We are delighted to announce the successful acquisition of software as a service business, Teamseer Limited, by the Access Group. Teamseer is the leading absence management solution to both SME’s and blue chip clients. The solution automates the entire absence management process, providing HR, senior executives and line managers with visibility and control of staff availability across the organisation. TeamSeer, which has won software satisfaction awards for two years running in both the SME and enterprise categories, is prized for its straight forward web-based scheduling and synchronisation with Microsoft Outlook calendars.

Peter Wake, founder of TeamSeer, commented, “This is an exciting move for both companies and is the perfect springboard to take TeamSeer to the next level in its evolution. Now we’ll be able to harness the resources of Access Group, cementing an exciting future for our HR solution. This is a great day for us and for our customers alike.”

Bayne said, “TeamSeer complements our human resources solution SelectHR and is perfectly suited for transient workforce and fast moving projects. This provides a simple and easy way to build teams based on experience and availability to improve project profitability.

“Unlike its peers in the SaaS industry, TeamSeer has demonstrated strong growth with plenty of future potential; it’s the perfect solution for organisations with diverse workforces spread over multiple offices, as well as mobile working and outsourced projects; trends which are set to continue,” concluded Bayne.

The Rockworth team, led by Lawrence Price, worked with Peter Wake for a significant period during the build-up to the transaction, and acted as sole lead advisor throughout the process culminating in a successful completion. Access Group, owned by Lyceum Capital, were advised by PWC and Maxwell Winward, Rockworth worked closely alongside Taylor Vinters helping to successfully complete the Teamseer sale to the Access Group.

Rockworth recently advised the team at Oxford nanoSystems, a developer of cutting edge nanocoating technologies, on its private placing that will provide funds to take the company through to its next stage of development.

Based at the European Space Agency Business Incubation Centre in Harwell Oxford, Oxford nanoSystems are using emerging technologies to refine longstanding heat transfer techniques for consumer and industrial platforms.  The company has already won awards not only from ESA but also from national grant awarding bodies providing expertise and facilities as well as funding alongside the equity investments.

Client Business

The Almanac Gallery is one of the leading brands within the UK Greeting Card industry.  Founded in the early 1990′s by Honor Williams and her husband Darryl the business grew successfully on the basis of its core style and association with high quality art.  Based in central London, the company has well over 500 retail customers which include the likes of John Lewis and Selfridges amongst other national retailers as well as many ‘independents’.  The business has also developed a strong reputation in the charity card sector and again has built long-standing relationships with some of the UK’s best-known charities such RNLI and The World Wildlife Fund.

Deal Process

Lawrence began working with Honor Williams, the owner of The Almanac Gallery a significant time prior to the eventual sale moving towards active discussions with potential acquirers that began towards the end of 2011.  Having spoken to a range of interested parties on an entirely confidential basis, we decided to proceed with The Great British Card Company not only on the basis of a sensible financial transaction but also as a great fit alongside their existing portfolio of greeting card brands which include Paperhouse, Elgin Court and Medici.

Resulting Transaction

The acquisition completed on 15 June 2012.  One of the particularly challenging features of a transaction in this industry is its seasonality and the effect this has on cash-flow, this added a layer of complexity that needed working through by both sides in terms of both the structure and the timing of the eventual transaction.

“This represents a unique opportunity for us” commented GBCC Chairman Peter Reichwald. “Almanac have a marvellous reputation for superb design, both in everyday and Christmas, and we are dedicated to building on that in the future” he added.

We are pleased to announce that Rockworth Managements Partners, acting as sole lead advisor, have advised the shareholders and management team in their successful sale of the company to Parker Hannifin Inc.  Alongside our other ongoing work in the engineering sector, Rockworth worked with the team for nearly a year, resulting in wide range of interested parties and offers that culminaed in the choice of Parker as a preferrred partner going forward.

Martin Lucas, Managing Director Kittiwake Developments Limited:

Kittiwake Developments chose to work with Rockworth on the basis of their approach, networks and reputation. Lawrence and his team provided excellent support throughout the entire sale process and enabled the company to achieve an outstanding result. Whilst there was a great deal of complexity at times, it was managed with great care and my colleagues and I enjoyed working together with the Rockworth team throughout. I would have no hesitation in using Rockworth for future transactions and would recommend them very highly to others.

