After a marked dip in UK Financial Services M&A volumes in October and November, December saw a modest pick-up in the number of transactions, as buyers and sellers scrambled to get deals done before the end of the calendar year.
2018 has been a record year for global M&A in terms of value, with Mergermarket reporting $3.5 trillion worth of activity, but not so in volume, where the number of deals struck fell for the first time since 2010. Average deal size was the second highest on record at $385 million, reflecting the large number of mega deals done globally during the year, mainly during the first half.
The UK Financial Services market has exhibited the inverse of this wider performance, with a record number of transactions in 2018, but as overall deal values fell there was a lower average deal size.
Globally, M&A headlines have been dominated by deals in Media, Pharma and Technology, not Financial Services. Large-cap banking M&A remains largely off the table. Large cap cross-border insurance deals are still happening (e.g. AXA acquiring XL Catlin), but with exception of Marsh’s acquisition of JLT in November, few UK domiciled businesses were involved in these deals.
The high number of deals reflects the fact that the FS subsectors where activity has been concentrated, General Insurance and Investment, remain relatively fragmented. Large trade buyers and dedicated Private-Equity backed consolidators have continued to take advantage of a plentiful supply of cheap debt and equity to systematically hoover up smaller businesses. In addition, the explosion in the number of FinTech businesses seeking growth capital has driven deal volumes more than value.
Continuing uncertainty around the global economy and the UK’s relationship with the EU are likely to continue to dampen the prospects for large cap M&A in UK Financial Services during 2019, but the continuing challenges that face many smaller regulated businesses in fragmented and highly competitive sectors mean that the underlying drivers behind most of the volume of M&A, if not its overall value, will remain intact.
As ever, should you wish to discuss M&A or raising growth capital for your own business, we would be delighted to hear from you. We wish you a prosperous 2019.
Insurance
December was a relatively quiet month in the UK and it was in the USA that the major transactions took place, with potential implications for the UK insurance sector. In early January however the sale of Stackhouse Poland, the UK high net worth and commercial lines broker, to Arthur J Gallagher, woke things up a bit.
Acrisure, the US-based global broker, secured $2bn of investment commitment from a group of investors led by funds managed by Blackstone’s GSO Capital Partners and Tactical Opportunities businesses. The US business of Integro, with in excess of $150m of brokerage, was acquired by EPIC Holdings Inc, a diverse insurance distribution group, for an undisclosed sum.
December in the UK saw Arthur J Gallagher also announcing two further transactions, that of Pavey Group, an 83 staff commercial broker in the West of England and Property Claims Management Services, based in Tamworth. Stackhouse Poland acquired Property Insurance Initiatives, a UK real estate specialist founded in 2012. Global Risk Partners acquired Key Insurance Group, based in Preston, through County & Commercial Insurance Brokers. Broker Network acquired Specialist Insurance Agency, an £8m GWP commercial broker, through Finch Group and Glenavon Insurance, the Edinburgh-based commercial and personal lines broker, through Boyd & Company.
In Northern Ireland Prestige Insurance Holdings, backed by Capital Z, acquired Autoline Insurance, bringing together the two major personal lines brokers in the province and creating a business with over 700 employees and 28 offices.
Nexus Group acquired the Hiscox Global Flying book of business and SEIB acquired the Greenwood Moreland book of equine business.
Investment
The run-up to Christmas had the usual flurry of activity in the Investment sector. Caledonia Investmentsagreed to acquire a 36.7% stake in multi-family office Stonehage Fleming, paying £92m on completion of the deal plus up to £20.6m if Stonehage Fleming reaches certain targets in the next couple of years. The Canadian asset management group, Fiera Capital Corporation, agreed to acquire an 80% interest in Palmer Capital Partners, the UK-focused real estate investment manager. Swedish asset manager Catellabought 75% of UK property specialty asset manager APAM with assets under management of £1.4bn, for £18m on a debt and cash free basis. Benchmark Capital, the financial planning, network and platform provider controlled by Schroders, acquired a 49% stake in fund ratings and research firm Rayner Spencer Mills Research RSMR.
Sky News reported that Rothesay Life has approached Swiss Re to express interest in buying Swiss Re’s UK business, ReAssure, which manages the closed books of life assurance companies and is preparing a stock market listing. Swiss Re also reached agreement with MS&AD Insurance Group, a Japanese insurer, to invest an additional £315m into ReAssure, increasing its stake from 15% to 25%.
Broker finnCap’s shares started trading on the London Stock Exchange’s junior AIM market, following the previous month’s announcement that the broker had agreed to buy advisory firm Cavendish Corporate Finance for £14m, with an initial market capitalisation of approximately £47m following a successful total placing of some £5m.
In the wealth management sector, Ascot Lloyd announced the acquisition of West Midlands-based Newell Palmer, adding some £1.3bn in client assets. AFH Financial acquired CTL Three plus three subsidiaries in a deal worth up to £10m bringing more than £530m of client assets. Tilney acquired Midlands-based financial planner Index Wealth Management, adding £243m of client assets, and it also acquired Moore Stephens’s UK wealth management business with £340m of assets under advice. Apollo Multi Asset Management merged with financial planner Total Wealth Planning to form a business with £450m in assets under management. Fairstone bought Darlington-based Belasis IFA with £50m of client assets and Brewin Dolphin acquired Hampshire-based Aylwin..
Elsewhere in the sector, St James’s Place acquired the protection specialist Future Proof to bolster its protection advice operation and Curtis Banks purchased the SIPP book, with around £180m under administration, of Hargreave Hale, the subsidiary of Canaccord Genuity.
FinTech
Shortly after Christmas, Visa Inc announced an offer of £198m to buy Earthport, an international payment platform facilitating transactions for banks and businesses. Whilst the offer has been recommended by the Board, selected Earthport shareholders would like to see if this can precipitate other offers to outbid Visa’s approach.
Elsewhere in payments, Waves Platform, a public blockchain network that has helped digital startups create tokens, raised $120m, led by financial services group Dolfin, Vostok New Ventures led a $17.6m Series B funding round for money transfer platform TransferGo and Flux Systems, the digital receipts and loyalty platform, raised $7.5m in Series A funding led by e.ventures. Existing investors PROfounders and Anthemis also participated.
In lending technology, Experian, the information services company, acquired Compuscan, one of the leading credit bureau and information services businesses in Africa for c.$263m cash. Credit fintech provider TotallyMoney agreed £29m funding from Elliott Advisors and existing investors Scottish Equity Partners, app-based bank Monzo completed its latest crowdfunding exercise, raising £20m on Crowdcubein just two days, peer-to-peer development loans platform Blend Network secured £10m of funding from private investors including Cyrus Ardalan, former vice chair of Barclays, the family office of Publicis Groupchairman Maurice Levy and Jean-Phillipe Blochet, co-founder of hedge fund Brevan Howard and Jumo, the technology platform for operating inclusive mobile financial services marketplaces in emerging markets, announced a $12.5m investment from Odey Asset Management.
In investment technology, asset management consultancy MJ Hudson acquired Amaces, a data and analytics firm that provides tools and consulting services to help institutional investors benchmark and monitor the cost and quality of their investor services. The venture capital arm of quantitative hedge fund manager Two Sigma led an $8m seed round, alongside blockchain company ConsenSys, for Trustology, an early stage technology platform to help investors safeguard digital assets such as cryptocurrencies. Santander Group acquired Albert, an invoicing and expenses app for sole traders and micro-businesses.
Elsewhere, Michael Spencer’s investment vehicle IPGL acquired a $52m controlling stake in life insurance startup Singapore Life through the purchase of a 33.8 % stake in the startup from Chong Sing Holdings,a Hong Kong-based financial group, bringing its total stake to 63.2%. Privitar, the privacy protection software provider, completed a minority strategic investment stake from Citi, who joins existing shareholders Partech, Salesforce Ventures, CME Ventures, Illuminate Financial Management and IQ Capital and Egress Software, a provider of data privacy and compliance software, closed a $40m (£31.7m) Series C fundraising round led by FTV Capital as well as Albion Capital.
Lending
It was a quiet end to the year in the lending M&A markets. Two previously announced transactions completed: Manolete Partners, the UK insolvency litigation financing company, completed its AIM IPO with the placing price of 175p implying a market capitalisation of c. £76.3 million; and Monzo completed its £20m fundraising via Crowdcube in just over two days.
In the asset finance markets, Amicus Asset Finance Group (formerly Norton Folgate Capital Group) announced its return to private ownership having previously been a subsidiary of Amicus Finance. Funding Circle Holdings announced that Funding Circle UK and Waterfall Asset Management had entered into a strategic partnership with Waterfall investing in £1bn of loans originated through Funding Circle’s UK platform over a two-year period.
Elsewhere, Link Asset Services agreed to acquire FlexFront Group, comprising of Dutch mortgage broker FlexFront and mid-office service provider Nationaal Hypotheek Loket (NHL), enabling Link to provide end-to-end servicing for the Dutch mortgage market.
November saw reduced transaction volumes across each of the four financial services subsectors and the absence of any ‘front page’ deal to grab the headlines. This lull could be variously attributed to Brexit, trade wars, Italian bond spreads, the impending end of Eurozone QE or just simple coincidence. Whatever the cause, few observers will be surprised if the recent record levels of M&A activity were to slow in the coming months given such wider macro uncertainties.
That being said, deals are still happening. In the Investment sector, IFA consolidation continued apace with AFH, a regular feature of this newsletter, announcing further acquisitions during the month. The listed business has perhaps been given a slightly freer run at the smaller IFA targets in its preferred range by the shift towards larger deals by the private equity backed consolidators, such as Ascot Lloyd and Tilney.
In the challenger banking sector, Monzo, Tandem, CivilisedBank, Starling Bank as well as estate agent lender Nested all raised money during November.
Accountancy and Professional Services firm Moore Stephens featured in two deals during the month. At the end of the month it announced the sale of RuleBook, a provider of business intelligence and software solutions for the London Insurance Market, to Nasdaq-listed firm Verisk, for a reported $87 million. The firm separately announced that it would be combining with rival BDO to create a new business better equipped to break the stranglehold of the ‘Big Four’ audit firms. Given the value of RuleBook and the cash windfall it represented to Moore Stephens partners, the timing is unlikely to have been coincidental…
In a market where good buyers for businesses may be becoming more scarce, deep sector knowledge becomes increasingly important. Sellers need to consider not only “the usual suspects” but more leftfield names and potential interest from parties that may not be immediately obvious. As ever, if you would like to discuss your corporate finance issues in confidence, please do let us know.
Insurance
Announced transactions were from Stackhouse Poland who acquired Symmetry Private Insurance Limited, a high net worth specialist based near Basingstoke in Hampshire and from Miles Smith, backed by Pollen Street, who acquired The Underwriting Exchange, a Lloyd’s broker, and its sister company London Ireland Market Exchange, a Dublin-based managing general agent.
At a more modest level Yutree, a Newmarket-based commercial lines broker, acquired Real Insurance Solutions, a Cambridge-based broker, Helios Underwriting Plc announced it is to acquire Advantage DCP Limited, a provider of underwriting services and a limited liability member of Lloyd’s and Sedgwickacquired Sproule Graham, a West of Ireland loss adjuster.
Palatine Private Equity completed the secondary buyout of CET UK, a specialist provider of infrastructure and property assurance services which employees over 470 staff.
Hyperion are likely to feature again on the acquisition trail, with the raising of $115m of additional debt finance to increase their acquisition war chest, having started 2018 with $300m and having retained their Moody’s debt rating of B2.
In InsurTech, Aviva agreed to acquire a majority stake in Neos Ventures, the home focused, smart technology insurance provider, subject to regulatory approval.
While not strictly M&A related, we also note that Qudos Insurance, an unrated Danish insurance company who wrote UK business, went into liquidation and engaged with Darag, a legacy specialist to de-risk the position.
Investment
Asset managers provided action in the Investment sector this month. QMA, the quantitative equity and global multi-asset manager of PGIM, announced the acquisition of Wadhwani Asset Management, the London-based quantitative macro-focused asset manager. AllianceBernstein agreed to acquire Autonomous Research, the provider of research and execution for institutional investors. The Financial News reported that AllianceBernstein had offered the owners of Autonomous Research a consideration of up to $110m over a five year earn-out. Alternative asset manager Gresham House announced that it will acquire the venture capital business, comprising Baronsmead VCTs and the Livingbridge Equity Fundswith more than £500m in combined AUM, of Livingbridge, the private equity manager, for up to £40m.
In the IFA sector, AFH Financial completed the acquisition of Premier Wealth Management in Harrogate for £4.5m and CWP Financial Services in Ashford. Shortly after month’s end AFH Financial also announced the acquisition CTL Three and five subsidiaries in a deal worth up to £10m. Lighthouse bought a 5.3% stake in Tavistock Investments and entered into a strategic agreement on establishing a joint investment management service. Acumen Financial Partnership acquired Piling-based Wyre Investment and Financial Management.
AJ Bell confirmed its plans to list on the main market on the London Stock Exchange in December and float price, implying £626m-£675m market capitalisation of the equity.
FinTech
In lending technology, following last month’s £85m Series E financing, challenger bank Monzo announced plans (and subsequently completed) for a further crowdfunding round of £20m in early December and start-up digital SME bank CivilisedBank resubmitted its banking licence application ahead of its proposed launch in 2019 with a FTSE100 pension fund and Warwick Capital Partners providing funding for the next stage of development. Challenger bank Tandem secured a further £15m from Convoy Holdings to launch in Hong Kong and Nested, the estate agent providing home sellers with cash advances on their homes, announced £120m of new funding (£100m of debt and £20m of equity) led by Balderton Capital and Northzone. US-based Credit Karma, the credit report platform, acquired its first overseas business Noddle, the credit reporting service and Starling Bank, the mobile-only bank, secured £10m new capital from Bahamas-based hedge fund manager Harald McPike. P2P lending company Zopa, backed by Bessemer Venture Partners, Augmentum Capital, Northzone and Wadhawan Global Capital, raised a further £16m from existing and new shareholders and Lloyds Banking Group invested £11m for a 10% stake in core banking developer Thought Machine as part of a strategic partnership designed to accelerate the UK lender’s digital transformation plan.
