC“JDC have been a long-term adviser to Wiggly Amps and provided invaluable advice, support and deal management which enabled us to close the transaction in a short time frame.

I genuinely could not have asked for a more balanced, accommodating and professional service. There is no doubt that their focus and commitment were vital to us getting the deal done.

I would highly recommend JDC to any business owner considering their options or selling their company.”

Jon Witte, Managing Director of Wiggly-Amps

Trade Sale of Wiggly Amps

Page 21: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

19Raising the bar

A reminder of our specialist services

Private Equity

Whether a first time purchaser, a serial acquirer or an MBO/MBI team, we have the knowledge and experience to assist in all aspects of the acquisition process including:

target searches  • target appraisal  • valuations  • funding  • due diligence  • negotiation  • deal structuring • integration strategy.

Through our business growth services we provide external advice or hands-on interim management support to a wide range of clients. Our services include:

business plans • financial projections • refinancing • tailored MI  • non-exec services  • cash flow management • development strategy • turnaround.

We specialise in advising on full, partial or structured exits, retirement sales, divestments and equity release. Our services include:

pre-sale advice and preparation  • information memoranda • contacting targets  • negotiating and structuring the deal • advising on post deal issues • accelerated M&A.

The restructuring of a company or a group of companies involves financial, structural, strategic and tax based considerations. We are specialists in:

financial restructuring and refinancing • de-mergers • divestments • succession planning • capital extraction including company purchase of own shares.

We are very well connected to many private equity and venture capital funds and focus on matching the best placed investor to the right deal. We can help with:

pre-investment preparation • deliverable deal structures and IRR models  • investor profiling  • business plans and sensitised financial models  • leading management presentations • negotiating the deal • project management • advising on post deal issues.

Understanding the tax planning opportunities and avoiding tax traps and pitfalls is at the core of all our planning work. We are specialists in:

corporate reconstruction  • share option arrangements • investment and re-investment relief • tax effective income extraction • tax effective capital extraction • inheritance tax planning • specialist tax clearances.

Specialist Tax

ReorganisationsDisposals

Acquisitions Business Growth

Page 22: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

www.jdccorporatefi nance.co.uk20

FAQs

What is your track record?The team at JDC have successfully completed over 300 company sale and purchase transactions, devised and implemented numerous shareholder re-organisations and succession strategies and have a long track record as valued ‘go-to’ advisers to a diverse client base. We believe our track record is pretty hard to beat.

What makes you preferable to other fi rms we might choose?The specialist experience of our team. Our senior led, hands-on approach. Our energy and desire to achieve the best result for our clients and our focus on quality advice. We are passionate about the delivery of a quality service with absolute integrity.

Is there a geographical limitation on your work?No, we work across the UK. Our offi ce bases are in Norwich, Chelmsford and London.

How much will the initial meeting cost us?Nothing. We make a signifi cant investment of time into fi rst meetings and are focussed on identifying the right advice as early as possible. We believe that after spending a few hours with us, you will see the real value we could add to your business.

We will not look to engage a new client unless we truly believe we can add value and deliver success. Our integrity as a fi rm is built on open and honest advice from day one.

What are your fees like?Very fair. Very competitive. As an independent fi rm, we are able to off er a tailored, bespoke service that incentivises us to deliver the best deal for our clients and

signifi cant value for money. We work hard to structure our fees in ways that work for our clients.

How do we contact you confi dentially?

Where?Dencora Court2 Meridian WayNorwichNR7 0TAt: 01603 703177

The Dutch BarnOld Park FarmFord EndCM3 1LNt: 01245 210310

e: info@jdc-corpfi n.co.uk

Who?The personal email addresses of our senior team are included on the team page of this review. Alternatively, visit our website for telephone contact details or in the fi rst instance contact one of our service line directors below:

Jon Dodge FCA CF MEWI

m: 07775 696809e: jd@jdc-corpfi n.co.uk

Tony Longman CTA

m: 07342 887680e: tl@jdc-corpfi n.co.uk

Dave Howes FCA MBA CF

m: 07500 858143e: dh@jdc-corpfi n.co.uk

Chris Adlam FCCA

m: 07786 166927e: ca@jdc-corpfi n.co.uk

Page 23: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

Raising the bar

Page 24: 2018 NEW STRUCTURE NEW FOCUS NEW OPPORTUNITY - Home | JDC Corporate … · 2019. 2. 13. · corporate advisory team. Jo joined JDC in 2018, having previously worked in an advisory

Main Office

Dencora Court2 Meridian WayNorwichNR7 0TA

Essex Office

Office A, The Dutch BarnOld Park FarmFord EndCM3 1LN

Also at

3 Gray’s Inn SquareLondonWC1R 5AH

Raising the bar

JDC Corporate Finance is not authorised under the Financial Services and Markets Act 2000 but we are licensed by the Institute of Chartered Accountants in England and Wales and are able in certain circumstances to offer a limited range of investment services to clients. We can provide these investment services if they are an incidental part of the professional services we have been engaged to provide.