The company press release is included below:

Parker Acquires Kittiwake Developments Limited to Expand Offering of Diagnostic Solutions for Filtration and Predictive Maintenance

CLEVELAND, July 16, 2012 – Parker Hannifin Corporation (NYSE:PH), the global leader in motion and control technologies, today announced that it has acquired Kittiwake Developments Limited based in Littlehampton, United Kingdom. Kittiwake Developments is a leading manufacturer of condition monitoring technology including wear debris sensors, oil testing and analysis instrumentation and acoustic, vibration and gas emissions monitoring sensors. These products are used alongside filtration technology in the commercial marine, oil and gas, power generation and defense markets.

The acquired business has annual sales of approximately $20 million and employs 95 people. Kittiwake Developments will be integrated into Parker’s Filtration Group and the sales will be reported as part of the International Industrial Segment.

“Kittiwake Developments will allow us to extend our position in diagnostic products and reinforce our ability to offer our customers complete health monitoring solution for their filtration systems,” said Peter Popoff, President of Parker’s Filtration Group. “We welcome the employees of Kittiwake to Parker and are excited about the growth opportunities this combination creates.”

With annual sales exceeding $12 billion in fiscal year 2011, Parker Hannifin is the world’s leading diversified manufacturer of motion and control technologies and systems, providing precision-engineered solutions for a wide variety of mobile, industrial and aerospace markets. The company employs approximately 58,000 people in 47 countries around the world. Parker has increased its annual dividends paid to shareholders for 56 consecutive fiscal years, among the top five longest-running dividend-increase records in the S&P 500 index. For more information, visit the company’s web site at www.parker.com, or its investor information web site at www.phstock.com.

Rockworth have advised the owners of Absolute Radio International on their successful capital raising to further develop their new digital media business.

Client Business

Absolute Radio International is one of the leading players in the UK radio industry, founded by Donnach O’Driscoll and Clive Dickens, they not only manage the London radio station of the same name but also own two local radio stations in Oxfordshire – Jack FM and Glide FM is well as a digital marketing business.

Deal Process

Rockworth were retained on a consultative basis to explore the various options open to the owners that might assist in accelerating the growth of the combined businesses.  Having considered a range of options it was decided to focus on an equity transaction that would hopefully bring both capital and relevant expertise to the business.

Resulting Transaction

As a result Anthony Timson, an experienced technology entrepreneur, invested and joined the team bringing with him significant experience of digital media and radio communications that will help drive ARI forward at the forefront of the radio and digital media industry,

Sovereign Capital has backed the MBO of Creare Communications

The management team at digital marketing agency Creare Communications has successfully completed a management buyout of the business with funds from Sovereign Capital.

Creare Communications is one of the UK’s leading providers of Search Engine Optimisation (SEO) services and today helps over 1,000 clients. It works with its clients to improve the visibility of their websites by improving ‘organic’ search results – the non-sponsored listings shown on search engines such as Google as well as with their ‘pay per click’ campaigns and e-commerce functionality.

Founded in 2006, Creare has seen strong growth due to the excellent results it achieves for its clients of improving the visibility of their websites, through which it is able to demonstrate a clear Return on Investment.

Rockworth were retained to advise the management team and introduced the owners to a number of institutional investors prior to the transaction completing with Sovereign Capital.

The volume and value of deals in the the UK lower mid-market completed in the first three quarters of this year has increased year on year for the past three years.

According to Lyceum Capital and Cass Business School’s UK Growth Buyout Dashboard, a quarterly analysis of UK-headquartered private equity deals in the £10m (€11.6m) to £100m segment, 63 transactions were completed between January and the end of September this year, compared with 50 investments in the same period in 2010 and just 25 in the first nine months of 2009.

During the third quarter of this year, deal volume was higher than in the previous quarter. The combined value of those deals fell slightly – from £794m to £785m – but both volume and value of deals was still higher than the same quarter of 2010.

The drop in total deal value in the third quarter signals fewer large deal opportunities while the lower mid-market enjoys a steady inflow of new businesses seeking private equity investment.

Management buyouts and secondary buyouts were the most common types of transaction, however the number of MBOs completed in Q3 2011 fell to nine from 12 recorded in the same quarter last year.