In insurance technology, Verisk, the data analytics provider, acquired RuleBook, the business intelligence and software solutions provider for the London Insurance Market for $87m and insurance and savings provider Aviva acquired a majority stake in Neos, the proprietary IoT home insurance provider. Regulated market solutions provider Davies acquired Veriphy, the specialist KYC and AML compliance solutions SaaS business, Tari Ventures invested in Home Repair Network, the independent contractor manager for the UK property damage industry and life insurance start-up Anorak raised £5m in funding from Kamet Ventures.
In payments, Form3, the payments-as-a-service provider for banks and regulated FinTech companies, raised $13.0m Draper Esprit with existing shareholders including Barclays and Angel CoFund also participating. Fluidly, the cashflow management platform for SMEs, raised £5m Series A funding led by Nyca Partners, Octopus Ventures and Anthemis and peer-to-peer currency exchange platform WeSwap announced plans to float on AIM as it targets a raise of £15m – £20m to fund international expansion
In investment technology, digital wealth manager Moneyfarm acquired the German digital wealth manager vaamo, Nationwide Building Society acquired a minority stake in personal financial management app Moneyhub and equity crowdfunding platform Crowdcube announced a £8.5m fundraise led by Draper Espirit, Balderton Capital and Channel 4’s commercial growth arm.
Elsewhere, Delta Capita, the business and technology consulting firm, acquired Pall Mall Risk Reduction, the consultancy specialising in non-financial and conduct risk management for banks and investment firms and Accenture invested in and formed a strategic alliance with Quantexa, the financial services data analytics firm.
Lending
MSP Capital, the bridging and development finance provider, announced the acquisition by Cabot Square Capital of a majority stake in the business and an increase in its committed senior funding lines. Separately, S&U confirmed its expansion into property lending, by pledging its support for the development of its subsidiary, Aspen Bridging, increasing its total investment in bridging to c. £30m in 2019. In the mortgage broking market, Belvoir Lettings announced the acquisition of MAB (Gloucester) for £3.6m, a wholly owned subsidiary of Mortgage Advice Bureau.
Manolete Partners announced its intention to apply for admission of its issued and to be issued ordinary shares to trading on the AIM of the LSE. A significant player in the specialised market of UK insolvency claims financing, the company has conditionally raised by way of an institutional placing new equity of £16.3m (before expenses) and £13.1m (before expenses) has been realised by the selling shareholders. Upon admission, the company is expected to have a market capitalisation of £76.3m.
Elsewhere, digital bank fundraisings continued apace: Tandem secured £15m of funding from HK-based financial services group Convoy Global Holdings; Monzo announced it will be crowdfunding up to £20m of its series E fundraising via Crowdcube; and Zopa announced it had raised £60m which will be put towards the capital needs of its next generation bank.
October brought both falling leaves and falling equity markets as the recent bout of volatility that began in September continued throughout the month. Market conditions continue to weigh on prospective IPO activity and, as if to highlight the difficulties being faced in equity capital markets, October saw two separate transactions involving small cap stockbrokers seeking to diversify their businesses.
In the first, SP Angel announced it was in discussions with rival Northland Capital Partners. A few days later, Jon Moulton’s FinnCap combined with boutique advisory partnership Cavendish Corporate Finance, with a view to a possible float towards the end of the year. The stock market has not always been kind to smaller investment banking businesses, where the staff often see more of the profits than the shareholders. The enlarged business will be hoping for an improvement in IPO conditions, to support both its own plans to list and generate continuing revenues.
Ignoring stock markets, there was the usual slew of FinTech and insurance distribution deals with a number of heavyweight buyers all announcing new acquisitions. Several M&A deals were announced in the investment platform space, including the £1.65bn acquisition of FNZ, and digital banks continued to be active on the fundraising side with Monzo raising £85m. The recent run of P&C underwriting deal activity also continued, with the news that Cincinnati Financial would acquire Munich Re’s specialty Lloyd’s platform Beaufort Underwriting Agency. There has been much written about the recent underperformance of certain business classes within Lloyd’s and the strong medicine being administered to address it, but there is clearly continuing interest from new overseas entrants that wish to have a presence in the London market.
As ever, should any of the themes here be relevant or you would like to discuss M&A relating to your own business, please don’t hesitate to get in touch.
Insurance
October was a relatively quiet month for the sector with potentially the most interesting transaction coming at the end of the month, that of the sale by Ardonagh of its £150m GWP, 250 employee MGA business, Geo Underwriting, for £31m to Arch Insurance Europe. The month started with GRP announcing that County Group had acquired Rahon Insurance, a Derby-based commercial broker, followed by Bruce Stevenson announcing its acquisition of Aberdeenshire-based Youngson Insurance Consultants and Invicta Insurance Services acquiring Griffin Insurance Services’ business, a 10 employee Deal-based personal and commercial lines broker.
Stackhouse Poland announced the acquisition of Title & Covenant Brokers, an £8m GWP legal indemnity broker based in Borehamwood from Title Investments. Gallagher acquired Portmore Insurance Brokers, a Southampton-based mid-market commercial broker with 32 employees, Miller acquired Alston Gayler and Co, an independent Lloyd’s broker with income of £18.2m in 2017 and 60 employees. NSM Group, the owner of Vantage Insurance, acquired Xpekt, a UK motor MGA and Reich Group acquired Stockport-based LJM Insurance Brokers, a £4m GWP commercial broker.
BGC Partners Inc, the US-based global brokerage and financial technology company, acquired Ed Broking, the London-based reinsurance and speciality broker, which will operate alongside Besso which BGC acquired in 2017. Integro Group acquired Precision Underwriting, an Irish MGA specialising in solicitors’ professional indemnity. Munich Re sold MSP Underwriting to Cincinnati Financial for £102m, MSP operates as Beaufort Underwriting which underwrites for Lloyd’s syndicate 318.
McLarens, a leading global insurance services provider, announced a new investor, Lee Equity Partners, a US-based mid-market private equity investor, replacing Altamont Capital. The Direct Group’s claims department was sold by Ardonagh to loss adjuster Davies Group for up to £36m.
Investment
Lloyds Banking Group (Lloyds) and Schroders announced they will establish a new financial planning joint venture into which Lloyds will transfer approximately £13bn of client assets and associated advisers. Lloyds will own 50.1% with Schroders holding the remaining 49.9%. Lloyds will also receive up to a 19.9% financial investment in the holding company of Schroders’s UK wealth management business, Cazenove Capital. The arrangements coincide with Schroders being appointed as the investment manager of approximately £80bn of the Scottish Widows and Lloyds insurance and wealth related assets.
Interactive Investor, the investment platform which is majority-owned by JC Flowers, agreed to buy the direct-to-consumer investment platform, Alliance Trust Savings, for £40m from Alliance Trust, including the company’s office in Dundee, creating a combined platform with 400,000 customers and £35bn AUA.
In the financial advice sector, the consolidator AFH Financial announced the intention to raise £15m from a share issue to finance further acquisitions in the advice market and agreed to acquire Kent-based Core Financial Holdings and the assets of Core Corporate Planning for a maximum of £7.7m. Punter Southall Aspire, the investment and workplace pensions business, acquired JDP Financial Services, a firm of independent Chartered Financial Planners based in Bedford, adding £220m of AUA and adviser network, Tenet, bought Elementum, adding £80m of AUM.
Stockbroker FinnCap agreed to buy Cavendish Corporate Finance for £14m, in a combination of £4.5m of cash and £9.5m in equity, and announced plans to float the combined business on the junior AIM market, looking to raise £7m, including £3.5m in new capital. Also in Corporate Finance advisory services, SP Angel Corporate Finance announced that it had entered into discussions with Northland Capital Partners about a possible merger.
Away from home, a new joint venture involving former US vice-president Al Gore’s Generation Investment Management and Canadian asset manager La Caisse de dépôt et placement du Québec (CDPQ) bought the platform technology group, FNZ, from management and the private equity funds, H.I.G. Capital and General Atlantic, in a deal valuing it at £1.65bn. FNZ is the leading technology platform in the UK by market share, providing adviser platforms for Aviva, Standard Life Aberdeen, Quilter and Zurich among others.
FinTech
In investment technology, La Caisse de dépôt et placement du Québec and Generation Investment Management announced the acquisition, subject to regulatory approval, of General Atlantic and H.I.G. Capital’s investment in investment platform FNZ with over £330bn assets under administration, in a deal valuing the company at £1.65bn.
Investment platform Interactive Investor agreed to acquire Alliance Trust Savings, another fixed price retail investment platform, from Alliance Trust for £40m and hedge fund Steadview Capital announced a $30m investment in the start-up Indian wealth technology platform INDwealth.in. Equiniti, the specialist technology outsourcer, acquired Aquila Group Holdings, the UK-based life and pensions technology provider for pension schemes and large insurance companies, from AquilaHeywood, with the remaining subsidiaries including Heywood, ATMOS and i-Connect remaining under the ownership of its existing shareholders, and Aareal Bank announced the acquisition of a stake in BrickVest, the online platform for commercial real estate investments. BGL Group, the digital distributor of insurance and household financial services, completed the acquisition of Saverd, which owns the personal finance management app Bean, GTR Ventures, the investment and venture-building platform specialised in trade and supply chain, invested in Orbitt, the pan-African focused fintech deals platform, Hentsū, the cloud-based online solutions business for hedge funds and asset managers, closed an investment round led by Credit Suisse Asset Management’s NEXT Investors and investment crowdfunding platform Volpit is reported to have been acquired by Zion Capital.
In lending technology, challenger bank Monzo raised £85m in Series E funding at a pre-money valuation of £1bn led by General Catalyst and Accel with existing backers Passion Capital, Goodwater, Thrive Capital, Orange Digital Ventures and Stripe also participating. Sopra Steria, the digital transformation platform, acquired lending solutions provider Sword Apak. HSBC, Santander Consumer Finance and RBS participated in a £10m funding round for Vizolution, the digital customer engagement platform and Credit Benchmark, the consensus-based credit analytics business, announced $7m investment led by Index Ventures, Balderton Capital, Communitas Capital and a group of private investors to expand its offerings and scale its contributed data model. MoneeMint closed a strategic investment from Ground One Ventures to help it build a digital-only “ethical bank” in the UK and Europe. Online business banking platform Penta announced a €7m Series A investment round from Inception Capital.
In trading technology, The London Stock Exchange increased its stake by 15.1% to 80% in clearing house LCH Group, paying £384m, NXMH, the European subsidiary of South Korea-based digital technologies investor NXC, acquired digital currency exchange Bitstamp in an all cash deal, trading and investment advice websites ScandiTrader.com and TradingPortalen.com were acquired by financial affiliate and lead generation company Investoo Group and blockchain R&D firm Clearmatics raised $12m, led by Route 66 Ventures, TNF Capital and XTX Ventures.
In payments, UK-based payment and loyalty app Yoyo Wallet entered into a partnership agreement with investment company Hard Yaka and raised $30.3m from Metro Group, Touchstone Innovations, Woodford, and Firestarter. Licentia, the owner of payment acceptance business MYPINPAD and hosting service for Thales’s payShield hardware security modules business MYHSM, closed a £15m Series B investment round and remittance outfit TransferGo is to run a €11.5m equity crowdfunding campaign on Seedrs, with €10.5m already committed from investors, for international expansion and product development. Cloud-based payment processing startup QRails secured $7m from angel investors, including Gary Hoffman, Jonathan Hughes and Alan Morgan, and global blockchain company ConsenSys announced a $15m investment in Adhara, a real time, multi-currency global liquidity management and international payments platform.
Elsewhere, digital MGA Azur raised a £13.3m Series B funding round led by AIG, Hyperion Insurance Group and Ascot Group to help it expand its product range, enter new markets and invest in technology, QED Investors led a $10m Series-A funding round for due diligence software provider Arachnys and Inflexion Private Equity invested in PMC Treasury (PMC), an independent provider of treasury and risk management solutions, taking a substantial minority stake.
Lending
In what was a quiet month for M&A in the lending markets, the challenger banking segment remained the most active. Virgin Money and CYBG announced that the recommended all-share offer for Virgin Money had been completed. Monzo announced that it had closed a new round of funding, raising £85m led by General Catalyst, alongside Accel and existing investors. British Business Investments announced a £25m Tier 2 capital investment in Secure Trust Bank.
In other markets, Pepper Money announced that it had finalised terms to acquire 100% of Optimum Credit, the second charge lender with a loan book in excess of £450m, from Patron Capital. PCF Group announced its wholly-owned subsidiary PCF Bank had agreed to acquire the entire issued share capital of Azule, a funding specialist in the broadcast and media industry, for an initial consideration of c. £4.1m and an additional earn-out payment of up to c. £1.5m (payable over 2 years).
Elsewhere, Lloyds Banking Group and Schroders announced a strategic partnership to create a market-leading wealth management proposition, with Lloyds transferring c. £13bn of assets and associated advisers to a new JV in which Lloyds will take a 50.1% stake and c. £0.4bn of private client assets to Schroders’ UK wealth management business in which Lloyds will receive up to a 19.9% investment.
As the long summer came to an end and everyone got back to work, the third quarter of this year saw record volumes of deals (see chart) helped by buoyant FinTech activity and a large number of smaller transactions.
In insurance broking, the much trailed and widely expected takeover of Swinton gave Ardonagh a widely known brand to combine with their existing personal lines businesses, which include Carole Nash and Autonet, creating the largest personal lines broker in the UK by some measures.
A much greater surprise was the announcement that Marsh had agreed to pay £4.3bn for JLT, a 33.7% premium to the previous day’s share price and a multiple of almost 27 times next year’s forecast earnings, a valuation helped by both the debt used to fund the transaction and the announced $250m of cost savings it expects to achieve within three years of completion.
The arrival of a deep-pocketed US buyer paying such a lofty multiple will have been music to the ears of a number of private equity-backed consolidators in the UK thinking about their own exits. On the other hand, with JLT being taken off market there are now precious few avenues for a UK public equity investor seeking exposure to insurance broking. As a result, an IPO of one of the consolidators might find a receptive audience among fund managers.
Of course, any IPO is a finely balanced process, as peer-to-peer lender Funding Circle experienced at the end of September, with its share price quickly falling over 20% from its initial float price. With other recent high profile IPOs also having disappointed, this might impact the appetite for a number of planned IPOs.
As ever, should any of the themes discussed be relevant to your business or you would like to speak in confidence about M&A options, don’t hesitate to get in touch.
Insurance
September was a month for significant deals with the headline-grabbing transaction being Marsh & McLennan agreeing to buy Jardine Lloyd Thompson Group for £4.3bn, a 33.7% premium to the previous day’s closing price. This followed the announcements earlier in the month that Carlyle Group had acquired majority ownership of Sedgwick, the claims group, in a transaction valued at c.$6.7bn and Hanover Insurance Group had agreed to sell Chaucer Insurance, its Lloyd’s speciality underwriting unit to China Reinsurance for $950m. At the end of the month, Ardonagh ended speculation and announced its acquisition of Swinton, the high street personal lines broker, from Covea, the French mutual insurer, for £165m. Covea were also reported to have had their unsolicited $9.6bn offer for Scor SE, the French reinsurer turned down.
The active UK acquirers were in action with Aston Lark acquiring Dover-based commercial broker Pharos Insurance Brokers, Broker Network acquired Yorkshire-based Lockyers with over £5m of GWP, Nexus Group acquired Altitude Risk Partners, an aerospace MGA, from Castell Underwriting Agencies, and GRP acquired U-Sure, the Cwmbran-based property specialist.
Ataraxia has been active since its transaction with MVP in July, backing the MBO of Thompson & Co, a West Midlands-based Marsh ProBroker network member and the MBO at Dixons Commercial Insurance Brokers based in St Albans. Tririme, the international subsidiary of US Risk based in London has acquired MGB Insurance Brokers, a professional liability specialist, from Manchester Underwriting Management.
Randall & Quilter announced its largest ever legacy deal with the acquisition from Axa of Global US Holdings, whose subsidiary Global Reinsurance Corporation underwrote P&C reinsurance for US regional and speciality insurance companies, for $80.5m. The parent company of AFL, the Lloyd’s broker, acquired New Jersey-based Zodiac, a MGA specialising in professional liability and entertainment and Thomas Miller acquired the marine focussed MGA and insurance services operations of Zeller Associates, based in Hamburg. The administrators of CBL Insurance Group sold UK-based European Insurance Services to Phenix Holdings Limited, a company that looks to be controlled by EIS management.
In the USA, Odyssey Investment Partners, the owner of Integro, is said to be exploring the sale of Integro’s US business, leaving it with the predominantly London-based operations, including recently acquired Tysers.
Investment
It was Marsh & McLennan’s £4.3bn takeover offer for Jardine Lloyd Thompson that stole the thunder this month, dwarfing all other transactions in the sector. Aside from their insurance activities, a combination of the two group’s actuarial and pension advisory divisions would potentially create the top “Big Three” consultancy group in the segment ahead of Willis Towers Watson and Aon Hewitt. Also in the public markets, the £1.4bn takeover offer for the John Laing Infrastructure Fund from a consortium led by Dalmore Capital and Equitix Investment Management was approved by the shareholders.
It was reported by Sky News that True Potential, the national financial advice and platform group with £52bn of client assets, is up for sale. The group is owned by 739 individual advisers along with a minority stake held by the American private equity firm, FTV Capital, which invested in the business in 2016.
Elsewhere in the IFA sector, Succession Group announced that they had acquired Inverness-based McKenzie Investments and Cheltenham-based Warwick Butchart, with combined client assets of £350m. AFH Financial bought Devon-based LFS & Partners for up to £4.2m, Bedfordshire-based Ashton HouseIFA for £2.6m, subject to targets, and the client portfolio of Emery-Little Financial Services for up to £1.6m. Just after the end of the month, AFH Financial also announced it had agreed to acquire Maidstone-based Core Financial Services, which has some £230m of client assets, for a maximum of £7.7m.
XPS Pensions Group, the actuarial firm, bought the public sector pensions administrations business of Kier Business Services for up to £3.5m and Punter Southall Health & Protection, a subsidiary of Punter Southall Group specialising in employee benefits, agreed to acquire the healthcare consulting business of XPS Pensions Group for £1.25m.
AJ Bell, the provider of investment platform and stockbroking services, announced that its planned initial public offering is set to go ahead in December or the beginning of next year. Man GLG, the discretionary fund management arm of Man Group, acquired the £291m Strategic Bond Fund, together with its management team, from Sanlam.
FinTech
In lending technology, peer-to-peer lending platform Funding Circle announced the pricing of its IPO at 440p per share, raising gross proceeds of c. £300m for the company and implying a market capitalisation of c. £1.5bn. Peer-to-peer lender Prodigy Finance secured $1bn (£761m) in debt finance to expand its student funding programme, primarily funded by institutions including Deutsche Bank, Goldman Sachs, M&G Investments and Sumitomo Mitsui Banking Corporation.
Dawn Capital and DN Capital led a $15m Series-A funding round for Divido, a consumer finance platform for retailers, lenders and payment intermediaries. Other participants in the round included Mastercard, American Express Ventures and previous investors. Unmortgage, the “part-own, part-rent” lending platform startup aiming to launch next year, closed a £10m seed round from Anthemis Exponential Ventures and Augmentum Fintech and Masthaven, the UK residential and SME specialist bank, agreed a strategic £60 million equity investment from Värde Partners.
LendInvest, the online property finance platform, closed a $39.5m Series C debt and equity funding round led by Atomico with new investors Tiger Management and GP Bullhound; fintech unicorn Klarnaacquired the retail financing arm of merchant bank Close Brothers to strengthen its position with merchants in the UK market; ING’s venture capital arm injected £5m equity into online SME finance broker Funding Options for a minority stake and introduced the comparison platform to the Netherlands; and KPMGacquired a minority stake in AdviceRobo, the fintech startup developing technology that predicts financial risk of people and companies taking out loans.
In payments, cloud-based banking and payment services providers Payment Cloud Technologies and Tuxedo Money Solutions merged to form Omnio Group in a deal valued at €70m structured and negotiated by EDC Advisors. The deal also brings The Change Account, a leading banking inclusion company, and Travel Welfare, the airline compensation specialist, into Omnio Group. Helios Investment Partners, the Africa-focused private investment firm, acquired a 76% stake in TPay, the direct carrier billing payments provider in the Middle East and North Africa region; financial lead generation business, Investoo Group acquired Latin American foreign exchange website EFXTO.com; and payment security business Ravelin raised £8m in a Series B round led by BlackFin Capital Partners to expand operations overseas and widen market reach. Existing investors including Amadeus Capital Partners, Passion Capital, and Playfair Capital also participated in the round. Modulr, the bank account provider for business payments, raised £10.5m led by Blenheim Chalcot.
In insurance technology, Setoo, the insurance technology startup helping online businesses to target tailor-made insurance products, closed an €8m Series A funding round backed by Kamet, AXA’s ‘Insurtech’ startup studio, and Concirrus, the marine and motor analytics market InsurTech raised £5m in equity funding co-led by deep tech VC firm IQ Capital and specialist InsurTech investor Eos Venture Partners.
In wealth management technology, LIQID, the digital wealth managers, announced a €33m Series C financing round led by Toscafund Asset Management and Project A, HQ Trust and Dieter von Holtzbrinck Ventures and AI-based personal finance chatbot Cleo raised $10m in a Series A funding round led by Balderton Capital.
Elsewhere, professional services firm PwC acquired FSCom’s anti-money laundering and sanctions screening tool KYC-Pro and Asset Control, the provider of financial data management solutions, announced its acquisition by private equity firm Sovereign Capital Partners. Glasswall Solutions, the file regeneration technology, announced a strategic funding round of £15m led by IPGL, Michael Spencer’s personal investment vehicle; Gospel Technology, the blockchain-based security infrastructure firm, raised £5m in Series A funding from Salesforce Ventures; and IA Ventures and KRM22, the technology and software investment company, acquired Prime Analytics, the capital markets risk management technology company, for up to $7.5m.
Lending
In the lending M&A markets, the banking sector continued to be active, driven by challenger banks and new capital raises to support continued growth. Masthaven and Värde Partners announced an agreement for Värde Partners to make a strategic £60m equity investment in Masthaven. ACORN OakNorth Holdingsannounced that it had secured $100m from the EDBI of Singapore, NIBC Bank, Clermont Group, GIC, and Coltrane Asset Management. Representing 4.3% of the company, the proceeds will be used to accelerate the growth of the ACORN lending platform and enable OakNorth to continue to scale in the UK. Elsewhere, UK Asset Resolution announced it had concluded a competitive sales process for the sale of an £860m portfolio of equity release loans (from the legacy books of Northern Rock, Bradford & Bingley and Mortgage Express) to Rothesay Life.
In the P2P markets, Funding Circle Holdings announced the successful pricing of its IPO at 440p per share, raising gross proceeds of c. £300m for the company and implying a market capitalisation of c. £1.5bn. LendInvest announced that it had completed a Series C debt and equity funding round for c. $39.5m which was positioned by the company as pre-IPO funding.
Elsewhere, Close Brothers Group announced its exit from the unsecured retail point of sale finance market with the sale of Close Brothers Retail Finance (which had a loan book of £66m at 31 July 2018) to Klarna Bank. Augmentum Fintech announced an investment of £2.5m in the residential rent-to-own specialist Unmortgage, as part of a £10m fundraising, and £5.3m in mobile-only current account provider Monese, as part of a £46m Series B fundraising.
In its proposed £1.2bn takeover of listed motor insurer esure, private equity (“PE”) firm Bain Capital demonstrated that PE-led public-to-private deals in financial services, which have reduced in popularity in recent years, are still being actively pursued. Private equity behemoth Apollo Global Management also announced that it would take global speciality insurer Aspen Insurance private in a $2.6bn transaction.
Elsewhere in insurance, Mobeus Equity Partners announced that it had invested £8.4m in the management buyout of specialist Managing General Agent (“MGA”) Travel & General Insurance. There have to date been relatively few PE-backed buyouts of MGAs in the UK, partly a function of the typical size of an MGA and a lack of businesses with the scale to attract PE investment, but also because the explosion in the number of MGAs is a relatively recent phenomenon. As businesses that have been set up over the past several years grow and the sector matures, M&A are likely to increase. Private equity is showing a lot of interest in the sector and one can expect that a number of PE-backed consolidators might emerge to target MGA deals, just as has happened in commercial lines broking.
It was also a stellar month for capital raisings among technology-led lending and deposit businesses. Over £300m was invested in seven ventures, including Monese, the digital bank, Deposit Solutions, the platform for savings, and Capital on Tap, the SME business funding specialist. In addition, Funding Circle, the peer-to-peer lending marketplace, announced just after the end of the month that it was considering a flotation which would include an issue of new shares to raise c. £300m.
As ever, should you wish to discuss anything in the newsletter or how current trends may be relevant to your own business and plans, please don’t hesitate to get in touch.
Insurance
Two major transactions were announced in what would normally be a quiet month: Private equity firm Apollo Global Management announced it had entered into an agreement to acquire Aspen Insurance for $2.6bn, subject to regulatory approvals, and private equity firm Bain Capitalannounced it was in advanced talks with esure about a possible takeover for c. £1.2bn. It was also reported that The Co-op Group was exploring the sale of its £331m income general insurance operations for about £300m.
Serial acquirers GRP, PIB Group and The Broker Network all completed transactions this month: GRP acquired Digney Grant in Northern Ireland via its hub, Abbey Bond Lovis; PIB Group acquired Wrightsure’s London Market non-motor book via Citynet Insurance Brokers;and The Broker Network acquired Manchester based MCM, an existing network member with other offices in Derry and Birmingham, as its seventh “regional powerhouse”.
Overseas trade buyers were also active; PSC Insurance Group, separate to its investment in B.P. Marsh, acquired 70% of Leicester-based Turner Insurance Services for £4m. The Verlingue Group acquired ICB Group, led by Neil Campling, to substantially increase its UK presence and work with its existing investment Finch to build a common entity. U.S. Risk Insurance Group acquired London-based professional indemnity MGB Insurance Brokers from Manchester Underwriting Management and it will operate alongside Oxford Insurance Brokers and James Hampden International under the international subsidiary Trireme Insurance Group.
Travel & General Insurance Services completed its management buyout, backed by Mobeus Equity Partners, with an investment of £8.4m. Beat Capital Partners, a venture capital firm with investment backing from Neon Holdings, invested in cyber specialist Tarian, and Chord Re, a speciality reinsurance MGA, and merged with Paraline, a Bermuda-based insurance holding company and investor in £110m Lloyd’s syndicate 4242.
Finally, McLarens, the private equity-backed claims services provider, is understood to be working on a sale process to allow Altamont Capital Partners to realise its investment.
Investment
Swiss Re announced that it plans to float its UK unit, ReAssure, which manages the closed books of life assurance companies with c. £77bn of AUM, next year. The unit was valued at £3.5bn when Japan’s MS&AD Insurance invested in a 5% stake in October last year.
AxiCorp, the Australian online trading platform for currencies, CFDs, commodities and other financial instruments, announced the acquisition of One Financial Markets to create combined operations with an estimated $2trn of annual trading volume. Other inbound investments by international groups came from Fexco, the Irish-based financial services company focusing on bureau de change and payment card services, which announced the acquisition of the retail foreign exchange company, Thomas Exchange Global, strengthening its position as one of the largest independent FX operators in the UK, and from Dyal Capital Partners, a subsidiary of Neuberger Berman, which acquired a minority stake in Bridgepoint Group, the private equity and debt fund manager.
Just Group acquired a 75% stake in Corinthian Pension Consulting, the professional advisory services provider specialising in defined benefits schemes, and Bain Capital agreed to buy a minority stake in Benefex, the employee benefits management platform provider, from BGF.
In the IFA market, Mattioli Woods acquired Midlands-based Broughtons Financial Planning for £4m, adding 250 clients and more than £120m assets under advice. AFH Financial bought the client portfolios of HTH (Group) and its subsidiaries, Thomas Heald and Thomas Heald Solutions, for up to £5.1m and Harvey Curtis for up to £2.63m. Fairstone took a majority stake in Allensons Mortgage Advisors and deVere Group acquired WPS Advisory, which used to trade as Priscum Direct. UNIQ Family Wealth acquired Brecon-based IFA Isaac Rees Wealth Management with £28m of assets under advice.
It was also reported that True Potential, the IFA and technology provider with some £52bn of assets under administration, attracted interest from potential acquirers and appointed Perella Weinberg Partners to consider a sale that could be worth up to £2bn according to Sky News. Similarly, FNZ, the technology provider to a number of adviser platforms, is drawing up plans for a sale that could be worth up to £2bn according to reports.