There were nine secondary buyouts recorded in the most recent quarter, the highest number of any quarter during the last two years. Trade buyers were also prevalent in the quarter, with six companies exited to corporates, higher than the previous two quarters but lower than the eight recorded in Q3 2010.

There were two take-privates in the last quarter compared to only one in the previous two quarters.

No IPOs were recorded, continuing the trend that kicked off back at the start of 2010, and is unsurprising considering the unstable capital markets.

TMT businesses continued to dominate the lower mid-market with eight out of 22 deals this quarter and five transactions in business support services.

Retail saw three deals or more completed in every quarter since the second quarter in 2010.

This performance of the UK lower-mid market in the third quarter is in distinct contrast to the overall market when much larger deals of £100m plus are considered. That market has declined during the past two quarters and some reports show it declining dramatically in Q3 – Bloomberg, for example, this week reported a 43 per cent decline in deals with European purchasers for the overall market. Therefore, the volume of deals in the lower mid-market is encouraging in this difficult economic environment, and may prove in the next quarter to continue to be resilient. There is further evidence in our figures of a positive shift in the market with a strong mix of industries, including healthcare, which was absent last quarter and a resurgence in technology deals.

Cross border m&a activity in the UK has grown during the first half of 2011, with a 14 per cent increase in the total M&A values being driven by a rise of 105 per cent in outbound buys.

Research published by investment bank Baird shows that following on from a growth year in 2010, when values recovered from a 2009 low of $127 billion (£77.8 billion) to $215 billion, the first six months of 2011 has posted figures of $104 billion.

Deal count involving outbound M&A from UK acquirers reached 366 for the year to date, a rise of 25 per cent on the same period in 2010.

While cross border M&A activity has seen an increase during 2011, domestic M&A recorded a drop off with deal count falling from 902 to 791 and value from $37 billion to $27 billion.

Looking at the rest of Europe, Jonathan Harrison, managing director of the European investment banking team at Baird, says that in-bound M&A, involving non-European acquirers, remains robust with the number of deals in the first half of 2011 exceeding that of 2007, the last peak.

Overall the number of transactions increased by 4.2 per cent, with the middle market first-half deal total increasing by 5.4 per cent year-over-year.

He adds that average deal size is back to the same level as 2007 at $186 million.

Harrison comments: ‘In the middle market sponsors still represent about one quarter of deal value, which has been fairly consistent over time.

‘With deal value still lower than cyclical peaks, it shows that sponsors are still struggling to put money to work.’

The research shows that the top three sectors for cross border activity by number of deals are services, healthcare and computer and electronics.

The UK leads the way of European target companies acquired by non-European companies, recording more than double the number achieved by second place Germany.

Harrison concludes: ‘Much of the deal activity that we have seen in the first half of the year has been negotiated deals or limited processes, however we anticipate a few more formal, wider processes will commence post summer.’

Harrison explains that decisions to launch may still depend on prevailing economic and credit mark sentiment which remains ‘somewhat fragile’.

ISIS Equity Partners (“ISIS”) has sold its investment in Getting Personal to Card Factory.

ISIS invested £4m on behalf of its clients, the Baronsmead VCTs, in Getting Personal in June 2010 acquiring a minority stake from founders, John Smith and Giles Harridge. Getting Personal is a leading internet retailer of personalised gifts. The business has grown rapidly since its launch 5 years ago and generated sales of £11.5m in the year to April 2011.  ISIS received an initial approach from Card Factory during Autumn 2010 which led to the deal completed today.

The deal value and ISIS returns have not been disclosed.

Adam Holloway of ISIS Equity Partners comments:

“John and Giles anticipated the growth of the personalised gifting market and did a brilliant job in building Getting Personal to where it is today. Over the last 12 months we have strengthened the marketing mix, launched new products including photo upload and upgraded the website. The strategic fit with Card Factory is excellent and we are sure the business will go from strength to strength. ”

John Smith, Managing Director of Getting Personal comments:

“It has been a tremendously busy and successful 12 months with 2 transactions and strong revenue and growth profit. ISIS Equity Partners has been a very supportive investor and we now look forward to joining Card Factory which is the UK’s leading card retailer.”