FinTech
In lending technology, digital lender Monese raised $60m led by Kinnevik, PayPal, International Airlines Group (IAG) and the INVC fund. Tide, a UK-based mobile-first SME banking service, received £8m led by Augmentum FinTech alongside existing investors Anthemis, Creandumand Passion Capital, and invoice payment start up Previse raised $7m in a Series A funding round backed by Augmentum FinTech, Bessemer Venture Partners and Hambro Perks, alongside existing and new angel investors. Deposit Solutions, the Open Banking and international platform for savings deposits, closed a $100m funding round led by Vitruvian Partners; they were joined by Kinnevik as well as existing shareholders. SalaryFinance, the employee financial wellbeing platform, raised a $20m Series B investment led by founding investor Blenheim Chalcot and Legal & General. Business funding specialist Capital on Tapsecured £140m, including £90m in debt funding from M&G Investments and Triple Point Investment Management, along with £50m debt line from Citi and private equity and credit fund manager Pollen Street Capital. Finally, Accel and Balderton were reported to have injected £10m into payday lender Wonga before going into administration at the end of August.
In trading technology, specialist low latency connectivity provider TransFICC, secured a strategic investment from Citi, joining existing shareholders Illuminate Financial, Main Incubator and The FinLab, Deutsche Börse acquired a minority stake in HQLAx, the liquidity and collateral management player, and ITRS Group, the real-time monitoring and analytics provider for financial services, acquired OP5, the IT-monitoring and log-analysis technology provider.
In payments, digital payments group ThinkSmart sold 90% of its POS financing start up, ClearPay, to buy-now-pay-later specialist AfterPay Touch Group. Banking and payments platform Contis acquired consumer lending system provider Paze Finance, including a UK consumer credit licence, and JaJa Finance, the mobile-controlled credit card business, raised £7m in funding from investors including Pollen Street Capital, Silverstripe International and Blystad Group. Global payments services specialist Fexco acquired Thomas Exchange Global, the specialist foreign exchange business, and International currency exchange business WorldFirst acquired Wyre’s retail money transfer business.
Elsewhere, Augmentum also invested £2m in a £8m Series C financing in business information and intelligence firm DueDil. Co-investors in this round also include Oak Investment Partners, Notion Capital and Venture Founders. In investment technology, investment servicing and investment management specialist State Street has acquired FX transaction cost analysis service provider BestX.
Lending
It was a traditionally quiet month for the lending M&A markets although, just after the month end, Funding Circle Holdings announced that it was considering an IPO which would comprise an issue of new shares to raise c. £300m in gross proceeds and an offer of existing shares by certain exiting shareholders, directors and employees. As part of the offer, Heartland, which is the private holding company of Danish retail magnate Anders Povlsen, had conditionally agreed to acquire 10% of the enlarged company.
In the property markets, Cain International announced a partnership with Fortwell Capital, acquiring a majority stake in the business and providing £400m of investment capital to the company and Fairstone announced that it has taken a majority stake in Allensons Mortgage Advisors.
Elsewhere, fundraisings in the lending fintech markets continued apace. Augmentum Fintechannounced that it had invested £3m in a convertible note in Tide as part of an £8m funding round, alongside existing investors including Anthemis, Creandum, Local Globe and Passion Capital. Salary Finance announced a $20m Series B investment, to be used to launch in the US and support growth in the UK, led by founding investor Blenheim Chalcot and Legal & General. Jaja Finance announced the launch of its mobile-first credit card, having secured £7m in funding from global investors, and an imminent equity crowdfunding launch on Seedrs.
While Britain baked in a heatwave and England fans dreamt of ending 52 years of hurt at the World Cup in Russia, financial services M&A activity continued to tick along throughout July, albeit without any real ‘marquee’ transactions in the period.
Levels of M&A activity in insurance distribution remain buoyant with both private equity backed consolidators (PIB, GRP) and private equity investors (ECI, Cap Z) announcing transactions during the month. In a number of recent processes both consolidators and sponsors without an existing insurance business have been competing for the same targets, forcing buyers without a current platform but who want one to pay ever increasing prices, in order to outbid competitors with synergies.
With more than one of the high-profile consolidators expected to seek new equity backing over the next 12 months, it will be interesting to see whether and when we will see a combination of two of the consolidators. Investment bankers will have been feverishly weighing up the various permutations that exist to understand the best financial and strategic fit, but such transactions more often than not come down to personalities and who will get the top job in any combination.
As usual, the greatest number of transactions was seen in FinTech as businesses at various stages of their development continued to seek new equity to support their growth. With major banks (Barclays, Commerzbank – acting through their ventures arms), challengers (Paragon), conventional private equity (General Atlantic) and traditional Venture Capital investors (Octopus Ventures) all active in the period, companies seeking new investment have to think very carefully about the type of investor they want to seek backing and support from. They should not however be lulled into believing that it is ‘easy’ to raise money – investors remain highly selective and the large number of fundraisings going on can obscure the fact that a great many also fail, they just aren’t as well publicised as the successes …
As ever, should you wish to discuss anything touched upon in the newsletter that may be relevant to your own business, please do let us know.
Insurance
July was an active month despite the record temperatures. Early on PIB were active with two acquisitions, Wheatley Wright Group, which specialises in liability and associated risk focussed on the construction sector, based in Northamptonshire and Albany Childcare, a Glasgow-based specialist in childcare and nursery insurance. Trimulgherry Investments, another Peter Cullum investment vehicle with James McCaffrey, acquired the commercial business of the Hurst Group, creating a new broker Professional & Medical Insurance Solutions, CBC UK, a Lloyd’s broker backed by B.P. Marsh, acquired PBS Insurance, a general insurance broker based in Jersey. GRP acquired a majority stake in DCJ Group Insurance and Risk Management, the Chesterfield-based commercial broker, which will seek to accelerate its own growth through further acquisitions.
Minority Venture Partners acquired a material stake in Ataraxia from Stuart Randall which sees him retire from the business and will continue to support succession planning for its group brokers. Seventeen Group, in its fourth deal this year, acquired Everard Insurance Brokers, a West Malling-based specialist in marine and marine trades.
B.P. Marsh were active in their own right taking a 20% equity stake in ATC Insurance Solutions, a wide-ranging MGA in Australia. PE firm Capital Z invested in Prestige Insurance, the owner of Abbey Insurance Brokers and Prestige Underwriting Services in Northern Ireland. ECI Partners invested in The Clear Group, the London-based UK corporate and SME broker specialising in property and construction with in excess of £100m GWP. Bought by Many, having recorded £20m of GWP in the year to 31 March 2018, closed a series B funding round of £15m, backed by Commerz Ventures and Marsh alongside existing investors.
AmTrust Financial secured $350m backing from Madison Dearborn and Enstar to enable the company to go private, reducing the investment of Stone Point Capital and the Karfunkel-Zyskind family. AmWins, the US-focused wholesale distribution group and owner of THB in London, refinanced and increased its debt to a total of $590m, making its debt-to-EBITDA ratio 5.1x, and $330m will be used to pay a dividend. Liberty Mutual has been reported as having decided to sell Pembroke, its Lloyd’s platform and China Re are reported to be the front runner to acquire Chaucer from The Hanover Group.
Investment
LCCG (Life Company Consolidation Group) announced the intention to acquire Generali PanEurope to create a specialist wealth manager with €24bn of client assets, providing savings, investment and employee benefit solutions across Europe, including the UK, and Asia from the Isle of Man and Ireland. Elsewhere in Europe, Monument Re announced it had agreed to acquire the Dutch closed life insurer, Robein Leven N.V.
The investment platform market was buoyant. Nucleus was admitted on AIM at a market capitalisation of £140m and Alliance Trust said it has been in discussions with potential buyers interested in the Alliance Trust Savings (ATS) platform business.
Union Bancaire Privée announced that it had agreed to acquire ACPI Investments Limited (ACPI), an independent London-based investment manager and the activities of ACPI IM Limited in Jersey with c. £3bn in combined AUM.
In the IFA sector, Leeds-based Progeny Group acquired Evolve Financial Planning with offices in Croydon and London, bringing Progeny to over £1bn of client assets. Quilter’s financial advice arm bought the advice business of the Carlisle-based accountancy firm, Saint & Co, adding about £100m of assets under advice to Old Mutual Wealth Private Client Advisers, Quilter’s in-house advice firm, which now advises on more than £2bn of assets.
FinTech
Deal activity in lending technology was particularly active during July. Greensill, a provider of working capital finance for companies globally, announced a strategic investment from General Atlantic, the growth equity firm, of $250m valuing Greensill at $1.64bn, peer-to-peer lender Zoparaised £44m in funding as it prepares for the launch of its new digital challenger bank, PayBreak, the digital point of sale finance provider through online retailers, secured an additional £15m of funding with specialist banking group Paragon as part of its growth plans. Financial API platform TrueLayer raised $7.5m to capitalise on opportunities in Europe as new data sharing rules come into force, from previous investors NorthZone, Anthemis and Connect Ventures, UK high street bank Barclays partnered with P2P lending platform MarketInvoice to help business customers access finance. Barclays took a strategic minority stake in MarketInvoice and also plans to fund invoices in the future, growing its asset base in the small business segment and Tradeteq, a platform connecting trade finance originators with institutional investors, raised $6.3m in a seed fund extension round led by Accelerated Digital Ventures, will be used to develop the platform, including adding new services.
In insurance technology, Palamon Capital Partners, the pan-European growth investor, acquired a majority stake in FairConnect, a provider of IoT connected insurance services. Palamon and its financing partners invested and committed more than €100m in funding, Bought By Many, an insurance technology company, closed a £15m Series B funding round led by CommerzVentures, the corporate venture capital arm of Germany’s Commerzbank, with Marsh, a global leader in insurance broking and innovative risk management solutions, also participating. Follow-on investment comes from existing Bought By Many backers, including Munich Re/HSB Ventures, Octopus Ventures, and angel investors such as Evelyn Bourke and Crispin Odey. Finally, C88 announced a $28m Series C investment round led by Experian with participation from ResponsAbility Investments, DEG, InterVest, FengHe Fund Management, Pelago Capital and Fuchsia Venture Capital, the VC arm of Thai lender Muang Thai Life Assurance.
In trading technology, City veteran Alan Howard and Stone Milliner Asset Management’s Jens-Peter Stein backed a Series B investment round into macro analytics startup Quant Insight, Euroclear made an undisclosed investment in fixed income liquidity matching firm Algomi, Cloud9, a supplier of voice trading software, raised $14m in a funding round led by Barclays Bank with participation from JPMorgan and NEX Group and GMEX Group acquired a 30% stake in USAVE Blockchain, which is set to launch the Monaco Gold Spot Exchange (MGX) that will enable the fair and secure trading of physical eco-responsible gold.
In investment technology, financial technology provider FNZ Group acquired comdirect bank’s money and asset management brokerage and banking solutions division ebase (European Bank for Financial Services GmbH) for c.€151m, wrap platform with £14.3bn assets under administration Nucleus Financial Group successfully raised £32.1m in connection with its £140m AIM-based IPO. The shares were admitted to trading on 26 July 2018. Investment app Moneybox secured £14m in Series B funding, in a round led by Eight Roads, to expand its service and help a generation invest for their future. Existing investors including Oxford Capital Partners and Samos Investments also participated. Wealth technology startup Exo Investing has announced the close of a €16.5m (£14.6m) seed round last summer, funded by private investment from Benjamin and Ariane de Rothschild, ETS Asset Management, and Daniel Treves and Hugo Ferreira, both former heads of La Compagnie Benjamin de Rothschild, StatPro Group, a provider of cloud-based portfolio analysis and asset pricing services, acquired the regulatory risk services business of Franco-German financial services group ODDO BHFfor an undisclosed cash sum, JLT Employee Benefits, the employee benefit provider acquired money management firm Moola, subject to regulatory approval, to help JLT support UK businesses enhance the financial wellbeing of their staff and Motive Partners acquired a c. 40% stake in Global Shares, a leading provider of equity compensation management solutions to global corporations.
In payments, the UK’s New Payment System Operator (NPSO) took over the running of the Cheque and Credit Clearing Company Limited and acquired the assets of service provider UK Payments Administration, meaning that the NPSO has now completed the consolidation of Bacs Payment Schemes Limited (bacs) and Faster Payments Scheme Limited (FPSL). Payment enablement business PPRO Group closed a $50m funding round led by PayPal, with participation from Citi Ventures and return investor HPE Growth Capital, global card to card payment infrastructure company Paysend raised $20m in a round led by MARCorp Financial to launch new services and to boost its global expansion plans, Dutch bank ING spent €21m to buy a minority equity stake in cross-border B2B payments company TransferMate, mobile payment business Satispay, closed the first €10m tranche of a broader Series C raise led by Copper Street Capital, the specialist financial services investment firm, alongside investment vehicle Endeavor Catalyst and Greyhound Capital. Entrust Datacard, the provider of trusted identity and secure transaction technology solutions, announced a strategic investment in CensorNet’s USS platform, the cloud security company and Microgen disposed its payments business to CJJ Investments, a wholly-owned subsidiary of a large US technology group, for cash consideration of £6.9m. The payments business provides a series of bacs payment products and supporting services generating revenue in 2017 of £1.4m and an operating profit of £1.0m.
Elsewhere big data and enterprise intelligence business Quantexa, raised $20m in a Series B funding round led by Dawn Capital, the B2B technology venture fund, with return backers HSBC and Albion Capital also participating.
Lending
In the banking markets, Bank of Cyprus Holdings announced that it had agreed to sell its wholly owned subsidiary Bank of Cyprus UK and its subsidiary Bank of Cyprus Financial Services to Cynergy Capital, subject to regulatory approval. The consideration of £103m is payable in cash, of which half is deferred over 24 months from completion, without any performance conditions attached. Following completion, the bank is expected to be rebranded as Cynergy Bank. Cynergy Capital is led by a consortium comprising Mr Pradip Dhamecha (OBE), Mr Balbinder Sohal, Mr John Coulter and Ms Ann Jones.
Metro Bank announced the successful completion of the non-pre-emptive cash placing of c. 8.85m new ordinary shares, representing c. 10 per cent of the issued share capital, raising total gross proceeds of c. £303m for Metro in order to support the company’s momentum and future growth ambitions.
Paragon Banking Group announced that it had acquired the entire share capital of Titlestone Property Finance c. £48m and, at the same time, Paragon was acquiring a portfolio of development finance loans for c. £226m from a series of SPVs. Titlestone and the SPVs are owned by funds ultimately controlled by Oaktree Capital Management.
In the SME finance market, Advantedge Commercial Finance announced that they had completed the acquisition of the Henry Howard Cashflow Finance business. Reward Finance Group announced an additional £10m investment from Foresight Group to fund its business finance, trade finance and invoice finance products. MarketInvoice and Barclays announced a partnership deal in which Barclays has committed to a significant minority stake in MarketInvoice to give Barclays’ SME clients seamless access to MarketInvoice’s platform.
Elsewhere, TruFin announced that Zopa, in which TruFin currently owns c.15%, had agreed a further round of equity capital investment, to be deployed to support the capital needs of the next generation bank it has been building. The investment of £44m will be made in tranches as Zopa’sbank plans progress.
The first half of 2018 maintained the strong M&A activity that was seen in 2017, both in terms of volume and value. We have now experienced four consecutive quarters of strong activity without any “mega deals” driving aggregate values in contrast to the developments in the USA.
FinTech continues to lead the deal volumes with buoyant capital raising activity, demonstrating the attraction of introducing innovative technologies in financial services and the continuing opportunity to challenge established financial institutions. At the mature end of the financial services industry, it was “buy-and-build” strategies that dominated the Insurance sector, presenting the prospect of some larger transactions in the next few years. The Investment sector maintained its steady growth in M&A amidst declining opportunities for organic growth and the Lending sector also experienced increased volumes on the back of plenty of equity capital markets related activity.
Insurance
June’s activity was down on May although Insuretech deals picked up. Gallagher returned to the UK acquisition scene, buying Risk Services (NW), a regional commercial insurance broker based in Chester. Ryan Specialty completed its acquisition of Lodestar Marine and announced that it had raised an additional $175m from the Canadian private equity firm Onex Corporation. Ardonagh Group raised a further £98.3m as speculation over the fate of Swinton continues.
Right Choice Insurance Services, a motor insurance broker led by Mike Joseph, secured private equity backing from LDC with an investment of £28m for a minority stake and RFIB’s owner, Risk Transfer Group, acquired Corporate Underwriting, a specialist marine underwriting agency, as part of its new strategy to grow revenue to £100m by 2021. Tokio Marine HCC agreed to acquire Qdos Contractor, part of The Qdos Group and Hyperion acquired a minority stake in Apollo Syndicate Management, a Lloyd’s managing agency managing syndicate 1969 and SPA 6133 with combined capacity of £260m.
Ardonagh’s owners, Highbridge and MDP, acquired Health and Protection Solutions, a provider of health and wellbeing solutions to businesses and individuals, from AXA. The Warranty Group, which provides warranty insurance for Amazo’sn products, was acquired by Assurant, a rival firm, for $2.5bn.
In an interesting move PSC Insurance Group, the Australian-listed insurance group and owner of London-based Carroll & Partners and Alsford Page & Gems, made a £15.5m investment in B.P. Marsh & Partners, the AIM-listed insurance specialist venture capital investor. At the end of the month Trimulgherry Investments, established by Peter Cullum and James McCaffrey, acquired the commercial insurance broking business of Hurst Group, creating a new broker, Professional & Medical Insurance Solutions, specialising in products for doctors, dentists and professionals. CBC UK acquired PBS Insurance, a Jersey-based commercial broker.
Insuretech transactions included Shipowner’s acquiring a 33% stake in Jumar, an app development and legacy system moderniser. Laka, a crowd insurance pioneer, raised £1.1m of seed capital led by Tune Protect Group Berhad, and Marshmallow picked up $1.2m seed funding to provide car insurance to immigrants and expatriates, led by Passion Capital and Investec.
Investment
Deal activity was buoyant across the wealth management sector throughout the month of June.Quilter, the group managing over £100bn of investments on behalf of over 900,000 customers, formerly named Old Mutual Wealth, separated from its parent company Old Mutual and listed independently on the London and Johannesburg stock exchanges with a market capitalisation of approximately £2.8bn. Quilter also completed its disposal of the single-strategy fund management business, Old Mutual Global Investors, which has subsequently been renamed Merian Global Investors, to TA Associates for up to £583m.
Rathbones announced it had agreed to acquire Scotland’s largest independent wealth manager, Speirs & Jeffrey, for an initial consideration of £104m plus a deferred consideration of 5.8m Rathbone shares. Speirs & Jeffrey is currently responsible for £6.7bn of AUM and employs 38 investment professionals. Henderson Rowe, the discretionary manager, was sold to Rayliant Global Advisors, the quantitative equity investment manager specialising in Asia.
The technology-led propositions were also busy including Multiply, a fully-automated independent financial advice service, which secured investments totalling £1.75m, led by Octopus Ventures, and Munnypot, the online investment adviser, attracted equity capital from Capita and Livingbridge. In addition to the equity investment, Capita announced that it will license Munnypot’s technology for its own clients and stressed the strategic nature of the investment. Intelliflo, technology platform for financial advisers, announced that it had been acquired by Invesco, the global investment management firm. Intelliflo had been owned by HgCapital, the European private equity fund, since 2013.
In the life assurance sector, LCCG agreed to buy Equitable Life for £1.8bn, 18 years after the life company was forced to close to new business in 2000, and transfer the business to Reliance Life, the specialist run-off manager established by LCCG. Canada Life UK agreed to sell a block of 155,000 longstanding policies with some £2.7bn in assets from its closed UK book to Scottish Friendly, as it turns the focus on its core markets of annuities, wealth management and protection.
AXA announced that it is to sell its whole of market intermediary, The Health Insurance Group, trading as Health and Protection Solutions, to Nevada Investments Topco, which is jointly owned by the US private equity firms Highbridge Principal Strategies and Madison Dearborn Partners, and hold a major stake in The Ardonagh Group. PIB Group, the UK intermediary backed by The Carlyle Group, acquired i2 Healthcare, an independent specialist corporate healthcare intermediary based in Birmingham.
The IFA sector saw further consolidation: Fairstone, the provider of personal financial planning services, acquired West Yorkshire-based Utopia Financial Planning as well as Fairstone Financial Management (trading as Sovereign Wealth Management). AFH Financial Groupbought York-based advice firm Corville Financial Services for up to £2.9m. Newell Palmercompleted its 50th acquisition with the purchase of Macclesfield-based The Acumen Investment Partnership, adding £35m to its AUM, which now stands at in excess of £2bn.
European Wealth Group pulled out of its deal to buy US broker-dealer firm Newbridge Securities Corporation and its affiliated investment advice business.
FinTech
In investment technology, Intelliflo, the technology platform for financial advisers owned by HgCapital, announced its acquisition by global investment management firm Invesco. InvestCloud, the digital and programs writing programs technology provider acquired rplan, the provider of client engagement technology to support bespoke investment propositions for web and mobile, for $20m. Livingbridge’s growth capital business announced an investment in Munnypot, the automated online investment platform. Earlier in the month, Munnypot also signed a strategic relationship with outsourcer Capita including a minority equity stake in the company as well as licensing Munnypot’s technology for its own clients. Investor communications and financial services data/analytics firm Broadridge Financial Solutions, further expanded its global market intelligence business with the acquisition of MackayWilliams, a specialist European fund market and research firm, and Intesa Sanpaolo invested in Oval Money, the budget management app launched by the former CEO of Uber Italy, following a “significant investment” by its innovation venture fund Neva Finventures.
In payments, private equity firm Dunedin invested in the £44m funding of Global Processing Services, the payments processor and technology provider enabling next generation payment technology. Rebtel secured $8m to further expand its ecosystem of resources for modern migrants, adding digital banking services to their existing communication and on-demand work offerings, backed by venture capital funds Balderton Capital, and Index Ventures, and Rivetz, the decentralized mobile security solutions provider, acquired DISC Holdings, a developer of secure mobile blockchain-based payment applications.
In banking and lending technology, financial services software provider Finastra acquired Malauzai, a provider of mobile and internet banking solutions for community financial institutions and credit unions. ‘Lending as a Service’ platform ezbob announced Honeycomb Investment Trust’s investment in its Round C fundraising and the appointment of Lindsey McMurray, founding partner of Pollen Street Capital, to the Board of Directors and ING Ventures, the venture capital arm of ING Bank, led a $16m Series A investment into TradeIX, the API and blockchain powered trade finance platform alongside other investors Kistefos, BNP Paribas and Tech Mahindra.
Elsewhere, cyber security firm F-Secure acquired MWR InfoSecurity, a privately held cyber security company, for £80m upfront cash, subject to cash, debt and working capital adjustments, plus up to £25m in deferred consideration and Eigen Technologies, the research-led artificial intelligence company for finance, law, and professional services, has completed a £13m Series A funding round co-led by Goldman Sachs Principal Strategic Investments (PSI) and Temasek. Verisk Analytics, the provider of risk-assessment services and decision analytics to professionals, acquired Validus-IVC, the provider of software to support businesses to reduce fraudulent insurance claims and manage ongoing claims, AcadiaSoft, the provider of margin automation solutions for collateral management counterparties, announced a minority stake investment from London Stock Exchange Group as well as further collaboration with LCH SwapAgent on new product development and electronic registration services provider Teranetacquired Finastra’s Canadian-based Collateral Management Corporation.
Lending
The half-year closed with two very significant public market transactions in the lending markets. In the first, CYBG and Virgin Money announced that they had agreed the terms of a recommended all-share offer, first announced in May, to be made by CYBG for Virgin Money to create the UK’s first true national banking competitor to the status quo. The offer values Virgin Money at c. £1.7bn and will result in Virgin Money shareholders owning c. 38% of the combined group. In the second, Amigo Loans, the market leader in the guarantor loan space, confirmed the pricing of its IPO at 275p per share implying a total market capitalisation of c. £1.3bn. In the IPO, Richmond Group and certain directors, senior managers and employees will sell c. 118.8m shares and receive gross proceeds of c. £327m.
In the equity capital markets, UK Government Investments announced the successful completion of the disposal of part of HM Treasury’s shareholding in The Royal Bank of Scotland Group (RBS). The shareholding of HM Treasury will be reduced from c. 70.1% of the ordinary share capital of RBS to c. 62.4% and will raise proceeds of c. £2.5bn. Lloyds Banking Groupannounced that it has sold its remaining c. 3.3% stake in Standard Life Aberdeen, raising aggregate gross sale proceeds of £344m.
Elsewhere, AnaCap Financial Partners acquired a portfolio of UK second-lien performing and non-performing consumer mortgages from Welcome Financial Services, the third such portfolio acquired from Welcome since 2015 the assets of which had a combined value of £250m. Hitachi Capital UK announced the acquisition of Franchise Finance, a specialist financial services provider to the franchising industry. MoloFinance, which is developing a fully digital mortgage solution, announced completion of a £3.7m seed funding, led by Ubon Partners.
May was a busy month across all sectors with continued interest from private equity funds in financial services with e.g. Livingbridge and Inflexion both making notable investments. In addition, several of the private equity-backed participants were active in the continuing consolidation of the insurance distribution market, including PIB Group, Ardonagh and SSL Insurance Group.
In the banking sector, rumours have been circulating around recent discussions involving potential tie-ups between both Barclays and Standard Chartered as well as Societe Generale and Unicredit, indicating that, after a near 10-year hiatus, cross border banking may be back on the agenda. Of course, domestically, consolidation among the challenger banks is well underway and May saw a £1.6bn approach by the owner of Clydesdale and Yorkshire Bank, CYBG, for Virgin Money. The offer has already had to be sweetened once following a fall in the value of CYBG shares but appears likely to go through, which would create the largest challenger bank in the UK to take on the biggest high street lenders. This is another example of the buoyant conditions for M&A transactions we are currently experiencing.
The sector summaries below set out the full list of deals in the month. As ever, should you wish to explore how your own business might benefit from the current trends, we would be pleased to hear from you in complete confidence.
Insurance
May was an active month in the sector with a wide variety of deals. The joint MDs of Walmsleys Commercial Insurance Brokers, Philip Wall and Steven Moore, completed their MBO, buying out majority shareholders Martin Bellamy and Michael Whittle, having raised their own funding and not using private equity capital. Coversure, led by Bob Darling, also completed an MBO backed by private equity firm Livingbridge. The franchise focused broker has over 90 offices throughout the UK with £116m GWP as well as the online wholesaler Policyfast and specialist underwriter CUL.
Fresh Insurance Services, a specialist non-standard personal lines broker, was bought by NSM Insurance in the USA, through its UK company, Vantage Holdings. Broker Network-owned Boyd & Company acquired Insureness, a £3.9m GWP broker in Musselburgh. Lexicon, a Peter Cullum-owned property MGA, acquired Oasis Property Insurance in Worthing as it builds itself as a mid-market property MGA. PIB Group completed its 15th deal with the acquisition of health and safety specialist, Lincsafe, based in Lincolnshire with 30 consultants and Ataraxia, an insurance focused investor, took a stake in Whitefield Insurance Services, the Ramsbottom-based broker, allowing Steven Foster to exit and Stephen Hopwood to continue leading the business.
The previously serial acquirers were back in action with Ardonagh’s owners, HPS Investment Partners and Madison Dearborn Partners, acquiring Capita Specialist Insurance Solutionsand Professional Fee Protection. Gallagher, with its first acquisition for almost four years, acquired Risk Services (NW), a Chester-based commercial insurance broker. J.C. Flowersbacked the merger of SSL Insurance Group with Endeavour, both specialist international brokers based in London. Charles Taylor InsurTech acquired Inworx, a Latin American-based insurance focused technology business as part of its strategy to establish itself as a global insurance technology provider of choice.
Sovereign Capital Partners realised its investment in Kindertons, a nationwide provider of outsourced accident and claims management services, with the sale to ExamWorks, a portfolio company of Leonard Green & Partners and providing Sovereign with a gross return of 8x.
Investment
The investment management sector saw activity last month: Gresham House announced that it is to acquire the entire share capital of FIM Services, an alternative investment fund manager specialising in UK real assets, for a total consideration of up to £25m; Seven Investment Management (7IM) agreed to buy Tcam Asset Management, the Edinburgh-based discretionary asset manager for high net worth individuals with £1.1m in AUM which was spun out of the Scottish law firm Turcan Connell in 2015; and ESO Capital Partners, the provider of hybrid capital solutions to SMEs, agreed to acquire Core Capital Partners, the UK mid-market private equity fund.
In the wealth management sector, Toscafund Asset Management acquired a significant minority stake in Plurimi Investment Managers, the London-based wealth manager with £3bn AUM on behalf of ultra-high net worth individuals. Digital wealth manager Moneyfarm raised £40m in a Series B financing round, tapping existing investors Allianz Asset Management, United Ventures and Cabot Square Capital which were joined by new investors Endeavor Catalystand Fondazione di Sardegna.
In the IFA sector, Brewin Dolphin acquired the financial planning and investment assets of Dundee firm, Clark Thomson Mortgage Finders, and London-based Premier Portfolio Financial Services, with £40m of AUA, joined Fairstone through its downstream buy-out programme. AFH Financial Group bought the assets of Meritor, the financial advisory business of law firm Freeths.
FinTech
FinTech remained a busy sector in May with data firm IHS Markit acquiring financial services data business Ipreo from private equity funds Blackstone and Goldman Sachs Merchant Banking for $1.9bn. Inflexion Private Equity backed the management buyout of Independent Transition Management, the provider of specialist data services to the pensions and financial services markets and digital identity security business Vasco, acquired customer onboarding provider, Dealflo, for £41m in cash.
In payments, Groupon acquired Cloud Savings Company, the parent company of online discount code platform Vouchercloud and brand loyalty provider Giftcloud, at an enterprise value of $65m. Digital money transfer business Azimo raised $20m led by Rakuten Capital, the investment arm of global innovation leader Rakuten, Inc. e.ventures, Frog Capital, GR Capital Partners, Greycroft Partners, MCI, Quona Capital and Silicon Valley Bank also participated in the financing. Money transfer company TransferGo raised $10m in Series B funding to expand globally. Cloud-based platform for integrated global payroll and payments processing, collaboration and delivery, CloudPay, announced an additional investment of $25m from Rho Ventures, Pinnacle Investment Partners and Hercules Capital. Pleo, the smart company payment cards provider to automate expense reports, announced a $16m Series A financing round led by Kinnevik, the European venture fund, with participation from existing investors Creandum, Founders and Seedcamp.
In investment technology, asset manager Schroders took a minority stake in digital wealth services business WeInvest, investor communications and financial services data / analytics firm Broadridge Financial Solutions acquired FundAssist, a regulatory, marketing and sales solutions service provider to the global investments industry. Alternative asset manager Hgannounced an investment in FE, a leading data, analytics and software vendor focused on the UK and Australian retail investment funds markets. Digital wealth manager Moneyfarm announced a £40m funding round led by Allianz Asset Management, as well as Endeavor Catalyst and Fondazione di Sardegna with further funding from existing backers Cabot Square Capital and initial investor United Ventures.
In lending technology, SME business lender iwoca raised an additional £50m in a debt facility provided by a syndicate of banks led by NIBC Bank, with existing lenders Shawbrook Bank and Pollen Street Capital also participating. Online mortgage broker Trussle secured £13.6m in its Series B funding round from a group of leading international investors led by Goldman Sachs Principal Strategic Investments and Propel Venture Partners as well as Finch Capital, which led Trussle’s Series A fundraising round, and Seedcamp. Digital banking platform Monesecompleting a fundraising round with Investec Ventures, Korea Investment Partners and Anthemis.
Elsewhere, Charles Taylor InsureTech acquired insurance-focussed technology consultancy and software provider Inworx for $22.5m, challenger consultancy Elixirr acquired specialist regulatory and governance consultancy Medius Consulting, risk management investment vehicle KRM22raised £10.3m through an IPO on AIM backed by a series of investors including Hargreave Hale, Octopus Investments, Livingbridge, Rathbone and Artemis Investment Management as well as financial technology company Cinnober and the Singapore Exchange (SGX) took a minority stake in FX post-trade processing network Cobalt DL.
Lending
The banking markets continued to dominate the M&A headlines with the announcement that CYBG had made a preliminary approach regarding a potential all share combination of CYBGand Virgin Money. Under revised terms announced just after the month end, CYBG would acquire all of the issued and to be issued ordinary share capital of Virgin Money on the basis of an exchange ratio of 1.2125 new CYBG shares for each Virgin Money share (resulting in Virgin Money shareholders owning c. 38% of the combined group). Discussions are ongoing and reciprocal due diligence is being conducted. Separate discussions and due diligence are also ongoing between CYBG and Virgin Enterprises in respect of the license of the Virgin Moneybrand to the combined group, which is a pre-condition to the proposed combination.
Elsewhere in the banking markets, Lloyds Banking Group announced that it had agreed the sale of its Irish residential mortgage portfolio to Barclays Bank for a cash consideration of c. £4bn at current exchange rates. The gross assets subject to the transaction were c. £4.3bn, of which £0.3bn were impaired and, in the year to 31 December 2017, generated a pre-tax loss of c. £40m. J.C. Flowers & Co. sold c. 19m shares in OneSavings Bank, representing c. 8% of the share capital in the company, at 416p per share equating to gross proceeds of c. £80m. Paragon Banking Group confirmed that it was in the early stages of considering a possible acquisition of Titlestone, the residential development finance lender.
In the debt purchase markets, Encore Capital Group announced an agreement to purchase the remaining interest in Cabot Credit Management from existing shareholders, including J.C. Flowers & Co., for 5m shares of Encore common stock (c. $233m based on the prior day’s closing price) and c. £175.5m in cash, which will result in Cabot becoming a wholly owned subsidiary of Encore. In 2013, Encore had made an initial strategic investment in Cabotrepresenting a c. 43% ownership interest, in anticipation of Cabot eventually becoming a wholly owned subsidiary.
In defiance of market volatility and political and regulatory uncertainty, transaction volumes in UK financial services reached a post-Crisis high in the first quarter of this year, with activity especially buoyant in the Insurance and FinTech sectors.
Steady consolidation in the general insurance distribution and Lloyd’s broking markets continued, led by international acquirers and private equity backed vehicles as seen this month by Integro buying Tyser & Co and PIB taking over Lorica and Wilby, the two acquirers both being backed by US private equity funds. Similarly, interest from overseas acquirers was strong in the bids for NEX Group and Fidessa.
The attempts by several global banks to position themselves in next generation business models manifested itself in acquisitions of strategic stakes in various young businesses in the UK, including BBVA investing in Atom Bank, JPMorgan in Mosaic Smart Data and HSBC in Visible Alpha. Separately, Natixis’ acquiring stakes in both Fenchurch Advisory Partners and Vermilion Partners showed how overseas banks are also attracted to specialist corporate finance boutiques in the UK.
As we enter this quarter geopolitical tensions are rising. But, as in the first quarter of this year, investors’ rationale for and their confidence in the creation of economies of scale through mergers and acquisitions as well as improved services and solutions via the application of new technologies remain fully intact. We look forward to another active quarter and to helping you find the best way forward for your investors.
Insurance
With three transactions announced at the beginning of the month, Clear Insurance acquiring Genavco, PIB acquiring Lorica and HPS together with Madison Dearborn acquiring Compass, it looked like it was going to be an active month for the insurance sector and that is how indeed it turned out. Manchester Underwriting, the expanding MGA, acquired Pelican Underwriting, a solicitors’ PI specialist MGA, launched in 2015 with capacity from Munich Re and Broker Networkbacked Saffron Insurance acquired Grove Insurance Services, a Bedfordshire-based SME commercial and personal lines broker. Broker Network also acquired Knighthood Corporate Assurance Services from Sunderland Marine and established it as its fifth regional powerhouse.
Aston Lark, the PE-backed commercial broker, acquired Ingram Hawkins & Nock, a £10m GWP specialist broker, its first transaction since its merger with Lark, and A-Plan acquired personal lines and SME commercial broker Oliver & Sanders with offices in Andover and Frome.
At the end of the month Integro, the Odyssey Investment Partners-backed international insurance and speciality risk management firm, announced the acquisition of Lloyd’s broker Tyser & Co, bringing an end to its near 200 years of independence. PIB announced the acquisition of Wilby, the Halifax-based specialist commercial broker with 80 employees and Magenta Partners, the SME growth investor, announced it had made a minority stake investment in Gary Burke’s Eaton Gate Holdings and Vigilis Holdings which specialises in mid-market commercial insurance. NSM Insurance Group (NSM), the US-based owner of Vantage Insurance, announced that White Mountains Insurance Group had acquired a majority stake in the Group subject to regulatory approval, replacing Abry Partners as the principal investor alongside management and valuing NSM at approximately $400m.
Zurich UK acquired Oak Underwriting, the high net-worth personal lines business with 80 employees, from RSA Insurance who acquired it in 2011, to “accelerate Zurich’s growth of its high net-worth business and give them significant scale”. A consortium led by Centerbridge completed its acquisition of Canopius for $952m and Hanover Insurance Group are considering the disposal of Chaucer having retained Goldman Sachs to act as its adviser as it reviews strategic alternatives.
Investment
Prudential, UK’s largest insurer, announced its demerger into M&G Prudential, the UK insurance and asset management operations, and Prudential Plc, the Asian, African and US businesses, to create two separately listed companies. It also announced the sale of £12bn of annuity assets to Rothesay Life, making Rothesay Life the UK’s largest specialist annuity insurer with over £37bn of assets managed on behalf of 750,000 policyholders.
Mutual life insurer, Equitable Life, hired Goldman Sachs to find a new home for the business and Aberdeen Standard Investments (ASI) and Virgin Money are to establish a strategic joint venture in which ASI will take over the management of Virgin Money’s £3.7bn retail assets, while also taking a 50% stake in the unit trust business, Virgin Money Unit Trust Managers, following an upfront cash payment in excess of £40m.
Natixis, the French investment bank which is majority-owned by the French retail banking group BPCE, bought majority stakes in Fenchurch Advisory Partners and Vermilion Partners, the merger and acquisitions advisory businesses specialising in UK financial services and Chinese cross-border transactions, respectively.
SimplyBiz confirmed its plans to raise £30m of new money and £34.6m for its existing shareholders in connection with a flotation on the AIM market of the London Stock Exchange at a value of the business of £130m. The plans were successfully realised on 4th April. In a similar vein, adviser-owned investment platform Nucleus confirmed the business is open to a possible stock market listing.
Cabot Square, the private equity fund, invested in a majority stake in SPF Private Clients, the financial adviser and broker of mortgages and general insurance, and Savills sold its stake in the business as part of the transaction.
In the IFA market, Fairstone fully acquired Peterborough-based Zimb Johnson Bespoke Financial Planning with some £200m of client assets under advice, Harwood Wealth Management Group bought Southampton-based AE Financial Services, with £130m of client assets under influence, from AE Insurance Services for up to £4.6m, Newell Palmer completed the purchase of Moneyfax fps, adding £20m of client assets.
Elsewhere in the sector, the futures trading group CME Group announced it had reached an agreement to acquire NEX Group, the electronic foreign exchange and fixed income trading platform, for £3.9bn, and JLT bought Chartwell Healthcare, a specialist PMI broker in the SME sector.
FinTech
Trading technology continued to be busy in March. Derivative market specialist CME Groupagreed to take over electronic foreign exchange and fixed income cash execution platform NEX Group in a deal valuing NEX Group at £3.9bn, which represents a 49.2% premium to NEX’s share price prior to the offer period beginning. Trading technology supplier Fidessa postponed a shareholder vote on acceptance of the £1.4bn takeover offer from Temenos following indications that Ion Trading and SS&C Technologies are working on offers. The Temenos offer has a 27th April vote deadline.
China Minsheng Financial led a $100m Series E funding round for social trading and investment platform eToro. The round was joined by SBI Group, Korea Investment Partners, World Wide Invest amongst other investors. JPMorgan took a stake in UK-based data visualisation outfit Mosaic Smart Data, a graduate of the bank’s ‘In-Residence’ startup programme and HSBCinvested in Visible Alpha, an investment research technology firm founded by a number of investment banks, as part of its January funding round.
In lending technology, UK digital-only Atom Bank raised £149m in a funding round where BBVAinvested a further £85.4m, raising its stake to 39%, P2P lending platform MarketInvoice signed agreements with Banco BNI Europa and Varengold Bank to add £90m and £45m, respectively, on its platform and Experian, the credit data company, acquired millennial-focused credit scoring business ClearScore for £275m, attracted by ClearScore’s success in matching members with fee-paying financial products providers. Wyelands Capital signed a strategic partnership and equity investment with Demica, to provide inventory finance to global commodity producers and traders, trade and supply chain-focused investor GTR Ventures completed an investment in Tradeteq, a cloud-based platform that matches trade finance originators with institutional investors, digital challenger bank Tandem acquired personal finance app Pariti, BABB, the decentralised banking platform for the unbanked, raised $20m through a token sale and Oodle Car Financing, the car financing startup, secured a £100m facility from Citigroup.
In payments, Equistone Partners, the mid-market private equity investor, acquired a majority stake in Small World Financial Services, the international cross-border payment service provider with revenues of £110m. Private equity firm Actis Capital completed a $82m round into digital retail payments platform Pine Labs.
Elsewhere, ACA Compliance Group acquired Cordium, the provider of governance, risk and compliance services, capital markets FinTech investor Seismic Foundry completed an investment into Enforcd, a regulatory intelligence and enforcement platform, blockchain technology provenance solutions provider Everledger, closing a $10.4m Series A investment round with the Canadian arm of Fidelity Investments as the lead investor, with participation from Vickers Ventures Partners and Graphene Venture Capital, who join existing investors including FPV, Fenbushi, Bloomberg Beta and Rakuten.
Lending
The challenger bank market remained active in March with Atom Bank announcing that it had raised £149m in a round led by cornerstone investors BBVA (which will invest a further £85.4m to increase its ownership to c. 39%) and Toscafund (which will invest £54.4m to also increase its stake in the bank). Aldermore Group announced the completion of its acquisition by FirstRand International, and Tandem announced that it had acquired money management app Pariti.
In the debt purchase markets, LCM Partners announced that it had entered into a strategic partnership with Brookfield Asset Management aimed at jointly growing LCM’s asset management and credit servicing business globally. Brookfield will acquire a 25% strategic interest in Link Financial Group with an option to acquire another 24.9% interest over time. Separately, Arrow Global announced it had agreed terms for two acquisitions which strengthen the Group’s investment and asset management capabilities in Italy for an aggregate equity value of €82m.
Elsewhere, SPF Private Clients confirmed Cabot Square Capital had acquired a majority shareholding in the national mortgage, general insurance and wealth management brokerage for an undisclosed amount. Manx Financial Group announced that its wholly owned subsidiary Bradburn had entered into a binding agreement to acquire the entire issued share capital of Blue Star Business Solutions, an SME credit brokerage specialising in funding for IT equipment amongst other assets, for an initial payment of £1.5m and an earn-out capping total consideration at £4.0m. Hadrian’s Wall Secured Investments announced that it had successfully raised gross proceeds of £20.1m through a placing, the net proceeds of which will be used to enter into new loan transactions.
Against a backdrop of record levels of global M&A generally and so many headline grabbing deals in other sectors, the closest to front page news in UK financial services was Federated Investors’ acquisition of a controlling interest in Hermes, TransUnion’s £1bn acquisition of Callcredit and Revolut’s much publicised Series C fundraising, placing it firmly in the “Unicorn” category with an implied valuation of c.$1.7bn.
There were no marquee deals announced in the insurance sector, but with a large number of companies currently on the block (Chaucer, StarStone, Atrium, Swinton…) attracting interest from both private equity and trade buyers, one might expect several high profile deals could still be announced this side of the summer.
White Oak’s acquisition of LDF Group marked a relatively rare cross-border acquisition of a UK specialist lending and asset finance platform. It comes on the back of at least two other transactions in the sector having recently been aborted and in spite of various UK challenger banks actively seeking new and higher margin areas to use their balance sheets.
In the public markets, the ongoing battle for trading technology firm Fidessa got one step closer to a conclusion as US-based Ion Group gazumped a previous offer from Swiss firm Temenos, with a new cash offer worth £1.5bn.
The sector summaries below set out the full list of deals in the month. As ever, should you wish to explore how your own business might benefit from the current trends, we would be pleased to hear from you in complete confidence.
Insurance
A relatively quiet month started with White Mountains, the Bermuda-domiciled and New York-listed financial services group announcing its agreement to acquire a majority stake in NSM Insurance Group, the owner of Vantage Insurance in London. Broker Network were active again with the acquisition of Weald Insurance Brokers, a £14m GWP commercial broker in Kent, giving Broker Network its sixth hub. Jelf, in its first deal since being acquired by Marsh in 2015, acquired Clark Thomson, the eight branch SME commercial and personal lines broker, headquartered in Perth.
Global Risk Partners was active with the acquisition of Thomas Sagar Insurances, a Bolton-based corporate, SME and personal lines broker with 24 employees and £9m GWP. Insurtech start-up Konsileo secured £2.7m of funding from technology investor Committed Capital. Sedgwick, the US-based and KKR-backed technology-enabled insurance business solutions group, completed the acquisition of Cunningham Lindsey, the global loss adjusting and claims management group with nearly 6,000 employees in 65 countries.
Ardonagh, the holding company for Towergate and Autonet, announced that Autonet had acquired the renewal rights to a number of business lines from Ageas Retail, consisting of customers of Kwik Fit Insurance, Auto Direct, Cover Direct and Regal. Stackhouse Polandannounced the acquisition of Honour Point, a corporate and global client focused brokerage, specialising in publishing, arts heritage property and charity sectors.
Investment
In asset management, the US group Federated Investors bought a 60% stake in Hermes Investment Management, with £33bn in AUM, from BT Pension Scheme for £246m, which will retain a 30% stake along with the management team’s 10%.
It was reported in the Sunday Telegraph that Rathbone Brothers and Permira are bidding for the Scottish stockbroker Speirs & Jeffrey which manages some £5.5bn of assets on behalf of individuals, trusts and pensions funds, and Sky News reported that the Abu Dhabi Investment Authority is plotting a bid for JC Flowers 21.4% stake in Pension Insurance Corporation, the pension buyout firm.
Saunderson House owner IFG Group announced that they had abandoned plans to sell the wealth management business after receiving a number of takeover offers earlier this year which, as stated by the board, were not “wholly aligned with the strategy of Saunderson House” and would “present significant execution risks” that would “likely create lower shareholder value” than retaining the business.
The SimplyBiz Group, provider of compliance services for over 3,400 authorised firms, successfully floated on AIM with a total value of £130m after having completed a sale of 49.9% of the share capital for £64.6m, almost half of which was raised for the company.
Old Mutual Wealth is expecting to list on the London Stock Exchange as Quilter on 25th June, according to the listing prospectus, involving the distribution of 87% of the share capital to Old Mutual shareholders.
Zurich sold its 25% stake in Openwork, effectively turning over control of the network to its advisers. Openwork Partnership, a body that represents member adviser firms, will become the majority owner of the network and Openwork’s own employees will retain a minority stake through an employee benefit trust.
Fairstone bought Sims Financial Planning, adding £90m of client assets, and Newell Palmercompleted the acquisition of Coventry-based, HIA International (Financial Services), adding £80m of client assets and 60 group schemes. Harwood Wealth Management bought Ascot-based Plan65, with £42m of client assets, for up to £1.56m and Berkshire-based Fund Management, with £34m of client assets, for up to £1.13m. AFH Financial Group acquired Hertfordshire-based Mark Hughes & Associates for a consideration up to £1.6m and South Yorkshire-based Lifetime Investment and Seminar Services for up to £500,000.
FinTech
Activity in trading technology continued in April. Following initial interest from Temenos and subsequently Ion Investment Group and SS&C Technologies, trading technology vendor Fidessa announced a £1.5bn recommended cash offer from Ion Investment Group, a 48.6% share price premium to the undisturbed pre-offer share price and enterprise multiple of 4.7x 2017 recurring revenue and 25.9x 2017 cash EBITDA.
Deutsche Börse Group’s post-trade services provider Clearstream acquired Swisscanto Funds Centre, the post-trade services provider, to enable Clearstream to expand its services in the funds space. Global index, data and analytics provider FTSE Russell acquired minority shareholdings in FTSE TMX Global Debt Capital Markets from TMX Group and MTS S.p.A. As a result, FTSE Russell will acquire 100% ownership of FTSE TMX to support its core index and analytics offering. CloudMargin, the cloud-based collateral and margin management solution, raised $10m from LVC, the venture investing arm of Leucadia National Corporation, investment bank Jefferies and the critical information, analytics and solutions provider IHS Markit. Existing investors, including Illuminate Financial Management, also participated in the round. AccessFintech, the post trade process FinTech firm announced that JPMorgan Chasewas a lead investor in AccessFintech’s Series A funding round as well as joining J.P. Morgan’s In-Residence program.
In payments, international payments start up Revolut raised a Series C investment round of $250m, valuing the business at $1.7bn, led by DST Global, with existing investors Index Ventures and Ribbit Capital also participating and Paysafe, the global payments provider, acquired iPayment Holdings, a U.S. based provider of payment and processing solutions for small and medium-sized businesses.
In lending technology, U.S. credit reporting agency TransUnion announced the acquisition of consumer data provider Callcredit for £1bn from private equity firm GTCR, expanding its operations into Europe for the first time and SME financing business Liberis secured equity financing from Blenheim Chalcot alongside debt facilities from British Business Investments, Paragon Bank and BCI Finance raising £57.5m in total.
Elsewhere, Clark, the mobile app-based digital insurance brokerage closed a $29m Series B funding round led by fintech investor Portag3 Ventures, and VC fund White Star Capital, with participation from a number of existing investors including Coparion, Kulczyk Investments, and Yabeo Capital, the fintech arm of Italy’s Gruppo Banca Sella agreed a £24m cash acquisition of mobile financial services outfit Vipera, communication workflow application provider Symphony Communication Services announced a $67m raise from Barclays, French investment bank Bpifrance and CLSA as well as a group of existing investors and SimplyBiz, the provider of compliance and business services to directly authorised financial advisers completed its £130m listing on the London Stock Exchange, raising £65m including £30m from an institutional placing of ordinary shares at 170p and £34.6m for selling shareholders.
Lending
The banking markets continued to be active. Diamond Bank, Nigeria’s fastest growing retail bank, announced that it had entered into an agreement to sell its UK banking operations, Diamond Bank UK, to a member of the GFG Alliance (founded by the Gupta family) that also owns Wyelands Bank. Unity Trust Bank announced the completion of an investment transaction, raising over £11m in new capital from existing shareholders and one new investor, the SFRE (Sustainability, Finance, Real Economies) investment fund. The transaction has also enabled Unity to buy back shares from shareholders, including the Co-operative Bank which is now no longer a shareholder. Bradford & Bingley, part of UK Asset Resolution, announced that it had agreed to sell two separate portfolios of BTL and residential owner-occupied mortgages to an investor group led by Barclays Bank for £5.3bn.
In the SME finance markets, White Oak Global Advisors announced that White Oak had agreed to expand its asset-based lending platform to serve clients in the UK and Europe through the acquisition of LDF Group. Liberis announced that it had secured £57.5m in combined funding from British Business Investments, Paragon Bank, BCI Finance, and Blenheim Chalcot(which provided incremental equity funding).
Elsewhere, the current management of Fortwell Capital were reported to have bought out the platform and brand from CPC Group, and will continue to manage CPC Group’s existing loan book. Harrington Brooks announced that its Debt Management Plan portfolio has been transferred to Gregory Pennington from HB Financial Solutions (which is in administration). In addition, IVA portfolios have been transferred to Freeman Jones which were managed by One Advice, trading as Harrington Brooks IVA (which is also in administration). Think Money Groupis the parent company of Gregory Pennington and Freeman Jones.
As the “Beast from the East” and Storm Emma were lashing the UK amidst continuing volatility across major indices, capital markets activity remained remarkably unperturbed and active in February. We saw a £1.4bn public takeover offer, a rights issue of £331m, two IPOs raising a total of £248m and several companies announcing stock market flotation plans, including AJ Bell, Augmentum FinTech and SimplyBiz Group. The current enthusiasm for the public markets may reflect a disparity in valuation multiples between the private and public markets within selected parts of the financial services industry, as well as the attraction of liquidity and securing a long term source of funding.
In life insurance, the streamlining continued. Having spent several years in something of an M&A wilderness while rival consolidators bought up UK life assets, Phoenix Life announced its third major deal in less than two years, following its 2016 acquisitions of AXA Wealth and Abbey Life, with a £3.2bn cash-and-stock deal for Standard Life Aberdeen’s insurance business. Standard Life had been gently shifting away from traditional life business long before its tie-up with Aberdeen in 2017 and this transaction leaves the group as a nearly pure-play asset manager, notwithstanding the residual 19.9% stake it will have in Phoenix following the transaction.
Away from the public markets, “next generation” financial services businesses continued to attract strong support from investors, notably in the challenger banking space and FinTech lending segment which attracted well over £200m of capital in February from both institutional investors as well as the crowdfunding community.
Insurance
A generally quiet month came to life on the last day with a number of transactions completing. At the start of the month Global Risk Partners announced its acquisition of Camberford Law, a specialist and schemes wholesale broker based in Bromley. Mid-month saw the announcements that Nexus, the active MGA group, had acquired Apsley Specialty, a specialist D&O and financial institutions MGA focused on the asset management sector; Seventeen Group acquired two brokers in Scotland, Complete Insurance and Total Insurance in Dumfries; ProAktive Risk Group announced an MBO, led by the Group CEO and MD and debt funded by Mercia Fund Managers. Clear Insurance bought Robert Alexander, a New Maldenbased commercial broker and then quickly followed that up at the end of the month with the acquisition of a property owners focused broker, Genavco Insurance.
The flourish at the end of the month was led by HPS and Madison Dearborn announcing the acquisition of Compass Brokers, the network broking platform which went through an MBO from AJ Gallagher in 2016 and PIB acquiring Lorica Insurance Brokers, the commercial broking business owned by Primary Group and led by Carlo Marelli and Stefan Puttnam. Ataraxia made an investment in Glowsure, the Petersfield-based commercial broker, to assist with its expansion in the South Coast region. Armour Group, the Bermuda-based run-off insurance group, acquired Elite Insurance Company, a Gibraltar-based insurance company that ceased writing new business in 2017.
Investment
There was a strong theme of stock market flotations coming through the Investment sector this month: IntegraFin Holdings, the parent company of investment platform Transact, floated on the London Stock Exchange via an initial public offering of 27% of the issued share capital for c. £178m, valuing the business at £649.4m; SimplyBiz Group, the provider of compliance and business support services to IFAs, is considering a flotation, targeting an initial public offering to raise £30m and valuing the business between £140m to £155m, according to Reuters; and AJ Bell, the stockbroker and investment platform, is also reportedly preparing a flotation.
Standard Life Aberdeen (SLA) agreed to sell the bulk of its insurance business, Standard Life Assurance, to Phoenix Group for £3.24bn, comprising £2.28bn cash and a shareholding of 19.99% in Phoenix Group, which is raising £1bn to fund the deal to become Europe’s largest manager of books of mature business from insurance companies with the addition of £158bn in assets from Standard Life Assurance. SLA will retain its UK retail platforms and financial advice business.
In financial advisory, IFG Group confirmed that it had received a number of approaches from potential acquirers for Saunderson House. Sanlam acquired Yorkshire-based advice firm Grennan Advisers, which has £60m of AUM and Old Mutual Wealth Private Client Advisers acquired A&M Financial Services, adding £40m of assets under advice. Fairstone acquired Cheshire-based Hammond McNulty Wealth Management with c. £50m of AUM and AFH Financial acquired Hertfordshire-based Harrison White FS.
Robo-adviser Wealthsimple, which now manages £1.2bn for over 65,000 clients in Canada, the UK and the USA, received an investment of nearly £37m from Power Financial Corporation, the parent of Canada Life, bringing Power Financial Corporation’s total investment in the business to CAN$165m (£93.5m).
Denton Pension Management, the pensions administrator, announced the acquisition of Sippchoice, the London-based bespoke SIPP provider, for an undisclosed sum and Catalyst Development, the specialist financial markets consultancy backed by Livingbridge, acquired Knadel, the investment management consultancy.
FinTech
Banking technology was active in February. Banking technology firm Temenos agreed a £1.4bn acquisition of financial software firm Fidessa and shares subsequently traded above the offer price after Elliott Capital Advisors disclosed an increased stake following earlier share price movement. Elliott was also active with Chetwood Financial, the new UK challenger bank which secured its banking licence and a significant investment of £150m in debt and equity from Elliott to fund further growth. TruFin, the FinTech and niche lending banking business including Distribution Finance Capital, Satago and Oxygen Finance, completed a £185m IPO and admission to AIM with a conditional placing and subscription of ordinary shares raising gross proceeds of c. £70m, digital banking startup Tandem raised a further £4m from the 2,000 members of its Seedrs community and CivilisedBank, the new UK business bank with a banker network, received a further funding round from investment manager Warwick Capital Partners, subject to regulatory approval.
The payments sector was also active. Visa agreed a £142m deal to acquire Fraedom, the SaaS technology firm providing payments and transaction management tools to banks and their corporate customers. Supermarket group Sainsbury’s acquired the shares of Aimia Inc’s UK business for £60m, including the assets, colleagues, systems and licences required for the full and independent operation of the Nectar loyalty programme in the UK. Network Merchants, a payments enablement technology provider, acquired payment gateway and EMV solutions provider Creditcall and ParentPay, the provider of school payment and parental engagement services, acquired WIS, the software provider for school payment collection and parent communication in the Netherlands. SafeCharge, the payments technology company, invested further in Nayax, the cashless payment solutions provider for the unattended machine industry, following its initial investment in December 2016 and AIM-listed FairFX, the multicurrency payments and banking service, acquired international payments and travel currency services provider City Forex, for £6m with £5.3m up-front and the balance payable nine months after completion.
In Investment technology, IntegraFin Holdings, investment platform Transact’s holding company, priced its IPO and valuing the business at £649.4m with the float raising £177.6m and Augmentum Fintech, a closedend investment firm backed by RIT Capital Partners, announced plans to raise £100m. Livingbridge-backed financial markets consultancy Catalyst acquired investment management business and technology consultancy Knadel and Property Innovation Labs (Pi Labs), a property tech venture capital firm, secured a strategic equity investment to accelerate its global growth, led by Värde Partners.
In trading technology, CurveGlobal, the fledgling derivatives exchange backed by seven leading investment banks, the London Stock Exchange Group and Cboe Global Markets to compete in European interest rate futures, raised £20m in a second round of funding for expansion into fixed income markets and Citi and Crédit Agricole invested in post-trade blockchain platform SETL.
Elsewhere, pan-European private equity firm IK Investment Partners announced an agreement with PwC Sweden to acquire its business services division for accounting, payroll and related advisory services. Financial adviser compliance and business support firm SimplyBiz Group, is understood to be considering a London Stock Exchange flotation targeting a market capitalisation of between £140m and £155m in a listing that would raise £30m of new money.
Lending
There was significant activity within the capital markets. Provident Financial announced a fully underwritten £331m rights issue, in part to meet the costs of resolving the investigation by the FCA into Vanquis Bank’s Repayment Option Plan. Morses Club announced that its major shareholder Hay Wain Group, formerly Perpignon, had sold c. 18.4m ordinary shares, representing c. 14.2% of its existing issued ordinary share capital, at a price of 130p per share. Following completion of the placing, Hay Wain held c. 36.8% of the issued share capital. TruFin, which owns supply chain finance, invoice finance and dynamic discounting businesses and a c. 15% shareholding in Zopa, announced its flotation on AIM, successfully completing a placing and subscription of ordinary shares to raise gross proceeds of £70m. Augmentum Fintech, which holds c. 7.4% in Zopa amongst others, announced its intention to launch an initial public offering on the main market of the LSE by issuing a target of 100m ordinary shares at £1 per share.
In the challenger banking market, there were a number of new fundraisings. Chetwood Financial announced it had agreed up to £150m investment from Elliott Advisors, following the approval of its banking licence by the PRA and the FCA. CivilisedBank announced it was set to receive further funding from existing investor Warwick Capital Partners, subject to regulatory approval, ahead of its scheduled launch in the first half of this year. Tandem Bank announced it was to return to the Seedrs crowdfunding platform in a new £4m financing round.
Elsewhere, the board of Holmesdale Building Society announced it had agreed heads of terms to merge with Skipton Building Society. Metro Bank announced it had agreed to acquire a portfolio of UK mortgages from CERH RSMC Sub and Capital Home Loans for £523m at a discount to par. Maslow Capital has completed the acquisition of a £100m loan portfolio secured against a blend of land with planning, residential, purpose-built student accommodation and mixed-use development schemes. Manx Financial Group announced that its wholly owned subsidiary Conister Bank had entered into a £4m wholesale funding agreement with The Business Lending Exchange (BLX) and separately had acquired a 40% shareholding in BLX at no cost, together with an option to acquire the remaining issued share capital, exercisable in 2021, on the basis of 60% of four times EBITDA.
This year got off to a flying start with multiple transactions of significant value announced across all Financial Services’ sectors. Serial acquirers and consolidators were active as well as newcomers to the UK, including AIG, Allianz and Qatar Re alongside private equity houses such as Pollen Street, Synova Capital and Connection Capital. January also saw the announcement of the intended flotation on the London Stock Exchange of a major investment platform.
Interest in FinTech was no exception. Strategic acquirers and venture capital funds were busy, particularly in the risk management and trading technology arenas. Following predictions of a busy year ahead for blockchain businesses, and aside from the current news flow around cryptocurrencies, January saw no less than seven transactions in the blockchain space announced by a range of acquirers and investors including Crédit Agricole, Shell Trading, Draper Esprit and Future FinTech Group.
We trust you will enjoy the sector summaries below and look forward to helping you shape your strategic plans for 2018.
Insurance
January was an active month with a number of transactions being announced at the beginning of it, some of which we reported on last month – Pollen Street’s investment in Miles Smith, Tempcover’s £13m MBO backed by Connection Capital and Markerstudy’s sale of its insurance companies to Qatar Re.
Global Risk Partners (GRP) were active with the acquisition of The County Group, an active acquirer in its own right, with 278 employees and £72m GWP in the SME commercial and personal lines sector. GRP also acquired agricultural brokerage County & Commercial Insurance Brokers later in the month and at the end of the month they announced the acquisition of Camberford Law, a specialist MGA focused on SME and commercial schemes.
Other broker transactions were Broker Network’s acquisition of Saffron Insurance, the East Anglian focussed commercial and personal lines broker with 120 employees and 12 offices. J Bennett & Sons acquired the general insurance business of Mathews Comfort & Co, an Oxford-based broker, Erskine Murray acquired Asciak Holdaway Merritt in Leigh-on-Sea and The Burley Group acquired Grace Corporate Insurance Services. Ardonagh sold its remaining stake in Broker Network to Nevada Investments, its PE backed holding company.
US retail broker Acrisure has acquired Beach Associates in its first acquisition outside of North America, Beach will continue to operate as an independent advisory and broking business with its management team remaining in place. AmTrust owned Composite Legal Expenses has acquired York-based General Legal Protection.
There were two major transactions involving insurers, AIG announced plans to acquire Bermuda-based reinsurer and insurance provider Validus Holdings for $5.56bn and Allianz announced an €1.1bn open tender for the remaining 20.6% of trade credit insurer Euler Hermes that it does not already own.
Private Equity houses were active as well with Synova Capital acquiring a majority stake in AllClear, the specialist travel broker and appointing Chris Rolland as Chief Executive.
R&Q were involved with two transactions, the acquisition of Guernseybased captive insurer Constantia Insurance from Old Mutual and the sale of a number of its insurance services providers in the UK and North America to Davies Group.
Investment
IntegraFin Holdings, a provider of investment platform services to financial advisers and their clients better known as Transact, has announced its intention to float on the London Stock Exchange. It is one of the UK’s leading independent platforms, with approximately £29.7bn of funds under its direction, with over 150,000 users on behalf of some 5,100 financial advisers. Also, Allfunds, another investment platform provider, bought Finametrix, which offers digital services to asset managers.
In the asset management space, Franklin Templeton bought Edinburgh Partners, which manages around £7.2bn of AUM in global and emerging markets. Asset management boutiques Quaero Capital and Tiburon Partners agreed to merge, combining the Swiss small-cap and real assets specialist with the UK-based Asian investment company to form an asset manager with $2.3bn of AUM.
Standard Life’s financial planning business, 1825, agreed to acquire London-based Cumberland Place Financial Management with £400m of client assets. Workplace savings and pensions business, Punter Southall Aspire, agreed to acquire the Oxford-based IFA, Focus Oxford, which has some £200m of AUM, Bristol-based financial planner Paradigm Norton merged with fellow financial planner The Red House based in London. MitonOptimal purchased Wolverhampton-based financial planning and wealth advisory business Central Investment Planning for an undisclosed sum, adding £100m in client assets. AFH Financial acquired the Hertfordshirebased IFA Monopoly Financial Consultants and the assets of Chichesterbased JW Wealthcare. Intelligent Capital, a Glasgow-based IFA, was bought by its management who were backed by Clydesdale Bank. LSL Property Services bought the adviser network, Personal Touch Financial Services, for £4.8m plus assuming debt of £0.6m.
Succession Group bought four more financial advice firms from across the UK: Independent Advisers Scotland and Fergus Muirhead, both based in Glasgow; Booth Wealth Management in London; and Rossmore Financial Services in Warwickshire, adding a total of £255m in AUM. It also emerged that Ascot Lloyd Bellpenny, one of the larger IFA consolidators in the UK, had acquired Leeds-based Pantheon Financial.
Elsewhere in the sector, TP ICAP, the inter-dealer broker, acquired SCS Commodities Corp, a US provider of energy and commodities broking services, Wealth Club acquired execution-only discount broker, Clubfinance, which offers enterprise investment scheme (EIS) and venture capital trust (VCT) investments as well as investment, pension and stockbroking intermediation services. Alliance Trust completed the sale of its entire 8% stake in the asset manager, Liontrust, for £21.1m, and Houlihan Lokey, the international investment bank, agreed to buy the London-based independent mergers and acquisitions advisory boutique, Quayle Munro. Dentons, the pensions administrator acquired Sippchoice, another personal pensions administrator, and Stackhouse Poland, the insurance broker, bought Caprica Healthcare, a Blackburn-based private medical insurance specialist.
FinTech
Risk management saw major headlines in January. RELX Group (formerly known as Reed Elsevier) acquired cyber security business ThreatMetrix for £580m cash as enterprise platform businesses look to secure their networks. The Boards of Vermeg Group, a provider of IT solutions to the financial services and insurance industry, and Lombard Risk Management, the collateral management and regulatory reporting specialist, announced the terms of a £52.1m recommended cash offer by Vermeg, and BehavioSec, the behavioral biometrics authentication business, raised a $17.5m Series B investment, led by Trident Capital Cybersecurity, with Cisco Investments and ABN AMRO alongside existing investors Octopus Ventures and Conor Venture Partners.
In trading technology, Duco, the data engineering technology company, completed a $28m investment round by Insight Venture Partners, NEX Opportunities and Eight Roads Ventures as well as Cristóbal Conde, the former CEO of SunGard. Financial software provider Finastra acquired eFX trading supplier Olfa Soft to capitalise on the ongoing shift to automated machine-to-machine electronic trading in currency markets. Fineqia International acquired an equity stake in Nivaura, the automated issuance and administration of financial instruments business, telecom operator, BSO Networks, acquired Apsara Networks, an operator specialising in ultra-low latency telecommunications used by the main US financial centres and TigerWit, the mobile and online trading firm, acquired FCA regulated broker Mercor Index, most known for its trading name TimeToTrade.
In lending technology, small business online lender EZbob has raised £15m in new funding from private equity firm Da Vinci Capital Management and Goji, the specialist direct lending investment manager and platform, secured funding from investors including Anthemis’ Venture Fund 1 and AXA Strategic Ventures.
In payments, prepaid cards and expense report startup Spendesk raised $9.9m from Index Ventures with further investments from selected individuals and mobile payments business Bango raised £5.0m in a placing to fund the acquisition of 98% of Audiens, the data management subsidiary of Digitouch, payable £1.3m cash on completion, £550k for the provision of shared services for up to a year after acquisition; 521,803 Bango shares at the placing prices; and 738,399 warrants for Bango shares lasting ten years, at the placing price.
January also saw investments in a number of blockchain assets. Cryptocurrency and blockchain security company Ledger raised $75m led by Draper Esprit, with additional funding from Draper Venture Network funds, including Draper Associates, Draper Dragon and Boost VC, as well as FirstMark Capital, Cathay Innovation, and Korelya Capital. Applied Blockchain, a blockchain start-up, secured its first funding round with investments from Shell Trading International and Calibrate Partners for minority stakes in the company and BlockEx, a financial exchange platform provider for blockchain-based digital assets, raised over $24m in a private sale from accredited token buyers including individuals, cryptocurrency hedge funds, family offices, and institutional investors for equity purchase. Crédit Agricole acquired a stake in financial blockchain outfit SETL, marking the bank’s first equity investment in a third party financial technology company and blockchain technology solutions firm Long Blockchain Corp. agreed a letter-of-intent with Stater Blockchain, a technology company focused on developing and deploying globally scalable blockchain technology solutions in the financial markets, following an announcement earlier in the month that Stater Blockchain would acquire blockchain business Hashcove. Future FinTech Group, a financial technology company and integrated producer of fruit-related products, announced the receipt of a 5% equity interest in
Lending
The lending M&A markets had a quiet start to the year. J.C. Flowers sold c. 24.3m shares in OneSavings Bank, representing c. 10% of the share capital in the company, at 390p per share, equating to gross proceeds of c. £95m. City of London Group announced it is acquiring a 73% equity interest in Echo Financial Services with the remainder held by Jason Oakley, Adrian Golumbina and Bryce Glover in order to create a new challenger bank offering commercial, SME, bridging and development finance. City of London Group will provide initial funding of up to £2.5m and has a call option to acquire the team’s equity interests for a maximum of £5.4m, to be satisfied in City of London Group shares.
In the mortgage markets, Enra Group announced the acquisition of master broker Vantage Finance. LSL Property Services acquired the entire issued share capital of Personal Touch Financial Services, which provides mortgage and other financial services products via its network of intermediaries, for a consideration of £4.8m plus an acquired intercompany debt of £0.6m, to be satisfied through a payment of £2.8m on completion and a further payment of £2.0m which is deferred for 12 months.
Elsewhere, Ezbob, was reported to have raised £15m in funding from Da Vinci Capital Management at a post money valuation of £100m.
